MUSKEGON COUNTY BOARD OF COMMISSIONERS Ways & Means Committee AGENDA

January 7, 2021 at 4:00 p.m. Kim Cyr, Chair Via Zoom Meetings Doug Brown, Vice Chair

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1) Call to Order 2) Roll Call 3) Approval of Minutes of December 15, 2020 4) Public Comment (on an agenda item) 5) Items for Consideration

WM21/01 – 01 (Finance) To approve payment of the accounts payable of $5,451,927.41 covering the period of December 4, 2020 through December 25, 2020 for checks and P Card payments for the period covering November 1 through November 30, 2020 as presented by the County Clerk.

WM21/01 – 02 (Public Works) To approve the lease agreement with Cherry Street Services, Inc., for a three-year term beginning April 1, 2021 and ending September 30, 2024 with a beginning lease rate of $11.66 per square foot with 3% increases on October 1st of each year and authorize the board chair to sign the lease agreement.

WM21/01 – 03 (Public Works) To authorize the sale of the 2006 Chevy Impala VIN# 2G1WB55K969390888 though Miedema Auctioneering, Inc.

Ways & Means Agenda January 7, 2021 Page 2

WM21/01 – 04 (Human Resources) To authorize Steven Reynolds, Muskegon County Sheriff Deputy, to purchase 3 years and 7 months of MERS generic service credit at a cost of $111,899.00 as provided by the MERS Plan Document and in keeping with the County policy regarding purchase of generic service credit with 100 percent of the total actuarial cost being paid by the employee.

WM21/01 – 05 (Facilities) To authorize staff to allocate 775 square feet of vacant space on the second floor of the Central Services Building to the Public Defender and move forward with necessary alterations to accommodate the Public Defender’s space needs with costs to be paid by the MIDC grant.

6) Old Business - Airport Management 7) New Business 8) Public Comment 9) Final Board Comment 10) Adjournment

December 15, 2020 Bob Scolnik, Chair 3:30 p.m. via Zoom Charles Nash, Vice-Chair

MINUTES

CALL TO ORDER

The meeting was called to order by Commissioner Scolnik at 3:31 p.m.

ROLL CALL

Present: Gary Foster, Susie Hughes, Zach Lahring, Kenneth Mahoney, Charles Nash, I. John Snider, II, Bob Scolnik

Marcia Hovey-Wright and Rillastine Wilkins joined after roll call.

Also Present: Mark Eisenbarth, County Administrator; Kathy Tharp, Administrative Coordinator

APPROVAL OF MINUTES

It was moved by Commissioner Foster, supported by Commissioner Mahoney, to approve the minutes of the December 1, 2020, meeting as written.

Roll Call: Yes: Susie Hughes, Zach Lahring, Kenneth Mahoney, Charles Nash, I. John Snider, Gary Foster, Robert Scolnik No: None Motion carried.

PRESENTATION: Skip Goss and John Matheson of F3 presented to the Board regarding the Muskegon County Airport.

PUBLIC COMMENT - None

ITEMS FOR CONSIDERATION

WM20/12 – 125 It was moved by Commissioner Foster, supported by Chairman Hughes, to approve payment of the accounts payable of $15,666,148.03 covering the period of November 20, 2020 through December 3, 2020 for checks and EFT payments for the period covering November 1 through November 30, 2020 as presented by the County Clerk.

3 Roll Call: Yes: Susie Hughes, Kenneth Mahoney, Charles Nash, I. John Snider, Rillastine Wilkins, Gary Foster, Marcia Hovey-Wright, Robert Scolnik No: Zach Lahring Motion carried.

WM20/12 – 126 It was moved by Commissioner Foster, supported by Commissioner Nash, to authorize the release of a request for proposals for temporary staffing services.

Roll Call: Yes: Zach Lahring, Kenneth Mahoney, Charles Nash, I. John Snider, II, Rillastine Wilkins, Gary Foster, Marcia Hovey-Wright, Susie Hughes, Robert Scolnik No: None Motion carried.

WM20/12 – 127 It was moved by Commissioner Foster, supported by Commissioner Nash, to waive the purchasing policy and purchase a temporary gable building for the front entrance of the Hall of Justice from Alaska Structures contingent on grant funding for 100% of the cost.

Roll Call: Yes: Kenneth Mahoney, Charles Nash, I. John Snider, II, Rillastine Wilkins, Gary Foster, Marcia Hovey-Wright, Susie Hughes, Zach Lahring, Robert Scolnik No: None Motion carried.

WM20/12 – 128 It was moved by Commissioner Foster, supported by Commissioner Nash, to approve the termination of the procurement card services contract with US Bank allowing for up to a 90-day transition period in accordance with sections 23.2 and 23.3 of the contract.

Roll Call: Yes: I. John Snider, II, Rillastine Wilkins, Gary Foster, Marcia Hovey-Wright, Susie Hughes, Zach Lahring, Kenneth Mahoney, Charles Nash, Robert Scolnik No: None Motion carried.

WM20/12 – 129 It was moved by Chairman Hughes, supported by Commissioner Hovey-Wright, to enter into an agreement with Bank of America for corporate card services pending corporate counsel review while staff reviews other procurement options.

Roll Call: Yes: Charles Nash, I. John Snider, II, Rillastine Wilkins, Gary Foster, Marcia Hovey-Wright, Susie Hughes, Zach Lahring, Kenneth Mahoney, Robert Scolnik No: None Motion carried.

WM20/12 – 130 It was moved by Commissioner Foster, supported by Commissioner Nash, to authorize the Board Chair to sign the Letter of Interest for Community

4 Development Block Grant Reimbursement of COVID Expenditures indicating it has agreed not to proceed with the pursuit of these grant funds.

Roll Call: Yes: Rillastine Wilkins, Gary Foster, Marcia Hovey-Wright, Susie Hughes, Zach Lahring, Kenneth Mahoney, Charles Nash, Robert Scolnik No: None Motion carried. (I. John Snider, II, lost computer connection)

WM20/12 – 131 It was moved by Commissioner Nash, supported by Commissioner Foster, to authorize reinstating the unfunded Deeds Record Technician position G31204, with the pay table/grade of GU-00160 ($15.16-$18.70/hr) and reclassify the position to a Microfilm Records Technician with the identical salary grade of GU- 00160 ($15.16-$18.70/hr) to be funded by 80% General Fund and 20% Deeds Automation Fund and also unfund the vacant Deeds Record Coordinator position G31001 and amend the budget accordingly.

Roll Call: Yes: Gary Foster, Marcia Hovey-Wright, Susie Hughes, Zach Lahring, Kenneth Mahoney, Charles Nash, Rillastine Wilkins, Robert Scolnik No: None Motion carried. (I. John Snider, II, lost computer connection)

WM20/12 – 132 It was moved by Commissioner Nash, supported by Commissioner Wilkins, to approve the signing of the Memorandum of Understanding between the Sheriff’s Office and HealthWest to implement a model of care for the residents of the Muskegon County Jail with an option to renew annually.

Roll Call: Yes: Marcia Hovey-Wright, Kenneth Mahoney, Charles Nash, I. John Snider, II, Rillastine Wilkins, Gary Foster, Robert Scolnik No: Susie Hughes, Zach Lahring Motion carried.

WM20/12 – 133 It was moved by Commissioner Mahoney, supported by Chairman Hughes, to approve the Intergovernmental Contract with the Lakeshore Regional Entity for Substance Abuse Treatment and Service through December 31, 2022, and authorize the County Administrator to sign.

Roll Call: Yes: Susie Hughes, Zach Lahring, Kenneth Mahoney, Charles Nash, Rillastine Wilkins, Gary Foster, Marcia Hovey-Wright, Robert Scolnik No: None Motion carried. Abstention: I. John Snider, II, due to conflict of interest

5 WM20/12 – 134 It was moved by Chairman Hughes, supported by Commissioner Foster, to authorize the Administrator to seek a proposal from F3 for the Muskegon County Airport.

Roll Call: Yes: Zach Lahring, Kenneth Mahoney, Rillastine Wilkins, Gary Foster, Marcia Hovey-Wright, I. John Snider, II, Robert Scolnik, Susie Hughes No: None Abstention: Charles Nash, due to need for more information Motion carried.

OLD BUSINESS

None

NEW BUSINESS

None

PUBLIC COMMENT

None

FINAL BOARD COMMENT

None

ADJOURNMENT

There being no further business to come before the Ways & Means Committee, the meeting adjourned at 4:57 p.m.

6 Muskegon County Ways & Means Committee Request for Board Consideration

Requestor: ​Beth Dick Committee Date: ​01/07/2021

Requesting Department: ​Administration Full Board Date: ​01/12/2021

Budget: ​Budgeted Agenda Number: WM21/01​ - 01

Suggested Motion: ​(State the following exactly as it should appear in the minutes.) ​ Move to approve payment of the accounts payable of $5,451,927.41 covering the period of December 4, 2020 through December 25, 2020 for checks and P Card payments for the period covering November 1 through November 30, 2020 as presented by the County Clerk.

Summary of Request: ​(General description of financing, other operational impact, possible alternatives.) ​ Expenditures for checks covering the period December 4, 2020 through December 25, 2020 and P Card payments covering the period November 1 through November 30, 2020 totaled $5,451,927.41 and included the following large or unusual items:

1) Payments to Beacon Services for $199,643.89 for HealthWest residential services 2) Payment to Bowen Heating and Cooling for $117,661.00 for DTE test and tune program services. 3) Payment to Cherry Street Services Inc. for $230,698.05 for HealthWest substance use disorder services. 4) Payments to Correct Care Solutions LLD for $124,135.26 for January Jail and JTC medical services. 5) Payments to LD Docsa Associates Inc. for $189,172.19 for Wastewater pump station C rehabilitation project. 6) Payments to Mercy Health Partners for $160,337.05 for HealthWest inpatient care and substance use disorder services. 7) Payment to Michigan Municipal Risk Management Authority for $457,405.00 for 2021 first installment for general liability and property insurance. 8) Payments to MOKA Corporation for $177,042.93 for HealthWest skill building, CLS, Children’s waiver, autism and supported employment services. 9) Payment to Muskegon Area First $140,000.00 for Wastewater annual subscription. 10) Payments to Pioneer Resources Inc. for $666,334.39 for HealthWest room and board, personal care, CLS, rec club, autism and transportation services. 11) Payment to the State of Michigan for $121,948.42 for December state education and mobile home taxes 12) Payment to the State of Michigan for $474,090.00 for November state transfer taxes. 13) Payments to Turning Leaf for $131,246.22 for HealthWest room and board, personal care and supervised apartment services.

Current and previous accounts payable detail may be viewed on the Accounting Services website at https://www.co.muskegon.mi.us/Archive.aspx?AMID=36

Kristen Wade, HR Director Analysis Required? No Beth Dick, Finance Director/Management Analysis: ​

✓

Michael Homier, Corporate Counsel Analysis Required? Mark Eisenbarth, County Administrator Recommendation: No

✓

7

8 Muskegon County Ways & Means Committee Request for Board Consideration

Requestor: Matthew Farrar Committee Date: 1/7/2021 ​ ​ Requesting Department: Public Works Full Board Date: 1/12/2021 ​ ​ Budget: Budgeted Agenda Number: WM21/01 - 02 ​ ​

Suggested Motion: (State the following exactly as it should appear in the minutes.) ​ ​ Move to approve the lease agreement with Cherry Street Services, Inc., for a three-year term beginning April 1, 2021 and ending September 30, 2024 with a beginning lease rate of $11.66 per square foot with 3% increases on October 1st of each year and authorize the board chair to sign the lease agreement.

Summary of Request: (General description of financing, other operational impact, possible alternatives.) ​ ​ Cherry Street Services Inc. leases part of the second floor of the County's Oak Street building. Cherry Street Services is under contract (see attached) with HealthWest until September 30, 2024 to operate the Muskegon Recovery Center. Cherry Street Services would like to lease the current facility for the life of this contract.

From a financial perspective, Cherry Street uses less than 30% of the building but pays 56% of the costs including costs incurred whether or not the space is leased. Currently the County does not have a need for the space on the second or third floor of the Oak Street Building.

Should the Board wish to continue this lease, the following motion is suggested. If the Board wishes to not continue this lease, no action is necessary.

Kristen Wade, HR Director Analysis Required? No Beth Dick, Finance Director/Management Analysis: ​

✓

Michael Homier, Corporate Counsel Analysis Required? Mark Eisenbarth, County Administrator Recommendation: No

✓

9 10 11 12 13 14 15 16 17 18 19 20 Muskegon County Ways & Means Committee Request for Board Consideration

Requestor: Matthew Farrar Committee Date: 01/07/2021 ​ ​ Requesting Department: Public Works Full Board Date: 01/12/2021 ​ ​ Budget: Non-Budgeted Agenda Number: WM21/01 - 03 ​ ​

Suggested Motion: (State the following exactly as it should appear in the minutes.) ​ ​ Move to authorize the sale of the 2006 Chevy Impala VIN# 2G1WB55K969390888 though Miedema Auctioneering, Inc.

Summary of Request: (General description of financing, other operational impact, possible alternatives.) ​ ​ Family Court seeks permission to sell a 2006 Chevy Impala VIN# 2G1WB55K969390888 with over 193,000 miles through Miedema Auctioneering, Inc.

Kristen Wade, HR Director Analysis Required? No Beth Dick, Finance Director/Management Analysis: ​

✓

Michael Homier, Corporate Counsel Analysis Required? Mark Eisenbarth, County Administrator Recommendation: No

✓

21 Muskegon County Ways & Means Committee Request for Board Consideration

Requestor: Kristen Wade Committee Date: 01/07/2021 ​ ​ Requesting Department: Human Resources Full Board Date: 01/12/2021 ​ ​ Budget: Non-Budgeted Agenda Number: WM21/01 - 04 ​ ​

Suggested Motion: (State the following exactly as it should appear in the minutes.) ​ ​ Move to authorize Steven Reynolds, Muskegon County Sheriff Deputy, to purchase 3 years and 7 months of MERS generic service credit at a cost of $111,899.00 as provided by the MERS Plan Document and in keeping with the County policy regarding purchase of generic service credit with 100 percent of the total actuarial cost being paid by the employee.

Summary of Request: (General description of financing, other operational impact, possible alternatives.) ​ ​ In accordance with County Policy #2002-587, Purchase of Generic Service Credit, Steven Reynolds, Muskegon County Sheriff Deputy for 21 years 4 months, has submitted a request for authorization to purchase 3 years and 7 months of MERS generic service credit. The purchase price is actuarially determined to cover the cost of the additional pension paid. Mr. Reynolds will be responsible for 100 percent of this cost. Per the attached MERS calculated actuarial cost of additional credited service, Mr. Reynolds will be responsible for payment of $111,899.00 to MERS prior to his date of retirement, February 19, 2021.

Kristen Wade, HR Director Analysis Required? No Beth Dick, Finance Director/Management Analysis: ​

✓

Michael Homier, Corporate Counsel Analysis Required? Mark Eisenbarth, County Administrator Recommendation: No

✓

22 23 24 Muskegon County Ways & Means Committee Request for Board Consideration

Requestor: Matthew Farrar Committee Date: 01/07/2021 ​ ​ Requesting Department: Facilities/Public Works Full Board Date: 01/12/2021 ​ ​ Budget: Agenda Number: WM20/01 - 05 ​

Suggested Motion: (State the following exactly as it should appear in the minutes.) ​ ​ Move to authorize staff to allocate 775 square feet of vacant space on the second floor of the Central Services Building to the Public Defender and move forward with necessary alterations to accommodate the Public Defender’s space needs with costs to be paid by the MIDC grant.

Summary of Request: (General description of financing, other operational impact, possible alternatives.) ​ ​ The Public Defender is in need of four additional office spaces. Attached is a memo that evaluates three different space options considered.

Staff recommends reallocating 775 square feet of vacant space on the second floor of the Central Services Building to the Public Defender. The cost to accommodate the necessary alterations of this space will be paid by the Michigan Indigent Defense Commission Grant (MIDC).

Kristen Wade, HR Director Analysis Required? No Beth Dick, Finance Director/Management Analysis: ​

✓

Michael Homier, Corporate Counsel Analysis Required? Mark Eisenbarth, County Administrator Recommendation: No

✓

25 MEMORANDUM

TO: Mark Eisenbarth, Administrator FROM: Matthew Farrar, Public Works Director DATE: January 4, 2021 SUBJECT: Public Defender Space Analysis

The Public Defender is adding positions and needs additional space. The following additional space options were evaluated:

1. Rent Space at 40 Concord Street, Shaffer Building: This option would move the entire Public Defender department to 40 Concord Street. The total space is approximately 4,700 Ft². Rent is estimated to be $13.001 per Ft² for a total annual cost of $61,100 per year plus costs to be paid by the Michigan Indigent Defense Commission Grant (MIDC). This building will undergo renovation. The time frame for completion is unknown. 2. Central Services: There is 775 Ft² of space available on the second floor of the Central Services Building. Renovation cost is estimated to be $11,0002 which is paid by the MIDC. Annual rent, paid to the County by the MIDC, is estimated to be $61,639.06. The current rent is $54,021.46 with the rent for the additional space bringing the total to $61,639.06. This option could be turned around quickly. 3. Oak Street Building: The 3rd floor of the Oak Street Building has 8,004 Ft² of vacant space. The cost to remodel this space is estimated to be $200,1003. The annual rent the County would receive is estimated to be $38,374.80. The time frame for this option is at least 6 months.

1 Based on personal conversation, subject to change. 2 Currently refining this cost estimate. 3 Based on $25 per ft² low intensity remodel.

26 Analysis

The total rent the Public Defender in 2020 is approximately $54,012.464 which is paid by the MIDC. The rent payments and renovation costs to prepare the vacant space in the Central Services Building are covered by the MIDC as well. The financial consideration is the opportunity costs of rent payments currently paid by the MIDC to the County. Option 2, using an additional 775 Ft² at the Central Services Building, will result in annual rent payments from the MIDC to the County of approximately $61,639.06. This is the opportunity costs the County would have to cover for the other options evaluated and any other option that moves the Public Defender from County owned facilities.

Option Forgone Revenue Rent Revenue General Fund Impact 1. 40 Concord St.5 $61,639.06 $0.00 -$61,639.06 2. Central Services $0.00 $61,639.06 $7,626.606 3. Oak Street Building $61,639.06 $38,374.80 -$23,264.26

• Options 1 and 3 do not assume the County will rent the space vacated by the Public Defender. • Any proposal to move the Public Defender out of a County owned building will result in the loss of $61,639.06 in rent to the County.

Each option has its own pros and cons. It is recommended the Public Defender use existing vacant space in the Central Services Building which is the most financially feasible option. This will also keep the entire department together and close to the Hall of Justice.

4 December rent is estimated. 5 Also applies to any other rented space not owned by the County. 6 General Fund is currently collecting $54,012.46 per year so the additional revenue from adding 775 Ft² is $7,626.60.

27 MUSKEGON COUNTY MICHIGAN

Muskegon County Airport Board FAA Compliance Recovery Plan of Commissioners Milestone Report – 12/23/2020

Susie Hughes To: Denson Stasher, FAA Chair, District 3 Tricia Halpin, FAA Ken Taira, FAA

Gary Foster From: Mark Eisenbarth, Muskegon County Administrator Vice-Chair, District 7 Bob Lukens, Muskegon County Community Development Director Rick Taig, MKG Consultant

Marcia Hovey-Wright Date: December 23, 2020 District 2 The following is the first 30-day milestone report for the Muskegon County Airport’s FAR Part 139 Compliance Recovery Plan. County Administrator Mark Eisenbarth, Zach Lahring Director Bob Lukens and MKG airport consultant Rick Taig met with FAA Great District 5 Lakes ADO and AGL-620 officials on Friday, December 18, 2020 for a progress update on training programs, scheduling and documentation.

Kenneth Mahoney Training documents, slideshows and additional information is attached to this e-mail District 9 correspondence.

Charles Nash I. Addressing E-Doc Review Discrepancies District 6 1. 201a. General requirements (Repeat Violation). Inspection revealed since February, 2020, MKG has not conducted a required daily self- Robert Scolnik inspection form review, which was a provision of the February 13, 2020 District 4 Warning Letter. Night inspections were conducted before sunset or after

sunrise. Inspections were not recorded, and inspection documentation I. John Snider, II was not filled out correctly. District 8 i. MKG Airport Maintenance Worker, Mike Austgen, will be responsible for reviewing all airport inspection checklists on a Rillastine R. Wilkins District 1 weekly basis. MKG airport consultant, Rick Taig, reviewed the requirements with Mike. The weekly forms review will be documented in a field on each daily inspection checklist. ii. Rick Taig instructed maintenance staff on proper timing and documentation of day and night inspections.

Administration | 990 Terrace Street, Muskegon, MI 49442 | Ph 231.724.6520 | Fax 231.724.6673 An EEO/ADA Employer recycled paper

2. 303c. Personnel (Repeat violation). 14 CFR part 303a subject areas were not covered adequately. The training plan presented to the FAA in July 2019, and made a contingency of the February 13, 2020 Warning Letter, was not implemented. No airport-specific training was conducted under §§139.305, 139.309, 139.311, 139.327, 139.333, 139.339, and 139.341 during the previous 12 CCM.

i. Training was completed by all maintenance staff on Monday and Tuesday, December 21 and 22, 2020 for: 1. FAR Part 139 Requirements and Review 2. 139.303 – Airport Familiarization 3. 139.313 – Snow and Ice Control 4. 139.329 – Pedestrians and Ground Vehicles

ii. The following areas were introduced in the training provided in Section i. above; however, additional detailed training materials on these sections are under development with training to be conducted in January, 2021: 1. 139.305 – Paved Areas 2. 139.309 – Safety Areas 3. 139.311 – Markings, signs and lighting 4. 139.315, .317, .319 – ARFF 5. 139.321 – Handling and storage of hazardous substances and materials 6. 139.323 Traffic and wind direction indicators 7. 139.325 – Airport Emergency Plan 8. 139.327 – Self Inspection Program 9. 139.331 - Obstructions 10. 139.333 – Protection of NAVAIDS 11. 139.335 – Public Protection 12. 139.339 – Airport Condition Reporting 13. 139.341 – Identifying, marking, and lighting construction and other unserviceable areas. 14. 139.343 – Noncomplying conditions

3. 201a. General Requirements. Inspection revealed fueling facility and equipment inspections were not documented using the required form in Exhibit 7 of the MKG ACM. i. Staff has been instructed regarding the requirement to complete the Fueling Tank Inspection form in Exhibit 7 of the ACM for quarterly (or spot) inspections. Records will remain at the maintenance facility.

4. 301. Records. Inspection revealed training forms were not filled out for 329 (Pedestrians and Ground Vehicles) and 337 training (Wildlife Hazard Management). i. FAR 139.329 Pedestrians and Ground Vehicles training was completed as stated in item #2 above and training record is attached to this email. ii. FAR 139.337 Wildlife Hazard Management training was completed on September 1, 2020. Training record was created, reviewed and signed by staff verifying completion of training. USDA wildlife biologist, David Madrigal, was also contacted to confirm training agenda and completion. Training was not completed by seasonal maintenance employee, Kevin Cunningham, as he does not participate in the program. Unusual occurrences, strikes, sightings, etc. reported by Kevin are passed on to other trained maintenance personnel for resolution.

5. 339c6. Airport condition reporting. Inspection revealed airport personnel incorrectly reported a mandatory instruction sign outage, referring to a “hold position sign” as a “stop bar”. This is a repeat violation, with the previous violation recorded under 303c in the February 13, 2020 Letter of Warning. i. Maintenance staff has a good understanding of signage nomenclature and believes the original violator is no longer employed at the airport. Reiteration was still given throughout training listed in item #2 above.

II. Training Compliance 1. MKG staff met with FAA Great Lakes ADO and AGL-620 officials on Friday, December 18 for an update on the Airport’s training programs, documentation, and scheduling. 2. The February 13, 2020 Warning Letter cited instances of insufficient on-boarding and recurrent training for airport staff, ARFF drivers, and FBO fueling staff for the past 12 calendar months. i. Recurring AOA drivers training was completed with maintenance staff in the training listed in item #2 above with a 100% staff passing rate. Training and testing materials are attached to this email and completed exams are on file in the airport administrative offices. ii. AOA driver’s training for remaining airport employees will be scheduled for January, 2021.

III. Document Review and Revision 1. ACM has been reviewed and revised; exhibits are currently under review and revision by airport staff and consultant. Submittal to FAA for approval will begin in January, 2021. 2. Airport 5010, Master Record was updated online to reflect airport manager contact at main airport phone. 3. Sign and Marking Plan will be under review and revision by C&S Companies, the airport’s contracted engineering firm, in January 2021.

4. SICP Revisions have been made and are under review by airport staff. FAR Part 139.313 training was conducted as described in item #2 above. Additional training to review updates to the SICP will be given upon return of FAA approved document.

IV. Airport Management 1. The Muskegon County Board of Commissioners met in committee December 15, 2020 and instructed Administration to develop a contract with airport management firm F3 of Milwaukee, WI. The management firm will hire all necessary staff, including an airport manager and airport operations lead to administer, operate, and maintain the airport and FAR Part 139 compliance. The Board will be voting on the airport’s management firm contract on January 12, 2021.

Should the Board approve this contract, F3 will immediately begin the placement process for a permanent airport manager and additional staff as proposed. At this time F3 is actively recruiting for these positions for a quick placement with an early onboarding and training period.

Should the Board not approve the contract with F3, county administration will reinstate the search for a permanent, county employed, airport manager utilizing existing applicants and/or new recruitment efforts.

In the interim, upon the FAA’s approval, MKG’s independent airport consultant, Rick Taig, has agreed to remain under contract to assist with FAR Part 139 compliance and day-to-day operations until the new permanent airport manager has transitioned into the role.

MANAGEMENT & OPERATION SERVICES RFP

MUSKEGON COUNTY AIRPORT MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 2

TABLE OF SECTION A 3 CONTENTS Executive Summary SECTION B1 6 Firm Information

SECTION B2 28 Key Personnel & Org Chart

SECTION B3 50 References

SECTION B4 52 Management & Operations Transition Plan

SECTION B5 74 Business Plan

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com EXECUTIVE SUMMARY

MUSKEGON COUNTY AIRPORT A MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 4

SECTION A MUSKEGON COUNTY AIRPORT Airports are highly complex organizations to manage. An airport is an agent of public EXECUTIVE service, a business, a community resource, and an essential stakeholder to commerce. Airport management is broad in scope and includes, but not limited to, SUMMARY tasks such as negotiating a lease with a new tenant; resolving an air carrier dispute; filling out the paperwork for a federal grant application; participating in an interview with the local press; attending a meeting with homeowners to discuss airport noise; overseeing construction of a taxiway; and responding to an airport emergency. F3 has mastery of these management essentials and airport disciplines, but we are also experts in real estate allowing us to manage and negotiate the entire airport operation and real estate to its potential.

F3 has a fresh perspective with the energy and innovation to make an airport grow through aggressive and professional marketing. And our process-focused approach to procedure compliance also ensures that the all-important FAR part 139 regulations are followed consistently no matter who occupies the Airport Director role. Our firm consists of 240 dedicated employees and we have been in business since 1995. This provides many years of experience working with governmental entities while nimble enough to customize our approach to each management assignment.

As a Midwest-based firm, our leadership staff is only 30 minutes away by small plane or about 3 hours by car or ferry from Milwaukee. John Matheson, President and one of two owners of the company is directly involved in negotiating and meeting the long-term goals of the assignment and responding to client issues. Our firm also manages the City of Muskegon owned Hartshorn Marina.

F3 Airport and County policy-makers understand the two dichotomous philosophies: (1) the airport is a public entity and must be managed as a public entity, and (2) the airport is a business enterprise and place for commerce to take place and therefore must also be managed as a business. F3 will manage the airport not as a stand-alone entity, but an integral part of the County and region. An important component of our management is close collaboration with communities in the region, economic growth organizations, businesses, political leaders and non-profits.

F3 Airport must navigate the needs of not only the Airport Owner but the needs of the key stakeholders such as airport business operators (airlines, concessionaires, Fixed Based Operators, service providers, and other airport tenants), airport users such as passengers and pilots, the surrounding community, and the regulatory agencies such as FAA, TSA, and State Aviation agencies. The Airport Owner and Airport Development Committee, in collaboration with F3 Airport, set goals, identifies strategies for fulfilling the vision of the airport, approve plans and programs, assign and oversee the airport management’s responsibilities. F3 Airport does the research and makes recommendations to the Airport Owner once policy directives are issued. F3 Airport implements the policies, manages the day-to-day operations, and reports back to the governing body.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 5

SECTION A F3 Airport additionally ensures the safety, security, and efficiency of the airport; maintains its facilities; ensures passenger and aircraft flow; prepares financial plans such as budgets; enforces rules and regulations; oversees planning and EXECUTIVE construction projects; and secures new business and revenue streams.

SUMMARY Our strengths that set us apart include:

• Expertise in managing not just airport, but all other forms of real estate to maximize the income and value • Emphasis on maximizing financial performance through creative efforts • Strong marketing ability to grow airport use and build brand • Focus on process to ensure compliance with key regulations • Strong relationship with FAA District office personnel • Customized approach to meet needs of client • Close proximity of corporate office and F3 leadership to Muskegon • Willingness to put a portion of fee at risk based on performance • Strategy to manage airport as an integral part of entire region

The following proposal will outline our approach. Our actual performance typically improves during the course of an assignment as we establish relationships and learn the area specific complexities/opportunities of a community. We have a particular strength in maximizing the financial performance over the long-term by leveraging our on-site team working with the financial expertise from our corporate office.

In short, we work in partnership with the ownership of the airport to rely on us for the execution of day to day operations while providing good advice and options for strategic growth and improved performance.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com FIRM INFORMATION

MUSKEGON COUNTY AIRPORT B1 MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 7

SECTION B1 A. DESCRIPTION OF TEAM John Matheson, President FIRM Role: As a partner in the company as well as President, Matheson’s role is to ensure INFORMATION the company is meeting the overall goals and mission for clients. His focus is to also monitor the company performance to deliver high quality services to clients on a consistent basis throughout the relationship. He is part of the team that meets early in the assignment to creatively establish the long-term strategic plan for meeting the client goals for the asset. Matheson is also experienced in commercial real estate, providing advice and execution for strategies to improve the financial performance of the airport through better use of the land.

Skip Goss, Regional Manager Role: Skip leads the Airport division, providing direction and oversight to on-site managers, act as a resource on airport management expertise, and collaborates with Airport Managers on goals, strategy. His strong relationship with the FAA is leveraged to the benefit of the client and airport. He also brings active oversight and accountability to the airport operations including the formulation and implementation of regulatory compliance policies and procedures. Skip meets either in-person or virtually each week with airport managers to review the status of goals and evaluate measures of performance.

Phil Cook, Manager Finance and Operations Role: Phil’s responsibility includes set-up and organization of financial controls, accounting and monthly financial reporting. He oversees the airport accountant to ensure timely, accurate and meaningful financial reports. Phil also advises clients on short and long-term financial strategy and along with the Airport Manager and assists in creation of annual budgets.

Dani Broberg, Marketing Specialist Role: Dani works with the team to help formulate a strategic marketing plan that will improve demand, image and awareness of the airport. Her role is to also maintain brand standards for all advertising and promotional efforts.

Rachael Kruszka, HR Generalist Role: All human resource issues including hiring, training programs, benefits/ payroll, and other HR administrative issues fall under Rachael’s oversight. She is instrumental for on-boarding new staff and ensuring proper training is completed as well as HR compliance issues.

TBD, Airport Director Role: The airport manager will have primary responsibility for day to day implementation and execution of the strategic operational plan for the airport. This person, under the direction of Skip Goss, will be responsible for operating the airport to the minimum standards of Muskegon County and F3 Marina.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 8

SECTION B1 B. EXPERIENCE WITH EMPLOYEE RELATIONS

With 240 employees throughout the U.S. and Central America, F3 has placed a FIRM focus on finding the best staff, invest in their training, and provide well-defined INFORMATION expectations. Our adherence to C.A.R.E. (Communication, Accountability, Respect and Excellence) is how we operate daily and is part of our culture. We offer opportunities for advancement, allow for individual decision-making and a culture of employee growth. This has made us a magnet for people that fit our culture. F3 has transitioned 617 part-time and full-time employees over the past 5 years (see attached on-boarding list).

Transitions Transitioning a new assignment to F3 management requires good planning and experience. Since 1995, we have transitioned hundreds of assets of all property types including airport, marina, retail, apartment, condominium and office. Our transition process is extremely comprehensive and is customized to each situation.

Key to a smooth transition is how the staff is managed through this process. In the case of MKG, it is anticipated that some of the staff will remain with the airport and convert to F3 employees. A new Airport Manager will be the most impactful hire and will be a priority in the process. See attached sample Transition Checklist the offers an overview of some items required during a transition process.

The following are new assignments that have successfully transitioned to F3 Management during the past 5 years.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 9

SECTION B1 NEW HIRES IN THE LAST 5-YEARS FIRM INFORMATION: EXPERIENCE WITH EMPLOYEE RELATIONS Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 786 Michael Wachowiak 11/07/2020 Maintenance Technician Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 785 Laura Burke 11/01/2020 Property Manager Vantage on the Park FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Brian E. Krueger WI 782 Magen Frederick 10/26/2020 Leasing Specialist Monona Shores Apartments FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Sharon G. Blom WI 784 Felipe Navarrette 10/26/2020 Maintenance Technician Point on the River FT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site DeAnn R. Berndt WI 783 Brandon Hutto 10/26/2020 Intern Corporate Intern Hourly 18 - Corporate 93 - Information Technology Patrick McNeil WI 781 Tera Greenland 10/23/2020 Property Manager - Commercial Portfolio FT Exempt Salaried 12 - Commercial 50 - Property Manager Expenses Kevin Hannan WI 779 Cole Jones 10/12/2020 Maintenance Technician Capitol West Condo Assoc FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Susan Sprague WI 780 George Harris 10/12/2020 Maintenance Technician 550 Ultra Lofts FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Shelbie D. Baker WI 777 Kristina Haideman 10/05/2020 Leasing Specialist 550 Ultra Lofts FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Shelbie D. Baker WI 778 Nancy Jaimes 10/05/2020 Marina Accountant Corporate FT Exempt Salaried 17 - Marina 70 - PM Accounting Expenses Phillip Cook WI 775 Sharon Blom 09/28/2020 Property Manager Monona Shores Apartments FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 776 Isaiah Rivera 09/28/2020 Maintenance Technician The Grand FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Meaghan N. Hayward WI 774 Timothy Gonzales 09/23/2020 Maintenance Technician Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 772 Larry Bartels 09/21/2020 Maintenance Technician Will Rose Apartments PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Thomas A. Skibicki WI 773 Brandon Johnson 09/21/2020 Maintenance Technician MKE Lofts FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Alexia Haidemanos WI 771 Macy Lux 09/18/2020 Leasing Specialist Point on the River PT Seasonal Hourly 22 - Condos 51 - Property Manager Expenses - On Site DeAnn R. Berndt WI 770 Shelbie Baker 09/14/2020 Property Manager 550 Ultra Lofts FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Louisa Behnke WI 769 Frank Giuffre 09/14/2020 Property Manager Portfolio FT Exempt Salaried 12 - Commercial 50 - Property Manager Expenses Kevin Hannan WI 768 Lauren Splivalo 09/09/2020 Dock Hand Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 767 Eliza Blakqori 09/02/2020 Dock Hand Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 766 Nicole Lehto 08/31/2020 Leasing Specialist The Easton PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Anna Mork WI 765 Nicholas Tonkin 08/24/2020 Facilities Manager Lincoln 2 FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site Aaron Brooks WI 761 Grant Hocevar 08/24/2020 Dock Hand Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 762 Molly Hunsucker 08/24/2020 Dock Hand Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 763 Brian Krueger 08/17/2020 Director of Residential Ops - Apts Corporate FT Exempt Salaried 21 - Apartments 80 - Management Overhead Scott Schmidt WI 764 India Blunt 08/17/2020 Concierge Point on the River PT Non-Exempt Hourly 22 - Condos 51 - Property Manager Expenses - On Site DeAnn R. Berndt WI 759 Sara Coffou 08/10/2020 HR Generalist Corporate PT Non-Exempt Hourly 18 - Corporate 92 - Human Resources Joelle Wolf WI 760 Anthony Sollitto 08/10/2020 Maintenance Technician Point on the River FT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site DeAnn R. Berndt WI 758 Kamren Banks 08/03/2020 Maintenance Technician MKE Lofts FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Alexia Haidemanos WI 756 David Lentz 08/03/2020 Building Engineer Huron FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site Elmer D. Megna WI 757 Elmer Megna 07/28/2020 Property Manager Portfolio FT Exempt Salaried 12 - Commercial 50 - Property Manager Expenses Kevin Hannan WI 755 Antoine Jordan 07/27/2020 HVAC Apprentice Corporate FT Non-Exempt Hourly 14 - HVAC 65 - Maintenance Expenses - HVAC Robert M. Ryan WI 754 Kenneth Keller 07/20/2020 Maintenance Technician Will Rose Apartments PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Thomas A. Skibicki WI 753 Steve Rathert 07/13/2020 Maintenance Technician Roamer FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI 750 Gregg Luther 07/01/2020 Senior Building Engineer Woodland Prime FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site Marilyn J. Musack WI 751 Pedro Vazquez 06/29/2020 Security Waukegan National Airport PT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Patrick K. Lutker IL 752 Garrett Arnold 06/29/2020 Maintenance Technician Waukegan National Airport PT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Patrick K. Lutker IL 749 Darci Henkens 06/16/2020 Dock Hand Sunset Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Denise Browning IL 747 Thomas Skibicki 06/15/2020 Property Manager Will Rose Apartments FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Brian E. Krueger WI 748 Matthew Childs 06/15/2020 Dock Hand Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 10

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 746 Andrew Karnes 06/08/2020 Security Waukegan National Airport PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Patrick K. Lutker WI 744 Meaghan Hayward 06/08/2020 Property Manager The Grand FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Brian E. Krueger WI 743 Ally Devries 06/02/2020 Marketing Intern Corporate PT Non-Exempt Hourly 18 - Corporate 94 - Sales/Marketing Danielle Broberg WI 745 Andrew Warfle 05/31/2020 Dock Hand City of Rochester Marina PT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 742 Mitchell Goss 05/26/2020 Maintenance Technician Waukegan National Airport PT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Patrick K. Lutker IL 740 Rebecca Groth 05/26/2020 Property Manager Portfolio FT Exempt Salaried 12 - Commercial 50 - Property Manager Expenses Kevin Hannan WI 741 Andrew Lord 05/20/2020 Dock Hand Sunset Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Denise Browning IL 739 Preston Tower 05/18/2020 Maintenance Technician Waukegan National Airport PT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Patrick K. Lutker IL 737 Maxwell Hoyer 05/15/2020 Dock Hand Village of Egg Harbor Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 732 Madelyn Hendrikse 05/13/2020 Dock Hand Harbor Centre Marina FT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 733 Julia Biederwolf 05/13/2020 Dock Hand Harbor Centre Marina FT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 734 Lindsey Horen 05/13/2020 Dock Hand Harbor Centre Marina FT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 735 Debra Kutz 05/13/2020 Dock Hand Harbor Centre Marina FT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 736 Patrick Lutker 05/12/2020 Deputy Airport Director Waukegan National Airport FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Donald Goss IL 731 Wardell Redman 05/12/2020 Security Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 738 Monica Mielke 05/12/2020 Dock Hand Sunset Marina PT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Denise Browning IL 730 Brittany Wankowski 05/11/2020 Assistant Property Manager Gallatin Apartments PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Allison Clappier WI 729 Eduardo Rivera 05/05/2020 Maintenance Technician Waukegan National Airport FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Patrick K. Lutker IL 728 Sarah Vissers 05/04/2020 Property Accountant Corporate FT Exempt Salaried 99 - Property Accounting 70 - PM Accounting Expenses Jess Vento WI 726 Allen Ryan 04/24/2020 Lead Dock Hand City of Rochester Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 725 Zayla Mueller 04/17/2020 Security Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Security 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 724 Perry Stevens 04/13/2020 Security Waukegan Harbor FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Joe Seidelmann IL 723 John Morgan 04/06/2020 Security Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 721 Jamal Johnson 04/01/2020 Security Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 722 Anthony Namowicz 04/01/2020 Property Accountant Corporate FT Exempt Salaried 99 - Property Accounting 70 - PM Accounting Expenses Jess Vento WI 719 Steven Cole 03/30/2020 Maintenance Technician Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 720 Justice Morgan 03/28/2020 Security Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 718 Laura Meroff 03/13/2020 Assistant Property Manager Jeffers Portfolio FT Exempt Salaried 12 - Commercial 50 - Property Manager Expenses Louisa Behnke WI 717 Andrea Lelyavin 03/09/2020 Portfolio Property Manager Corporate FT Exempt Salaried 22 - Condos 50 - Property Manager Expenses Patricia Lux WI 716 DeAnn Berndt 03/02/2020 Property Manager Point on the River FT Exempt Salaried 22 - Condos 51 - Property Manager Expenses - On Site Patricia Lux WI 714 Steve Mertes 03/01/2020 Maintenance Technician Breakwater FT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site Matthew T. Dawson WI 715 Matthew Dawson 03/01/2020 Property Manager Breakwater FT Exempt Salaried 22 - Condos 51 - Property Manager Expenses - On Site Patricia Lux WI 713 Arthur Leisey 02/20/2020 Maintenance Technician Halifax Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 712 Trina Baranowski 02/18/2020 Leasing Specialist MKE Lofts PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Alexia Haidemanos WI 709 Morgan Fink 02/13/2020 Ground Maintenance Halifax Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Michael Starinchuck FL 710 Adrian Debrah 02/13/2020 Dock Hand Halifax Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 711 Gavin Parker 02/13/2020 Dock Hand Titusville Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 707 David Cronin 02/03/2020 General Manager Halifax Marina FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Thomas Lawson FL 708 Cameron Kubsch 02/03/2020 Maintenance Technician The Statesman FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Nicole E. Krueger WI 704 Charles Kendall 01/27/2020 Security Waukegan National Airport PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Patrick K. Lutker IL 705 Patricia Birchell-Sielaff 01/27/2020 PT Seasonal Salaried 17 - Marina 51 - Property Manager Expenses - On Site Carrie VanDera WI 706 Mariah Eiben 01/27/2020 PT Seasonal Hourly 17 - Marina 51 - Property Manager Expenses - On Site Carrie VanDera WI 702 Kyle Lesniewski 01/20/2020 Maintenance Technician Vantage on the Park FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Maria Blinkewitz WI 703 Deon Sartin 01/20/2020 Maintenance Technician University Club Tower FT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site Kimberly Reyes WI 696 Michael Jones 01/02/2020 Maintenance Technician 1000 N Water FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site David Fettig WI 697 Sidney Dugas 01/02/2020 Maintenance Technician 1000 N Water FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site David Fettig WI

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 11

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 698 Sierra Smith 01/02/2020 Day Porter 1000 N Water FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site Elmer D. Megna WI 699 Dale Joswick 01/02/2020 FT Exempt Salaried 12 - Commercial 51 - Property Manager Expenses - On Site Kevin Hannan WI 700 David Vega 01/02/2020 Maintenance Technician 1000 N Water PT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site David Fettig WI 701 Maria Quinones 01/02/2020 Day Porter 1000 N Water PT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site Elmer D. Megna WI .Tom .tester 01/01/2020 FT Non-Exempt Hourly 12 - Commercial 50 - Property Manager Expenses .mike .manager .mike .manager 01/01/2020 FT Non-Exempt Hourly 12 - Commercial 50 - Property Manager Expenses 695 Shawn Sowadski 12/18/2019 Maintenance Technician Portfolio FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Aaron Brooks WI 691 John Heidel 12/10/2019 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 693 Joseph Grady 12/10/2019 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Katrina B. Borski WI 694 Kyahna Behnke 12/09/2019 Leasing Specialist Corporate PT Seasonal Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Maria Blinkewitz WI 690 Jesse Brannin 12/09/2019 Maintenance Technician The Easton FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Anna Mork WI 689 Charles Grieco 12/06/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 692 Kaila Greenhagen 12/01/2019 Facilities Administrator Corporate FT Non-Exempt Hourly 14 - HVAC 90 - Administration Robert M. Ryan WI 688 John Gregory 11/25/2019 Property Manager Lake Crest Apartments FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Brian E. Krueger WI 686 Patrick McNeil 11/18/2019 IT Administrator Corporate FT Non-Exempt Hourly 18 - Corporate 93 - Information Technology Danielle Broberg WI 687 Lisa Cuenca 11/18/2019 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Patricia Lux WI 685 Kenneth Dombrowski 11/13/2019 Building Engineer 1522 On the Lake FT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site Peggy Leppien WI 684 Clifford Davis 10/30/2019 Maintenance Technician Hatchery Hill FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site Eric Boswell WI 681 Rachael Kruszka 10/21/2019 HR Generalist Corporate FT Exempt Salaried 18 - Corporate 92 - Human Resources Joelle Wolf WI 682 Johnathon Borzick 10/21/2019 Leasing Specialist Monona Shores Apartments FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Amy Peterson WI 680 Justin White 10/14/2019 FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Susan Sprague WI 679 Daniel Spredemann 10/08/2019 Maintenance Technician Roamer FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Shelbie D. Baker WI 678 Douglas Sacia 10/04/2019 Maintenance Technician Woodlake PT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site Patricia Lux WI 677 Mason Gawler 10/02/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 676 Melissa Sherrell 09/04/2019 PT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site Kaylee Stressman MI 674 Kelsey Weber 09/03/2019 Property Accountant Corporate FT Exempt Salaried 99 - Property Accounting 70 - PM Accounting Expenses Jess Vento WI 659 Allen Tottingham 09/01/2019 Dock Hand Halifax Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 660 Willie Stalling 09/01/2019 Ground Maintenance Halifax Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 661 Donald Grossich 09/01/2019 Dock Hand Halifax Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 662 Bruce Robinson 09/01/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 663 William Speedling 09/01/2019 Dock Hand Halifax Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 664 Robert Drake 09/01/2019 Dock Hand Halifax Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 665 Karen Corter 09/01/2019 Store Manager Halifax Marina FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site David V. Cronin, JR FL 666 Christina Bara 09/01/2019 Administrative Assistant Halifax Marina PT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site David V. Cronin, JR FL 667 Eric Chaney 09/01/2019 Dock Hand Halifax Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 668 Linda Bertinasco 09/01/2019 Dock Hand Halifax Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 669 Matthew Froggatt 09/01/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 670 James Yurecka 09/01/2019 Ground Maintenance Halifax Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 671 Karrie Banaghan 09/01/2019 Administrative Assistant Halifax Marina PT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site David V. Cronin, JR FL 646 Ryan Williams 09/01/2019 FT Exempt Salaried 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 647 Michael Starinchuck 09/01/2019 Supervisor of Grounds & Facilities Halifax Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 648 Barbara Pucci 09/01/2019 Accounting Specialist Halifax Marina FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site David V. Cronin, JR FL 649 John Bauchman 09/01/2019 FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Alain Giudice FL 650 James Woodward 09/01/2019 Maintenance Technician Halifax Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 651 Pamela Means 09/01/2019 Harbormaster Halifax Marina FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site David V. Cronin, JR FL 652 Kevin Glenn 09/01/2019 Maintenance Technician Halifax Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 12

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 653 Olivia Nary 09/01/2019 Dockmaster Halifax Marina FT Exempt Salaried 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 654 Curtis Boggs 09/01/2019 Maintenance Technician Halifax Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site David V. Cronin, JR FL 657 Kimberly Falls 09/01/2019 Ground Maintenance Halifax Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Michael Starinchuck FL 658 Summer Dunaway 08/26/2019 Leasing Specialist The Statesman FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Nicole E. Krueger WI 675 Ronald McCallister 08/26/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 672 Lydia Semo 08/22/2019 PT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site WI 655 Tricia Burlage 08/21/2019 Consultant Salaried 18 - Corporate 92 - Human Resources Ann Delaney WI 656 Cary Taylor 08/19/2019 PT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site Theresa Hatton IL 644 Erika Krivitz 08/14/2019 Marina Accountant Corporate FT Exempt Salaried 17 - Marina 70 - PM Accounting Expenses Phillip Cook WI 645 Donquel Sims 08/14/2019 Dock Hand Hartshorn Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Kaylee Stressman MI 673 Robert McCombs 08/14/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 642 Timothy Smith 08/12/2019 FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI 643 Jamie Westbrook 08/09/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Kaylee Stressman MI 640 Anthony Lock 08/07/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Kaylee Stressman MI 641 Allison Zarse 08/07/2019 Portfolio Property Manager Portfolio FT Exempt Salaried 21 - Apartments 50 - Property Manager Expenses Brian E. Krueger WI 639 Miquel Gomez 08/05/2019 Maintenance Technician Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 636 Kayla Esterling 07/23/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Kaylee Stressman MI 637 Jadwiga Goorman 07/22/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Kaylee Stressman MI 635 Jacob Schar 07/19/2019 Dock Hand Village of Egg Harbor Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 633 Michelle Olson 07/17/2019 Maintenance Technician Corporate FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Susan Sprague WI 634 Amy Peterson 07/15/2019 Property Manager Westhaven Village Apts FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 638 Evan Heal 07/15/2019 Dock Hand The Port Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Stephen Rice FL 632 Liliana Castillo 07/12/2019 Dock Hand Sunset Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Denise Browning IL 631 Theodore Warfle 07/05/2019 Dock Hand City of Rochester Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 625 Makenna Kuhn 07/01/2019 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Kaylee Stressman MI 626 Ezekiel Kinney 07/01/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Kaylee Stressman 627 William Kotecki 07/01/2019 Assistant Harbormaster Hartshorn Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Kaylee Stressman MI 628 Maricella Hernandez 07/01/2019 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Kaylee Stressman 629 Kenta Watson 07/01/2019 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Kaylee Stressman MI 630 Kaylee Stressman 07/01/2019 Harbormaster Hartshorn Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Phillip Cook MI 624 Kelsey Lukens 06/28/2019 Dock Hand Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 623 Nathan Kass 06/24/2019 HVAC Technician Corporate FT Non-Exempt Hourly 14 - HVAC 65 - Maintenance Expenses - HVAC Robert M. Ryan WI 618 Alexander Ptak 06/17/2019 Dock Hand Harbor Centre Marina FT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 619 Kayla Scharrig 06/11/2019 Dock Hand Village of Egg Harbor Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 622 Courtney Greenwald 06/10/2019 FT Non-Exempt Hourly 17 - Marina/Dock Hand 51 - Property Manager Expenses - On Site Matthew M. Bauer WI 620 Ian McRary 06/05/2019 FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 615 Scott Lorenz 06/03/2019 Property Manager Portfolio FT Exempt Salaried 12 - Commercial 50 - Property Manager Expenses Kevin Hannan WI 617 Claudia Elsner 06/03/2019 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 616 Evan Bouche 06/02/2019 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 621 Braydon Doan 05/31/2019 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 614 Michaela Kraft 05/28/2019 FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 613 Evan Detina 05/26/2019 FT Seasonal Hourly 17 - Marina 51 - Property Manager Expenses - On Site Theresa Hatton IL 612 Gabriel Detina 05/25/2019 FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Daniel Cowhey IL 602 Madison Griessmeyer 05/25/2019 PT Non-Exempt Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 601 Bradley Schroeder 05/20/2019 FT Non-Exempt Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 609 Charles Herrick 05/18/2019 FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Daniel Cowhey IL

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 13

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 610 Lucas Kenar 05/18/2019 Guest Service Representative Waukegan Harbor FT Seasonal Hourly 17 - Marina 51 - Property Manager Expenses - On Site Joe Seidelmann IL 606 Kristina Riley-Rowell 05/16/2019 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Katrina B. Borski WI 605 Edward Westermair 05/14/2019 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 608 Mason Wattleworth 05/12/2019 FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 611 Ryan Murphy 05/11/2019 FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Daniel Cowhey IL 607 Kelly Braswell 05/11/2019 FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site GA 600 Kristin Hocevar 05/07/2019 Dock Hand Harbor Centre Marina FT Seasonal Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 598 Ronald Rasmussen 05/06/2019 Dock Hand Village of Egg Harbor Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 599 William Roper 05/06/2019 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 603 William White 05/06/2019 Dock Hand Village of Egg Harbor Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 604 Gabriela Moncada 05/02/2019 FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site WI 597 Lauren Langer 04/22/2019 Harbormaster Reefpoint Marina FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Carrie VanDera WI 593 Enida Luma 04/21/2019 Dock Hand Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 590 Isabel Willadsen 04/20/2019 Dock Hand Harbor Centre Marina FT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 595 Seamus McCue 04/20/2019 Dock Hand Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 596 Kevin Kost 04/16/2019 Security Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Security 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 594 Bettie Henry 04/15/2019 Accounting Specialist Waukegan Harbor PT Seasonal Hourly 17 - Marina 51 - Property Manager Expenses - On Site Joe Seidelmann IL 592 Heather Seehaver 04/11/2019 FT Non-Exempt Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer 591 Sarah Swanson 04/01/2019 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Denise Browning IL 588 Scott Smith 04/01/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 589 Stephanie Lasley 04/01/2019 FT Exempt Salaried 18 - Corporate 92 - Human Resources Joelle Wolf WI 587 Brenda Popp 03/27/2019 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Denise Browning IL 586 James Jarrell 03/26/2019 Dock Hand Titusville Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 585 Robert Kutzler 03/25/2019 Marketing & Events Director Waukegan Harbor FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Joe Seidelmann IL 584 Joseph Gerber 03/06/2019 Dock Hand Sunset Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Denise Browning IL 583 Rhett Burnsed 02/19/2019 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 582 Rene Nungaray 02/18/2019 Property Accountant Corporate FT Exempt Salaried 99 - Property Accounting 70 - PM Accounting Expenses Jess Vento WI 581 Alexia Haidemanos 01/15/2019 Property Manager MKE Lofts FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Brian E. Krueger WI 580 Joseph Caruso 12/01/2018 FT Exempt Salaried 18 - Corporate 92 - Human Resources WI 579 John Gehrke 11/05/2018 PT Non-Exempt Hourly 14 - HVAC 65 - Maintenance Expenses - HVAC Misty Stroessner WI 576 Denise Browning 10/22/2018 Marina Manager Sunset Marina FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Phillip Cook IL 577 Aaron Dyson 10/22/2018 FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI 578 Marlon Smith 10/22/2018 HVAC Technician Corporate FT Non-Exempt Hourly 14 - HVAC 65 - Maintenance Expenses - HVAC Robert M. Ryan WI 574 Karen Erickson 10/08/2018 Property Manager Portfolio FT Exempt Salaried 12 - Commercial 50 - Property Manager Expenses Kevin Hannan WI 575 Robin Young 10/08/2018 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Scott Schmidt WI 573 Erica Yang 10/01/2018 Accounting Specialist Corporate FT Non-Exempt Hourly 18 - Corporate 91 - Corporate Accounting Joelle Wolf WI 571 Lori Ashworth 09/24/2018 Office Administrator Corporate FT Non-Exempt Hourly 18 - Corporate 90 - Administration Joelle Wolf WI 572 Susan Piwowarczyk 09/24/2018 Property Manager Portfolio FT Exempt Salaried 12 - Commercial 50 - Property Manager Expenses Kevin Hannan WI 570 Tiffany Allen 09/17/2018 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Scott Schmidt WI 569 Rogerick Toombs 09/10/2018 FT Non-Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Scott Schmidt WI 567 Mario Barry 09/07/2018 Senior Building Engineer Kilbourn Tower FT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site Delaine Mick WI 568 Andre Thompson 09/07/2018 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Marilyn J. Musack WI 565 Hanan Megally 09/04/2018 FT Exempt Salaried 99 - Property Accounting 70 - PM Accounting Expenses Jess Vento WI 566 Abbey Russell 09/04/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 564 Courtney Russell 08/29/2018 FT Non-Exempt Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 562 Matthew Gorski 08/27/2018 FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 14

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 563 Shelby Block 08/21/2018 FT Non-Exempt Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 560 Steven DeSpain 08/17/2018 Security Harbor Centre Marina FT Seasonal Hourly 17 - Marina/Security 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 559 Misty Stroessner 08/16/2018 Facilities Specialist Corporate FT Non-Exempt Hourly 14 - HVAC 80 - Management Overhead Robert M. Ryan WI 558 Jonathan Bayer 08/15/2018 Leasing Specialist The Grand FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Meaghan N. Hayward WI 561 Trevor Long 08/14/2018 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 557 Jonathan Sain 08/07/2018 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 556 Michael Lawson 08/06/2018 Dock Hand Titusville Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 555 Nicole Fritsch 08/02/2018 Dock Hand Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 554 Marisha Buck 07/24/2018 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 553 Isidro Valdez 07/23/2018 Maintenance Technician Waukegan Harbor FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 552 Soraya Keiser 07/16/2018 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 550 Spencer Graves 07/11/2018 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site DeAnn R. Berndt WI 547 Cassidy Cheek 07/10/2018 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 548 James Lautenschlager 07/09/2018 FT Non-Exempt Hourly 14 - HVAC 65 - Maintenance Expenses - HVAC Marilyn J. Musack WI 549 Isiah Zarate 07/09/2018 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site WI 551 La Cora Berry 07/09/2018 FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site Joe Seidelmann IL 545 Justin Kadow 07/02/2018 HVAC Technician Corporate FT Non-Exempt Hourly 14 - HVAC 65 - Maintenance Expenses - HVAC Robert M. Ryan WI 546 Anthony Hughes 07/02/2018 Property Manager Capitol West Condo Assoc FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 543 Rafael Unda 06/27/2018 Maintenance Technician Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 541 Dwight Yunk 06/25/2018 FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site Marilyn J. Musack WI 542 Charles Mason 06/25/2018 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Patricia Lux WI 544 Kevin Murphy 06/19/2018 FT Non-Exempt Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 538 Jeremy James 06/18/2018 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Julija Olvera WI 540 Anna Grinde 06/18/2018 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site DeAnn R. Berndt WI 535 Alexandrea Weiland 06/14/2018 FT Non-Exempt Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 534 Darien Priem 06/12/2018 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Katrina B. Borski WI 537 Brice Austin 06/12/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 539 Zoe Zellmer 06/11/2018 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site DeAnn R. Berndt WI 533 Cari Wedge 06/11/2018 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site DeAnn R. Berndt WI 531 Margaret Hartman 06/11/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 498 Olivia Shaw 06/11/2018 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 536 Reece Petienne 06/09/2018 FT Non-Exempt Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 525 Katie Frank 06/09/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 532 Tre Powers 06/08/2018 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 530 Tracy Bergmann 06/01/2018 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Scott Schmidt WI 526 Eric Carboneau 05/30/2018 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 527 Amanda Niebauer 05/29/2018 Harbor Centre Marina FT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 524 Burton Amos 05/28/2018 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 529 Gabriel Sutton Hinkel 05/28/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 528 Emily Eith 05/26/2018 FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site GA 523 Chloe Reed 05/23/2018 FT Non-Exempt Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 522 Paul Koepnick 05/20/2018 Director of Facilities Corporate FT Exempt Salaried 15 - Maintenance-Third Party 80 - Management Overhead Scott Schmidt WI 508 Daria Krasnova 05/19/2018 Dock Hand Village of Egg Harbor Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 516 Bridget Dillard 05/15/2018 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 517 Marlea Mastropolo 05/15/2018 Intern Corporate Intern Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Jess Vento WI 518 Sarah LaFond 05/15/2018 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Scott Schmidt WI

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 15

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 520 Jacob Cater 05/15/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 521 Ian Schenkel 05/14/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 514 Anastasia Smith 05/14/2018 Dock Hand Village of Egg Harbor Marina FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 515 Zachary Huber 05/14/2018 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site WI 513 Chase Austin 05/11/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 519 Michael Dunbar 05/11/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 512 Daniel Ramage 05/07/2018 FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 509 Sara Phillips 05/07/2018 Property Manager Metropolitian Place - 2112 FT Exempt Salaried 22 - Condos 51 - Property Manager Expenses - On Site LeeAnn Abrams WI 510 Jonathan Amrani 05/07/2018 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Dustin A. Sydorowicz WI 507 Anna Mork 05/01/2018 Property Manager The Easton FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Brian E. Krueger WI 506 Danielle Broberg 04/30/2018 Marketing Specialist Corporate FT Exempt Salaried 18 - Corporate 94 - Sales/Marketing Robert Matheson WI 505 David Gomez 04/27/2018 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 511 John Ferguson 04/27/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 501 Connery Duncan 04/27/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 503 DeAndre Johns 04/23/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 504 Rikky Alcaide 04/23/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 500 Qianna Brown 04/23/2018 FT Non-Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Scott Schmidt WI 499 Pre'tti Hickman 04/18/2018 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Scott Schmidt WI 502 Sharon Daun 04/17/2018 FT Non-Exempt Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 497 Megan Shaw 04/16/2018 FT Non-Exempt Salaried 99 - Property Accounting 70 - PM Accounting Expenses Jess Vento WI 496 Tia Dudzik 04/12/2018 FT Non-Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Dustin A. Sydorowicz WI 493 Jake Cannon 04/11/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 494 Chayton Long 04/11/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 491 Sabina Alvarado 04/09/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 495 Alex Opladen 04/07/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 489 Stephanie Russell 04/02/2018 FT Exempt Salaried 21 - Apartments 70 - PM Accounting Expenses Jess Vento WI 487 Nala Taylor 04/02/2018 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 488 Harold Burks 04/01/2018 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Robin Young WI 492 Jessica Holm 04/01/2018 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 490 Daniel Streib 03/30/2018 Maintenance Technician Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 486 John Lilteich 03/28/2018 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Julija Olvera WI 483 Wesley Burba 03/28/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 481 Nicholas Anderson 03/24/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 482 Emaleigh Bradley 03/24/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 485 Richard Ertel 03/19/2018 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Patricia Lux WI 479 Jairus Shaw 03/12/2018 FT Non-Exempt Hourly 14 - HVAC 65 - Maintenance Expenses - HVAC Marilyn J. Musack WI 480 Jennifer Gannon 03/12/2018 FT Non-Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Scott Schmidt WI 484 Catherine Case 03/12/2018 Harbormaster City of Rochester Marina FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Marianne Warfle NY 478 Richard Randall 03/05/2018 FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI 477 Randi Feierstein 03/01/2018 FT Exempt Salaried 18 - Corporate 92 - Human Resources Robert Matheson WI 475 Leo Zaremba 02/26/2018 Maintenance Technician Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 476 Matthew Grams 02/26/2018 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 474 Michaela Rentmeester 02/19/2018 Marina Manager Harbor Centre Marina FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Matthew M. Bauer WI 473 Denise Held 02/12/2018 FT Exempt Salaried 12 - Commercial 51 - Property Manager Expenses - On Site Joseph McGuire WI 470 Mary Krecklow 02/05/2018 FT Non-Exempt Hourly 15 - Maintenance-Third Party 80 - Management Overhead Marilyn J. Musack WI 471 Bruce Paape 02/05/2018 FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 16

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 472 Mary Louise Schram 02/05/2018 Administrative Assistant Waukegan National Airport FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site Donald Goss IL 469 Joshua Balk 02/01/2018 PT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer WI 468 Robert Hatala 01/25/2018 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 467 Alexander Anderson 01/22/2018 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 465 Martinique Keys 01/15/2018 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Patricia Lux WI 466 Fredrick Gardner 01/15/2018 Maintenance Technician Monona Shores Apartments FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Sharon G. Blom WI 462 Jessica Helmer 01/08/2018 Store Manager Titusville Marina FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site Thomas Lawson FL 463 Carla Perez 01/08/2018 FT Exempt Salaried 21 - Apartments 70 - PM Accounting Expenses Jess Vento WI 464 Mark Beadle 01/08/2018 FT Non-Exempt Hourly 18 - Corporate 94 - Sales/Marketing Joelle Wolf WI 461 Kristin Purcell 11/20/2017 Assistant Property Manager The Statesman FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Nicole E. Krueger WI 459 John Flower 11/13/2017 FT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site Yvette Cruz WI 458 Charles Evans 11/08/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 457 Brian Gabelbauer 11/06/2017 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site WI 460 Seth Pourbaix 11/06/2017 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site GA 456 Katie Brotherton 11/01/2017 FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Alain Giudice GA 455 Robert Ryan 10/30/2017 HVAC Service Manager Corporate FT Non-Exempt Hourly 14 - HVAC 65 - Maintenance Expenses - HVAC Scott Schmidt WI 453 Joseph Hutson 10/23/2017 Maintenance Technician Roamer FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI 454 Clint Boser 10/23/2017 Maintenance Technician The Statesman FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Nicole E. Krueger WI 452 Steven Pedersen 09/29/2017 FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site WI 451 Jessica Reinke 09/25/2017 FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Alain Giudice WI 450 Carl Pickhardt 09/17/2017 PT Non-Exempt Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 439 Michael Strehlow 09/11/2017 Maintenance Technician Mitchell Industrial Portfolio FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI 446 Anastasia Luksich 09/06/2017 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 447 Brandon Tyler 09/01/2017 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Louisa Behnke WI 448 Maria Blinkewitz 08/30/2017 Property Manager Vantage on the Park FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Brian E. Krueger WI 445 Jason Angelopulos 08/30/2017 Maintenance Technician Waukegan Harbor FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 442 Laura Zemba 08/21/2017 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 443 Harry Thomas 08/21/2017 Facilities Manager SC Johnson Portfolio FT Exempt Salaried 12 - Commercial 61 - Maintenance Expenses - On Site Aaron Brooks WI 444 Patrick Gannon 08/21/2017 FT Non-Exempt Hourly 14 - HVAC 65 - Maintenance Expenses - HVAC Marilyn J. Musack WI 441 Ian Smith 08/19/2017 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 440 James Kohn 08/16/2017 FT Exempt Salaried 99 - Property Accounting 70 - PM Accounting Expenses Jess Vento WI 438 Steven Edwards 08/15/2017 Dock Hand The Port Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Stephen Rice FL 436 Tyler Miller 08/14/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 437 Mary Villarreal 08/14/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 435 Kelly Cater 08/08/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 434 Jackson Blahnik 07/30/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 433 Hope Landgraft 07/26/2017 Dock Hand Harbor Centre Marina FT Seasonal Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 432 Scott Schmidt 07/24/2017 Executive VP Property Management Corporate FT Exempt Salaried 21 - Apartments 80 - Management Overhead Robert Matheson WI 430 Erin Krantz 07/12/2017 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 431 Brandi Robertson Lasco 07/12/2017 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 428 Jessica Cole 07/11/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 429 Jack Leffler 07/07/2017 PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site DeAnn R. Berndt WI 424 Josiah VerVelde 06/27/2017 PT Non-Exempt Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 425 Jessica Emerick 06/27/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 426 Dominic Meszarosch 06/25/2017 PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site WI

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 17

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 422 Thomas Patt 06/25/2017 Security Waukegan National Airport FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Patrick K. Lutker IL 427 Sergio Gomez 06/23/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 421 Tracey George 06/18/2017 PT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site Catherine Smith IL 418 Grant Behnke 06/12/2017 Leasing Specialist Corporate PT Seasonal Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Nicole E. Krueger WI 419 Henry Peot 06/12/2017 PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site WI 423 Corey Lewis 06/10/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 416 Robin Jones 06/07/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 417 Martha Acosta 06/07/2017 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site DeAnn R. Berndt WI 420 Miranda Lukens 06/06/2017 PT Non-Exempt Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 414 Jake Monroe 05/31/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 415 Alana Norman 05/30/2017 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Louisa Behnke WI 411 Patrick Manning 05/24/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 413 Sean Runnoe 05/24/2017 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 412 Greg Grashen 05/23/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 407 Hannah Bremer 05/19/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 408 Ethan Kroll 05/19/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 409 David Fettig 05/19/2017 Senior Building Engineer Roamer FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Paul R. Koepnick WI 406 Mamie Kenar 05/17/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 410 Yvette Cruz 05/16/2017 FT Exempt Salaried 22 - Condos 50 - Property Manager Expenses Patricia Lux WI 405 James McInerney 05/15/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 402 Eiley Misfeldt 05/11/2017 PT Non-Exempt Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 404 Gabriel Salm 05/08/2017 Maintenance Technician Harbor Centre Marina FT Non-Exempt Hourly 17 - Marina/Service Tech - 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 403 Abbey Martin 05/07/2017 Dock Hand Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 397 Kyle Schaefer 05/02/2017 Maintenance Technician Park Bank Facilities Portfolio FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI 400 Edward Giblin 05/01/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 401 Cathi Wallwork 05/01/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 398 Gerard Ciarpelli 04/29/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 394 Lary Trice-Burdine 04/26/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Charles Williams IL 395 Isaiah Vance 04/22/2017 PT Non-Exempt Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 396 Christine McAtee 04/22/2017 Dock Hand Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 399 Zachary Buerkle 04/22/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 393 Jackson Holden 04/22/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Charles Williams IL 392 Michael Lecorchick 04/16/2017 Dock Hand Titusville Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 391 Jennifer Underwood 04/15/2017 PT Non-Exempt Hourly 17 - Marina/Security 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 390 Elyce Nerheim 04/10/2017 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 389 Evan Gehl 04/05/2017 FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site Carrie VanDera WI 449 Donna Muza 04/05/2017 FT Non-Exempt Hourly 99 - Property Accounting 80 - Management Overhead Jess Vento WI 388 Alain Giudice 03/20/2017 Senior Vice President - Marina Corporate FT Exempt Salaried 17 - Marina 80 - Management Overhead Robert Matheson FL 387 Timothy Kowalski 03/05/2017 PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Susan Sprague WI 386 Jeanine Gensch 02/22/2017 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 385 Thomas Ceparski 02/16/2017 FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Alain Giudice IL 382 Robin Trzebny 02/01/2017 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Peggy Leppien WI 383 Manuel Lozada 02/01/2017 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Peggy Leppien WI 384 Juan Laboy 02/01/2017 PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Susan Sprague WI 381 George Gabelbauer 01/31/2017 Maintenance Technician University Club Tower FT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site Kimberly Reyes WI

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 18

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 379 Jason Marks 01/16/2017 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site WI 376 Jarred Pajewski 12/12/2016 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Julija Olvera WI 377 Mark Brown 12/01/2016 PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site IL 378 Lara Perrone 12/01/2016 FT Non-Exempt Hourly 12 - Commercial 70 - PM Accounting Expenses WI 375 Jess Vento 12/01/2016 Director of Property Accounting Corporate FT Exempt Salaried 99 - Property Accounting 70 - PM Accounting Expenses Scott Schmidt WI 374 Robin Dozer 11/30/2016 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 373 Micheal Knudson 11/21/2016 Maintenance Technician Westhaven Village Apts FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Amy Peterson WI 372 Eric Power 11/13/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Stephen Rice FL 369 Kenneth MacDonald 11/01/2016 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Amy Manske WI 370 J Fonder 11/01/2016 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Amy Manske WI 371 Ronald Johnson 11/01/2016 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Amy Manske WI 368 Aaron Brooks 10/25/2016 Property Manager - Commercial Portfolio FT Exempt Salaried 12 - Commercial 50 - Property Manager Expenses Kevin Hannan WI 380 Angie Creekmore 10/23/2016 Accounts Payable Associate Corporate FT Non-Exempt Hourly 99 - Property Accounting 80 - Management Overhead Jess Vento WI 364 Lindsay Larson 10/21/2016 Property Accountant Corporate FT Exempt Salaried 99 - Property Accounting 70 - PM Accounting Expenses Jess Vento WI 365 Karen Massey 10/21/2016 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 366 Stephanie Grandlich 10/21/2016 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Amy Manske WI 367 Austin Grandlich 10/21/2016 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Amy Manske WI 362 Julija Olvera 10/20/2016 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 363 Edwin Olvera 10/20/2016 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 361 Jeffrey Gitzlaff 10/18/2016 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 360 Julius Lacey 10/10/2016 FT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site Patricia Lux WI 357 Daniel Patt 10/09/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Catherine Smith IL 358 Henry Landrau 10/09/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Catherine Smith IL 359 Chris Mohr 09/29/2016 Dock Hand The Port Marina FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Stephen Rice FL 356 Donald Beilfuss 09/18/2016 Maintenance Technician Village of Egg Harbor Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Alexis Gibbs WI 352 Daron Graves 09/14/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 354 Louisa Behnke 09/13/2016 Director of Quality Control Corporate FT Exempt Salaried 21 - Apartments 80 - Management Overhead Scott Schmidt WI 348 Kyle Charvat 09/12/2016 FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site Eric Boswell WI 355 Kendall Wangman 09/08/2016 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site DeAnn R. Berndt WI 350 Larry Lockman 09/06/2016 PT Non-Exempt Hourly 17 - Marina/Security 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 351 Robert Bachmann 09/06/2016 PT Non-Exempt Hourly 17 - Marina/Security 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 347 Michael Campbell 09/04/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 349 Trevor Seiler 09/03/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 353 Glen Johnston 08/29/2016 Maintenance Technician Corporate FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI 344 Kyle Roseboro 08/24/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 345 Quinton Thomas 08/24/2016 Maintenance Technician Waukegan Harbor FT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 346 Jarvis Leflore 08/24/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 343 Elias Vieyra 08/16/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 341 Steven Homfeldt 08/15/2016 PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site WI 340 Nikolai Craig-Hoffman 08/10/2016 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site DeAnn R. Berndt WI 342 Janine Stolper 08/01/2016 PT Non-Exempt Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 336 Cameron Popham 08/01/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 337 Nathaniel Cochran 08/01/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 338 Mark Lowe 08/01/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 339 Peggy Leppien 08/01/2016 Property Manager 1522 On the Lake FT Exempt Salaried 22 - Condos 51 - Property Manager Expenses - On Site Patricia Lux WI

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 19

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 333 Brandon Tellez 07/28/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 334 Liesel Huber 07/28/2016 Dock Hand Harbor Centre Marina FT Seasonal Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 335 Julia Ammons 07/28/2016 Guest Service Representative Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 331 Payton Daun 07/26/2016 PT Non-Exempt Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 332 Dwaine Johnson 07/26/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 330 George Phillips 07/23/2016 PT Non-Exempt Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 329 Corey Adario 07/17/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Stephen Rice FL 328 Maxwell Metz 07/11/2016 FT Exempt Salaried 22 - Condos 51 - Property Manager Expenses - On Site Susan Sprague WI 327 Sydney Simon 07/05/2016 FT Non-Exempt Hourly 12 - Commercial 51 - Property Manager Expenses - On Site WI 325 Ashlyn Anderson 07/05/2016 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Dustin A. Sydorowicz WI 326 Kenneth Kidwell 07/03/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 321 Oscar Flores 06/22/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 322 Sherria Wine 06/22/2016 PT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site Theresa Hatton IL 323 Joe Stoll 06/20/2016 PT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI 324 Aidan Kamschulte 06/19/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 319 Robert Kreitzer 06/13/2016 FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site WI 320 Kevin Vallee 06/12/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 318 Eric Meyer 06/02/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 309 Sara Ertel 05/28/2016 PT Non-Exempt Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 310 Graham VerVelde 05/27/2016 Dock Hand Harbor Centre Marina PT Seasonal Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 316 Scott St. George 05/27/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 317 Luke Simons 05/27/2016 PT Seasonal Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 312 Brett Cuene 05/26/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 314 Nicholas Moreano 05/25/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 315 Benjamin Castellanos 05/25/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 308 Amber Cayson 05/25/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 313 Jacob DeMille 05/23/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 306 Logan McSain 05/20/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 307 Evan Toerpe 05/19/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 311 Grant Meerdink 05/17/2016 PT Non-Exempt Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 305 Marcy Desotelle 05/16/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 303 Christopher Kingwill 05/15/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 304 Abbey Carpenter 05/15/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 301 Rachel Henning 05/10/2016 PT Non-Exempt Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 302 Aaron Krugel 05/09/2016 PT Non-Exempt Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 298 Evan Lyons 05/09/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 299 Bobby Ruff 05/09/2016 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Dustin A. Sydorowicz WI 294 George Klover 05/01/2016 FT Non-Exempt Hourly 17 - Marina/Security 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 295 Robert Knobel 05/01/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Marianne Warfle NY 296 Anna Drover 05/01/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 297 Lily Birmingham 05/01/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 293 Robert Barnard 04/30/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site WI 289 Robert Bruckner 04/26/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 290 Amy Manske 04/26/2016 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 292 Stephen Rice 04/25/2016 General Manager The Port Marina FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Phillip Cook FL

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 20

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 291 Laura Mastropolo 04/20/2016 Property Accounting Manager Corporate FT Exempt Salaried 99 - Property Accounting 70 - PM Accounting Expenses Jess Vento WI 288 Tyler Laverdure 04/18/2016 PT Non-Exempt Hourly 17 - Marina 70 - PM Accounting Expenses Phillip Cook WI 282 Nicole Stinson 04/11/2016 Accounts Payable Associate Corporate FT Non-Exempt Hourly 99 - Property Accounting 70 - PM Accounting Expenses Jess Vento WI 284 Kimberly Reyes 04/11/2016 Property Manager University Club Tower FT Exempt Salaried 22 - Condos 51 - Property Manager Expenses - On Site Patricia Lux WI 285 Craig Holmes 04/11/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Charles Williams IL 286 Kebron Lear 04/11/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 287 Rahsaan Linzy 04/10/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Charles Williams IL 283 William Sivia 04/09/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Theresa Hatton IL 281 DeWayne Bolle 04/05/2016 FT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site Kimberly Reyes WI 276 Donald Goss 04/04/2016 General Manager Waukegan National Airport FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Robert Matheson IL 275 Leah Nutting 04/01/2016 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 279 John Griffel 03/29/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Charles Williams IL 280 Johann Quintus 03/29/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 277 Angela Fullerton 03/28/2016 FT Exempt Salaried 12 - Commercial 51 - Property Manager Expenses - On Site Joseph McGuire WI 278 Gregg Pupecki 03/28/2016 FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Alain Giudice IL 274 Paul Novak 03/21/2016 FT Non-Exempt Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 273 Jack Thompson 03/16/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Charles Williams IL 300 Sara Lease 03/11/2016 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 272 Eric Phillips 03/09/2016 Intern Hourly 18 - Corporate 94 - Sales/Marketing WI 253 Byron Baker 02/10/2016 Waukegan National Airport FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site IL 254 Timothy Beckmann 02/10/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Catherine Smith IL 255 George Brown 02/10/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Catherine Smith IL 256 Daniel Cowhey 02/10/2016 Lead Dock Hand Waukegan Harbor FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 257 Debra Fernandez 02/10/2016 Guest Service Supervisor Waukegan Harbor FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site Joe Seidelmann IL 258 Alexis Gibbs 02/10/2016 Marina Manager Village of Egg Harbor Marina FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Phillip Cook WI 259 Theresa Hatton 02/10/2016 Slip Coordinator Waukegan Harbor FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Joe Seidelmann IL 260 Damian Lear 02/10/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 261 Mary McCarthy 02/10/2016 Accounting Specialist Waukegan Harbor FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Joe Seidelmann IL 262 Malcolm O'Neal 02/10/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site IL 263 Jeffrey Olsen 02/10/2016 Waukegan National Airport FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site IL 264 Keith Pastell 02/10/2016 Waukegan National Airport FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site IL 265 Paul Pastell 02/10/2016 Waukegan National Airport FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site IL 266 James Piscopo 02/10/2016 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Catherine Smith IL 267 Ricky Royal 02/10/2016 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 268 Joe Seidelmann 02/10/2016 General Manager Waukegan Harbor FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Phillip Cook IL 269 Catherine Smith 02/10/2016 Assistant Airport Manager Waukegan National Airport FT Non-Exempt Hourly 17 - Marina 51 - Property Manager Expenses - On Site Donald Goss IL 270 Charles Williams 02/10/2016 Maintenance Technician Waukegan Harbor FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Joe Seidelmann IL 271 Marianne Warfle 02/01/2016 Marina Manager City of Rochester Marina FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Phillip Cook NY 252 Alannah Kelly 02/01/2016 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Patricia Lux WI 247 Kevin Rowe 01/05/2016 PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site WI 248 Judy Nicholson 01/01/2016 Concierge Kilbourn Tower FT Non-Exempt Hourly 22 - Condos 51 - Property Manager Expenses - On Site Delaine Mick WI 249 Patricia Haese 01/01/2016 PT Non-Exempt Hourly 12 - Commercial 70 - PM Accounting Expenses WI 244 Angela Marshall 01/01/2016 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 245 Nora Pfaller 01/01/2016 FT Exempt Salaried 12 - Commercial 50 - Property Manager Expenses Kevin Hannan WI 246 Karie Loesing 01/01/2016 FT Non-Exempt Hourly 12 - Commercial 70 - PM Accounting Expenses WI MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 21

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 238 Melinda Walker 12/23/2015 FT Non-Exempt Hourly 12 - Commercial 51 - Property Manager Expenses - On Site WI 239 Bob Jablonski 12/23/2015 FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site Joseph McGuire WI 240 Jerry Jarvis 12/23/2015 FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site WI 241 Karl Bergquist 12/23/2015 FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site WI 242 Jennifer Kuglitsch 12/23/2015 FT Non-Exempt Hourly 12 - Commercial 70 - PM Accounting Expenses WI 243 James Cate 12/23/2015 FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Alain Giudice FL 236 Ambrose Ciano 12/21/2015 FT Non-Exempt Hourly 22 - Condos 51 - Property Manager Expenses - On Site WI 237 Stacy Hegg 12/21/2015 FT Non-Exempt Salaried 12 - Commercial 50 - Property Manager Expenses Kevin Hannan WI 235 Deborah Phillips 12/13/2015 Harbormaster Titusville Marina FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Thomas Lawson FL 231 Andrew Smith 12/01/2015 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Stephen Rice FL 232 Michael Houk 12/01/2015 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Stephen Rice FL 233 Kyle DiBiano 12/01/2015 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Stephen Rice FL 234 Brandon Lee 12/01/2015 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Stephen Rice FL 229 Gary Frith 11/30/2015 Maintenance Technician MKE Center for Independ. FT Non-Exempt Hourly 16 - Facilities 61 - Maintenance Expenses - On Site John Wojtalewicz WI 230 Jeremy Ryan 11/22/2015 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 228 Michelle Szeklinski 11/16/2015 FT Non-Exempt Hourly 99 - Property Accounting 70 - PM Accounting Expenses WI 251 Jorge Madrigal 10/25/2015 FT Non-Exempt Hourly 22 - Condos 61 - Maintenance Expenses - On Site Yvette Cruz WI 683 Test Test 10/24/2015 Waukegan Harbor 16 - Facilities 80 - Management Overhead Test Employee WI 227 David Klabanoff 10/23/2015 FT Exempt Salaried 22 - Condos 51 - Property Manager Expenses - On Site Susan Sprague WI 226 Mary Jayne Sproles 10/19/2015 FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Thomas Lawson FL 225 Ginger Prew 10/16/2015 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 224 Shannel Briggs 10/12/2015 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 250 Steven Gauthier 10/05/2015 FT Non-Exempt Hourly 16 - Facilities 61 - Maintenance Expenses - On Site Marilyn J. Musack WI 215 Robert Dole 10/01/2015 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 216 Brian Bowers 10/01/2015 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 218 Jim Lenard 10/01/2015 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 219 David Rouse 10/01/2015 Dockmaster Titusville Marina FT Exempt Salaried 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 220 Frank Martin 10/01/2015 Maintenance Technician Titusville Marina PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 221 John Turcot 10/01/2015 PT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 222 Mark Whitman 10/01/2015 FT Non-Exempt Hourly 17 - Marina 61 - Maintenance Expenses - On Site Thomas Lawson FL 214 Max Court 09/29/2015 Maintenance Technician Pleasant Terrace FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site John T. Gregory WI 217 Thomas Lawson 09/28/2015 General Manager Titusville Marina FT Exempt Salaried 17 - Marina 51 - Property Manager Expenses - On Site Phillip Cook FL 223 Benjamin Nelson 09/28/2015 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site WI 212 Patricia Lux 09/14/2015 Director of Residential Ops - Condos Corporate FT Exempt Salaried 21 - Apartments 50 - Property Manager Expenses Scott Schmidt WI 211 Katherine English 09/05/2015 PT Non-Exempt Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 210 Joseph McGuire 09/01/2015 FT Exempt Salaried 12 - Commercial 80 - Management Overhead Robert Matheson WI 209 Richard Schneider 08/27/2015 PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site WI 206 Susan Hunnicutt 08/19/2015 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Patricia Lux WI 207 Keith Noble 08/18/2015 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 205 Eleanor Knipfer 08/11/2015 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 204 Laura Christianson 07/08/2015 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 213 Wesley Sturdevant 06/23/2015 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Patricia Lux WI 203 Jason Anderson 06/18/2015 FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Marilyn J. Musack WI 202 Caitlin VerVelde 06/11/2015 PT Non-Exempt Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 200 Trent Castle 06/08/2015 FT Exempt Salaried 12 - Commercial 80 - Management Overhead Robert Matheson MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 22

Work EE ID First Name Last Name Date Hired Default Jobs Default Property Employee Type Pay Type Business Unit Default Department Supervisor Name State 201 Chantz Keller 06/03/2015 PT Non-Exempt Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer 196 Annie Claypool 06/03/2015 PT Non-Exempt Hourly 17 - Marina/Dock Hand 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 198 Larry Wilbur 06/01/2015 Facilities Manager Portfolio FT Non-Exempt Hourly 15 - Maintenance-Third Party 66 - Maintenance Expenses - Roamer Aaron Brooks WI 199 Kassie Kraemer 06/01/2015 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Dustin A. Sydorowicz WI 194 Dillan Domro 05/26/2015 PT Non-Exempt Hourly 18 - Corporate 91 - Corporate Accounting Joelle Wolf 195 Lauren Fuqua 05/26/2015 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Julija Olvera WI 197 Elysia Beese 05/25/2015 PT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site 193 Jessica Hanson 05/22/2015 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site 191 Nicole Krueger 05/18/2015 Property Manager Jeffers Portfolio FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Louisa Behnke WI 192 Edward Hinsman 05/18/2015 FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Katrina B. Borski WI 188 Thomas Chiapusio 05/11/2015 Field Supervisor Riverfront Plaza FT Non-Exempt Hourly 12 - Commercial 61 - Maintenance Expenses - On Site Paul R. Koepnick WI 189 Douglas Bansemer 05/11/2015 FT Non-Exempt Hourly 16 - Facilities 61 - Maintenance Expenses - On Site 190 Emma Warner 05/11/2015 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site Patricia Lux 187 Paula Armato 04/27/2015 Property Manager 550 Ultra Lofts FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Scott Schmidt WI 186 Delaine Mick 04/22/2015 Property Manager Kilbourn Tower FT Exempt Salaried 22 - Condos 51 - Property Manager Expenses - On Site Patricia Lux WI 185 Dustin Sydorowicz 04/20/2015 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 182 Alysia Richards 04/20/2015 FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Susan Sprague WI 184 Douglas Resch 04/19/2015 PT Non-Exempt Hourly 17 - Marina/Security 61 - Maintenance Expenses - On Site Matthew M. Bauer 183 Brynn Molzner 04/15/2015 PT Non-Exempt Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer 179 Sarah Sutherland 04/15/2015 PT Non-Exempt Hourly 17 - Marina/Ship Store 61 - Maintenance Expenses - On Site Matthew M. Bauer 181 Albert Sparacino 04/14/2015 PT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site WI 180 Matthew Baughman 04/13/2015 PT Non-Exempt Hourly 17 - Marina/Fuel Dock 61 - Maintenance Expenses - On Site Matthew M. Bauer WI 178 Sean Scholl 03/18/2015 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site WI 177 Trina Nelson 03/16/2015 Concierge University Club Tower FT Exempt Salaried 22 - Condos 51 - Property Manager Expenses - On Site Kimberly Reyes WI 176 Kathleen Buckley 03/09/2015 FT Non-Exempt Hourly 21 - Apartments 51 - Property Manager Expenses - On Site 175 Kenneth Bristol 03/02/2015 Senior Property Accountant Corporate FT Exempt Salaried 99 - Property Accounting 70 - PM Accounting Expenses Jess Vento WI 174 Allison Clappier 02/09/2015 Property Manager 1633 Bender FT Exempt Salaried 21 - Apartments 51 - Property Manager Expenses - On Site Brian E. Krueger WI 173 Terry Rogers 02/09/2015 FT Exempt Salaried 21 - Apartments 50 - Property Manager Expenses Susan Sprague 172 Matthew Becker 01/26/2015 FT Non-Exempt Salaried 22 - Condos 61 - Maintenance Expenses - On Site WI 171 Troy Clifton 01/19/2015 Maintenance Technician Callan Properties FT Non-Exempt Hourly 21 - Apartments 61 - Maintenance Expenses - On Site Allison Zarse WI 208 Test Employee 01/01/2015 Accounts Receivable Associate 163 NB,LLC FT Non-Exempt Hourly 14 - HVAC 66 - Maintenance Expenses - Roamer Rachael J. Kruszka WI MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 23

SECTION B1 C. EVIDENCE OF CORPORATE SUPPORT & RESOURCES

Providing employees with the resources, training and an environment that fosters FIRM personal growth is critical to our company success. Below is evidence of how we INFORMATION have been able to provide support and resources for our employees.

1. On-Boarding When a new employee is hired, proper on-boarding is important to establish the culture and expectations. The process also is a chance to demonstrate our expectations regarding or C.A.R.E. Values. Please see the on-boarding checklist samples on the following page. Note that each checklist is customized for the particular asset we manage.

When hired, each employee is assigned a mentor that will provide support during their on-boarding process and until they are comfortable with the role and company.

2. F3 University As part of the training for new hires, they are required to complete training at “F3 University”. This consists of two parts; a. Corporate Training; F3 History, C.A.R.E, Client Relations, etc (see attached course overview) All employees are required to complete the corporate orientation to learn our culture, procedures, history, and expected behavior. b. Role Training: Divisional Level training on job specific expectations and resources (see attached) After completing corporate orientation, the employee will move to specific training based on their role at the divisional level. In the case of F3 Aviation, this will include a detailed procedures manual for airport management including the extremely important FAR Part 139 compliance requirements.

3. F3 Intranet The F3 Intranet is an extremely useful resource for all our staff regarding policy/ procedures, forms and documents, safety, industry regulations and company expectations. By using the F3 Intranet, we can continually update information and it is available for all our staff anywhere they have internet access. Once orientation and training has been completed, the employee can access this resource for information on all key tasks, documents and procedures that must occur.

4. Peer Collaboration One of the most important resources in our organization are other employees that perform similar roles at other properties. Peer collaboration is encouraged through corporate meetings with other managers, visits to other airports for information sharing and other F3 Airport managers visits.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 24

SECTION B1 ON-BOARDING PROCEDURE FIRM INFORMATION

F3 AIRPORT ON-BOARDING PROCEDURE

Employee on-boarding is a crucial part of a new member joining Founders 3. On-boarding sets the tone for the employee’s orientation to Founders 3 and should provide them with the information and tools to have a successful start with the company. It is critical that we provide a welcoming, organized integration into our company for our new employees, and also provide them with information and documentation prior to their first day.

PRIOR TO DAY ONE 1. HR will send the new hire on-boarding checklist with the new hire’s information (located in the HR drive, HR SOPs folder) to the F3 Employee Changes Email Group. The F3 Employee Changes Group includes: Maintenance/HVAC, IT, Marketing, Accounting, and Administration. The email will include all important details for the new hire as shown below:

New Hire Please complete the attached new hire checklist and send back to the group. If you do not have to complete anything under your section, please check the box that it has been reviewed and send the form back to the group.

Name: Isaiah Rivera

Title: Maintenance Technician

Salary/Hourly: Hourly

Location: Point on the River

State Date: 9/28/2020

Business Unit: 22 – Condos

Department: 61 - Maintenance Personnel onsite

Labor Allocation: 100% 2161

Billback percentages: 100% 2161

Manager: DeAnn Berndt

Direct Reports: N/A

Associated Moves: Steve Mertes moving back to Roamer, Kenny moved to the Grand.

Thank you!

NOTE** Work with corporate accounting to get labor allocation and bill back percentages.

252 E Highland Ave, Milwaukee, WI 53202 | 414. 271.1111 | www.f3airport.com | 1

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 25

SECTION B1 ON-BOARDING PROCEDURE FIRM INFORMATION

2. HR will work with the hiring manager to set up an itinerary for the first day, week or month, depending on the position.

3. HR will send a welcome email to the new hire providing the following information/documentation: a. What to bring on their first day – identification and direct deposit information b. I9 Acceptable Documents attachment c. Attach Handbook to review prior to 1st day d. Attach Confidentiality and Non-disclosure Agreement with new hire information to review prior to 1st day e. Information regarding their first day; including what to wear for their company photo (black attire) f. Itinerary for first day/week, if available/completed Ideally this email will be sent one week (7 days) ahead of the start date. The majority of employees will start on a Monday morning.

4. Assemble first day packet and place in F3 tote bag, to include: a. F3 Folder with all new hire paperwork; i.e. tax documents, I9, direct deposit, acknowledgements, org charts, job description, C.A.R.E. booklet, etc. b. EOS or Traction Book c. F3 University Binder d. F3 Mask e. F3 Yeti (gift) f. F3 Pad-folio (gift) and F3 pen

5. Complete Company Login Sheet for first day 6. Complete Status Change Form for payroll 7. Set-up Desk or email to manager to have them set up their desk/area 8. Follow-up with IT to ensure all technology is ready for day one.

DAY ONE – Corporate Office Main Conference Room

HUMAN RESOURCES (approximately 8:30a – 10:30a)

1. HR to greet new employee and conduct tour of Corporate office – introducing to all employees available. 2. Explain new hire paperwork and complete. a. For Maintenance employees with a company vehicle – take a copy of the DL to be sent to insurance company. b. While employee is completing their paperwork, HR is entering employee information into HRIS system. 3. Provide Parking pass, building keys, if applicable and explain parking arrangements / how to enter/leave building ALL employees 4. Employee to watch Orbit (HRIS) training video 5. Employee Handbook review – use F3 University Handbook Module Powerpoint and include Performance Review information. 6. Org Chart review 7. Intranet review 8. EOS / Traction Book review

252 E Highland Ave, Milwaukee, WI 53202 | 414. 271.1111 | www.f3airport.com | 2

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 26

SECTION B1 ON-BOARDING PROCEDURE FIRM INFORMATION

IT (approximately 10:30a – 11:30a) 1. Email Setup with out of office, email preferences overview, adding calendars, zoom meeting invite 2. Orbit Setup; including downloading of App for phone (HR to go through and have them clock in and out for hourly employees) 3. Yardi Setup 4. IT Support information – [email protected] 5. Setup Email on phone 6. Intranet Setup and overview 7. Verification of email signature

LUNCH

With Hiring Manager – if the hiring manager is not available, lunch will be brought in for the new hire and HR.

AFTERNOON ON-BOARDING

1. Maintenance Staff (approximately 2 hours) – training with Maintenance Administrator on the following: a. Yardi login and training b. OSP c. Orbit timekeeping d. On-call schedule e. Property Sheets (intranet) f. PPE Kits g. Uniform distribution 2. Grace Hill Training a. Maintenance (1 – 1 ½ hours) b. Property Management Staff (3 hours)

3. Marketing Specialist takes new employee’s picture

4. Finalize any questions with Human Resources regarding Day Two; i.e. where to report and what time.

5. Share any new hire questions with the hiring manager / manager to discuss.

252 E Highland Ave, Milwaukee, WI 53202 | 414. 271.1111 | www.f3airport.com | 3

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 27

SECTION B1 ON-BOARDING PROCEDURE FIRM INFORMATION

HUMAN RESOURCE FOLLOW-UP 1. Create new hire announcement with picture and send to all employees; see example below:

We are pleased to announce the addition of George Harris and Cole Jones to the Founders 3 team.

George joined us on October 12th as the Maintenance Technician at the 550 Ultra Lofts property in downtown Milwaukee. Previously, George held roles in material handling and inventory. He comes to us from Maynard Steel where he was a Metallurgist.

Cole Jones also joined us on October 12th as the Maintenance Technician for the Capitol West and Marina properties in Madison. Previously, Cole held roles as a Plumbing and HVAC Apprentice and Maintenance Technician. He comes to us from Resident Services Incorporated where he was a Maintenance Technician.

2. Call new hire after one (1) week with the company and inquire about the following: a. How has their first week gone? b. Is their technology working ok – need any assistance? c. Has their hiring manager/trainer been available? d. Do they have any feedback regarding their on-boarding process?

th 3. Invite to F3 University Training the following month after hire – i.e. if hired prior to the 20 of the month, they would start F3 University Training the first week of the following month. If hired after the 20th, they would start F3 University the 2nd month of employment.

4. Communicate this requirement with the manager.

5. Work with the hiring manager to establish Rocks for the first full quarter after hire date.

252 E Highland Ave, Milwaukee, WI 53202 | 414. 271.1111 | www.f3airport.com | 4

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com KEY PERSONNEL & ORG CHART

MUSKEGON COUNTY AIRPORT B2 MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 29

B2. KEY PERSONNEL & ORG CHART CORPORATE ORGANIZATIONAL CHART

David Behnke Chief Executive Officer

John Matheson President

Scott Schmidt Alain Giudice Joelle Wolf Executive Vice President Sr. Vice President Corporate Controller Property Management Marina Division

Sean O’Driscoll Kevin Hannan Brian Krueger Patty Lux Sue Sprague Louisa Behnke Jess Vento Phil Cook Skip Goss Paul Koepnick Director of Business Vice President Director of Residential Director of Residential Director of Residential Director of Director Property Finance & Ops Manager Director of Airport Director of Facilities Development Commercial - Apartments - Condos - Madison Quality Control Accounting Marina & Airport Division Division

Rob Ryan Ann Delaney Carrie Neubecker Dani Broberg Property Property Property Airport HVAC Service Corp. Accounting Director of Marina Marketing Managers Managers Managers Accountants Manager Specialist Marketing Specialist

Tom Lawson Assistant. Property Accounts Payable/ Maintenance Erica Yang Airport Patrick McNeil Corp. Accounting Florida Regional Managers Techs Accountants IT Systems Admin Receivable Specialist Manager

Leasing HVAC Tricia Burlage Marina Specialists Techs HR Manager Managers

Rachael Kruska Marina HR Generalist Accountants

Sara Coffou HR Generalist

Lori Ashworth Office Admin Corporate Staff F3 Airport Division & Support Staff

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 30

SECTION B2 MUSKEGON COUNTY AIRPORT ORG CHART KEY PERSONNEL & ORG CHART (PROPOSED NOVEMBER 2020)

County Board of Commissioners

County Administrator

Airport Development Committee

John Matheson President

Phil Cook TBD Skip Goss Manager of Finance Muskegon Airport Regional Manager General Manager/Director & Accounting

TBD TBD ARFF LIAISON Muskegon Airport Muskegon Airport Contract Service Administration Director Deputy Director

TBD TBD LAW ENFORCEMENT Muskegon Airport Operations/Maintenance Chief OFFICER Administration Assistant Management Trainee Contract Service

TBD Operations Techs (2) Maintenance Techs (2) Management Trainee Self-Inspections Snow Removal Intern Snow Removal Landscaping & Mowing Landscaping & Mowing Equipment Repair

Seasonal Contracts Snow Removal Landscaping & Mowing Equipment Repair

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 31

SECTION B2 A. EXPERIENCE & ABILITY OF PERSONNEL KEY PERSONNEL JOHN MATHESON, PRESIDENT

& ORG CHART Mr. Matheson is a principal at Founders 3 Real Estate Services. Since 1983, John has dedicated his professional career to improving the performance and value of commercial real estate. Over a span of nearly 20 years at Simon Property Group, Balcor, and Insignia/ESG, John worked with and contributed to some of the best real estate operational and management systems in the business. His responsibilities included management of very high performing enclosed malls, full renovations, re-positioning and marketing/branding efforts. He also was tapped to be part of a talented team to grand open new malls in various parts of the country. With assignments that brought him to Florida, Texas, Wisconsin, Indiana and Illinois, John benefited from a diverse mix of retail properties in different geographic markets, all with unique challenges and a rich list of experiences.

John specializes in the growth and performance of the F3 Marina and F3 Airport brand of management services. He has been instrumental in expanding marina assignments throughout the U.S. and internationally. A long-time boater, he understands the boaters perspective as well as the marina owner. John joined the company as Executive Vice President and became a Partner in 2002, to bring [email protected] a retail expertise to the firm and oversee the day to day operations. During that 414.249.2121 time, the firm had grown from 30 employees in Milwaukee in 2002, to a staff of over 200 spanning 5 states. In his current role as Principal, John’s focus is to create a platform for continued growth by providing clients with a consistently high quality service and developing good leadership with an emphasis on innovation within the organization. He also plays a key role in the growth of the Marina and Aviation divisions as they expand throughout the U.S. and international locations.

He is the licensed broker of record for the company, Certified Property Manager (CPM), Certified Marketing Director (CMD), International Council of Shopping Centers (ICSC), member of the Association of Marina Industries (AMI) International Marina Institute (IMI), and Institute of Real Estate Management (IREM) and holds a B.S. from the Indiana University School of Business.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 32

SECTION B2 A. EXPERIENCE & ABILITY OF PERSONNEL KEY PERSONNEL SKIP GOSS, REGIONAL MANAGER

& ORG CHART Skip Goss joined F3 Airport in early 2016 as Director of the Airport Division along with responsibilities as General Manager at Waukegan National Airport (UGN), a general aviation airport designated by the FAA as a reliever facility to Chicago-O‘Hare International Airport. Due to its location, size, operational capabilities and user demand levels, UGN serves a vital role in accommodating some of the Chicago region’s largest corporate aircraft users. Skip is responsible for the growth and vitality of the Waukegan National Airport as well as leadership for new airport assignments into the portfolio.

As an aviation industry professional, Skip is adept in airport operations and the management of aircraft services including maintenance, sales, charter, and flight training. With over three decades of general aviation experience, Skip has a unique combination of organizational, technical, sales, and managerial talents. He is successful in creating business alliances and has a proven ability to uncover and exploit market opportunities to create and grow winning organizations.

Skip earned his private pilot certificate while in college in 1986 and has been [email protected] an active flight instructor since 1988. After a successful career in the aerospace 847.226.7326 industry as a sales engineer, Skip followed his passions of business and aviation, and became the general manager of a prominent flight school. In 2005, Skip launched his own flight training and aircraft services business. He was responsible for the company’s successful culture and steady growth. Because of his commitment to his employees, customer service, professionalism, and value, Skill Aviation is recognized as one of the leading flight training institution in the nation.

Skip earned a Bachelor of Science Degree in Aviation Technology and Operations from Western Michigan University and a Master of Science Degree in Operations and Technology Management from Illinois Institute of Technology. He is an FAA certificated airline transport pilot and Gold Seal flight instructor. As a testament to his character, experience, and integrity, Skip was selected and authorized as an FAA Designated Pilot Examiner in 2007.

Credentials • American Association of Airport Executives (AAAE) Certified Member • Airline Transport Pilot • FAA Designated Pilot Examiner • Gold Seal CFI - CFII - MEI

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 33

SECTION B2 A. EXPERIENCE & ABILITY OF PERSONNEL KEY PERSONNEL PHIL COOK, MANAGER OF FINANCE AND OPERATIONS

& ORG CHART Phil Cook joined the company in 2013. Phil is responsible for producing timely and accurate monthly financials, managing airport and marina accounting software and ensuring procedures and financial controls are followed. Phil works closely with clients on a monthly customized financial package to suit their specific needs. In addition Phil regularly evaluates systems to ensure continual improvement of aviation and marina operations. He coordinates with all airport and marina managers on their yearly budget and monthly budget versus actual analysis. Phil oversees airport and marinas’ payables, receivables, banking and treasury management.

Prior to joining the company, Phil worked as an accounting supervisor at Charleston|Orwig, a full service marketing and advertising agency focused on food system client reputation management and marketing integration. His responsibilities included further implementation of a new system for the company and training employees on its functions. He was also instrumental in the improvement and utilization of the new system’s reporting to create the overall financial package for the ownership group. [email protected] Phil graduated from Cardinal Stritch University with a degree in Accounting 414.249.2126 and Sports Management and is a current Certified Public Accountant candidate.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 34

SECTION B2 A. EXPERIENCE & ABILITY OF PERSONNEL KEY PERSONNEL DANI BROBERG , MARKETING SPECIALIST

& ORG CHART Dani joined Founders 3 Real Estate Services in early 2018, bringing six years of marketing experience to the team. Dani specializes in marketing, branding and promotional work for the firm, including: website and social media management, PR, advertising, event coordination, creation of marketing collateral and a variety of additional marketing support. She also works closely with the Management Services team to coordinate and implement marketing strategies for the residential, commercial, marina and airport divisions. Prior to joining the F3 team, Dani worked with a local construction management firm as marketing coordinator.

Dani graduated from UW-Whitewater with a degree in Graphic Design and Marketing.

[email protected] 414.249.2157

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 35

SECTION B2 A. EXPERIENCE & ABILITY OF PERSONNEL KEY PERSONNEL TRICIA BURLAGE , HUMAN RESOURCES MANAGER

& ORG CHART Tricia joined Founders 3 Real Estate Services in 2019, bringing over 25 years of management-level experience to the team. As a certified Human Resource professional, coupled with an Industrial Psychology degree, Tricia brings extensive experience in all aspects of human resources.

Tricia supports F3 through the sourcing, hiring, and on-boarding of employees, performance management, skills development and training benefit strategy, administration and compliance safety and wellness. Tricia works closely with our executive management team to help develop business strategy and works to maintain the cultural health of the organization through employee relations, training and professional development. Tricia is often recognized as a leader in her field, a valued facilitator, and someone that provides business owners with a confidential ear and a candid, fresh approach to discussing and resolving issues. Over the years, Tricia has partnered with many types of businesses (banking, manufacturing, farming, insurance, marketing, printing, distribution and the restaurant industry) and understands the well-being of the employee and the organizational health of the business is critical to their success. [email protected] 414.249.2139

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 36

SECTION B2 A. EXPERIENCE & ABILITY OF PERSONNEL KEY PERSONNEL RACHAEL KRUSZKA, HUMAN RESOURCES GENERALIST

& ORG CHART Rachael Kruszka joined Founders 3 in October 2019. Previously working in a variety of HR settings, Rachael brings a diverse background in handling human resources issues. Implementation of a multiple systems has given Rachael the ability to transition tedious processes into seamless workflows and understand the back operations of business.

Expertise • HR Systems • Payroll • Recruitment • Benefits • Employee Relations

Education & Accreditation • Bachelor’s in Business Administration, University of Wisconsin – Oshkosh

[email protected] 414.249.2129

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 37

SECTION B2 B. OWNERSHIP, OPERATION, MANAGEMENT & MAINTENANCE EXPERIENCE, AS APPLICABLE, OF AIRPORTS

KEY PERSONNEL F3 Airport has managed the Waukegan National Airport (UGN) since January of & ORG CHART 2016 for the Waukegan Port District. F3 has no ownership interest in the airport.

In addition to management of UGN, F3 has managed publicly-owned marinas for Counties, Cities and Villages all over the U.S. since 2013. While not airports, managing these entities has provided F3 with valuable experience in managing assets for governmental entities and their unique needs. F3 has learned to be creative and pull from our extensive real estate experience in solving the complex challenges for government owned real estate assets including airports and marinas.

The following pages include a list of managed assets for governmental entities.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 38

B2 - B. OWNERSHIP, OPERATION, MANAGEMENT & MAINTENANCE EXPERIENCE WAUKEGAN PORT DISTRICT WAUKEGAN, IL

Waukegan Port District: Waukegan National Airport, Waukegan Harbor & Marina, and Port of Waukegan

The Port District includes: Waukegan Marina, a 700 slip recreational marina, Port of Waukegan, a commercial shipping port able to receive shipping from anywhere in the world, and Waukegan National Airport. The Waukegan Port District Board of Directors had aggressive plans to improve the operations under its control but lacked the staff leadership and expertise to achieve their vision.

Annual Capacity Seasonal/Long-term: 600 | Transient: 510 | Total: 1,110 Yachts

Results • First year survey showed 92% of respondents reported satisfied or higher for condition of grounds, restrooms and docks and 99% satisfaction with management. • The same survey reported a tie between “Great Management/Staff” and “Marina Events” for “What did you enjoy most this season at Waukegan Harbor?” • Added 110 new seasonal boaters for the year.

Owner/Reference Waukegan Port District - Grant Farrell, Chairman of the Board | e: grantfarrell@gmail. com | p: 847.828.2280

MITCHELL INTERNATIONAL AIRPORT MILWAUKEE, WISCONSIN Overview F3 (under the name Siegel-Gallagher Management Company at the time) provided consulting and management of the baggage handling systems at General Mitchell International Airport. This included coordination during an extensive remodel and installation of all new baggage handling equipment and baggage scanning systems.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 39

B2 - B. OWNERSHIP, OPERATION, MANAGEMENT & MAINTENANCE EXPERIENCE HARTSHORN MARINA MUSKEGON, MICHIGAN

Overview Hartshorn Marina, a 208 slip marina owned by the City of Muskegon, is located on Muskegon Lake. F3 Marina was hired in early 2019 to manage the marina as well as the overall waterfront development currently underway. F3 Marina's expertise in all aspects of waterfront management and development made us the ideal candidate for this project.

Annual Capacity Seasonal/Long-term: 110 | Transient: 75 | Total: 185 Yachts

Owner/Reference City of Muskegon - Leo Evans, Director of Public Works | e: [email protected] | p:231.724.6920

SUNSET MARINA ROCK ISLAND, ILLINOIS Overview F3 Marina started this assignment in fall of 2018, holding boater meetings and meet and greet sessions to learn their expectations and needs. Sunset Marina is a City owned marina with 473 boats on the Mississippi. Annual Capacity Seasonal/Long-term: 425 | Transient: 140 | Total: 565 Yachts Results • As a result of major flooding on the Mississippi, F3 Marina has mobilized contractors and internal staff to form a strategy to open marina along with long-term plan to improve the operation.

Owner/Reference Michael Bartels, Interim Public Works Director, City of Rock Island, IL | e: [email protected] | p: 309.732.2200

EGG HARBOR MARINA VILLAGE OF EGG HARBOR, DOOR COUNTY, WISCONSIN Overview Egg Harbor Marina was 100% occupied with a waiting list of boaters in the popular tourist destination of Door County, Wisconsin. While full, the marina was not delivering the boater experience that the Village had hoped. Operational inefficiencies and labor issues stressed Village leaders for a solution. F3 Marina was chosen to assume full management in the 2016 season. Annual Capacity Seasonal/Long-term: 80 | Transient: 100 | Total: 180 Yachts Results • Village staff enjoyed more time to focus on other matters and improved relations with boaters. Reduced time required of Village staff. • Local merchants appreciate the Village taking steps to actively improve the economic potential of the marina with the local businesses. • Occupancy and demand remain high with a much improve boater satisfaction with service allowing for fee increases to improve revenue. Owner/Reference Village of Egg Harbor - Ryan Heise, Village Administrator | e: [email protected] | p:920.868.3334

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 40

B2 - B. OWNERSHIP, OPERATION, MANAGEMENT & MAINTENANCE EXPERIENCE HARBOR CENTRE MARINA SHEBOYGAN, WISCONSIN Overview The city of Sheboygan awarded a five year agreement to F3 Marina for the management of Harbor Centre Marina based on the successes of ReefPoint Marina in Racine. With a focus on maintaining the high quality facility and improving service, marketing and community connection, F3 Marina implemented a strategy to fulfill this vision. Annual Capacity Seasonal/Long-term: 288 | Transient: 250 | Total: 538 Yachts Results • Improved total revenue while reducing expenses since takeover in 2014. NOI increased from a $42,261 loss in 2013 to a positive $96,696 in 2016. • Formed new partnerships in the community that connect boaters and local businesses through promotions and events. Owner/Reference • Marina was re-branded with new logo and graphics that align with City graphics but City of Sheboygan - Chad Pelishek, provide a unique identity for the marina. New website, graphics, social media and Director of Planning and Development advertising was implemented. e: [email protected] | p: 920.459.3383

PORT OF ROCHESTER MARINA ROCHESTER, NEW YORK Overview The City of Rochester constructed a new 85 slip marina adjacent to their existing Port of Rochester facility that is no longer in operation. F3 Marina was hired in the Spring of 2016 to provide guidance through construction and to fully start up the operation. Annual Capacity Seasonal/Long-term: 85 | Transient: 65 | Total: 150 Yachts Results • Achieved 93% occupancy early in the 2nd season of operation, exceeding expectations. • Reached 267 transient night stays during the first season. • Created a well-stocked ships store as an amenity. • Established services such as dockside deliveries directly to boaters for food and ice Owner/Reference and coordinated with restaurants for delivery service. The City of Rochester - Dorraine Kirkmire, • Created strong communication program with boaters and prospective boaters to Sr. City Planner including facebook and e-blasts. e: [email protected] | p:585.428.6698 FRISCO BAY MARINA FRISCO, COLORADO Overview Frisco Bay Marina, a 160 slip marina, is a certified clean marina located on the shores of scenic Dillon Reservoir in the heart of Summit County, Colorado. Frisco Bay Marina sits on the eastern end of Frisco’s charming Main Street and brings lake life to this quintessential mountain town with boat and paddle sport rentals, a sandy beach and waterside dining.

Consulting Service F3 was hired to perform consulting assignment including a full property audit, staff appraisal, review of operational and accounting systems, assess marina facility & equipment and third party contract review.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 41

B2 - B. OWNERSHIP, OPERATION, MANAGEMENT & MAINTENANCE EXPERIENCE REEFPOINT MARINA RACINE, WISCONSIN

Overview Reefpoint Marina, owned by Racine County, located on Lake Michigan in Racine, Wisconsin, is a 921 slip marina that has served southeastern Wisconsin and the Chicago markets since the late 1980s. While ReefPoint has a good reputation, the property had fallen into disrepair with declining occupancy and operated at a loss. In May 2013, F3 Marina was hired to manage and revitalize this iconic Facility.

Annual Capacity Seasonal/Long-term: 560 | Transient: 900 | Total: 1,460 Yachts

Strategy • Replace staff with a much more hospitality focused team including leadership. • Formulated high standards for marina physical well-being and maintenance/visual appeal along with accountable staff to monitor daily. • Placed a focus on boater interaction and delivering “Memorable Moments” of exceeding service with boaters. • Re-brand marina with new graphics, web-site, social media, and industry advertising. • Work with Charter fishing fleet to improve services and relations. • Design a program of events to foster loyalty through boater interaction and entertainment. • Form close relationships with local groups and associations such as downtown association, Chamber of Commerce and others to work together on programs. • Increased fees to allow for increased cash flow to make continued property improvements while also increasing occupancy.

Results • Total revenue increased by 37% since 2013. • Occupancy growth from 189 to 524 since 2013. • Transient slip increase of 203% since 2013. • Ship store revenue increase of 226% since 2014.

Owner/Reference Racine County - Michael Lanzdorf, Racine County Corporate Council e: [email protected] | p: 262-636-3115 252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 42

B2 - B. OWNERSHIP, OPERATION, MANAGEMENT & MAINTENANCE EXPERIENCE HALIFAX HARBOR MARINA DAYTONA BEACH, FLORIDA

Overview Located in the heart of Daytona Beach, Florida, this 550-slip 60-acre property is owned by the City of Daytona Beach and professionally managed by F3 Marina. Halifax Harbor provides year-round docking facilities for boaters seeking a permanent slip, as well as seasonal or overnight accommodations. Ideally located right off the Intracoastal Waterway, the Marina is just a short ride to the open ocean. Enjoy easy access to nearby shopping, restaurants, and entertainment — located just minutes from Daytona International Speedway, Daytona International Airport, the World’s Most Famous Beach and the quaint, picturesque waterfront Downtown.

Annual Capacity Seasonal/Long-term: 500 | Transient: 350 | Total: 850 Yachts

Strategy & Results • Cost effective repairs of deferred R&M projects. Using our marine industry knowledge and experience to purchase needed parts and labor in a cost effective and efficient process. • A/R Proactive approaches and marina specific software used to cleanup of old and delinquent accounts as well as accurately track current accounts. • Capital projects. In partnership with CODB, Identifying the needed improvements and prioritizing them to work within seasonal fluctuations and operational budgets. • Providing accurate and timely reports tracking financials and operations activity. • Occupancy. Increasing occupancy thru target marketing to attract and retain a desired customer base. Using analytics to establish the correct mix of dedicated slips for transient and seasonal customers.

Owner/Reference The City of Daytona Beach - Michael A. Stallwood, Business Enterprise Management Director e: [email protected] | p: 386.671.8075

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 43

B2 - B. OWNERSHIP, OPERATION, MANAGEMENT & MAINTENANCE EXPERIENCE TITUSVILLE MARINA TITUSVILLE, FLORIDA

Overview The City of Titusville owns and managed the Titusville Municipal Marina near Kennedy Space Center in Florida. With occupancy around 49% and declining revenue, the City was struggling with how to improve occupancy and the financial performance. Additionally, the marina is aging and has a tired visual appearance and staff that lacked good leadership and a service culture. F3 Marina was selected after a national bidding process and started in October, 2015.

Annual Capacity Seasonal/Long-term: 180 | Transient: 130 | Total: 310 Yachts

Strategy & Results • Occupancy improved from 49% to 93% within 14 months of takeover. • Marina currently runs at or above 97% occupied. • Made cosmetic upgrades to grounds and buildings, remodeled ship store improving sales, improved overall visual appeal. • New leadership and staff have created a dramatically improved image for the Marina. • City considers the Marina an “outsourcing success story” for the City. • Purchased new marina software • Installed security gates at all docks. Installed all new landscaping - painted buildings • Converted old manager's office into a boater's lounge for customers • Remodeled all restrooms/showers. Renovated laundry room and purchased new washers/dryers. • Coordinated with city and FEMA to complete repairs to docks after hurricane Matthew • Remodeled ship store - increased sales • Completely overhauled mooring field with new, improved equipment to lower maintenance costs and increase usage. • Purchased new fuel dispensers • With increased occupancy and revenue, the marina was able to pay off all debt due to city • Replaced pump out system through grant award • Currently constructing new 800 sq. ft. multi-use building Owner/Reference The City of Titusville, Florida - Tom Abbate, Assistant City Manager e: [email protected] | p: 321.567.3702

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 44

SECTION B2 C. SUMMARY OF EXPERIENCE PROVIDING THE SCOPE OF SERVICE WITHIN THE PAST FIVE YEARS, INCLUDING THE KEY PERSONNEL OUTCOMES ACHIEVED AS A RESULT OF FIRMS MANAGEMENT & ORG CHART AND OPERATION OF THE AIRPORT. Waukegan National Airport

Waukegan National Airport (UGN) is general aviation reliever airport for Chicago O’Hare International Airport. UGN has 130 based aircraft including 32 turbojets and 45,000 take-off and landings annually. UGN was recently recognized by the FAA as a “National Asset”; one of only 84 of the nation’s 3,324 General Aviation airports to be considered as such.

Waukegan National Airport users are an impressive block of Chicagoland’s corporate power. These Fortune 500 firms are using corporate aviation’s largest aircraft to operate international arrivals and departures. Waukegan National Airport is a U. S. Port of Entry, in which aircraft fly directly to customs agents located at the airport, bypassing points of entry at O’Hare, Midway, Milwaukee and other international entryways. U.S. Coast Guard air facility is seasonally based at UGN just as MKG.

A recent Statewide Economic Impact Study by the Illinois Division of Aeronautics showed UGN created 723 jobs, with a $54 million payroll, and a total economic impact of $156.5 million. Waukegan National Airport is one of Lake County’s largest employment centers and economic generators.

Prior to F3 Airport taking operational control of UGN in 2016, the airport staff was complacent, stagnant, and inefficient. The infrastructure suffered years of neglect and lack of planning. Phased replacement of pavements, signs, and lighting was non-existent. Airport and equipment maintenance was reactive not proactive. Progress on an airport master plan and massive $150,000,000 replacement runway project had ground to a halt. Private and corporate investment into the airport with new hangars, facilities, and development was lacking due to lack of airport goals and direction. It had been over a decade since any new development was made on the airport.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 45

SECTION B2 Upon taking operational control of UGN, F3 engaged the governing body board of directors to develop goals to improve and grow the airport. F3 met with the corporate/private tenants to seek their input to improve the airport. F3 KEY PERSONNEL embarked on a campaign to promote the airport, gain community and & ORG CHART stakeholder awareness and support. F3 met with FAA and State Aeronautics management to promote the airport and solicit Federal and State Grants. F3 has managed over $10,000,000 in FAA AIP grants, with another $5,000,000 coming in the next two years. In the 4 years since F3 Airport took operational control of UGN, private/corporate investment has boomed with investor confidence in the future direction of the airport and its management. Over $35,000,000 of private investment has been completed and more is on the way. Confidence on the replacement runway program is the catalyst to continued growth at UGN. More progress has been made with this program in the last few years than the last decade. With the support of local, county, and state stakeholders, the replacement runways is scheduled to be operational in 2027. Land available for future development is being made available and could potentially double the number of aeronautical use facilities on the airport.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 46

SECTION B2 D. STATE AND FEDERAL REGULATORY COMPLIANCE AND PERMITTING EXPERIENCE AND PAST PERFORMANCE ON KEY PERSONNEL SIMILAR PROJECTS & ORG CHART The most significant regulatory agency in aviation is the Federal Aviation Administration. The FAA acts as both gift-giver, in the form of Airport Improvement Program grant funds, and permission-giver in terms monitoring and enforcing airport and industry compliance with federal regulations.

Airport operators primarily interact with the FAA through their Airports District Office (ADO). The ADO oversees airport compliance with Part 139 and grant assurances, airport safety and certification, land transfers, engineering issues, pavement maintenance and capital improvement projects, environmental issues, noise abatement, master planning, runway safety, and guidance issues. In Michigan, the ADO also decides how discretionary grant monies are allocated.

One of F3 Airport’s most important relationships is with the FAA Great Lakes Region ADO. F3 Airport Regional Director, Skip Goss, lives within a 30-minute drive to the FAA Great Lakes Regional Office. He has had decades of experience with the FAA and has developed close relationships with the ADO management over the last several years.

F3 Airport can access a variety of documents that will provide guidance and direction on the operation of the airport, and in some cases, additional regulations and requirements. The principal documents affecting airport operators include FAA Advisory Circulars, FAA Orders, Airport Cooperative Research Program (ACRP) Reports, FAA Certification Alerts, FAA Policy Guidance Letters, TSA Security Directives, and TSA Information Circulars. Among the most significant policy documents used by the FAA are Grant Assurances that constitute a form of hidden regulations for airport operators that accept federal grant monies or property. Grant Assurances significantly impact how an airport operator conducts business.

In addition to regulating aviation, the FAA must ensure airport compliance with procedures and policies of the National Environmental Policy Act (NEPA) and other environmental laws, regulations, and orders applicable to FAA actions. The FAA decision-making process must consider and disclose the potential impacts of a proposed action and its alternatives on biotic communities, endangered species, historical/ archeological sites, floodplains, water quality, etc..

A variety of activities on airports can have an environmental impact, including storm water discharge, weed and pest control, runway and taxiway de-icing, aircraft de-icing, ARFF training, above and underground fuel storage tanks and fueling activities, electrical equipment, facility paint and asbestos issues, electrical equipment, authorized and unauthorized aircraft and vehicle maintenance activity, and storage of fuels, solvents and other hazardous materials.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 47

SECTION B2 Compliance with Environmental Protection Agency (EPA) rules through the National Pollution Discharge Elimination System (NPDES) permitting program that regulates discharges of potentially contaminated wastewater and storm KEY PERSONNEL water into waters of the United States. The NPDES permit program is the means & ORG CHART of regulatory compliance for point source discharges (i.e. pollutants such as de-icing fluids discharged through a storm drain) at airports. MKG must have an NPDES Permit and a Storm Water Pollution Prevention Plan (SWPPP) to implement Best Management Practices (BMPs) and to manage various runoff pollutants, such as oils and grease, aircraft de-icing fluids, and sediment. In addition, MKG must have contingency plans in place for hazardous waste emergencies. An Emergency Response Plan (ERP) includes methods for contacting emergency response personnel and, in the event of a spill, fire, explosion, or other release, methods for containing the waste and notifying the National Response Center (NRC). Many of these emergency response plans are combined with the Spill Prevention, Control, and Countermeasures (SPCC) plan. MKG must also appoint an individual as the emergency coordinator to ensure that appropriate procedures are carried out in the event of a hazardous waste emergency.

F3 has vast experience with State and Federal regulatory compliance and permitting. In addition to recently managing over $10,000,000 in Federal and State grants, F3 is in the final stages of an environmental assessment (EA) for a $150,000,000 replacement runway project. This 600-page document is compiled in accordance with NEPA and FAA guidelines. F3 has experience coordinating with dozens of agencies including; U.S. Army Corps of Engineers, U.S. Fish and Wildlife Service, U.S. EPA, U.S. Department of Agriculture, State Historical and Archeological Survey, County Storm Water Commission, local and state department of transportation.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 48

SECTION B2 E. HISTORY OF RENEWALS OF SERVICE CONTRACTS Since F3 began management of marinas and airports in 2013, we have not lost a KEY PERSONNEL client and have renewed every contract that has expired. See below history of & ORG CHART renewal activity: ORIGINAL CONTRACT & ASSET OWNERSHIP STATUS 2013 Reefpoint Marina Racine County, WI Renewed for 5 yrs in 2019

2014 Harbor Centre Marina City of Sheboygan, WI Renewed for 5 yrs in 2019

2015 Titusville Marina City of Titusville, FL Renewed for 5 yrs in 2020

2016 Egg Harbor Marina Village of Egg Harbor, WI Renewal in progress for 2021

2016 Port of Rochester Marina City of Rochester, NY Renewal in progress for 2021

2016 The Port Marina The Port Condo Association Renewal in progress for 2021 2016 Waukegan National Board voted unanimously on Waukegan Port Disctrict Airport & Harbor 11/18/20 to renew for another 5yr term 2019 Halifax Harbor Marina City of Daytona Beach, FL Renewed 1-yr contract for an additional 5 yrs in July of 2020

Note: Our firm has also managed several hundred conventional real estate assets for clients such as office, retail, multi-family, condo and warehouse since 1995.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 49

SECTION B2 F. APPROACH TO RESOLVING CONTRACT DISPUTES Our success in maintaining and renewing our accounts has been based upon KEY PERSONNEL earned trust and respect. The approach we take for our service contract relationships is to continually communicate with clients to ensure we are & ORG CHART meeting expectations. In addition to meeting the terms of the written agreement, if a client has an issue with our performance, whether part of the agreement or not, we do all we can to resolve the issue. Our ability to gain new business is based upon our past performance, therefore, we only take on those clients/assignments where we feel we can add value and meet client goals.

Due to our ability to be flexible in meeting the needs of our clients, we take an open and flexible approach to the contract structure that will provide comfort and confidence. We have never lost an assignment in our Airport or Marina divisions nor have we ever experienced disputes regarding our performance or contractual issues in those areas.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com REFERENCES

MUSKEGON COUNTY AIRPORT B3 MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 51

SECTION B3 A. REFERENCES Please see references at the bottom of each service account listed in section B2-B. KEY PERSONNEL & ORG CHART

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MANAGEMENT & OPERATIONS TRANSITION PLAN

MUSKEGON COUNTY AIRPORT B4 MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 53

SECTION B4 A. OPERATIONS STRATEGY MKG is a commercial service, federally obligated and regulated primary airport. MANAGEMENT Strict adherence to FAA Grant Assurances, FAA regulations, Orders, Advisory Circulars, best practices, and industry standards associated with airport & OPERATIONS operations, safety, security, and maintenance is paramount. The FAA regulates TRANSITION much of the operation of a commercial service airport. MKG must maintain certain safety programs, safety standards, and inspection requirements in order PLAN to retain its Airport Operating Certificate (AOC). Failure to maintain the regulatory requirements can result in more accidents, the inability to effectively handle incidents, fines, and ultimately, the revocation of MKG’s ability to conduct commercial air operation.

The primary role of F3 is to operate the airport in a safe and efficient manner, and in accordance and compliant with industry standards and procedures. This goal is accomplished through proper safety oversight, which includes methods and activities that F3 can employ to ensure effective, safety-related standards and procedures contained in the FAA Regulations (FARs) and the Airport Certification Manual (ACM). It also includes safety oversight that ensures that an airport meets or exceeds national industry standards. The application of a systematic, proactive, and well-defined safety program allows an organization to strike a realistic and efficient balance between safety and productivity.

The contract addendum has outlined the key performance objectives as described in this RFP. In addition, performance guarantees are addressed through incentive fees in our proposal. Instead of proposing a flat amount for the entire fee, F3 has offered to put a portion of the fee at risk through achieving performance incentives. Additionally, F3 will allow for termination of the contract at the two year point, if unhappy with performance for any reason. Community outreach:

MKG provides the public the benefit of air transportation, community access, and emergency preparedness as well as an economic benefit to the region. The revenue streams and employment of many individuals and companies in the community rely on the safe, secure, and efficient functioning of the airport.

The general public is often unaware of the economic and strategic value of the airport. Community relations, economic impact studies, public information and publicity campaigns, and other forms of outreach can help the general public to better understand the benefit that an airport brings to their community. Airports engaging in community relations efforts is seen as better governance of a public facility. Community outreach is a top goal for F3.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 54

SECTION B4 Traditionally, the primary method of communicating with the public has been through the media—both print and broadcast. Social media can jump over traditional MANAGEMENT methods of reaching the public (i.e. journalists) and allows the airport to directly & OPERATIONS engage with its stakeholders. Another outreach approach is publicity events such as a not-for-profit Airshow or airport open house, a charity activity hosted in a part of the TRANSITION airport (e.g. a bike ride, marathon, or other similar activity), has the benefit of being a newsworthy event, and the media may provide additional “advertising” through PLAN coverage before, during, and/or after the event. Consideration should also be given to unique advertising approaches such as using the airport terminal areas for special art or information exhibits.

Part of the F3 marketing plan will be a comprehensive community relations and PR strategy that will be presented to the County for approval.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 55

SECTION B4 B. TRANSITION AND STAFFING PLAN

Keeping the airport safe and secure during the transition is paramount. Required MANAGEMENT self-inspections, reporting, record keeping, maintenance (routine and unscheduled), & OPERATIONS and staff schedule must be consistent, thorough, and systematic during the transition. There can be no gaps in safety, security, and compliance with the FAA TRANSITION Rules and Regulations and the Airport Certification Manual. Details of the transition PLAN plan are outlined below. B1. Proposed schedule and description of transition activities

F3 has undergone many transitions to assume full turn-key management of government assets and operations including airport and marinas. Our goal during this process is to provide a detailed on-boarding schedule coupled with regular meetings to update progress and solve issues. After many transitions, we have learned that no two are the same. Each governmental entity has a particular set of laws, procedures and areas of interest that is unique. Therefore, while our approach is well organized, it is also very flexible to meet individual client needs. Below are the procedures for establishing an effective transition process.

1. Establish Goals of Transition a. Timing for full transition completion b. Clarify expectations for transition 1. Confirm Transition Team and Roles a. Hold transition kick-off meeting to meet all staff 1. Establish Communication/Meeting Cadence a. Typical weekly meeting on status 1. Establish Client Needs for Financial Controls/Purchase Procedures a. Set up bank account on behalf of client vs deposits to client b. Purchasing procedures and protocols 1. Establish Reporting Structure a. Financial reports; format and details b. Operational reports; format and details 1. Create Year 1 Operational and Financial Goals a. F3 to propose year 1 operational goals b. Establish performance measures

The transition process is very important in establishing the broader strategic goals, methods of communication, and administrative/financial logistics that will form the basis for effective management. Bringing MKG to into F3 management will be accomplished within 90 days from signing of a contract. The schedule below includes a summary of key tasks in the transition process. A much more detailed schedule is tracked by each department (accounting, human resources, marketing and management). This extremely detailed and proprietary set of checklists has evolved and improved through several hundred successful transitions of assets over the past 35 years in F3.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 56

SECTION B4 First 45 days Prior to start:

Staffing Plan MANAGEMENT • Identify all roles, responsibilities, and compensation & OPERATIONS • Create communication plan for existing staff • Existing staff evaluation and plan training TRANSITION • Search for vacant positions with HR PLAN • Establish on-boarding and training timeframes Financial, Accounting and Administration • Establish financial protocols with client • Establish reporting requirements • Obtain all contracts /leases • Evaluate A/R and A/P system • Present financial software options • Create and present budget • Evaluate rolls, responsibilities, and standard operating procedures

Marketing/Branding/Advertising Plan • Conduct market evaluation and positioning statement • Evaluate brand/logo – create brand and logo use guidelines • Collaborate on a marketing program

Maintenance • Conduct equipment and property inventory • Review current work order creation and tracking system • Define minimum equipment needs and equipment obsolescence • Review/evaluate current Preventative Maintenance Plan

Operations • Review Airport Certification Manual and assure compliance measures in place • Review Airport Emergency Plan and ensure efficacy and compliance • Review snow and ice control plan and ensure efficacy and compliance • Review ARFF procedures and ensure compliance • Evaluate current self-inspection procedures and record keeping • Evaluate rolls, responsibilities, and accountability

IT Needs/Set Up • Establish IT Needs – Work with Client IT department to set up systems

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 57

SECTION B4 45 days to start:

Staffing Plan MANAGEMENT • Continued evaluation of existing staff and their procedures. & OPERATIONS • Fill vacant positions TRANSITION • Start on-boarding and training PLAN Financial, Accounting, and Administrative • Finalize financial protocols with client • Finalize reporting requirements • Finalize financial software system • All contracts/leases – abstracted and enter into system • Enter approved budget into system • Establish rolls, responsibilities, and standard operating procedures

Marketing/Branding/Advertising Plan • Market evaluation and positioning statement • Present brand/logo • Finalize a mutually agreed upon marketing program

Maintenance • Equipment and property improvements recommendations • Establish Preventative Maintenance Plan – load into system • Establish work order and tracking system

Operations • Recommend edits (if any) to Airport Certification Manual • Recommend edits (if any) to the Airport Emergency Plan • Recommend edits (if any) to the snow and ice control plan • Recommend edits (if any) ARFF procedures • Recommend edits (if any) to self-inspection procedures and record keeping • Recommend edits (if any) to rolls, responsibilities, and accountability

IT Needs/Set Up • Finalize IT Needs –set up systems

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 58

SECTION B4 B2. Transition Team Members

Below are the key transition team members and does not include other MANAGEMENT supporting staff at the F3 corporate office. & OPERATIONS John Matheson, President, Principal TRANSITION John specializes in the growth and performance of the F3 Marina and F3 PLAN Airport brand of management services. He has been instrumental in expanding marina assignments throughout the U.S. and internationally. John joined the company as Executive Vice President and became a Partner in 2002, to bring a retail expertise to the firm and oversee the day to day operations. During that time, the firm had grown from 30 employees in Milwaukee in 2002, to a staff of over 200 spanning 5 states. In his current role as Principal, John’s focus is to create a platform for continued growth by providing clients with a consistently high quality service and developing good leadership with an emphasis on innovation within the organization.

Skip Goss, Regional Airport Director Skip Goss joined F3 Airport in early 2016 as Director of the Airport Division along with responsibilities as General Manager at Waukegan National Airport (UGN), a general aviation airport designated by the FAA as a reliever facility to Chicago-O‘Hare International Airport.

As an aviation industry professional, Skip is adept in airport operations and the management of aircraft services including maintenance, sales, charter, and flight training. With over three decades of general aviation experience, Skip has a unique combination of organizational, technical, sales, and managerial talents. He is successful in creating business alliances and has a proven ability to uncover and exploit market opportunities to create and grow winning organizations.

Phil Cook, Manager Finance and Operations Phil Cook joined the company in 2013. Phil is responsible for producing timely and accurate monthly financials, managing airport and marina accounting software and ensuring procedures and financial controls are followed. Phil works closely with clients on a monthly customized financial package to suit their specific needs. In addition Phil regularly evaluates systems to ensure continual improvement of aviation and marina operations. He coordinates with all airport and marina managers on their yearly budget and monthly budget versus actual analysis. Phil oversees airport and marinas’ payables, receivables, banking and treasury management.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 59

SECTION B4 Dani Broberg, Marketing Specialist Dani joined F3 in early 2018, bringing six years of marketing experience to the team. Dani specializes in marketing, branding and promotional work for the MANAGEMENT firm, including: website and social media management, PR, advertising, event & OPERATIONS coordination, creation of marketing collateral and a variety of additional marketing support. She works closely with the Management Services team to TRANSITION coordinate and implement marketing strategies for the residential, PLAN commercial, marina and airport divisions. Rachael Kruszka, HR Generalist Rachael brings a diverse background in handling human resources issues. Implementation of a multiple systems has given Rachael the ability to transition tedious processes into seamless workflows and understand the back operations of business. • HR Systems • Payroll • Recruitment • Benefits • Employee Relations

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 60

SECTION B4 MANAGEMENT & OPERATIONS TRANSITION B3. PROCEDURES FOR TRANSITIONING OPERATIONS AND MAINTENANCE

SCHEDULE 4 MKG Airport: Scope of Work - Training/Onboarding Property GM & Staff

Ops Finance Tech S&M Estimated Man Days 1 Operational Services in accordance with Appendix A 2 Sales & Marketing in accordance with Appendix B 3 Financial Services in accordance with Appendix C 4 IT Services in accordance with Appendix D

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 61

SECTION B4 MANAGEMENT & OPERATIONS TRANSITION B3. PROCEDURES FOR TRANSITIONING OPERATIONS AND MAINTENANCE

APPENDIX A Operational Services Training/Onboarding Property GM & Staff

F3 AIRPORT MKG

No. Task Man Days Remarks

1 Meet with Airport Commission 10 Review current procedures, automate, and improve Identify gaps and overlaps in staff roles positions, competencies versus optimal requirements to run the airport at 5 best practice levels. Recommending adjustments to grading systems, pay-scale, and mapping current and future employees to a 5 recommended organization structure. Preparing annual operations plan objectives, operation budgets and monitoring - including: Review current procedures, automate, and improve 2 not be limited to: 10 Identify gaps and overlaps in staff roles positions, competencies versus optimal requirements to run the airport at 3 5 best practice levels. Recommending adjustments to grading systems, pay-scale, and mapping current and future employees to a 5 recommended organization structure. 4 Meet with key Airport tenants and stakeholders to gather information and spread goodwill 5 Monitor with the General Manager KPI’s for subcontracted services such as security, maintenance, cleaning and 6 parking. Review meetings are a necessary part of the operational services. Regular meetings shall therefore be required to 7 assess the general status and development of the business and shall be held by telephone conference where practical. In the event that telephone conference is not practical then meeting is held onsite.

8 Meetings Office or on Site 9 Travel Time etc Total Man Days 40

Fee Calculation Unit Rate Sum A No. of Man Days Deskwork & Site Visits 40 0.00 0.00 B No. of Man Days Travel 0 0.00 0.00 Lump Sum Price 0.00

Note: The indicated costs are based on best estimates of the work involved. Albeit we feel they are accurate assumptions they are for guidance only, actual costs will be quantified by the provision of timesheets and expenses.

Document Training

Documentation Airport business plan & Budget Montly GM report fornigthly report Airport rules and regulations Airport Capex On the job training manual Staffing Guides Organizational chart

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 62

SECTION B4 MANAGEMENT & OPERATIONS TRANSITION B3. PROCEDURES FOR TRANSITIONING OPERATIONS AND MAINTENANCE

APPENDIX B Sales & Marketing Training/Onboarding Property GM & Staff

F3 Airport ______Airport

Est of Man No. Task Cost Remarks Days 1 Properly Train GM/Staff on all Marketing and Sales to include but not limited to the following: 2 F3 Airport Brand Standards 0.25 3 F3 Airport Marketing Standards 0.25 4 Implement and train in execution of sales marketing plan 5 5 Implement and train in execution of sales and marketing timeline 3 6 Brand logos 1 7 Magazine, Internet and other advertising opportunities 2 8 Social media implementation, interaction and advertising 1 9 Boat show preparation, expectations and follow through 3 10 Proper VIP and customer interaction to retain superior reputation 1 11 Correspondance with Press, agents, brokers, vendors and customers 1 12 Direct mail and other direct promotions 1 13 Website maintenance, upkeep, and revitalization 1 14 Continuously maintain Airport Shipstore design, concept and products within budget 5 15 Shipstore Operations to include ordering 5 16 Implementation of brochures and flyers 2 17 Proper use of F3 Airport branded stationary and forms 1 18 Use of promotional items (e.g. t-shirts, caps, etc.) 1 19 Use of efficient Airport and F3 Airport Branded property signage 1 20 Proper use of F3 Airport branded staff clothing 1 21 Implemenation of general event calendar 2 22 Implementation of community integration opportunities 2 23 Develop Welcome Packet for customers 2 24 Train on the overall execution of the sales & marketing plan 5 25 Train GM on creation of Executive Summary for Sales & Marketing plan 1 26 Meetings with Potential Candidates, Client, etc 5 27 Travel Time etc 5 Total Man Days 57.5

Fee Calculation Unit Rate Sum A No. of Man Days Deskwork & Site Visits 52.5 0.00 0.00 B No. of Man Days Travel 5 0.00 0.00 Lump Sum Price 0.00

Note: The indicated costs are based on best estimates of the work involved. Albeit we feel they are accurate assumptions they are for guidance only, actual costs will be quantified by the provision of timesheets and expenses.

Document Training Documentation Training F3 Airport Brand Guidelines Guest Survey Sales & Marketing Plan Airport Rates Competitive Analysis Marketing Study Feasibility Study Promotional package Welcome Package Calendar of Events

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 63

SECTION B4 MANAGEMENT & OPERATIONS TRANSITION B3. PROCEDURES FOR TRANSITIONING OPERATIONS AND MAINTENANCE APPENDIX C Financial Services Training/Onboarding Property GM & Staff

Prepare the detailed business plan and annual budget in the form attached as Annex 1 and review and agree same with the Principal and provide ongoing support to the project by way of office based deskwork and site visits including, but not necessarily limited to:

· Source and implement an accounting system; · Prepare subsequent annual budgets and maintain financial records; · Operate bank accounts and where appropriate open/close same on behalf of the Principal; · Implement systems for the collection of payments due to the Airport; · Implement systems for payments due by the Airport; · Provide a management accounting function for the Airport including regular financial reporting to the Principal; · Identify additional revenue areas and advise on same including fuelling, storage of yachts and gear and lifting.

F3 Airport ______Airport

Est of Man No. Task Remarks days 1 Train staff on Scribble Airport Management Software On Site AirportOffice 0.50 To include: Customer entry, slip creation, invoicing of customers, map usage, transient reservations, storage of credit cards, etc. PureRetail POS 0.50 To include: Opening/ closing (z-out), how to process sale transactions, ensure proper posting of transactions in QuickBooks AirportGo POS 0.25 To include: Identifying which items will be on iPad, how to process transactions, ensure posting of transaction in QuickBooks and PureRetail POS Rental H20 0.50 To include: Creation of rate templates, creation of rental boat inventory, how to schedule reservations, how to process payments PureService 0.50 To include: Work order administration, estimating, processing of payments Airport map 0.25 To include: Correlating with AirportOffice for transients and seasonal PureFuel POS- utilizes AirportGo POS with PureFuel FI to process fuel transactions 0.25 PureFuel FI 0.25 To include: demonstration of how PureFuel FI tracks fuel pumping and how it pushes information to all other modules LaunchOffice 0.50

To include: scheduling of splashing, reporting, coordination with Airport Office customers and boats, etc.

QuickBooks 1.00 To include: deposits, sales reports for weekly reporting, item creation and modification for PureRetail POS and AirportOffice slip pricing, inventory receiving, overview of financials/ budget comparisons, etc. 2 Develop financial reporting requirements with client and train general manager 1.00 Weekly reports Monthly financial package Executive summary Budget Capital Expenditure Plan 3 Accounts payable processing procedures/ training on third party software 0.25 On Site 4 Accounts receivable processing and training 0.25 On Site 5 Inventory control and regular cycle counting 0.25 On Site 6 Verification of backups and daily backups (Quickbooks and Scribble) 0.13 On Site or office 7 Setup login for manager on Scribble's SOP documentation/ help website 0.13 On Site or office

8 Meetings on site etc 2 9 Travel Time etc 2 Total Man Days 10.5

Fee Calculation Unit Rate Sum A No. of Man days Deskwork & Site Visits 0.00 0.0 B No. of Man Days Travel 0.00 0.00 Lump Sum Price 0.0

Note: The indicated costs are based on best estimates of the work involved. Albeit we feel they are accurate assumptions they are for guidance only, actual costs will be quantified by the provision of timesheets and expenses.

Document Training

Id Document/ Drawing/Schedule Revision 252 E HighlandPrep By Ave, Milwaukee,Chk By WI 53202Date | 414.271.1111Statu s | www.f3airport.com

Drawings

Documentation MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 64

SECTION B4 MANAGEMENT & OPERATIONS TRANSITION B3. PROCEDURES FOR TRANSITIONING OPERATIONS AND MAINTENANCE

APPENDIX D IT Services Training/OnboardingProperty GM & Staff

F3 Airport ______Airport

Est of Man No. Task Remarks Days 1 Hardware install or upgrade 1 Order new hardware needed Pre-ordered hardware needed Onsite Install or upgrade new hardware Installed new hardware needed Onsite 2 Software install or upgrade 1 Airport software install Installed Airport software Onsite or remote Backup softare install Installed backup software Onsite or remote 3 Training 1 Hardware training Trained staff on new hardware usage Onsite or remote Software training Trained staff on new sotware usage Onsite or remote

4 Travel Time, etc 1

Total Man Days 4

Fee Calculation Unit Rate Sum A No. of Man Days Deskwork & Site Visits 3 0.00 0.00 B No. of Man Days Travel 1 0.00 0.00 Lump Sum Price 0.00

Note: The indicated costs are based on best estimates of the work involved. Albeit we feel they are accurate assumptions they are for guidance only, actual costs will be quantified by the provision of timesheets and expenses.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 65

SECTION B4 B4. Approach to conducting inventory assessment, setting up supplier accounts and other activities

MANAGEMENT As part of the transition process, the Client will provide F3 with the & OPERATIONS following, if available: • An inventory list of all assets (vehicles, tool/equipment, consumables, TRANSITION etc.) PLAN • A list of all airport owned buildings with maintenance history • Plans that denote all critical utility shut-offs, transformers, alarm panels, generators, pumps, access panels and lighting. F3 will perform a physical inspection to verify accuracy or create this plan if it does not exist.

F3 will enter all assets and systems into our electronic preventative maintenance program for the care and servicing of all assets and systems.

The client will also provide F3 with existing vendors for review. F3 will seek at least two bids for work that exceeds $2,500 annually and three bids for work that exceeds $10,000 annually. This policy is flexible to meet the standards of the client. All vendors must meet the minimum requirements for capability (financial, experience), insurance/liability and quality standards.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 66

SECTION B4 B5. Approach to Staffing and Training

Existing staff members will go through a 90-day training, evaluation, and MANAGEMENT probationary trial period. Any additional F3 Staff members will go through & OPERATIONS a rigorous screening, selection, training and trial process. TRANSITION FAR Part 139 requires airports to employ sufficiently qualified personnel to PLAN operate the airport in a safe manner. According to the FAA, “sufficiently qualified personnel” exist if all the requirements in the ACM are properly performed. Those individuals who are authorized to carry out the responsibilities of ACM compliance are specifically identified by job title and are required to be well-trained and educated in the requirements of the ACM and FAR Part 139. Personnel with routine access and a necessity to be in the aircraft movement area must receive initial training and recurrent training every 12 months on operations and safety measures within the aircraft movement area.

F3 is responsible for fostering a motivation and culture that prioritizes safety, so that each employee develops a consistent awareness of safety. To facilitate this awareness, F3 must provide the proper work environment, appropriate training and supervision, and well-maintained facilities and equipment. A safety conscious organization actively utilizes: (1) a set of standards; (2) investigations and resolution of incidents or hazards; (3) an internal reporting system; and (4) individuals trained to recognize unsafe conditions.

Common accident causes relate to employees working with equipment without sufficient experience, failing to follow safety precautions or instructions in manuals, using unsafe equipment or safety devices, engaging in poor housekeeping, and rushing through a job. In essence, operating a safe airport means that incidents or accidents rarely occur. A good airport operation means that aircraft flights are conducted in conformity with an overall safety oversight program, hazards are eliminated or reduced, users are informed of non-compliant conditions, records are properly maintained, and assessment, evaluation, and corrective action continually occur. Employees must also guard against complacency, as long periods without an accident or serious incident may promote a false sense of security.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 67

SECTION B4 FAR 139 and the ACM address the minimum safety and maintenance standards for airports and requires a number of accident prevention measures be followed such as a Snow and Ice Control plan; a signs, marking, and MANAGEMENT lighting plan; a wildlife hazard management program, and an Airport & OPERATIONS Emergency Plan. Accident mitigation measures include the provision of aircraft rescue and firefighting response, additional emergency response TRANSITION services, and safety area enhancements. F3 recommends a software program PLAN to systematically train employees and provide record-keeping functions. In addition to standard FAR Part 139 training elements, every employee shall be guided by four principles: Safety – Security - Self-Sufficiency - Pride

1. Safety: Our mission is to keep the Airport safe for aircraft operations and the safety of our tenants, passengers, and users. Assure that pavements are free of foreign object debris (FOD), snow/ice, damage and hazards. Control and report hazardous wildlife. Be aware of runway incursions and your own wellbeing. Safety consciousness is our top priority. 2. Security: Security of the Airport is serious matter. It is everyone’s responsibility to protect passengers, staff, users, tenants, aircraft, and airport property from accidental/malicious harm, crime, terrorism, and other threats. Be alert at all times. 3. Self-Sufficiency: We are all responsible for the financial self-sufficiency of the Airport. We are expected to work hard, smart, and put in a fair day’s work. Care for the equipment and facilities as if they were your own. Do not be wasteful of fuel, consumables, time, and/or resources. 4. Pride: Be proud of our Airport. Our users, tenants, and stakeholders expect attention to detail, and professional behavior/appearance. Airport property is to be impeccably maintained and manicured. If you see damage, trash, or anything that doesn’t look like a well-kept facility, fix it or report it.

B5.1 Organizational Chart

See Org Chart - Page 30.

B5.2 Qualifications of key staff, their rolls, responsibilities, and applicable certifications

See Job descriptions.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 68

SECTION B4 B5.3 Approach to all Airport functions, including but not limited to management, operation and including the planned staff levels for the Airport. Describe the staff MANAGEMENT coverage and planned work shifts for both weekdays, & OPERATIONS weekends/holidays, during anticipated we weather or inclement or inclement weather events. Include the TRANSITION proposed staffing for specific maintenance roles, including PLAN electrical and instrumentation services. Snow removal and unscheduled maintenance bring challenges to a regular staff schedule. Staff must be available during these times and accept flextime. During snow events, all hands must be available to keep the pavements safe and clear. The goal is to have runway pavements no worse than wet at all times. Supplemental snow removal contractors may be necessary for landside pavements.

A sample regular work schedule is as follows:

All operations/maintenance technicians must possess electrical and mechanical aptitude to troubleshoot, repair and maintain airfield lighting, vehicles, buildings, pavements, and infrastructure.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 69

SECTION B4 B5.4 Description of the roles and location (on-site or off-site) of other staff functions for regulatory compliance, finance, MANAGEMENT HR, customer service, and engineering services & OPERATIONS REGULATORY COMPLIANCE TRANSITION John Matheson, President, Principal PLAN Location: Milwaukee, Wisconsin Corp Office As one of the primary goals for the County, Matheson will track the progress with regulatory compliance through discussion with the Airport Regional Director on at least a monthly basis.

Skip Goss, Regional Airport Director Location: F3 Office at Waukegan National Airport, Waukegan, IL Role: Skip will provide a layer of redundancy for each specific compliance item along with the Airport Director. These tasks will be input into airport measures of performance to be tracked through the company “Traction Tools” software. Skip will review the status of compliance items on a formal monthly basis as well as part of regular weekly or daily informal discussions. At least quarterly, a physical inspection will take place by Skip at MKG for compliance.

TBD, Airport Director: Location: On-site Role: The Airport Director will be accountable for all local, state, and federal regulatory compliance including FAR Part 139. The AD will work with the Regional Airport Director to execute compliance and report status through “Traction Tools” web-based software.

FINANCE

Phil Cook, Manager Finance and Operations Location: Milwaukee, Wisconsin Corp Office Role: Phil’s responsibility includes set-up and organization of financial controls, accounting and monthly financial reporting. He oversees the airport accountant to ensure timely, accurate and meaningful financial reports. Phil also advises clients on short and long-term financial strategy and along with the Airport Director and assists in creation of annual budgets.

Lindsay Larson, Marina Accountant Location: Miwaukee, Wisconsin Corp Office Role: Lindsay will be working on a day to day basis with the Airport Director and property bookkeeper for assembly of the monthly financial report for delivery to the County.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 70

SECTION B4 HR

Rachael Kruszka, HR Generalist MANAGEMENT Location: Milwaukee, Wisconsin Corp Office & OPERATIONS Role: All human resource issues including hiring, training programs, benefits/payroll, and other HR administrative issues fall under Rachael’s TRANSITION oversight. She is instrumental for on-boarding new staff and ensuring proper training is completed as well as HR compliance issues. Rachael also PLAN serves as a resource for employee coaching and disciplinary issues.

Customer Service Skip Goss, Regional Airport Director Location: F3 Office at Waukegan National Airport, Waukegan, IL Role: Skip will impress the F3 culture of a hospitality and service focus through training and measures.

TBD, Airport Director: Location: On-site Role: The Airport Director will be accountable for learning and following the culture of service and C.A.R.E. This begins with training in the corporate office in Milwaukee as part of on-boarding of the new Airport Director.

ENGINEERING SERVICES

F3 will primarily reply on the retained airport consultant (currently C&S). In addition, 0ur corporate engineers can advise the MKG manager as to approaching engineering and maintenance issues as needed. F3 will evaluate the airport’s engineering consultant’s performance and make changes if necessary, through our bidding process.

Rob Ryan, Engineering Service Manager Location: Milwaukee, Wisconsin Corp Office Role: Accountable for for communicating and directing engineering efforts for the airport with the engineering consultant. Rob has 25 year's experience in evaluating, bidding and resolving many types of engineering related issues at all types of properties. He has directed the Engineering Staff at F3 providing leadership and advice for approaching engineering challenges and will be an advisor that can assist in evaluating issues with local contractors.

TBD, Airport Director: Location: On-site Role: The Airport Director will be accountable. He will be able to pull from the knowledge and advice from our in-house expertise in Rob Ryan and staff.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 71

SECTION B4 C. PLAN FOR MAINTAINING PART 139 OPERATING CERTIFICATE MKG’s Airport Certification Manual establishes the safety standards for the Airport in MANAGEMENT accordance with the FAA rules and regulations for airport certification contained in the February 10, 2004 Federal Register 14 CDR Part 139 and became effective June 9, & OPERATIONS 2004. All airport personnel shall comply with the provisions of the manual in the TRANSITION conduct of their official duties at the airport. The manual provides direction and lines of responsibility in the day-to-day operation of the Airport and detailed operating PLAN procedures to be followed for both routine matters and unusual circumstances or emergencies that may arise. The manual also effectively outlines the interactions necessary for MKG and its tenants to satisfy FAR Part 139 requirements.

FAR Part 139 requires airports to keep and maintain records on a number of inspections, condition, and incident and accident data. Airfield inspection records, NOTAMs, fueling inspections, and accident or incident reports are to be kept for at least 12 consecutive calendar months (CCM). F3 recommends software applications that are an essential improvement eliminating daily paper self-inspection forms.

Records of training for personnel who are allowed to operate in the movement area and individuals trained as inspectors under the self-inspection program are required to be kept for 24 CCM. F3 will use our in-house training programs that utilizes a combination of corporate training and on-site role training. Record keeping will be conducted using F3 created electronic folder systems on our secure server along with a customized on-site folder system.

An Airport Emergency Plan (AEP) is a required element under FAR Part 139, but it is not enough to simply write a plan, stick it on a shelf, and hope that bad day never happens. Airport management is evaluated in many ways, but particularly on its ability to provide a rapid and effective response to an aircraft crash. The entire public eye turns towards an airport when it experiences a plane crash. Also, airports are vital resources during times of community disasters, and airport management expected to know its role and responsibility during those times.

Airports are expected to perform the functions of an airbase and other roles during community, regional, or national emergencies and disasters. It is often said that an airport can be many things but only and airport can be an airport. Airports serve as temporary hospitals, morgues, evacuation centers, supply distribution centers, and even as the temporary location for displaced government officials.

MKG is required to carefully plan the response of emergency personnel and vehicles. An emergency can involve multiple aircraft and a large number of people, buildings, and equipment. For this purpose, each Part 139 certificate holder must develop and maintain an AEP. The AEP is designed to minimize personal injury and property damage on the airport in the case of an emergency. The AEP is a part of the Airport Certification Manual but is usually a separate physical document from the ACM due to its size.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 72

SECTION B4 The primary purposes of an Airport Emergency Plan are to provide for: (1) the delegation of authority, (2) the assignment of responsibilities, (3) the coordination of efforts by responding personnel, and (4) an orderly transition between normal and MANAGEMENT emergency operations. & OPERATIONS The plan must: TRANSITION 1. Include procedures for prompt response to all emergencies as listed in FAR Part 139.325(b), including a communications network; PLAN 2. Contain sufficient detail to provide adequate guidance to each person who must implement these procedures; 3. To the extent practicable, provide for an emergency response for the largest air carrier aircraft in the Index group required under FAR Part 139.315.

Virtually no airport has sufficient resources to respond to every emergency independently as the consequences of an emergency can rapidly outpace the response capacity of airport resources. Each airport must depend to some degree on the resources from its surrounding communities by including outside emergency assets in the development of the AEP and to use the collective expertise and resources for the benefit of all parties. Likewise, airport resources may be incorporated into local/regional emergency plans. Relationships between on-airport emergency services and all other mutual aid entities should be defined in Memorandums of Agreement (MOAs).

Part 139 airport operators must ensure that all airport personnel who have duties and responsibilities under the plan are familiar with their assignments and are properly trained. MKG must practice three major categories of emergency exercises or drills: (1) tabletop exercise, (2) partial exercise, and (3) full-scale exercise. Part 139 requires MKG to conduct an annual review of the plan with all parties involved and a full-scale exercise once every 36 consecutive months. The full-scale exercise is the most comprehensive test and is intended to evaluate the operational capability of the emergency management system in a stressful environment with actual mobilization and deployment of personnel and resources. This full-scale exercise requires a simulated emergency to ensure that all personnel having duties and responsibilities under the plan are familiar with assignments and are properly trained.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 73

SECTION B4 PLAN FOR MAINTAINING PART 139 Sample table of contents of its proposed emergency response plan:

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com BUSINESS PLAN

MUSKEGON COUNTY AIRPORT B5 MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 75

SECTION B5 A. FINANCIAL CAPABILITY See attached 3 year financial history on following pages. BUSINESS PLAN Founders 3 Management Company (d/b/a F3 Airport) Ownership: % NAME ADDRESS TITLE OWNERSHIP 14900 Watertown Plank Rd. David L. Behnke CEO 67.5% Elm Grove, WI 53122 1426 Main Street R. John Matheson President 32.5% Racine, WI 53403

Evidence of ability to provide security from licensed surety and financial institution • See attached

Copies of annual audited financial statements for past three years. • Please see attached

Most recent quarterly financial report: • Please see attached

Outstanding liabilities or litigation against respondent that could materially and adversely affect the financial condition of the respondent or team member or, if adversely determined, has a reasonable likelihood of requiring the respondent or such tea member to seek protection under any provision of the U.S. bankruptcy codes.

There is no litigation in process that meet the conditions named above for Founders 3 Management Company or the team members.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com

2020 YTD

Founders 3 Management Company INCOME STATEMENT Year to Date vs Prior Year to Date

Actual Year to Date Revenues September, 2020 Management Fees 3,324,041 Consulting Fees 63,135 Lease Commissions 80,497 Reimb Exp‐Copies/Postage/Phone/Fax/Payscan 106,119 Referral Fees 20,643 Accounting Fees 0 Construction Mgt Fees 0 Maintenance Fees 945,695 HVAC Fees 814,875 Other Service Fees 187,065 Total Revenues 5,542,070

Cost of Services Parts and Materials 234,800

Referral Fee Expense 115,747

On‐Site Property Manager Expense 2,850,726 Reimbursements from Properties ‐2,973,563 Net Cost of On‐Site Property Managers ‐122,837

On‐Site Maintenance Expenses 2,611,622 Reimbursements from Properties ‐2,739,145 Net Cost of On‐Site Maintenance Personnel ‐127,524

Property Accounting Expenses 509,349 Reimbursements from Properties 0 Net Cost of Property Accounting 509,349

Property Managers Non‐Reimbursed 578,533 Maintenance Personnel Non‐Reimbursed 822,731 1,401,264

Total Direct Cost of Services 2,010,799

Overhead Expenses Salaries Expense 743,941 Employee Benefits Expense 111,707 Automobile Expense 5,290 Cell Phone Expense 13,589 Department Expenses 35,873 Administrative Expenses 15,635 Computer Expenses 87,403 Marketing and Promotion Expenses 14,511 Entertainment Expenses 3,731 Travel, Expenses 30,603 Professional Development 8,888 Business Insurance 50,910 Professional Consulting Expenses 18,106 Rent and Parking Expenses 21,746 Bad Debt Expense 2,026 Total Overhead Expenses 1,163,959

Total Cost of Services 3,174,757

Gross Profit 2,367,313

Sales, General & Administrative Expenses Salaries Expense 559,542 Benefits 91,486 Corporate Salary Reimbursements:SGA ‐428 Automobile Expense 19,022 Cell Phone Expense 15,663 Department Expenses 154,252 Administrative Expenses 48,890 Computer Expenses 48,621 Marketing and Promotion Expenses 4,425 Entertainment Expense 11,730 Travel Expenses 3,824 Professional Development Expenses 2,856 Business Insurance 21,838 Professional Consulting Fees 54,903 Rent and Parking Expense 134,137 Bad Debt Expense 0 Miscellaneous Taxes 59,780 Depreciation Expense 0 Interest Expense 22,041 Total SG&A Expenses 1,252,582

Total Expenses 4,427,340

Net Operating Income 1,114,731

Total Other (Income)/Expense 150,376

Net Income 964,355

Founders 3 Management Company Balance Sheet 2020 9 September Current Assets Cash 319,549 Accounts Receivable 2,535,498 Notes Receivable 1,633,794 Inventory 2,388 Prepaid Expenses 186,535 Total Current Assets 4,677,764

Fixed Assets 941,263 Accumultated Depreciation ‐641,450 Net Fixed Assets 299,814

Other Assets 0

Total Assets 4,977,578

Current Liabilities Line of Credit 0 Accounts Payable 189,371 Accrued Liabilities 461,289 Current Portion of LTD 0 Other Liabilities 359,805 Total Current Liabilities 1,010,465

Long Term Liabilities Notes Payable 2,119,369 Capitalized Lease Obligation 0 Total Long Term Liabilities 2,119,369

Total Liabilities 3,129,833

Stockholders Equity Capital Stock 1,111 Additional Paid in Capital 417,374 Treasury Stock ‐213,200 Distribution‐D. Behnke ‐346,350 Distribution‐J. Matheson ‐166,761 Retained Earnings 1,191,216 Current Year Net Income 964,355 Total Stockholders Equity 1,847,745

Total Liabilities and Stockholders Equity 4,977,578

0 Founders 3 Management Company INCOME STATEMENT Year to Date vs Prior Year to Date

Actual Year to Date Revenues September, 2020 Management Fees 3,324,041 Consulting Fees 63,135 Lease Commissions 80,497 Reimb Exp‐Copies/Postage/Phone/Fax/Payscan 106,119 Referral Fees 20,643 Accounting Fees 0 Construction Mgt Fees 0 Maintenance Fees 945,695 HVAC Fees 814,875 Other Service Fees 187,065 Total Revenues 5,542,070

Cost of Services Parts and Materials 234,800

Referral Fee Expense 115,747

On‐Site Property Manager Expense 2,850,726 Reimbursements from Properties ‐2,973,563 Net Cost of On‐Site Property Managers ‐122,837

On‐Site Maintenance Expenses 2,611,622 Reimbursements from Properties ‐2,739,145 Net Cost of On‐Site Maintenance Personnel ‐127,524

Property Accounting Expenses 509,349 Reimbursements from Properties 0 Net Cost of Property Accounting 509,349

Property Managers Non‐Reimbursed 578,533 Maintenance Personnel Non‐Reimbursed 822,731 1,401,264

Total Direct Cost of Services 2,010,799

Overhead Expenses Salaries Expense 743,941 Employee Benefits Expense 111,707 Automobile Expense 5,290 Cell Phone Expense 13,589 Department Expenses 35,873 Administrative Expenses 15,635 Computer Expenses 87,403 Marketing and Promotion Expenses 14,511 Entertainment Expenses 3,731 Travel, Expenses 30,603 Professional Development 8,888 Business Insurance 50,910 Professional Consulting Expenses 18,106 Rent and Parking Expenses 21,746 Bad Debt Expense 2,026 Total Overhead Expenses 1,163,959

Total Cost of Services 3,174,757

Gross Profit 2,367,313

Sales, General & Administrative Expenses Salaries Expense 559,542 Benefits 91,486 Corporate Salary Reimbursements:SGA ‐428 Automobile Expense 19,022 Cell Phone Expense 15,663 Department Expenses 154,252 Administrative Expenses 48,890 Computer Expenses 48,621 Marketing and Promotion Expenses 4,425 Entertainment Expense 11,730 Travel Expenses 3,824 Professional Development Expenses 2,856 Business Insurance 21,838 Professional Consulting Fees 54,903 Rent and Parking Expense 134,137 Bad Debt Expense 0 Miscellaneous Taxes 59,780 Depreciation Expense 0 Interest Expense 22,041 Total SG&A Expenses 1,252,582

Total Expenses 4,427,340

Net Operating Income 1,114,731

Total Other (Income)/Expense 150,376

Net Income 964,355 MUSKEGON COUNTY MICHIGAN

Muskegon County Airport Board FAA Compliance Recovery Plan of Commissioners Milestone Report – 12/23/2020

Susie Hughes To: Denson Stasher, FAA Chair, District 3 Tricia Halpin, FAA Ken Taira, FAA

Gary Foster From: Mark Eisenbarth, Muskegon County Administrator Vice-Chair, District 7 Bob Lukens, Muskegon County Community Development Director Rick Taig, MKG Consultant

Marcia Hovey-Wright Date: December 23, 2020 District 2 The following is the first 30-day milestone report for the Muskegon County Airport’s FAR Part 139 Compliance Recovery Plan. County Administrator Mark Eisenbarth, Zach Lahring Director Bob Lukens and MKG airport consultant Rick Taig met with FAA Great District 5 Lakes ADO and AGL-620 officials on Friday, December 18, 2020 for a progress update on training programs, scheduling and documentation.

Kenneth Mahoney Training documents, slideshows and additional information is attached to this e-mail District 9 correspondence.

Charles Nash I. Addressing E-Doc Review Discrepancies District 6 1. 201a. General requirements (Repeat Violation). Inspection revealed since February, 2020, MKG has not conducted a required daily self- Robert Scolnik inspection form review, which was a provision of the February 13, 2020 District 4 Warning Letter. Night inspections were conducted before sunset or after

sunrise. Inspections were not recorded, and inspection documentation I. John Snider, II was not filled out correctly. District 8 i. MKG Airport Maintenance Worker, Mike Austgen, will be responsible for reviewing all airport inspection checklists on a Rillastine R. Wilkins District 1 weekly basis. MKG airport consultant, Rick Taig, reviewed the requirements with Mike. The weekly forms review will be documented in a field on each daily inspection checklist. ii. Rick Taig instructed maintenance staff on proper timing and documentation of day and night inspections.

Administration | 990 Terrace Street, Muskegon, MI 49442 | Ph 231.724.6520 | Fax 231.724.6673 An EEO/ADA Employer recycled paper

2. 303c. Personnel (Repeat violation). 14 CFR part 303a subject areas were not covered adequately. The training plan presented to the FAA in July 2019, and made a contingency of the February 13, 2020 Warning Letter, was not implemented. No airport-specific training was conducted under §§139.305, 139.309, 139.311, 139.327, 139.333, 139.339, and 139.341 during the previous 12 CCM.

i. Training was completed by all maintenance staff on Monday and Tuesday, December 21 and 22, 2020 for: 1. FAR Part 139 Requirements and Review 2. 139.303 – Airport Familiarization 3. 139.313 – Snow and Ice Control 4. 139.329 – Pedestrians and Ground Vehicles

ii. The following areas were introduced in the training provided in Section i. above; however, additional detailed training materials on these sections are under development with training to be conducted in January, 2021: 1. 139.305 – Paved Areas 2. 139.309 – Safety Areas 3. 139.311 – Markings, signs and lighting 4. 139.315, .317, .319 – ARFF 5. 139.321 – Handling and storage of hazardous substances and materials 6. 139.323 Traffic and wind direction indicators 7. 139.325 – Airport Emergency Plan 8. 139.327 – Self Inspection Program 9. 139.331 - Obstructions 10. 139.333 – Protection of NAVAIDS 11. 139.335 – Public Protection 12. 139.339 – Airport Condition Reporting 13. 139.341 – Identifying, marking, and lighting construction and other unserviceable areas. 14. 139.343 – Noncomplying conditions

3. 201a. General Requirements. Inspection revealed fueling facility and equipment inspections were not documented using the required form in Exhibit 7 of the MKG ACM. i. Staff has been instructed regarding the requirement to complete the Fueling Tank Inspection form in Exhibit 7 of the ACM for quarterly (or spot) inspections. Records will remain at the maintenance facility.

4. 301. Records. Inspection revealed training forms were not filled out for 329 (Pedestrians and Ground Vehicles) and 337 training (Wildlife Hazard Management). i. FAR 139.329 Pedestrians and Ground Vehicles training was completed as stated in item #2 above and training record is attached to this email. ii. FAR 139.337 Wildlife Hazard Management training was completed on September 1, 2020. Training record was created, reviewed and signed by staff verifying completion of training. USDA wildlife biologist, David Madrigal, was also contacted to confirm training agenda and completion. Training was not completed by seasonal maintenance employee, Kevin Cunningham, as he does not participate in the program. Unusual occurrences, strikes, sightings, etc. reported by Kevin are passed on to other trained maintenance personnel for resolution.

5. 339c6. Airport condition reporting. Inspection revealed airport personnel incorrectly reported a mandatory instruction sign outage, referring to a “hold position sign” as a “stop bar”. This is a repeat violation, with the previous violation recorded under 303c in the February 13, 2020 Letter of Warning. i. Maintenance staff has a good understanding of signage nomenclature and believes the original violator is no longer employed at the airport. Reiteration was still given throughout training listed in item #2 above.

II. Training Compliance 1. MKG staff met with FAA Great Lakes ADO and AGL-620 officials on Friday, December 18 for an update on the Airport’s training programs, documentation, and scheduling. 2. The February 13, 2020 Warning Letter cited instances of insufficient on-boarding and recurrent training for airport staff, ARFF drivers, and FBO fueling staff for the past 12 calendar months. i. Recurring AOA drivers training was completed with maintenance staff in the training listed in item #2 above with a 100% staff passing rate. Training and testing materials are attached to this email and completed exams are on file in the airport administrative offices. ii. AOA driver’s training for remaining airport employees will be scheduled for January, 2021.

III. Document Review and Revision 1. ACM has been reviewed and revised; exhibits are currently under review and revision by airport staff and consultant. Submittal to FAA for approval will begin in January, 2021. 2. Airport 5010, Master Record was updated online to reflect airport manager contact at main airport phone. 3. Sign and Marking Plan will be under review and revision by C&S Companies, the airport’s contracted engineering firm, in January 2021.

4. SICP Revisions have been made and are under review by airport staff. FAR Part 139.313 training was conducted as described in item #2 above. Additional training to review updates to the SICP will be given upon return of FAA approved document.

IV. Airport Management 1. The Muskegon County Board of Commissioners met in committee December 15, 2020 and instructed Administration to develop a contract with airport management firm F3 of Milwaukee, WI. The management firm will hire all necessary staff, including an airport manager and airport operations lead to administer, operate, and maintain the airport and FAR Part 139 compliance. The Board will be voting on the airport’s management firm contract on January 12, 2021.

Should the Board approve this contract, F3 will immediately begin the placement process for a permanent airport manager and additional staff as proposed. At this time F3 is actively recruiting for these positions for a quick placement with an early onboarding and training period.

Should the Board not approve the contract with F3, county administration will reinstate the search for a permanent, county employed, airport manager utilizing existing applicants and/or new recruitment efforts.

In the interim, upon the FAA’s approval, MKG’s independent airport consultant, Rick Taig, has agreed to remain under contract to assist with FAR Part 139 compliance and day-to-day operations until the new permanent airport manager has transitioned into the role.

MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 113

SECTION B5 Plan to Improve Financial Performance

The success of the airport is largely based on the success of its tenants. This BUSINESS relationship is symbiotic—if tenants make money, then they pay their rent, PLAN concession percentages, and fuel flowage fees. If tenants make money, other businesses see the airport as an opportunity to also make money, which, ideally, results in more tenants locating themselves at the airport and leasing more land, which leads to the airport seeing increased profits and moving towards self- sustaining status.

Keeping and expanding commercial air carrier operations can significantly improve the airport’s revenue stream in many areas. Revenue from an air carrier can include landing fees, leased space for ticket counters, gates, baggage handling and administrative areas, plus revenue from passengers through concession sales, parking, commercial ground transportation fees, and the sale of other products and services at the airport. Additionally, scheduled air service brings jobs to the community. Air service development is therefore important to the county and airport.

Improving the financial performance of the airport will take an integrated and multi-faceted approach. This includes a review of operational activities in every area, line by line, to uncover efficiencies that will reduce costs while maintaining or improving quality. This will include a creative approach such as converting to LED lighting, reduced runway lighting during non-operational hours and adding a quality restaurant operator under long-term lease. Evaluating the available real estate of the entire airport property will be a primary goal early in the assignment.

This process will be evolving during the assignment as F3 becomes more familiar with the detailed operational issues and local market for MKG. While a 10 year budget has been included, it is impossible to project an accurate potential of airport financial performance without a more thorough understanding that would be obtained in the early months of a management assignment. Air Service Market Assessment

An air service market assessment was done in 2016. The catchment area was defined, and market demand and traveler habits documented. F3 suggests a refresh be done on that study since passenger habits and opinions have changed since the COVID-19 pandemic. Perhaps partner with SkyWest and United Airlines on gathering market intelligence and demographic information.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 114

SECTION B5 Plan to improve air service

First and foremost, the essential air service (EAS) contract is vital. It expires in BUSINESS 2022 and efforts need to begin now to renew that contract. F3 will define what PLAN steps are needed and actions to be taken to ensure renewal. Secondly, create a new branding and marketing plan to enhance awareness of the “airline service at your back door”. Maybe something as dramatic as changing the name of the airport. An extraordinary effort must be made to reach out to potential passengers in the catchment area. Perhaps partnering with local chambers of commerce and economic development entities to combine both the airport’s marketing capabilities and those of organizations that are charged with bringing new business to their communities. Every additional airline passenger brings benefits to all stakeholders and bottom-line dollars to the airport. F3 will collaborate with the stakeholders to create an effective strategy.

Financial Pro-Forma for a 10 year period • See attached Ability to Manage Capital Improvement Projects

In collaboration with the airport’s engineering consultant, F3 has managed over $10,000,000 in FAA AIP grants in the last 4 years, with another $5,000,000 coming in the next two years. F3 is leading the effort for a massive $150,000,000 replacement runway program that involves coordination with dozens of state, local and federal agencies, not to mention gathering support from local residents, municipalities, county, state and federal stakeholders.

See below example of capital improvement experience.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 115

assumptions SECTION B5 10-YEAR PRO-FORMA2021-22 2022-23 2023-24 2024-25 2025-26 2026-27 2027-28 2028-29 2029-30 2030-31 % increases

GL NUMBER DESCRIPTION

Dept 0535 - TSA Security-Airport Dept 0535 - TSA Security-Airport

ESTIMATED REVENUES 5810-0535-654.060 Safety and Security Fees 53,000 53,530 54,065 54,606 55,152 55,704 56,261 56,823 57,391 57,965 5810-0535-680.000 Reimbursements-Other 13,000 13,130 13,261 13,394 13,528 13,663 13,800 13,938 14,077 14,218 TOTAL ESTIMATED REVENUES 66,000 66,660 67,327 68,000 68,680 69,367 70,060 70,761 71,469 72,183

APPROPRIATIONS 5810-0535-805.000 LEO Security Costs 40,250 40,653 41,059 41,470 41,884 42,303 42,726 43,153 43,585 44,021 1.00% TOTAL APPROPRIATIONS 40,250 40,653 41,059 41,470 41,884 42,303 42,726 43,153 43,585 44,021

NET OF REVENUES/APPROPRIATIONS - 0535 - TSA Security-Airport 25,750 26,008 26,268 26,530 26,796 27,064 27,334 27,607 27,884 28,162

Dept 0536 - Commercial Aviation Dept 0536 - Commercial Aviation

ESTIMATED REVENUES 5810-0536-529.000 Federal Grant Revenue-Direct 5810-0536-539.000 State Grant 10,000 10,000 10,000 10,000 10,000 10,000 10,000 10,000 10,000 10,000 0.00% 5810-0536-539.521 State Grant - MAC ARFF 2,000 2,000 2,000 2,000 2,000 2,000 2,000 2,000 2,000 2,000 0.00% 5810-0536-601.000 Charges for Service 5810-0536-607.055 Ground lease revenues-GVB 5810-0536-635.010 Utilities 60,000 60,900 61,814 62,741 63,682 64,637 65,607 66,591 67,590 68,603 1.50% led retrofit 5810-0536-646.010 Concessions 4,500 4,568 4,636 4,706 4,776 4,848 4,920 4,994 5,069 5,145 1.50% 5810-0536-646.030 Rental Car Commissions 107,250 109,395 111,583 113,815 116,091 118,413 120,781 123,197 125,660 128,174 2.00% 5810-0536-646.035 Customer Service Facility Charge 15,000 25,000 26,250 27,563 28,941 30,388 31,907 33,502 35,178 36,936 5.00% stabilize first 5810-0536-646.050 Parking Lot Commissions 115,000 130,000 160,000 190,000 215,000 219,300 223,686 228,160 232,723 237,377 2.00% stabilize first 5810-0536-654.000 Airport-Field Use 22,500 27,500 38,000 45,000 50,000 51,000 52,020 53,060 54,122 55,204 2.00% stabilize first 5810-0536-654.050 Enplanement Fees 5,000 9,000 9,450 9,923 10,419 10,940 11,487 12,061 12,664 13,297 5.00% stabilize first 5810-0536-665.000 Interest Earned 1,500 1,515 1,530 1,545 1,561 1,577 1,592 1,608 1,624 1,641 1.00% 5810-0536-669.050 Hangar Rent 5,500 5,555 5,611 5,667 5,723 5,781 5,838 5,897 5,956 6,015 1.00% 5810-0536-669.060 Terminal Rent 107,000 109,140 111,323 113,549 115,820 118,137 120,499 122,909 125,368 127,875 2.00% 5810-0536-676.101 Contribution from General Fund 5810-0536-680.410 Reimb-Trash Pickup 1,500 1,515 1,530 1,545 1,561 1,577 1,592 1,608 1,624 1,641 1.00% 5810-0536-680.420 Reimb-Snow Removal 500 505 510 515 520 526 531 536 541 547 1.00% TOTAL ESTIMATED REVENUES 459,750 500,093 548,736 594,568 632,214 645,363 658,828 672,618 686,743 701,212

APPROPRIATIONS 5810-0536-728.000 Printing 350 354 357 361 364 368 372 375 379 383 1.00% 5810-0536-728.100 Xerox Copies - Office Services 200 202 204 206 208 210 212 214 217 219 1.00% 5810-0536-729.000 Paper and other Office Supplies 3,000 3,030 3,060 3,091 3,122 3,153 3,185 3,216 3,249 3,281 1.00% 5810-0536-730.000 Postage 1,000 1,010 1,020 1,030 1,041 1,051 1,062 1,072 1,083 1,094 1.00% 5810-0536-746.000 Safety Equipment 750 758 765 773 780 788 796 804 812 820 1.00% 5810-0536-749.000 Uniform and Accessories 3,000 5,000 2,500 2,525 2,550 2,576 2,602 2,628 2,654 2,680 1.00% 5810-0536-760.000 Gasoline, oil, filters, etc. 30,000 30,300 30,603 30,909 31,218 31,530 31,846 32,164 32,486 32,811 1.00% 5810-0536-776.000 Janitorial Supplies 4,000 4,040 4,080 4,121 4,162 4,204 4,246 4,289 4,331 4,375 1.00% 5810-0536-777.000 Building & Grounds Maint Supplies 60,000 60,600 61,206 61,818 62,436 63,061 63,691 64,328 64,971 65,621 1.00% 5810-0536-778.000 Equipment Maintenance Materials 61,500 62,115 62,736 63,364 63,997 64,637 65,283 65,936 66,596 67,262 1.00% 5810-0536-801.000 Contractual Services- Labor Reimbursement 534,445 733,972 755,991 778,671 802,031 826,092 850,874 876,401 902,693 929,773 3.00% 5810-0536-802.000 Contractual Services-Management Fee 96,500 104,500 104,500 104,500 104,500 120,175 120,175 120,175 120,175 120,175 fixed 5810-0536-805.010 Crash Fire Rescue Services 300,000 303,000 306,030 309,090 312,181 315,303 318,456 321,641 324,857 328,106 1.00% 5810-0536-807.000 Membership and Dues 3,250 3,283 3,315 3,348 3,382 3,416 3,450 3,484 3,519 3,554 1.00% 5810-0536-808.000 Trash-Pickup 2,500 2,525 2,550 2,576 2,602 2,628 2,654 2,680 2,707 2,734 1.00% 5810-0536-818.000 Inspection 2,000 2,020 2,040 2,061 2,081 2,102 2,123 2,144 2,166 2,187 1.00% 5810-0536-828.000 Audit Expense 3,500 3,535 3,570 3,606 3,642 3,679 3,715 3,752 3,790 3,828 1.00% MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 116

SECTION B5 10-YEAR PRO-FORMA 5810-0536-829.000 Legal Fees 2,000 2,020 2,040 2,061 2,081 2,102 2,123 2,144 2,166 2,187 1.00% 5810-0536-850.000 Communications 2,000 2,020 2,040 2,061 2,081 2,102 2,123 2,144 2,166 2,187 1.00% 5810-0536-851.000 Telephone 21,000 21,210 21,422 21,636 21,853 22,071 22,292 22,515 22,740 22,967 1.00% 5810-0536-863.000 Auto Allowance-Mileage 600 606 612 618 624 631 637 643 650 656 1.00% 5810-0536-864.000 Conference and Seminars 2,000 2,020 2,040 2,061 2,081 2,102 2,123 2,144 2,166 2,187 1.00% 5810-0536-871.000 Other Travel Expenses 600 606 612 618 624 631 637 643 650 656 1.00% 5810-0536-902.000 Advertising 35,000 35,350 35,704 36,061 36,421 36,785 37,153 37,525 37,900 38,279 1.00% 5810-0536-911.102 Auto Collision 20,000 20,200 20,402 20,606 20,812 21,020 21,230 21,443 21,657 21,874 1.00% 5810-0536-912.020 Property/Fire Insurance 50,000 50,500 51,005 51,515 52,030 52,551 53,076 53,607 54,143 54,684 1.00% 5810-0536-912.030 General Liability Insurance 30,000 30,300 30,603 30,909 31,218 31,530 31,846 32,164 32,486 32,811 1.00% 5810-0536-921.000 Electricity 100,000 101,000 102,010 103,030 104,060 105,101 106,152 107,214 108,286 109,369 1.00% led retrofit 5810-0536-922.000 Natural Gas 28,000 28,280 28,563 28,848 29,137 29,428 29,723 30,020 30,320 30,623 1.00% 5810-0536-923.000 Water 27,000 27,270 27,543 27,818 28,096 28,377 28,661 28,948 29,237 29,530 1.00% 5810-0536-935.000 Janitorial Services 22,500 22,725 22,952 23,182 23,414 23,648 23,884 24,123 24,364 24,608 1.00% 5810-0536-936.000 Equipment Repair & Maint 67,000 67,670 68,347 69,030 69,720 70,418 71,122 71,833 72,551 73,277 1.00% 5810-0536-942.000 Copier Lease Cost 250 253 255 258 260 263 265 268 271 273 1.00% 5810-0536-945.030 Equipment Lease-Interest 5,000 5,050 5,101 5,152 5,203 5,255 5,308 5,361 5,414 5,468 1.00% 5810-0536-958.000 Licenses and Permits 1,500 1,515 1,530 1,545 1,561 1,577 1,592 1,608 1,624 1,641 1.00% 5810-0536-959.100 General Admin Exp-2 CFR 200 33,000 33,330 33,663 34,000 34,340 34,683 35,030 35,380 35,734 36,092 1.00% 5810-0536-959.105 Gen Admin Exp-Payoff Allocation 8,000 8,080 8,161 8,242 8,325 8,408 8,492 8,577 8,663 8,749 1.00% 5810-0536-959.106 Gen Admin Exp-Donated Leave Allocation 0 0 0 0 0 0 0 0 0 5810-0536-959.107 Gen Admin Exp-Early Retire Incent Alloc 0 0 0 0 0 0 0 0 0 5810-0536-959.108 IT Support Chargebacks 5,000 5,050 5,101 5,152 5,203 5,255 5,308 5,361 5,414 5,468 1.00% 5810-0536-959.200 Bad Debt costs 0 0 0 0 0 0 0 0 0 5810-0536-959.300 Cap. Improv. Energy Savings 0 0 0 0 0 0 0 0 0 5810-0536-968.000 Depreciation and Amortization 5810-0536-968.100 Deprec-Contributed Capital TOTAL APPROPRIATIONS 1,566,445 1,785,297 1,814,234 1,846,451 1,879,444 1,928,909 1,963,518 1,998,969 2,035,285 2,072,490

NET OF REVENUES/APPROPRIATIONS - 0536 - Commercial Aviation (1,106,695) (1,285,204) (1,265,498) (1,251,883) (1,247,230) (1,283,546) (1,304,690) (1,326,351) (1,348,542) (1,371,278)

Dept 0537 - T-Hangars Dept 0537 - T-Hangars

ESTIMATED REVENUES 5810-0537-669.010 Rental of property and Equipment 80,000 80,800 81,608 82,424 83,248 84,081 84,922 85,771 86,629 87,495 1.00% TOTAL ESTIMATED REVENUES 80,000 80,800 81,608 82,424 83,248 84,081 84,922 85,771 86,629 87,495

APPROPRIATIONS 5810-0537-777.000 Building & Grounds Maint Supplies 2,500 2,525 2,550 2,576 2,602 2,628 2,654 2,680 2,707 2,734 1.00% 5810-0537-921.000 Electricity 2,000 2,020 2,040 2,061 2,081 2,102 2,123 2,144 2,166 2,187 1.00% 5810-0537-931.050 Maintenance of Building-Other 3,000 3,030 3,060 3,091 3,122 3,153 3,185 3,216 3,249 3,281 1.00% 5810-0537-968.000 Depreciation and Amortization 5810-0537-996.000 Interest Exp on Long Term Debt 0 0 0 0 0 0 0 0 0 TOTAL APPROPRIATIONS 7,500 7,575 7,651 7,727 7,805 7,883 7,961 8,041 8,121 8,203

NET OF REVENUES/APPROPRIATIONS - 0537 - T-Hangars 72,500 73,225 73,957 74,697 75,444 76,198 76,960 77,730 78,507 79,292

Dept 0538 - Restaurant Dept 0538 - Restaurant

ESTIMATED REVENUES 5810-0538-646.040 Restaurant Commissions 25,000 50,000 75,000 76,500 78,030 79,591 81,182 82,806 84,462 rent with rent abatement in first two years TOTAL ESTIMATED REVENUES

APPROPRIATIONS TOTAL APPROPRIATIONS

NET OF REVENUES/APPROPRIATIONS - 0538 - Restaurant 25,000 50,000 75,000 76,500 78,030 79,591 81,182 82,806 84,462

Dept 0539 - U.S. Coast Guard Dept 0539 - U.S. Coast Guard

ESTIMATED REVENUES 5810-0539-669.090 USCG Hanger Rent 23,750 23,750 23,750 23,750 23,750 23,750 23,750 23,750 23,750 23,750 fixed TOTAL ESTIMATED REVENUES 23,750 23,750 23,750 23,750 23,750 23,750 23,750 23,750 23,750 23,750 MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 117

SECTION B5 10-YEAR PRO-FORMA

APPROPRIATIONS 5810-0539-777.000 Building & Grounds Maint Supplies 750 758 765 773 780 788 796 804 812 820 1.00% 5810-0539-818.000 Inspection 150 152 153 155 156 158 159 161 162 164 1.00% 5810-0539-851.000 Telephone 2,500 2,525 2,550 2,576 2,602 2,628 2,654 2,680 2,707 2,734 1.00% 5810-0539-931.050 Maintenance of Building-Other 7,500 7,575 7,651 7,727 7,805 7,883 7,961 8,041 8,121 8,203 1.00% 5810-0539-968.000 Depreciation and Amortization 1.00% TOTAL APPROPRIATIONS 10,900 11,009 11,119 11,230 11,343 11,456 11,571 11,686 11,803 11,921

NET OF REVENUES/APPROPRIATIONS - 0539 - U.S. Coast Guard 12,850 12,741 12,631 12,520 12,407 12,294 12,179 12,064 11,947 11,829

Dept 0541 - General Aviation Dept 0541 - General Aviation

ESTIMATED REVENUES 5810-0541-607.055 Ground lease revenues-GVB 13,500 13,635 13,771 13,909 14,048 14,189 14,331 14,474 14,619 14,765 1.00% 5810-0541-646.020 Gasoline Oil and Garage Items 81,000 81,810 82,628 83,454 84,289 85,132 85,983 86,843 87,711 88,589 1.00% 5810-0541-654.000 Airport-Field Use 30,000 30,300 30,603 30,909 31,218 31,530 31,846 32,164 32,486 32,811 1.00% 5810-0541-654.010 Field Commissions 70,000 70,700 71,407 72,121 72,842 73,571 74,306 75,049 75,800 76,558 1.00% 5810-0541-654.020 Ramp Overnight Fees 5,000 5,050 5,101 5,152 5,203 5,255 5,308 5,361 5,414 5,468 1.00% 5810-0541-654.040 Misc Field Commissions 8,467 8,552 8,637 8,724 8,811 8,899 8,988 9,078 9,169 9,260 1.00% 5810-0541-669.050 Hangar Rent 160,000 161,600 163,216 164,848 166,497 168,162 169,843 171,542 173,257 174,990 1.00% TOTAL ESTIMATED REVENUES 367,967 371,647 375,363 379,117 382,908 386,737 390,604 394,510 398,456 402,440

APPROPRIATIONS 5810-0541-729.000 Paper and other Office Supplies 2,000 2,020 2,040 2,061 2,081 2,102 2,123 2,144 2,166 2,187 1.00% 5810-0541-777.000 Building & Grounds Maint Supplies 2,000 2,020 2,040 2,061 2,081 2,102 2,123 2,144 2,166 2,187 1.00% 5810-0541-931.050 Maintenance of Building-Other 40,000 40,400 40,804 41,212 41,624 42,040 42,461 42,885 43,314 43,747 1.00% TOTAL APPROPRIATIONS 44,000 44,440 44,884 45,333 45,787 46,244 46,707 47,174 47,646 48,122

NET OF REVENUES/APPROPRIATIONS - 0541 - General Aviation 323,967 327,207 330,479 333,784 337,121 340,493 343,897 347,336 350,810 354,318

Dept 0542 - Terminal Building Costs Dept 0542 - Terminal Building Costs

ESTIMATED REVENUES 5810-0542-639.010 Passenger Facility Charge 50,000 80,000 85,000 89,250 93,713 98,398 103,318 108,484 113,908 119,604 5.00% Stabilize first 5810-0542-676.101 Contribution from General Fund TOTAL ESTIMATED REVENUES 50,000 80,000 85,000 89,250 93,713 98,398 103,318 108,484 113,908 119,604

APPROPRIATIONS TOTAL APPROPRIATIONS 0 0 0 0 0 0 0 0 0 0

NET OF REVENUES/APPROPRIATIONS - 0542 - Terminal Building Costs 50,000 80,000 85,000 89,250 93,713 98,398 103,318 108,484 113,908 119,604

ESTIMATED REVENUES - FUND 5810 1,766,467 11,604,949 2,673,784 2,245,108 1,284,512 1,307,695 1,331,482 1,355,894 1,380,954 1,406,684 APPROPRIATIONS - FUND 5810 2,668,062 12,653,740 3,696,542 3,248,662 2,277,597 2,331,043 2,369,674 2,409,186 2,449,605 2,490,953 NET OF REVENUES/APPROPRIATIONS - FUND 5810 (901,595) (1,048,791) (1,022,758) (1,003,553) (993,085) (1,023,348) (1,038,192) (1,053,292) (1,068,651) (1,084,269) BEGINNING FUND BALANCE FUND BALANCE ADJUSTMENTS ENDING FUND BALANCE MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 118

SECTION B5 B. CAPITAL IMPROVEMENTS F3 has reviewed the MKG five-year airport capital improvement program (CIP) for BUSINESS FY-2019 to FY-2024 submitted through the Michigan State Block Grant Program by the airport and its engineering consultant, C&S Companies. F3 intends to PLAN perform a thorough audit of airport infrastructure including but not limited to; airfield pavements, airfield lighting and signage, storm/sanitary sewers, water, electrical, gas, security/wildlife fencing, roadways/parking lots, maintenance equipment/vehicles, SRE building, terminal building, and other airport owned buildings and hangars. F3 intends to produce a 20-year phased replacement/ rehabilitation program for all the airport’s infrastructure with the assistance of the airport’s retained engineering consultant.

Michigan is part of the FAA State Block Program. Annually, F3 will collaborate with the airport’s engineering consultant to present and negotiate airport CIP projects with the Michigan Department of Transportation Office of Aeronautics. The goal is to get the most out of the Federal Airport Improvement Program (AIP) grants.

F3 has experience with developing and reviewing designs, and supervision of construction with the airport engineering consultant. The principals of F3 own a development company (Vela Partners LLC) and have owned an internal construction company as well. The work performed for Vela and the construction company was through existing staff at F3. Since 1995, F3 has been a consultant, construction manager and General Contractor for dozens of construction projects, large and small.

Currently, Vela is completing a complicated $46m development in Fort Lauderdale, Fl that took three years of entitlements and negotiation with the City just to start construction. This work has been performed by the same staff at F3, bringing a great deal of construction experience. Vela has partnered with a $16 billion N.Y. based private equity firm for development of select projects anywhere in the U.S. Additionally, F3 has relationships with Midwest based as well as international developers that focus on commercial, industrial, residential and other projects. F3 provides consulting services for project conception and design through construction and operation.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 119

SECTION B5 Examples of recent construction related projects:

F3 Marina Fort Lauderdale BUSINESS Owner/developers – Vela Partners, LLC (principals of F3) PLAN $46 million fully automated drystack marina in Fort Lauderdale, Florida. F3 Role: all aspects of project design, entitlements, construction oversight, financials, marketing, lease-up and management.

Flamingo Marina, Guanacaste, Costa Rica Owner – Shaheen Development (Saginaw, MI) $75 million development including residential, commercial, hotel, and world class marina. F3 role: design consulting, plan review, marketing and management.

Mitchell Industrial FBI office construction - Owner – Oak Realty Group $4.5million office build-out. F3 Role: construction management and tenant relations. Approach to developing a capital improvement plan

Our approach to creating and overseeing the execution of a capital plan must follow the long-term strategic goals for MKG. Below is a summarized list of the steps to our approach for capital improvements. While listed in order, many of these tasks will occur concurrently. • Develop a long-term strategic plan for the airport sustenance and growth for presentation to the County. This will include a vision for maximizing MKG potential for usage and “highest and best” use of the airport real estate that will improve the long-term financial and operational performance. • Review current commitments for capital improvements for scope thoroughness and verify alignment with long-term strategy and budget. • Break down the long-term strategy to 5 year and 1 year action plans. • Work closely with FAA for support. • Work with consultants and contractors to bring budget costs and timing into focus. • Create a budget that reflects a realistic approach to achieving the objectives. • Once projects have been approved by the County and budgeted, work with FAA and local governments for entitlements and approvals. • Communicate closely with airport tenants and users regarding the impact and timing of work. • Create a marketing and awareness campaign that outlines the improvements to the airport and how it benefits users, tenants and entire area (economic impact). Note that some long-term capital items may include runway lengthening, expansion of airport property, and construction of additional hangers and commercial buildings for additional income.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 120

SECTION B5 Approach to developing a capital improvement plan for the Airport including a budget and approach for implementing BUSINESS the plan. PLAN F3 will be a major contributor to the capital improvements to ensure the viability and best design for operational efficiency. This will include coordination of architect, airport consultant for assistance in long-term strategy (if any), and general contractor. Review of plans at 30/60/90 percent completion and managing the approval process with local and federal level governments for approval. This process will be shared by the Airport Director under direction and assistance from the Regional Airport Director.

The budget for a capital improvement plan will depend on the specific scope and extent of improvements that will be required. This will be determined from the strategic planning process conducted early in the assignment. Approach to providing services associated with any planned capital improvements, including operability reviews of designs at the 30/60/90 percent completion level, operation coordination and assistance during construction and start-up.

F3, as noted above, has a great deal of experience managing and undertaking capital improvements and construction projects. This provides us with the ability to balance the cost/quality and ensure that the design will allow for efficient operations to occur. This is accomplished in the early stages of the project; typically during the concept phase and 30% design phase and requires F3 close involvement. Additionally, it is important that all work is tied to the long-term strategic plan noted earlier so that the various projects will work in harmony and bring MKG closer to reaching the long-term vision.

Operations coordination and assistance during construction and start-up will be F3 responsibility. Further, a well-conceived communication plan must be implemented to keep airport users aware of the construction impact and kept safe during construction. Approach to developing and coordinating Airport planned and Manager-recommended capital improvements, if applicable, with other projects with respect to quality and potential performance of the proposed capital improvements.

Approaching every capital improvement project as part of a puzzle that when complete, will meet the strategic vision will ensure continuity. The experience F3 has with operations and construction will ensure that a cost/benefit evaluation for the project will maintain quality but eliminate non-essential elements. All projects will be evaluated and in fact conceived with operational efficiency as a key factor.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 121

SECTION B5 Approach to preparing an annual capital improvement plan to identify recommended projects to improve the reliability BUSINESS and performance of the airport. PLAN The annual capital improvement plan will flow from the long-term strategic plan that will identify a number of individual improvements to achieve the long-term goals. The timing of these improvement will depend on funding (FAA, County, grants, etc), entitlements and governmental approvals, market conditions and opportunities. For example, if the plan is to construct a commercial warehouse in year 5, but a user can be found in year 2, we move the schedule to accommodate this opportunity. This will require review of this schedule and updates each year or even more frequently if opportunities occur. For compliance items such as runway repairs and safety matters, they will hold a priority and must be anticipated well in advance. Description of any capital improvements it may have identified during the proposal preparation that would have immediate benefit to the performance of the Airport or, if applicable, that would reduce the annual service fee under the Management Agreement.

The opportunities seen by F3 include items that will not reduce the service fee, but rather improve the financial performance of the Airport over the long run. MKG is in a highly competitive situation and staying relevant for airport users, including passengers and tenants should be the strategic focus. This will require an aggressive approach to improve the airport amenities and income producing initiatives that over time will improve the financial performance of the airport.

That said, there are also efficiencies that can have an immediate positive impact on the budget. For example, the utility expense can be lowered through conversion to LED and reduced runway lighting during operational hours. A strong F&B operator running the restaurant can improve income from rent and also improve the experience to users, increasing passenger load. Even better and more aggressive marketing can make an improvement is passenger load. Every additional user to the airport has a resulting increase in fees through rental car, restaurant, airport operations and passenger traffic that is closely monitored by FAA to prioritize funding. This will be the focus of F3 from the start of the contract.

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 122

SECTION B5 C. DESCRIPTION OF MANAGEMENT AGREEMENT See attached recommended management agreement form. Highlights of the BUSINESS management agreement include:

PLAN • Performance incentive: F3 is proposing a reduced base fee with the remainder of the fee as an “incentive fee” to be earned only if successful in meeting performance standards. • 5 year term with County option to terminate at end of year 2 for any reason. • Description of key performance measures and goals. • Warranty of services

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 123

SECTION B5 D. OTHER ITEMS See following pages. BUSINESS PLAN

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com

MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 128

SECTION B5 E. COST PROPOSAL See following pages. BUSINESS PLAN

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com ORIGINAL

MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 1

SECTION B5 COST PROPOSAL BUSINESS PLAN

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 2

SECTION B5 COST PROPOSAL BUSINESS PLAN

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 3

EXHIBIT C CONTRACT GOALS/MEASURES & PERFORMANCE INCENTIVE

1. Policy and Approach. County and F3 Airport desire to establish goals and measures and related incentives for F3 Airport’s performance on both an annual basis (“Annual Goals/Measures”) and a five-year basis (“Five-Year Goals/Measures”).

2. Development of Goals/Measures. County and F3 Airport will mutually develop the Annual Goals/Measures and Five-Year Goals/Measures for consideration and approval by County, according to the following schedule:

a. Annual Goals/Measures: Annual Goals/Measures for the 2021 calendar year, and related financial incentives, are included in Attachment 1 to this Exhibit C. In subsequent years, F3 Airport will develop and recommend the Annual Goals/Measures prior to the start of the calendar year and present to County for approval.

b. Five-Year Goals/Measures: Proposed Initial Five-Year Goals/Measures are included as Attachment 2 to this Exhibit C. F3 Airport will finalize the initial Five-Year Goals/Measures during the first quarter of 2021 and present the initial Five-Year Goals/Measures to County for approval within 90 days after contract execution; in subsequent years, F3 Airport will review and consider amendments to the Five-Year Goals/Measures annually for presentation to County for approval prior to start of each year.

3. Evaluation of Performance of Goals/Measures. County will determine, in its sole discretion, whether F3 Airport has completed the Annual Goals/Measures and Five-Year Goals/Measures.

4. Payment of Financial Incentives.

a. Payment Schedule. If County determines F3 Airport satisfactorily completed specified goals or measures, County will pay F3 Airport the specified incentive for that goal within 30 days after satisfactory submission of evidence of completion.

b. Survival. If the Agreement terminates or expires prior to County paying F3 Airport an earned incentive for an Annual Goal or Five-Year Goal, County’s obligation to pay the incentive will survive the termination or expiration of this Agreement.

{00117022.1} 252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 4

EXHIBIT C - ATTACHMENT 1 2021 ANNUAL GOALS/MEASURES AND PERFORMANCE INCENTIVES Based on 5-Year Goals in Exhibit C – Attachment 2

2021 Annual Goals (to be negotiated each year) 2021 Incentive

Review current marketing/branding, make recommendations to the County $7,500 by year end for a new marketing/branding strategy for increasing passenger load factor. Establish a commitment from an independent non-profit group to formulate funding and organization for an annual airshow with 2023 as a target start $10,000 for first show. Conduct an evaluation of real estate usage including T-hangers, ground leases and vacant land and formulate a long-term strategy for improving $5,000 revenue and present to County by end of year.

Annual Measures (to remain in place during term of contract unless agreed by both 2021 Incentive parties) Meet compliance with key FAR part 139 standards as measured by FAA annual inspection. Key FAR part 139 standards are defined as those that if not in compliance will put MKG certification at risk. (it is understood by $5,000 County that the FAA often makes suggestions for improvements for issues that are not considered serious violations that should not be considered non- compliant with part 139 standards). Meet or exceed budgeted net revenue projections. $5,000

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com {00117022.1} MUSKEGON COUNTY AIRPORT MANAGEMENT & OPERATION SERVICES RFP 5

EXHIBIT C - ATTACHMENT 2 PROPOSED FIVE-YEAR GOALS To be used for setting Annual Goals/Measures

Five Year Goals

Increase passenger load factor by 18% over the past 5 year average by end of the 5-year contract.

Increase airport operations (take-offs/landings) by 10% over the past 5 year average by end of the 5-year contract. Improve revenue by 20% through better use of airport real-estate, increased airport usage and improved fees from tenants and users.

{00117022.1}

252 E Highland Ave, Milwaukee, WI 53202 | 414.271.1111 | www.f3airport.com

MEMORANDUM

DATE: January 5, 2021 TO: Mark Eisenbarth, Muskegon County Administrator FROM: Bob Lukens, Community Development Director SUBJECT: Muskegon County Airport / F3 ______

Commissioner Nash recently asked two questions regarding F3 and what their success rate is with other airports and the incentive arrangement, both of which are outlined in the proposal.

What is their success rate with other airports?

F3 Manages the Waukegan (IL) National Airport - UGN, a general aviation airport with 130 based aircraft, 32 of which are corporate and charter jets. UGN is a US Port of Entry and also operates a seasonal USCG search and rescue facility. It has 45,000 operations annually, and is a reliever for Chicago O’Hare (ORD).

F3 has managed over $10,000,000 in FAA AIP grants, with another $5,000,000 coming in the next two years. In the 4 years since F3 Airport took operational control of UGN, private/corporate investment has boomed with investor confidence in the future direction of the airport and its management and over $35,000,000 of private investment has been completed at the airport. Confidence on the replacement runway program is the catalyst to continued growth at UGN.

What is the incentive arrangement?

F3 Airport will develop and implement a performance-based incentive establishing agreed-upon performance goals based on the approved annual budget. The incentives can be negotiated, but here are the incentives as outlined in the proposal:

***

Date: December 14, 2020

To: Board of Commissioners

From: Beth Dick, Director of Finance/Asst. County Administrator

RE: Airport Financial Status

In evaluating the options of whether to move forward with an airport management company or to hire internal airport employees to manage the operations, I wanted to provide you with some additional financial information. The Airport has received support from the General Fund for many years. That support was a combination of the required 2.5% local match for airport improvement capital projects as well as operational support. Below is a graph that depicts the last 11 years of General Fund support:

General Fund Appropriation to Airport (000's) $1,000 $900 $861 $800 $747 $765 $700 $600 $559 $512 $520 $500 $533 $400 $300 $304 $200 $183 $100 $59 $0 $62 FY2010 FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 FY2019 FY2020

The graph below depicts the operational deficit/surplus for the last 11 years before (blue line) and after (green line) the General Fund appropriation:

Airport Operating Deficits/Surplus Before and After General Fund Approp. (000's) $400 $316 $208 $200 $190 $17 $15 $61 $0 $20 FY2010 FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 FY2019 FY2020 -$157 -$200 -$216 Est -$312 -$339 -$400 -$450 -$477 -$374 -$451 -$522 -$600 -$671 -$516 -$544 -$540 -$679 -$800 -$727

One of the criteria in evaluating the Airport’s financial status in addition to operating deficits is its unrestricted net position and its working capital status. Unrestricted net position is basically the Airports available reserves. Working capital represents the difference between the Airport’s current assets (i.e. cash, accounts receivable, prepaid expenses) and its current liabilities (i.e. accounts payable, accrued wages etc.). As long as at the end of a fiscal year the Airport’s current assets minus its current liabilities is greater than zero, regardless if it ends the year with a deficit or has a negative unrestricted net position, there is no requirement to file a deficit elimination plan with the State. The graph below depicts the unrestricted net position (blue line) and working capital (green line) of the Airport over the last 11 years:

Airport Unrestricted Net Position and Working Capital (000's) $2,000 $1,334 $1,329 $1,381 $1,500 $1,162 $1,325 $1,329 $1,089 $1,000 $935 $535 $637 $500 $89 $538 $363 $365 $498 -$131 $0 -$172 $0 FY2010 FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 FY2019 FY2020 -$500 Est. -$621 -$1,000 -$1,322 -$1,356 -$1,500 -$1,356

As you can see from the graph above, in FY2015 the Airport’s unrestricted net position went negative however, because its working capital was still a positive $1,325,000 there was no requirement to file a deficit elimination plan with the state. The negative unrestricted net position began appearing due to the new accounting requirements to record net pension liabilities in 2015 and net OPEB liabilities (other post- employment benefits) in 2017 and 2018.

As part of the General Fund budget balancing strategies in preparing the FY2017 budget, because the Airport has sufficient positive working capital, the budget included only a small General Fund appropriation to the Airport of $62,000. The amount represented the 2.5% local match necessary for capital improvement projects however there was nothing included for covering operations. This was also the approach used in the FY2018 budget with a General Fund appropriation of only $59,000. In FY2019 a higher General Fund appropriation was included in the budget of $304,000 to cover some additional capital improvements in the Airport terminal building that were not covered by state and federal grants. For FY2020 the General Fund appropriation was budgeted at $183,000 to cover the cost of the new parking lot system. The FY2021 did not include any General Fund appropriation due to the receipt of a $1,093,000 CARES Act grant that could be used to support operations and capital.

Beginning with FY2017 you can see that the Airport’s working capital began on a downward trend of about $300,000 per year. It is anticipated that the working capital for FY2020 will be at or near zero. While position vacancies in FY2020 have helped to offset increases in costs in contractual crash and fire rescue services, the projection is that the year will still have an operational deficit of about $339,000. Since the decline in the Airport’s working capital has been about $300,000 a year for the last 4 years, it is expected FY2021 would be the approximately the same all other things being equal. In addition, the FY2021 budget assumes all vacancies will be filled as well as increases in wages and benefits resulting in an increase over FY2020 of $183,000. Other expenditures such as repairs and maintenance, utilities, contractual services, fuel and supplies are also budgeted to increase by $241,000. Since there is no General Fund appropriation budgeted for FY2021, there is a decrease in revenues from FY2020 of $183,000. Setting aside the budgeted $1,093,000 CARES Act grant, FY2021 would be looking at an approximate $907,000 operating deficit/negative working capital as a result of these changes.

Working Capital decline (recent average annual) -$300,000 Reduction of General Fund appropriation from -183,000 FY2020 Increase in wages and fringes over FY2020 -183,000 Increases in other expenditures over FY2020 -241,000 Estimated operating deficit/negative working -$907,000 capital for FY2021 w/o grant CARES Act Grant +$1,093,000 Estimated operating surplus/positive working $186,000 capital w/grant

The $1,093,000 in CARES Act grant funding appears to be sufficient to cover any operational deficit/negative working capital for FY2021 however only a small portion would be available to cover capital expenditures.

In projecting forward to FY2022, unless additional CARES Act grant funding becomes available, it is anticipated the $907,000 operating deficit/negative working capital would continue and potentially increase for increases in wages and fringes if all other revenues and expenditures remain the same.

Summary

Given that the Airport’s unrestricted net position is a negative balance and not anticipated to change, the focus should be on maintaining a positive working capital in order to avoid having to file a deficit elimination plan with the state. As of the end of FY2020 the Airport’s working capital is expected to be at or near zero therefore there is no carryforward anticipated for FY2021. Due to the $1,093,000 CARES Act grant funding, FY2021 is projecting a positive working capital. Moving into FY2022, consideration will have to be given to whether revenue enhancements or expenditures reductions can occur within the Airport budget to avoid a negative working capital situation which otherwise would require the County to file a deficit elimination plan with the state.