SOUTH FEATHER WATER & POWER AGENCY

AGENDA Regular Meeting of the Board of Directors of the South Feather Water & Power Agency Board Room, 2310 Oro-Quincy Highway, Oroville, California Tuesday; July 28, 2015; 2:00 P.M.

A. Roll Call B. Approval of Minutes – Regular Meeting on June 23, 2015 (Tab 1) C. Approval of Checks/Warrants (Tab 2) D. Public Participation Individuals will be given an opportunity to address the Board regarding matters within the Agency’s jurisdiction that are not scheduled on the agenda, although the Board cannot take action on any matter not on the agenda. Comments will be limited to 5 minutes per speaker. An opportunity for comments on agenda items will be provided at the time they are discussed by the Board. Comments will be limited to five minutes per speaker per agenda item. E. Staff Reports (Tab 3) F. Directors’ Reports Directors may make brief announcements or reports for the purpose of providing information to the public or staff, or to schedule a matter for a future meeting. The Board cannot take action on any matter not on the agenda and will refrain from entering into discussion that would constitute action, direction or policy, until such time as the matter is placed on the agenda of a properly publicized and convened Board meeting. G. Business – Addition of Delinquent Accounts to County Tax Roll (Tab 4) Action to adopt Resolution No. 15-07-1 to collect on delinquent water accounts by placing them on the 2015-2016 Butte County Tax Rolls. KRPH TSV Replacement (Tab 5) Approval of contract with TCB Industrial to replace the turbine shutoff valve at Kelly Ridge Powerhouse, at a cost not to exceed $112,000. Amendment of Lease Agreement MOU for Communication Tower Installation (Tab 6) Approval of an Amendment to the January 2014 Memorandum of Understanding with Horizon Tower to undertake CEQA analysis and option to enter into Lease Agreement for the construction of a communications tower structure at 5265 Royal Oaks Drive, Oroville. Kelly Ridge Powerhouse 60kV Line Equipment Repairs (Tab 7) Approval of services agreement with PG&E for the Kelly Ridge Powerhouse 60kV Line Equipment Repairs, at a not- to-exceed cost of $30,372.50. Bangor Domestic System Expansion Options (Tab 8) Discussion of the operational limitations of the Bangor Treatment Plant and options for increasing its capacity and new service connections in the Bangor area.

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Closed Session. Conference with Legal Counsel (Tab 9) Conference with Real Property Negotiators (Government Code §54956.8) Property: Water Agency Negotiators: Michael Glaze and Minasian Law Firm Negotiating Party: SFWPA and buyer(s) located south of the Delta Under Negotiation: Terms and conditions of a potential water transfer Anticipated Litigation (Government Code §54956.9b). One potential case. H. Adjournment MINUTES of the REGULAR MEETING of the BOARD of DIRECTORS of SOUTH FEATHER WATER & POWER AGENCY Tuesday, June 23, 2015, 2:00 P.M., Agency Board Room, 2310 Oro-Quincy Hwy., Oroville, California

DIRECTORS PRESENT: Jim Edwards, Tod Hickman, Lou Lodigiani, Dennis Moreland, John Starr.

STAFF PRESENT: Cindy Griffin, Account Technician; Leroy Christophersen, Information Systems Specialist; Tyler Fuller, Utility Worker; Scott Dehoff, Utility Worker; Charles McCauley, Maintenance Technician; Jessica Weidman, Meter Reader; Scott Alcantara, Risk Manager; John Shipman, Senior Treatment Operator; Rick McCullough, Foreman; Shawn Hayse, Special Projects Manager; Dan Leon, Hydro Operations Manager; Steve Wong, Finance Division Manager; Matt Colwell, Water Division Manager; Art Martinez, Manager of Information Systems; Kathryn Zancanella, Power Division Manager; Dustin Cooper, Legal Counsel; Michael Glaze, General Manager.

OTHERS PRESENT: Steve Onken, Claudia Knaus (Chamber of Commerce), Elaine Del Rio, Danielle Sepulveda, Jerry Stark.

CALL TO ORDER President Edwards called the meeting to order at 2:00 p.m., and led the Pledge of Allegiance.

APPROVAL OF MINUTES

Mr. Hickman made a motion that the Minutes of the meeting of May 26, 2015 be amended and distributed the following statement as his proposed amendment:

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Mr. Hickman’s proposal was not supported by any other director in the form of a second to his motion.

M/S/C (Moreland/Lodigiani) approving the Minutes of the meeting of May 26, 2015, as presented. Ayes: Edwards, Lodigiani, Moreland, Starr No: Hickman

APPROVAL OF CHECKS AND WARRANTS

M/S/C (Lodigiani/Moreland) approving the total General Fund and Joint Facilities Operating Fund expenditures for the month of May 2015 in the amount of $2,557,047.17; approving Power Division expenditures for the month of May 2015 in the amount of $281,959.37; and, authorizing the transfer of $3,100,000 from the General Fund to the TCB Accounts Payable and Payroll Fund for the payment of regular operating expenses. Ayes: Edwards, Lodigiani, Moreland Abstained: Hickman

PUBLIC PARTICIPATION – Steve Onken expressed the opinion that a recent CNBC interview of Mr. Glaze regarding the Agency’s ability to mitigate the impacts of the ongoing drought would “put a target on the Agency’s back” and cause the State Water Board to unreasonably focus on it. Mr. Glaze opined that the Agency is already under the State’s scrutiny, and that this is an opportune time to draw attention to southeast Butte County as “California’s business oasis.”

Property owner Danielle Sepulveda (7195 Springtime Trail) complained that her application for irrigation water service had been denied. Mr. McCullough explained that the application was denied because the ditch in her neighborhood was at capacity. Mr. Glaze asked for her contact information, said he would review her application, then call her tomorrow to discuss his findings and her situation and options.

WATER DIVISION MANAGER’S REPORT The Board reviewed a written report from Matt Colwell, Water Division Manager.

Water Treatment Operations Total MRTP treated water production for the month of May was 146 million gallons, which is 89% of recent average. The January-through-May production was 103% of average.

Urban Water Conservation The State Water Board has mandated that SFWPA conserve 36% of its monthly domestic water consumption based on 2013 values, which equates to approximately 1,585 acre-feet. Despite consumption being above the five-year average, the Agency reported a 30% conservation value for May 2015 compared to May 2013. The state’s domestic water conservation mandates will be very challenging to meet. However, conservation goals can be achieved through other alternatives.

Backwash Recycle As of May 28th, all of MRTP’s backwash water is being recycled to the plant head-works. Staff hopes to continue in this mode until July 31st, and are gaining knowledge and information regarding how the plant handles recycled water at different flow rates and chemical strategies.

195 Irrigation System Operations Water supply for Forbestown Ditch customers was ordered at WD6 on May 18. Historically, normal delivery would have started on April 15th. This intentional delay conserved approximately 1,000 acre feet of raw water.

Multi-year dry conditions have significantly affected staff’s ability to push Forbestown Ditch water to the Bangor area. A 60 to 70 percent loss is being experienced as attempts are made to serve the last customer. Ditch tenders have requested additional flow at WD6 from NYWD and have been working to identify and mitigate leaks as the water slowly works its way down the system.

A concerted effort to conserve additional water on the Bangor and Palermo water systems is ongoing and may result is some delay in customer service compared to normal years.

The irrigation system’s current releases are: Forbestown Ditch SF 14 = 21.8 cfs NYWD = 11.5 cfs WD 6 = 10.3 cfs Bangor Canal SF 25 = 11.2 cfs Palermo Canal SF 30 = 13.0 cfs

Lightning Strike Significant damage to the MRTP solar array wiring was discovered on June 11. It is believed that a lightning strike caused major arcing in a junction box with a metal lid. When the strike actually occurred is not known, but the arcing caused significant burn damage to 50 percent of the wiring leading to the inverters. Three estimates were received and Chico Electric, the low bidder, was awarded the repair work at a cost of $29,633. Material costs are $26,000 alone. An insurance claim has been filed for the incident.

Solar Plant Production MRTP power demand for May was greater than solar generation by 1,056 KWH.

SPECIAL PROJECTS MANAGER’S REPORT The Lost Creek Dam Project is continuing to move forward on schedule and on budget. The current operational priority is to finish the hydro demolition work in preparation for placing the new concrete on the downstream face of the dam. All of the Key Activities identified in May’s report have been completed with exception of mobilizing equipment at the rock quarry site for rock crushing. This activity is not on the critical path and therefore will not result in a delay.

Left Abutment Foundation As mentioned in the previous report, both FERC and DSOD were particularly interested in making it a priority to replace the foundation along the left abutment, stemming from concerns of global sliding and the potential for a flow path to develop under the dam. Ultimately, they made the decision to not allow other activities to proceed until this concern was resolved, which resulted in numerous schedule challenges. Furthermore, the area needed to be meticulously cleaned prior to concrete placement which proved to be quite challenging. However, the upper left abutment pour was successfully completed on June 6.

Hydro Demolition Directors were shown a video of the hydro demolition process which has continued successfully on two separate headings. Both units are operating at a pressure of close to 15,000 psi. The objective is to

196 remove any delaminated concrete that is no longer participating in the structural integrity of the dam, and to ultimately arrive at “sound material” with a compressive strength greater than 1200 psi. AECOM (project engineer) and SFWPA personnel perform quality assurance on this process by means of visual inspection, sounding of the material with a rock hammer, and the use of a Nitto Hammer that provides an instant electronic readout of the compressive strength.

One of the challenges associated with the hydro demolition process was the need to anchor down each unit to the face of the dam in order to keep it secure while making each cut (approximately 10’x10’). After a number of methods were considered, a subcontractor (Ropeworks) was chosen to rappel down the face of the dam and reset the unit for each cut. Each unit cuts approximately six frames per day.

The hydro demolition work is currently about three-quarters complete, and is scheduled to be finished by June 27. The Contractor is currently removing the spoils that have collected from demolition on the right abutment. Removing the debris in this area is very time intensive and is mostly completed using manual labor. This foundation area must be cleaned and prepared in order to pour the new foundation prior to the reservoir being refilled (currently scheduled for July 6).

Displacement Monitoring One persistent issue that continues to pose a challenge is the displacement monitoring program. Using a sophisticated and innovative process that includes a combination of accelerometers and a Trimble Total Station monitoring unit, the dam is constantly being assessed for unanticipated movements. The dam has a natural diurnal cycle than ranges between 5-10mm, but this can vary depending on a multitude of other factors (i.e. wind, temperature, water surface elevation, etc.). While this approach to monitoring helped to initially satisfy concerns that DSOD held, there is still no consensus regarding the interpretation of the data and subsequent response to reaching predetermined thresholds. Given the number of potential variables that could impact the data, and the fact that there is no historical precedent for interpreting data of this nature, it has proven difficult to provide DSOD with a precise action plan resulting from “abnormal” data. However, this issue will most likely need to be resolved prior to DSOD allowing the reservoir to be refilled.

Miscellaneous Upon further lowering of the reservoir, two more abandoned vehicles were located near the Woodleaf Tunnel Intake structure. A collaborative effort between Sierra Mountain, SFWPA, and Big Valley Divers was used to extract the vehicles and minimize impact on the schedule. Though there have been multiple challenges that have threatened the schedule, the Contractor has been able to minimize any loss of time. At this point, there is some work that will be performed during a night shift over the course of a week in order to remain on track. It will mostly involve demolition debris removal and drilling for the dowels on the downstream face.

POWER DIVISION MANAGER’S REPORT The Board reviewed a written report from Mrs. Zancanella, including powerhouse operations and power revenue for the year ended May 2015, and reservoir levels as of June 15, 2015.

WECC Audit The long-awaited Western Electricity Coordinating Council (WECC) audit of applicable North American Electric Reliability Corporation (NERC) reliability standards occurred on May 27-28, 2015. The South Feather Power Project (SFPP) was audited on 11 requirements in eight of the Operations and Planning reliability standards (WECC staff advised that there would not be an audit of the cyber security standards at

197 this time). Power Division staff provided initial information about the SFPP in response to a pre-audit survey on March 25. Reliability standard audit worksheets with accompanying evidence were provided to WECC on April 20. On May 26, staff received the first data request from the auditors, which was for a copy of the PG&E power purchase agreement. Shortly before the opening call of the first day of the audit, the largest data request was received for protection system maintenance and testing records. In response, staff provided 56 pieces of evidence documenting work done at Woodleaf and Forbestown powerhouses. Interviews were conducted by the auditors on both days, primarily related to the protection system maintenance and testing program. The final result was what staff had worked toward for the past six years: “Not Applicable” on six of the audit requirements, and “No Findings” on the other five audit requirements. (A copy of the public version of the final Audit Report was available for review by directors.) Mrs. Zancanella commended all of the Power Division employees who worked to continually improve the documentation of activities relating to electric system reliability.

NERC is moving toward a risk-based reliability assurance model, which means that SFPP may not be audited again for up to 12 years, although annual self-certification of compliance will continue to be required. Staff will also continue to provide quarterly reports for specific standard requirements, and will self-report and mitigate any potential violations of the standards, if that occurs.

FERC Dam Safety Inspections The FERC Engineer assigned to SFPP conducted annual inspections of the civil structures June 15 –17.

Woodleaf Tunnel Drain The lowered water surface level in Lost Creek Reservoir provided a possible opportunity to inspect the Woodleaf power tunnel. No written record of a previous inspection has been found, and in preparation for the tunnel drain, Big Valley Divers inspected the intake structure and tunnel gate for structural soundness. In doing so, they found two vehicles in front of the intake that required removal. That activity was coordinated with the Lost Creek Dam project contractor and California Highway Patrol. The tunnel gate was closed on June 8 and the drain commenced, but had to be cancelled after about three hours because of excessive leakage on the bottom gate seal. When the tunnel was refilled and the gate was raised back up for inspection, John Davis determined that at some point in the past the bottom seal of the gate had been replaced with J-seal material that was smaller than was called for in the plans. A tear in the upper J- seal was also found. New seal material will be installed on the gate, and an attempt to drain the tunnel will be made later this year when there is less demand for water on the Forbestown Ditch. It will not be necessary to lower the reservoir to do so now that there is confidence that the tunnel gate will operate properly.

Sly Creek Campgrounds The campgrounds at Sly Creek Reservoir have been open to the public since the beginning of May, and no significant issues have arisen to date. Camper fees have resulted in revenues of about $4,700 to date. The efforts of the camp hosts to maintain clean facilities have been noticed by the public. One woman who left her backpack at the campground stopped by the Forbestown office to reclaim her property and declared how surprised she was to find such clean restrooms.

Micro-quake Cluster On June 10–12, 14 “micro-earthquakes” occurred in an area that had previously shown little sign of seismic activity. The largest of the quakes was magnitude 2.8, which was below the threshold to be felt. However,

198 because of the proximity of the quakes to Little Grass Valley, Sly Creek and Lost Creek dams, staff alerted DSOD and FERC of the activity.

FINANCE DIVISION MANAGER’S REPORT The Board reviewed a written report from Steve Wong, Finance Division Manager, including financial statements for the year ending May 2015.

South Feather Relicensing Consulting Services No invoices have been submitted this month by HDR for relicensing consulting services. Total payments to HDR for these services through May 2, 2015 amount to $5,137,380. The budget balance remaining under this agreement is $12,265.

Policy #470, Investments As is done annually, the Agency’s policy for investments was presented for review by directors. Mr. Wong recommended no changes to the policy, and reminded the board that a report of the Agency’s cash and investments is included at the end of the financial report provided each month. Also with this annual review, delegation of investment authority is vested with the Agency’s Finance Division Manager.

Directors reviewed a chart with a breakdown of the Agency’s cash and investments.

MRTP Electrical Costs Each Spring PG&E formally performs an analysis of power used by MRTP compared with the power generated by the Solar Photovoltaic system. The analysis is then used to bill the Agency for the net cost for the power used by MRTP less the solar power generated at the plant. In recent years, the net charge to the Agency has varied from $8,400 per year to over $42,700 in 2014. The True-Up billing for 2015 is $33,176. Prior to installation of the Solar Photovoltaic system (2003), the electricity costs at MRTP exceeded $150,000 per year.

2015 Supplemental Appropriation/Budget Modification #8 The MRTP solar array wiring was damaged by lightning on June 11. 2015 Supplemental Appropriation #8 in the amount of $35,000 has been prepared to fund the repair work. Insurance proceeds may offset these costs.

GENERAL MANAGER'S REPORT The Board reviewed a written report from Michael Glaze, General Manager.

Water Resources Engineer Recruitment After a panel interview with the three candidate finalists, Kyle Morgado has been offered and has accepted the position of Water Resources Engineer. He will begin work on July 13, 2015.

Kyle is excited about the opportunity to work for the Agency because it gives him the ability to broaden his experience and, as a long-time resident of Oroville, he said he considers this job “an opportunity of a lifetime.” He is a registered professional civil engineer with an undergraduate degree in civil engineering and a Master of Science in civil engineering/hydrology (interdisciplinary degree). He has been working as a water resources engineer with DWR for the past five years.

199 Oroville Economic Alliance Merlot Marketing’s efforts continue to produce results. In addition to Oroville’s listing in fDi Magazine last month and an interview and live broadcast from Sly Creek Reservoir on CNBC, Mr. Glaze also had the opportunity to do a live interview with CNBC’s Jane Wells last week while she was hosting the “John and Ken” radio show on LA’s KFI radio. Between 1 and 1.2 million listeners were tuned in for the ten minutes discussion on why Oroville is California’s business oasis even during the ongoing drought.

Responding to Mr. Hickman’s Allegations Mr. Glaze stated that allegations made by Mr. Hickman during the previous four board meetings warrant a response. He said that responding in a thoughtful and meaningful way during the meetings is nearly impossible because of Mr. Hickman’s rapid-fire style of speech, and because of the adversarial atmosphere that is manifested when he is challenged. Mr. Glaze quoted seven allegations made by Mr. Hickman’s and then provided a written response.

DIRECTORS REPORTS Mr. Hickman stated that he wanted his written objection to the May 26 minutes included in the minutes of this meeting under Approval of Minutes or under his director’s report. Mr. Glaze agreed that it would be good for the minutes to include his statement so it would be understood what was rejected when his motion to amend the minutes failed to get a second.

Mr. Hickman complained again about the time of board meetings and alleged that the current afternoon meeting time violates the “open and accessible” requirement of the Brown Act. Mr. Cooper responded that there is no legal requirement for when board meetings are held – meeting times are set by resolution, and can be changed by resolution. He stated that the Brown act has no “convenience” requirement. Steve Onken stated that the meetings of the Lake Oroville Area Public Utility District board of directors are also at 2:00 p.m. Claudia Knaus stated that she prefers the meeting time as it presently is. None of the other directors had any interest in changing the meeting time.

Mr. Hickman recounted that he had previously provided copies of a letter written by an attorney to the Thermalito Water and Sewer District opining that its discussions of water transfers in closed session were in violation of the Brown Act. He said that he had requested an analysis of the letter from legal counsel. Mr. Glaze stated that Mr. Hickman had not requested an analysis of the letter. Mr. Cooper said that he hadn’t analyzed the letter, but that he was ready with an opinion: he did not know what the circumstances were behind the letter Mr. Hickman referred to, but he could affirm that the water-transfer discussions in closed session by the Agency’s board are and have been legal and in compliance with the Brown Act. Mr. Hickman reiterated his opposition to discussing water transfers in closed session.

Mr. Moreland discussed actions by the Supplemental Benefit Fund Committee regarding DWR’s Oroville FERC relicensing process, the availability of a Sheriff’s inmate work program, and a fishing tournament he participated in for handicapped children.

John Starr expressed appreciation for Little Grass Valley Reservoir being higher than last year at this time.

FUNDING EMPLOYEE HEALTH AND RETIREMENT BENEFITS All directors were in agreement that discussions about funding OPEB liability should be a part of the next annual budget planning process.

200 MUTUAL CONFIDENTIALITY AGREEMENT – BROOKFIELD RENEWABLE POWER Last April, Mr. Glaze reported on a possible future power generation opportunity with Brookfield Renewable Power, Inc. and a meeting he and Mrs. Zancanella had with Brookfield representatives and Rick Jones of HDR Engineering. The purpose of the meeting was to explore opportunities for collaboration in building new hydro facilities and/or selling power to Brookfield after the power-purchase contract with PG&E expires. The outcome of the meeting was that there was interest in continuing the discussion.

To facilitate future discussion and a possible proposal, Brookfield needs information about SFWPA’s facilities. Information about the Agency’s critical infrastructure needs to be protected, as does Brookfield’s proprietary information that would be included in a proposal. Directors reviewed a proposed non-disclosure (“mutual confidentiality”) agreement.

M/S/C (Moreland/Starr) approving the Mutual Confidentiality Agreement with Brookfield Renewable Power, Inc.

ABANDONMENT OF EASEMENT – APN 079-090-048 Directors reviewed a written request from Val Meyer, representing the Meyer Family Living Trust, for South Feather to abandon its interest in the now-abandoned raw-water distribution system for which easements were reserved across parcels now owned by the Trust.

Mr. Glaze affirmed that granting the request will not impair the Agency’s present or future operations.

M/S/C (Lodigiani/Moreland) adopting Resolution 15-6-1 to quitclaim the Agency's rights, title, and interest in any facilities and easements across property owned by the Meyer Family Living Trust.

APPROPRIATIONS LIMIT FOR FY 2015 Mr. Wong reported that the Agency’s 2015 Appropriations Limit has been calculated at $946,777. Proceeds from property taxes for the Agency in 2015 are estimated to be $510,000. If the proceeds from taxes exceeded the Appropriations Limit, the excess, subject to a carry-over calculation, would have to be returned to the taxpayers. This is not the case for 2015.

Mr. Wong affirmed that the required public review period for the proposed FY 2015 appropriations limit was accommodated.

M/S/C (Moreland/Starr) adopting Resolution 15-06-02, Establishing the Appropriation Limit at $946,777 for Fiscal Year 2015 Pursuant to Article XIIIB of the California Constitution.

INDEPENDENT AUDITORS FOR 2015 - 2017 Richardson & Company, LLP, has audited the Agency’s financial statements for the last three years, with its final audit under the present contract having been presented to the board last month.

Mr. Wong characterized the working relationship between Richardson & Company and Agency staff as professional, fair and mutually beneficial for both parties. Communications before, during and after the audit field work have all been positive. The adjustments and recommendations have been reasonable and worthy of consideration by Agency staff. Richardson & Company staff have assisted and been available to SFWPA when various accounting questions have come up during this past contract period.

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Following last month’s acceptance of the audit and financial statements, Richardson & Company was invited by Mr. Wong to submit a proposal to provide independent auditing services for the next three years. Directors reviewed the proposal that was subsequently received. The proposed cost for the next three years includes a 2% annual increase each year based on the cost for this year’s services.

Mr. Hickman objected to back-to-back contracts with the same auditing firm.

M/S/C (Lodigiani/Moreland) accepting the audit proposal from Richardson & Company, LLP, and authorizing them to perform the Agency’s annual independent audit for the years ending December 31, 2015 through 2017, in accordance with their proposal dated May 27, 2015.

CLOSED SESSION (convened at 3:20 p.m.) – Conference with Real Property Negotiators: Property – Water; Agency Negotiators – Michael Glaze and Minasian Law Firm; Negotiating Party – SFWPA and buyer(s) located south of the Delta; Under Negotiations – terms and conditions of a potential water transfer. Conference with Legal Counsel: Anticipated Litigation (Government Code §54956.9), one potential case. Conference with Legal Counsel: Existing Litigation (Government Code §54956.9a) – SFWPA’s (et al) claim submitted to the Commission on State Mandates challenging 2009 water conservation legislation (S.B. x7-7) as an unfunded state mandate.

OPEN SESSION (reconvened at 3:40 p.m.) – President Edwards announced that legal counsel and real property negotiators were given direction during the closed session.

ADJOURNMENT (3:40 p.m.)

Michael C. Glaze, Secretary James Edwards, President

202 SOUTH FEATHER WATER & POWER AGENCY

TO: Board of Directors

FROM: Steve Wong, Finance Division Manager

DATE: July 10, 2015

RE: Approval of Warrants and Checks Agenda Item for 7/28/15 Board of Directors Meeting

June, 2015 General Fund and Joint Facilities Operating Fund expenditures are summarized as follows:

Checks: 45851 to 46094 , $ 542,460.35

Payroll Expenses: $ 428,967.77

TOTAL EXPENDITURES FOR JUNE, 2015: $ 971,428.12

June, 2015 Power Division (“PG&E Legacy Projects”) expenditures are summarized as follows:

Checks: 66926 to 66943 , $ 978,714.39

TOTAL POWER DIVISION EXPENDITURES FOR JUNE 2015: $ 978,714.39

At June 30, 2015, the authorized balance available was $1,006,921.32.

Action to approve all expenditures:

“I move approval of the total General Fund and Joint Facilities Operating Fund expenditures for the month of June 2015 in the amount of $971,428.12; approval of Power Division expenditures for the month of June 2015 in the amount of $978,714.39 and authorize the transfer of $2,600,000.00 from the General Fund to the TCB Accounts Payable and Payroll Fund for the payment of regular operating expenses.” South Feather Water and Power Agency Checks Paid, June, 2015

Date Check # Vendor Name Account Description Amount 06/01/2015 45851 Advanced Document Concepts 01-53-53380 MRTP printer/copier maintenance $ 55.77 06/01/2015 45852 AT&T 01-50-50251 5/19-6/18/15 local calls statement $ 578.29 06/01/2015 45853 AT&T 01-50-50251 5/7-6/6/15 circuit billing $ 270.44 06/01/2015 45854 Bank of America - Bank Card 01-50-50256 Business meeting expenses, Pre-employment physical $ 599.21 06/01/2015 45855 Basic Laboratory 01-53-53201 NPDES monthly metals & hardness testing $ 146.00 06/01/2015 45856 Better Deal Exchange 01-53-53260 PVC pipe, valve boxes, adapters, cleaning supplies $ 385.14 06/01/2015 45857 C. Overaa & Co. 01-00-11204 MRTP Improvement project, expenses thru 4/30/15 $ 13,989.00 06/01/2015 45858 Comsco Inc. 01-56-56100 Paper products $ 94.84 06/01/2015 45859 Consolidated Electrical Distributors, Inc. 01-53-53260 Clamps, slotted struts $ 73.03 06/01/2015 45860 FedEX 01-53-53114 Priority shipping McMaster Carr $ 87.61 06/01/2015 45861 Tyler Fuller 01-54-54295 Work pants reimbursement $ 113.76 06/01/2015 45862 Home Depot Credit Service 01-56-56370 Shovel, tarps, fertilizer, wasp killer $ 71.07 06/01/2015 45863 Jackson's Glass 01-54-54270 Glass buffing compound, wheel $ 102.98 06/01/2015 45864 Normac Inc. 01-53-53260 Piping for backwash recycling job $ 890.59 06/01/2015 45865 Northern Safety Co. 07-62-62102 Flame resistant arc flash hood, hard hat, gloves, face shields $ 607.45 06/01/2015 45866 Oro Dam Auto Center 01-56-56150 Oil change, T-308 $ 41.79 06/01/2015 45867 Oroville Ford 01-56-56150 Air and oil filters, oil $ 122.75 06/01/2015 45868 PR Diamond Products Inc. 01-54-54270 Multi purpose blade $ 341.00 06/01/2015 45869 R&B Company 01-00-22300 Hydrant break off spool, grip ring kit $ 430.00 06/01/2015 45870 Richardson & Company 01-50-50216 Independent auditing services, 2014 annual report $ 4,925.00 06/01/2015 45871 Tehama Tire Service, Inc. 01-56-56150 Backhoe tires, new tires, flat tire repair $ 3,544.14 06/01/2015 45872 U.S. Postal Service 01-55-55114 Stamped envelopes $ 2,967.15 06/01/2015 45873 Dennis Vincelet 01-54-54295 Work jeans reimbursement $ 71.79 06/01/2015 45874 Vista Net, Inc. 01-58-58100 Microsoft windows servier $ 901.93 06/01/2015 45875 All Road Communications 07-65-65251 Apr 2015 satellite phone service, Sly Ck campgrounds $ 65.93 06/01/2015 45876 Bank of America - Bank Card 07-63-63270 Gas lens kit, NID tour lunch, radio chest harness $ 716.25 06/01/2015 45877 Consolidated Electrical Distributors, Inc. 07-63-63100 Light bulbs, pulling lubricant $ 462.53 06/01/2015 45878 McMaster Carr Supply Co. 07-63-63100 Wedges, tubing, power bit, screwdrivers $ 261.01 06/01/2015 45879 Oroville Ford 07-66-66150 Gas cap, Bolt $ 40.14 06/01/2015 45880 Riebes Auto Parts 07-66-66150 Brake pads, shop manual $ 185.93 06/01/2015 45881 Staples Credit Plan 07-65-65106 Office suuplies $ 21.44 06/01/2015 45882 Tehama Tire Service, Inc. 07-66-66150 New tires for T-101 and T-108 $ 1,832.98 06/01/2015 45883 Wal-Mart Community 07-66-66100 Cleaning supplies, office supplies, garbage bags $ 226.65 06/05/2015 45884 A D P, Inc. 01-50-50201 Payroll processing, PE 5/9/15 $ 435.96 06/05/2015 45885 C A S H 01-50-50255 Safety bucks $ 250.00 06/05/2015 45886 CalPERS 01-50-50413 PE 5/23/15 retirement contributions $ 50,705.25 06/05/2015 45887 CalPERS 457 Plan 01-00-22908 PE 5/23/15 employee 457 contributions $ 642.00 06/05/2015 45888 Lincoln Financial Group 01-00-22908 PE 5/23/15 employee 457 contributions $ 2,414.50 06/05/2015 45889 MassMutual Financial Group 01-00-22908 PE 5/23/15 employee 457 contributions $ 100.00 06/05/2015 45890 Moonlight Business Process Outsourcing 01-50-50201 UB statement processing 5/15 cycles 3-4, June stmt insert $ 1,903.91 06/05/2015 45891 Nationwide Retirement 01-00-22908 PE 5/23/15 employee 457 contributions $ 270.76 06/05/2015 45892 Vantage Transfer Agents - 303705 01-00-22908 PE 5/23/15 employee 457 contributions $ 1,573.50 06/05/2015 45894 Accela, Inc. #774375 01-58-58360 Springbrook software maintenance, 7/1/15-6/30/16 $ 17,251.53 06/05/2015 45895 Advanced Document Concepts 01-50-50380 Admin offices copier/printer maintenance $ 108.58 06/05/2015 45896 AT&T Mobility 01-58-58251 Cell phone service $ 570.19 06/05/2015 45897 Better Deal Exchange 01-53-53260 Drill bits, bushings, cable, connectors PVC pipe couplings $ 225.03 06/05/2015 45898 BioVir Laboratories, Inc. 01-53-53201 MRTP testing $ 389.21 06/05/2015 45899 Chadbourne Office Supply 01-50-50106 Storage boxes, laser toner cartridges, office supplies $ 1,063.94 06/05/2015 45900 Chemtrade Chemicals US LLC 01-53-53102 MRTP supplies $ 5,442.62 06/05/2015 45901 Matthew Colwell 01-53-53350 WTP tour expense $ 42.97 06/05/2015 45902 Dawn Cook 01-56-56394 May 2015 health benefit reimbursement $ 39.00 06/05/2015 45903 Del-Mar Equipment Rentals 01-54-54104 Diamond blade $ 96.70 06/05/2015 45904 Dish Network 01-50-50251 Satellite service $ 83.68 06/05/2015 45905 Shawn Hayse 07-65-65394 May 2015 health benefit reimbursement $ 40.00 06/05/2015 45906 Home Depot Credit Service 01-56-56370 Blade set, quick set epoxy, tape $ 80.47 06/05/2015 45907 Hust Brothers Inc. 01-56-56150 Taper bearing cones $ 29.24 06/05/2015 45908 Industrial Power Products-Oroville 01-56-56150 Weedeater heads $ 184.38 06/05/2015 45909 K-Gas, Inc. 01-56-56160 Propane $ 9.46 06/05/2015 45910 Knife River Construction 01-54-54104 Pea gravel $ 1,391.46 06/05/2015 45911 McMaster Carr Supply Co. 01-53-53260 Self-priming pump $ 1,323.65 06/05/2015 45912 Cory Nevers 01-54-54394 May 2015 health benefit reimbursement $ 40.00 06/05/2015 45913 Normac Inc. 01-53-53260 Busings, nipples $ 17.29

Page 1 of 6 South Feather Water and Power Agency Checks Paid, June, 2015

Date Check # Vendor Name Account Description Amount 06/05/2015 45914 Occupational Safety 01-52-52201 Respirator medical clearance exams $ 2,463.75 06/05/2015 45915 Charles Olsgard 01-55-55394 May 2015 health benefit reimbursement $ 40.00 06/05/2015 45916 Oroville Ford 01-56-56150 Wheel & axle seals, wheel bearings, brake pads $ 627.41 06/05/2015 45917 Paramex Screening Services 01-52-52201 On-site random testing fee $ 352.90 06/05/2015 45918 Power Services, Inc. 01-00-11168 Vibration analysis, raw water pump #3 $ 250.00 06/05/2015 45919 Recology Butte Colusa Counties 01-56-56250 May 2015 garbage service $ 646.38 06/05/2015 45920 Rexel 01-00-11170 Micrologix and SLC communication adapter $ 2,515.72 06/05/2015 45921 Riebes Auto Parts 01-56-56150 Diesel exhaust fluid, battery terminals, fuel injection cleaner $ 82.32 06/05/2015 45922 John Shipman 01-53-53370 MRTP trees $ 102.13 06/05/2015 45923 Sierra Chemical Co. 01-53-53102 MRTP supplies $ 1,795.61 06/05/2015 45924 Vista Net, Inc. 01-58-58360 EMC hardware support, internet & spam logic filtering $ 4,095.79 06/05/2015 45925 Wal-Mart Community 01-56-56370 Batteries, dryer sheets $ 45.85 06/05/2015 45926 William Wong 01-50-50394 May 2015 health benefit reimbursement $ 40.00 06/05/2015 45927 Better Deal Exchange 07-63-63100 Air filters $ 232.20 06/05/2015 45928 Dish Network 07-60-60201 Satellite service 6/8-7/7/15 $ 41.00 06/05/2015 45929 Eagle Security 07-66-66150 Alarm monitoring, 6/1/15-8/31/15 $ 306.00 06/05/2015 45930 HDR Engineering 07-00-11204 Engineerins services, KPH TSV $ 403.44 06/05/2015 45931 Hust Brothers Inc. 07-66-66150 Ball mount $ 15.80 06/05/2015 45932 Interstate Battery System of Sacramento 07-64-64100 Deep cycle battery $ 105.30 06/05/2015 45933 J. Powers Recruiting, Inc. 07-60-60201 Water Resources Engineer recruiting, 2nd payment $ 7,973.00 06/05/2015 45934 Void Void $ - 06/05/2015 45935 McMaster Carr Supply Co. 07-63-63270 Die cutting board $ 116.18 06/05/2015 45936 Mt. Shasta Spring Water 07-63-63100 Bottled water $ 126.10 06/05/2015 45937 Oroville Cable & Equipment Co. 07-63-63100 Nitrogen, safety vests $ 169.50 06/05/2015 45938 Oroville Safe & Lock 07-66-66100 Padlocks $ 148.35 06/05/2015 45939 Ramos Oil Co., Inc. 07-66-66160 Gas and diesel $ 5,030.32 06/05/2015 45940 Recology Butte Colusa Counties 07-66-66250 May 2015 garbage service $ 173.76 06/05/2015 45941 Riebes Auto Parts 07-64-64100 Tubes gear grease, turn rotors for T#116 $ 235.01 06/05/2015 45942 Staples Credit Plan 07-65-65100 Laminating ledger, ink pens $ 14.82 06/05/2015 45943 Tehama Tire Service, Inc. 07-66-66150 Tires for T#112 $ 373.69 06/05/2015 45944 Wal-Mart Community 07-63-63100 Wasp spray, bottled water $ 98.74 06/09/2015 980601 Cal PERS 01-50-50400 June 2015 employee health insurance $ 122,179.99 06/12/2015 45945 A D P, Inc. 01-50-50201 Payroll processing, PE 5/23/15 $ 536.97 06/12/2015 45946 ACWA-JPIA 01-50-50400 June 2015 employee vision & dental insurance $ 8,910.40 06/12/2015 45947 AFLAC 01-00-22915 Employee suppl disab/life ins, 5/29 & 6/12/15 payroll $ 880.62 06/12/2015 45948 IBEW #1245 01-00-25207 June 2015 member dues $ 8,196.84 06/12/2015 45949 Moonlight Business Process Outsourcing 01-50-50114 UB statement processing, 5/15 cycles 5-10 $ 1,422.53 06/12/2015 45950 Reliance Standard Life 01-50-50402 June 2015 life insurance $ 1,001.82 06/12/2015 45951 Standard Insurance 01-50-50403 June 2015 employee disability insurance $ 3,101.36 06/12/2015 45952 All Road Communications 07-65-65251 May 2015 satellite phone service, Sly Ck campgrounds $ 65.93 06/12/2015 45953 Chadbourne Office Supply 07-60-60106 Date stamp $ 38.12 06/12/2015 45954 Consolidated Electrical Distributors, Inc. 07-63-63100 Indicator bulbs, florescent light bulbs $ 234.69 06/12/2015 45955 Employee Relations 07-65-65201 Pre-employment checks $ 61.85 06/12/2015 45956 Home Depot Credit Service 07-68-68260 Metal pipe, anchors, vent, duct sealant $ 41.68 06/12/2015 45957 Huntington's Sportsman 07-63-63102 Safety toed boots-Malacky $ 133.28 06/12/2015 45958 Industrial Power Products-Oroville 07-66-66260 Parts to repair weedeaters $ 300.84 06/12/2015 45959 McMaster Carr Supply Co. 07-63-63100 Steel wire rope clips, fittings, wrenches, grease gun couplers $ 654.76 06/12/2015 45960 NorthStar Engineering 07-64-64201 Dam monitoring $ 9,297.50 06/12/2015 45961 Oroville Cable & Equipment Co. 07-66-66171 Tank rent, work gloves $ 407.42 06/12/2015 45962 Oroville Safe & Lock 07-66-66100 Padlocks $ 103.14 06/12/2015 45963 P G & E - Sacramento 07-63-63501 June 2015 Gen Interconnection $ 7,010.37 06/12/2015 45964 Recology Yuba-Sutter 07-65-65250 June 2015 garbage service for campgrounds $ 830.44 06/12/2015 45965 Riebes Auto Parts 07-66-66150 Oil & air filters, bulbs, grease, upholstry cleaner $ 254.60 06/12/2015 45966 Schaaf & Wheeler Consulting 07-67-67201 Break analyses/inundation mapping $ 29,360.00 06/12/2015 45967 Tyndale Company, Inc. 07-63-63100 Flame resistant clothers $ 284.07 06/12/2015 45968 Accela, Inc. #774375 01-55-55201 May 2015 web payments $ 962.00 06/12/2015 45969 All Metals Pipe & Supply 01-53-53260 Pipe supplies $ 224.75 06/12/2015 45970 AT&T Long Distance 01-50-50251 4/25-5/24/15 long distance service $ 2,332.89 06/12/2015 45971 California Rural Water Assoc. 01-54-54224 Jul 2015-Jul 2016 membership dues $ 1,091.00 06/12/2015 45972 Leroy Christophersen 01-58-58394 May 2015 health benefit reimbursement $ 40.00 06/12/2015 45973 Copy Center 01-53-53201 Shipping charges $ 94.38 06/12/2015 45974 Frank M. Costa 07-65-65394 May 2015 health benefit reimbursement $ 25.00

Page 2 of 6 South Feather Water and Power Agency Checks Paid, June, 2015

Date Check # Vendor Name Account Description Amount 06/12/2015 45975 Eagle Security 01-53-53201 Alarm monitoring report and fire testing $ 579.51 06/12/2015 45976 Wilbur Higgins 07-63-63394 May 2015 health benefit reimbursement $ 40.00 06/12/2015 45977 Home Depot Credit Service 01-53-53260 Lawn & sprinkler supplies $ 225.19 06/12/2015 45978 Knife River Construction 01-54-54104 Asphalt $ 1,425.04 06/12/2015 45979 Merlot Marketing, Inc. 01-50-50201 Stockholm meeting itinerary $ 397.50 06/12/2015 45980 Minasian, Meith, Soares 01-50-50208 May 2015 professional services $ 11,429.58 06/12/2015 45981 Northern Safety Co. 01-52-52102 Ear muffs, hand towels, safety glasses $ 137.22 06/12/2015 45982 Oroville Cable & Equipment Co. 01-56-56150 Hydraulic caps & plugs, inspection books, lever loan binders $ 170.58 06/12/2015 45983 P G & E - Oroville 01-53-53250 4/27-5/26/15 service $ 38,817.10 06/12/2015 45984 R&B Company 01-00-22300 Grip ring kits mj 90 $ 439.40 06/12/2015 45985 Ramos Environmental Services 01-52-52201 Waste oil and antifreeze pickup $ 65.00 06/12/2015 45986 Ramos Oil Co., Inc. 01-56-56160 May, 2015 fuel deliveries $ 9,014.13 06/12/2015 45987 Cheri Richter 01-50-50408 Tuition fees, course materials $ 1,320.00 06/12/2015 45988 Marcus Teer 07-63-63394 May 2015 health benefit reimbursement $ 25.00 06/12/2015 45989 USC Foundation 01-54-54224 USC cross connection membership 7/1/15-6/30/16 $ 120.00 06/12/2015 45990 Kathryn Zancanella 07-67-67350 WECC meeting, Portland expense reimbursement $ 883.08 06/19/2015 45991 Advanced Document Concepts 07-60-60380 May 2015 copier/printer maintenance $ 94.75 06/19/2015 45992 AT&T 07-60-60251 KPH fiber connection, 6/5-7/4/15 $ 1,614.84 06/19/2015 45993 Better Deal Exchange 07-65-65100 Mouse/rat traps $ 12.96 06/19/2015 45994 Home Depot Credit Service 07-63-63260 Paint, wet/dry vac, extension poles $ 480.09 06/19/2015 45995 Industrial Power Products-Oroville 07-66-66270 FS130 Brush Cutter $ 467.57 06/19/2015 45996 Kelly Ridge Heating A/C 07-63-63201 KPH air conditioner repair $ 240.00 06/19/2015 45997 McMaster Carr Supply Co. 07-63-63270 Cone-mount bearing heater, misc hardware supplies $ 1,166.49 06/19/2015 45998 Northern Calif. Gloves 07-62-62102 Gloves $ 97.75 06/19/2015 45999 Oroville Cable & Equipment Co. 07-66-66100 Argon $ 127.53 06/19/2015 46000 P G & E - Oroville 07-63-63250 4/4-5/28/15 service $ 12,080.29 06/19/2015 46001 Ramos Oil Co., Inc. 07-66-66150 Diesel exhaust fluid $ 19.05 06/19/2015 46002 Riebes Auto Parts 07-66-66150 Distributor, hand cleaner $ 174.40 06/19/2015 46003 Talley Communications 07-68-68100 Compression style cable types, adapter $ 499.37 06/19/2015 46004 Thresher Heating and A/C 07-66-66201 AC repair at PD Forestown HQ $ 444.00 06/19/2015 46005 Wal-Mart Community 07-63-63100 Office supplies, bottled water $ 43.47 06/19/2015 46006 Western Renewable Energy Generation Inf. Sys. 07-63-63201 SREGIS for June 2015 $ 104.65 06/19/2015 46007 Access Information Management 01-50-50201 May 2015 shredding service $ 81.46 06/19/2015 46008 All Metals Pipe & Supply 01-54-54104 Nuts and bolts $ 20.45 06/19/2015 46009 AT&T 01-53-53251 6/5-7/4/15 circuit billing $ 426.16 06/19/2015 46010 AT&T Long Distance 01-53-53251 4/30-6/2/15 long distance service $ 19.33 06/19/2015 46011 Automated Network Controls 01-00-11170 Professional services, MRTP $ 1,258.42 06/19/2015 46012 Basic Laboratory 01-53-53201 Monthly MRTP testing $ 316.00 06/19/2015 46013 Better Deal Exchange 01-54-54104 Evaporative cooler pad, downspout adapter, cord $ 94.43 06/19/2015 46014 Borges & Mahoney Company 01-53-53201 Training on how to rebuild equipment $ 1,233.50 06/19/2015 46015 D's Great American Pump Co. 01-53-53260 Sta Rite 2 1/2 HP pump for BTP raw siction side $ 1,126.60 06/19/2015 46016 Donut Tree 01-50-50219 Annual tour breakfast supplies $ 60.00 06/19/2015 46017 E & M Machinery, Inc. 01-00-11170 InTouch panel PC $ 1,992.74 06/19/2015 46018 Franklin Construction 01-54-54264 Concrete mix, aggregate base $ 892.74 06/19/2015 46019 Gemini Group 01-50-50201 Consumer Confidence Report, 2014 $ 2,553.00 06/19/2015 46020 Hach Co. 01-53-53260 MRTP supplies $ 1,097.99 06/19/2015 46021 Home Depot Credit Service 01-54-54104 Lumber, batteries, fertilizer cleaning supplies, soil $ 394.23 06/19/2015 46022 Hust Brothers Inc. 01-56-56150 Air filters $ 19.52 06/19/2015 46023 Dorinda Matney 07-63-63102 Work boots reimbursement, Matney $ 190.07 06/19/2015 46024 NALCO Chemical 01-53-53102 CAT-floc coagulant $ 3,288.04 06/19/2015 46025 National Meter & Automation, Inc. 01-00-22300 Turbo meter, flange kit, meter chamber $ 1,611.47 06/19/2015 46026 Oogolow 01-50-50219 Quiche breakfast for annual tour $ 100.00 06/19/2015 46027 Oroville Ford 01-56-56150 Brake pads $ 69.84 06/19/2015 46028 Printed Image 01-50-50100 Employee shirts for tour $ 1,327.41 06/19/2015 46029 Riebes Auto Parts 01-56-56150 Shocks, WD-40, adapters, spray adhesive $ 204.70 06/19/2015 46030 SC-OR 01-53-53201 MRTP Lab analysis, bottled water $ 52.98 06/19/2015 46031 Staples Credit Plan 01-00-14404 Employee computer purchase, PLC backup for MRTP tank $ 497.64 06/19/2015 46032 Michael Stark 01-54-54394 May 2015 health benefit reimbursement $ 40.00 06/19/2015 46033 David Thornton 01-55-55102 D2 certification renewal reimbursement $ 80.00 06/19/2015 46034 Tractor Supply Credit Plan 01-56-56150 Trailer hitch and ball $ 26.86 06/19/2015 46035 U S A Blue Book 01-53-53260 Gloves, MRTP supplies $ 276.09 06/19/2015 46036 U.S. Bank 01-50-50106 Replacement cell phone, travel to ESRI Users conf $ 951.88

Page 3 of 6 South Feather Water and Power Agency Checks Paid, June, 2015

Date Check # Vendor Name Account Description Amount 06/19/2015 46037 Wagner & Bonsignore 01-50-50201 Professional services through 5/31/15 $ 411.25 06/19/2015 46038 Wal-Mart Community 01-53-53260 Office supplies, cleaning supplies $ 122.02 06/19/2015 46039 A D P, Inc. 01-50-50201 Payroll processing - PE 6/6/15 $ 502.71 06/19/2015 46040 CalPERS 01-50-50413 PE 6/6/15 retirement contributions $ 50,742.49 06/19/2015 46041 CalPERS 457 Plan 01-00-22908 PE 6/6/15 employee 457 contributions $ 642.00 06/19/2015 46042 Lincoln Financial Group 01-00-22908 PE 6/6/15 employee 457 contributions $ 2,411.55 06/19/2015 46043 MassMutual Financial Group 01-00-22908 PE 6/6/15 employee 457 contributions $ 100.00 06/19/2015 46044 Moonlight Business Process Outsourcing 01-50-50201 UB statement proc, drought contingencies letter $ 7,883.34 06/19/2015 46045 Nationwide Retirement 01-00-22908 PE 6/6/15 employee 457 contributions $ 334.87 06/19/2015 46046 Vantage Transfer Agents - 303705 01-00-22908 PE 6/6/15 employee 457 contributions $ 1,573.50 06/26/2015 46047 CP Funding 01-00-22200 UB refund $ 11.59 06/26/2015 46048 Ita Abbott 01-00-22200 UB refund $ 15.42 06/26/2015 46049 Frank Edwards 01-00-22200 UB refund $ 63.84 06/26/2015 46050 Embree Group 01-00-22200 UB refund $ 910.00 06/26/2015 46051 Troy & Ashley Hemstalk 01-00-22200 UB refund $ 42.81 06/26/2015 46052 James Moore Jr 01-00-22200 UB refund $ 17.96 06/26/2015 46053 NorCal Redevelopment Corp. 01-00-22200 UB refund $ 24.09 06/26/2015 46054 Wayne Teague II 01-00-22200 UB refund $ 50.00 06/26/2015 46055 The Kite Group Inc. 01-00-22200 UB refund $ 26.08 06/26/2015 46056 Accela, Inc. #774375 01-55-55201 May 2015 website payments $ 39.00 06/26/2015 46057 All Metals Pipe & Supply 01-54-54104 Pipe, steel sheet, vise grip $ 156.84 06/26/2015 46058 AT&T 01-50-50251 6/10-7/9/15 local calls statement $ 1,846.45 06/26/2015 46059 AT&T 01-50-50251 6/7-7/6/15 circuit billing $ 271.24 06/26/2015 46060 Bank of America - Bank Card 07-60-60350 WRE recruitment, business meeting expenses $ 444.12 06/26/2015 46061 Better Deal Exchange 01-54-54104 PVC pipe, galv elbows, threaded seal tape, gate valves $ 307.21 06/26/2015 46062 Cox Glass Co 01-56-56150 Windshield repairs $ 50.00 06/26/2015 46063 Franklin Construction 01-54-54264 Aggregate base $ 1,379.04 06/26/2015 46064 Home Depot Credit Service 01-54-54104 Concrete mix, lumber, paper products $ 218.74 06/26/2015 46065 Northern Calif. Gloves 01-54-54295 Hip boots $ 385.13 06/26/2015 46066 Northern Safety Co. 07-62-62102 Arc flash hard hat, replacement drink mix, ear plugs $ 441.73 06/26/2015 46067 O'Reilly Auto Parts 01-56-56150 Steering wheel covers, accessory plug $ 36.09 06/26/2015 46068 Oroville Ford 01-56-56150 Driver's side mirror $ 160.61 06/26/2015 46069 Oroville, City of 01-00-22907 May 2015 city utility tax $ 1,378.13 06/26/2015 46070 Petty Cash Reimbursement 01-50-50501 Water rights documentation, envelopes, training supplies $ 67.40 06/26/2015 46071 Riebes Auto Parts 01-56-56150 Bearings, seals $ 68.55 06/26/2015 46072 Staples Credit Plan 01-58-58100 LaserJet color printer, presentation mouse $ 417.08 06/26/2015 46073 T & T Supplies 01-56-56150 Bearing separator, connectors $ 159.66 06/26/2015 46074 The Mad Batter Cake Co. 01-50-50219 Breakfast goods for annual tour $ 124.00 06/26/2015 46075 Tractor Supply Credit Plan 01-56-56150 Battery chargers, duct tape, hardware, Work pants-Martinez $ 130.52 06/26/2015 46076 Wal-Mart Community 01-56-56100 Paper products, cleaning supplies $ 75.70 06/26/2015 46077 Kathryn Zancanella 01-50-50219 Annual tour supplies $ 151.19 06/26/2015 46078 AT&T 07-66-66251 Local calls service 6/10-7/9/15 $ 1,563.92 06/26/2015 46079 AT&T 07-60-60251 6/10-7/9/15 circuits service $ 270.83 06/26/2015 46080 Bank of America - Bank Card 07-60-60408 HydroVision conference airfare $ 251.04 06/26/2015 46081 Better Deal Exchange 07-63-63100 Hole saw attachments, dies, level, arbot, pins $ 88.82 06/26/2015 46082 Big Valley Divers 07-64-64201 Diving services, WPH intake grizzly $ 4,626.25 06/26/2015 46083 CA Surveying & Drafting Supply 07-60-60106 Paper and designjet ink cartridge $ 365.37 06/26/2015 46084 Consolidated Electrical Distributors, Inc. 07-63-63100 Indication lights, fuses $ 3,000.49 06/26/2015 46085 CYGNET ENTERPRISES WEST, INC. 07-64-64260 Aquatic herbicide $ 2,817.30 06/26/2015 46086 K-Gas, Inc. 01-50-50219 Propane for company tour $ 17.31 06/26/2015 46087 Northern Calif. Gloves 07-64-64102 Hip boots, Teer $ 135.61 06/26/2015 46088 PBM Supply & Mfg., Inc. 07-66-66100 25C aluminum HBS $ 183.14 06/26/2015 46089 Petty Cash Reimbursement 07-60-60114 Postage, plasticware, meeting supplies, coil contactor $ 190.44 06/26/2015 46090 Ray's General Hardware 01-50-50219 Garbage cans, paint, wrench, supply line, fly strips $ 115.29 06/26/2015 46091 Riebes Auto Parts 07-66-66150 Radiator & hoses $ 226.35 06/26/2015 46092 Tyndale Company, Inc. 07-63-63100 Flame resistant bib overall $ 163.45 06/26/2015 46093 Wal-Mart Community 01-50-50219 Bottled water $ 51.80 06/29/2015 46094 Matco Tools 07-66-66270 Engine scanner (replaces 6/5/15 ck #45934) $ 490.72

Total June, 2015 checks $ 542,460.35

Page 4 of 6 SOUTH FEATHER WATER AND POWER AGENCY PAYROLL JUNE 2015

PAYROLL STATE & FED TAXES $ 150,849.34

PAYROLL NET $ 278,118.43

TOTAL JUNE, 2015 $ 428,967.77

Page 5 of 6 POWER DIVISION Checks Paid, June, 2015

Name or Company Date Check # or Person Account Description Amount 06/01/2015 66926 Applied Testing Consultants 06-00-11204 Concrete testing $ 5,635.00 06/01/2015 66927 Court Galvanizing, Inc. 06-00-11204 LCD outlet valve galvanize in hot dip tank grizzly $ 756.29 06/01/2015 66928 Kaman Industrial Technology 06-00-11202 Bearing cup and cones $ 1,027.26 06/01/2015 66929 McMaster Carr Supply Co. 06-00-11202 Bronze sleeve bearing for LCD outlet valve $ 11.94 06/05/2015 66930 AECOM USA, Inc. 06-00-11204 Engineering services, 4/11/15-5/8/15 $ 92,898.80 06/05/2015 66931 Applied Testing Consultants 06-00-11204 Concrete testing $ 5,687.50 06/05/2015 66932 McMaster Carr Supply Co. 06-00-11202 Plastic shim stock $ 98.22 06/05/2015 66933 Riebes Auto Parts 06-00-11202 Tubes gear grease $ 128.68 06/05/2015 66934 Valley Rubber & Gasket 06-00-11202 Packing material $ 1,402.10 06/12/2015 66935 Cone Drive Operations, Inc. 06-00-11202 Unmatched worm shaft $ 3,922.24 06/12/2015 66936 F&M Bank 06-00-11204 Retention, escrow account payment $ 43,120.83 06/12/2015 66937 McMaster Carr Supply Co. 06-00-11202 Pull-out dowel pins, Brass hex nuts. $ 33.39 06/12/2015 66938 Ray's General Hardware 06-00-11202 Propane cylinders $ 12.56 06/12/2015 66939 Sierra Mountain Construction, Inc 06-00-11204 May 2015 construction services $ 819,295.83 06/19/2015 66940 South Feather Water & Power 06-00-22450 Interfund payment of $1,400,000.00 $ - 06/26/2015 66941 Applied Testing Consultants 06-00-11204 Concrete testing $ 4,218.75 06/26/2015 66942 Feather River Air Quality Mgn. Dist. 06-00-11204 Batch plant permit $ 439.50 06/26/2015 66943 Petty Cash Reimbursement 06-00-11204 Overnight mailing $ 25.50

Total June, 2015 Power Division Checks $ 978,714.39

Page 6 of 6 SOUTH FEATHER WATER & POWER AGENCY

TO: Board of Directors

FROM: Shawn Hayse, Special Projects Manager

DATE: July 21, 2015

RE: Lost Creek Dam Improvement Project Update 7/28/15 Board of Directors Meeting

Summary The Lost Creek Dam Project is making steady progress. While the project is still on budget, Sierra Mountain (SMCI) has lost some time on their proposed Year-One schedule. The current operational priority is to prepare the downstream face and the foundation for the placement of the new concrete. This primarily consists of final approval on the strength and bonding potential of the existing downstream face, and placement of the concrete reinforcement. The hydro demolition activity has now been completed and the subcontractor is actively demobilizing.

Schedule Delay / Winter Preparation When the project was presented for bids, it was initially assumed that it would require a three-year period to complete. Upon awarding the contract to SMCI, they proposed a more aggressive schedule consisting of a two-year construction period. While SMCI has fallen slightly behind schedule, there are no significant repercussions to the Agency associated with this delay. The intent was to perform the unsound concrete removal and placement of the new downstream face concrete in the same season. While this is still the objective, there is the potential that all of the downstream face will not be completed during Year-One.

According to the Permits, construction is allowed to continue into November; however, the primary factor that will determine the completion of Year-One construction is the weather. With the increased probability of a wet winter, the Project could be forced to shut down much earlier. The Project team is actively working with FERC/DSOD on a contingency plan to address this potential, and to ultimately ensure the Project site can be properly secured upon short notice.

Reservoir Refill / Dam Monitoring The reservoir was drawn down in June by approximately 20 feet in an attempt to perform an inspection on the Woodleaf Tunnel and to relax the construction constraints imposed by regulators during hydro demolition. The plan was to return the water surface to elevation 3270 on July 13 so that Sly Powerhouse could be returned to service for generation. There was a minor delay in the refill process stemming from concerns about the foundation condition of the right abutment and final approval of the Dam Monitoring Plan. Figure 1: Monitoring Plan Layout As mentioned in the June update report, the development of the Dam Monitoring Plan has proven to be a challenging task. Given the unique design of the original dam, along with the innovative solution developed for the modification project, it should come as no surprise that such an intricate system would be required to adequately monitor the daily cyclical behavior of this structure throughout the course of construction. Unfortunately, pioneering a new method for monitoring a structure of this scale has also opened the door to an arduous amount of scrutiny by regulatory entities. AECOM has developed a number of iterations to the monitoring plan in order to satisfy all interested parties. While the plan has yet to be submitted in its final form, it was sufficient enough for DSOD to lift the refill restriction that had been imposed. The Reservoir was successfully refilled to elevation 3270 on July 16.

Figure 2: Accelerometer & Prisms Right Abutment With the foundation work on the left abutment addressed, all attention moved to the right abutment foundation. The hope was that a minimal amount of work would be required in order to reach sound material given that this area had been exposed to water spilling over the Dam for more than 90 years, and that any loose material would have been naturally washed away exposing sound bedrock. Unfortunately, preparation in this area uncovered what is being termed by professional geologists as a smaller shear zone (relative to the shear located on the left abutment) with severely weathered and soft rock. During drilling activity for vertical dowel placement, there were holes in this area that uncovered a soft lens of material that had a seep running through it. Special attention and treatment is required in this area to ensure adequate foundation support for the new concrete facing. Determining the condition of this material and approving an acceptable design solution has contributed to the delay; however the primary concerns have been resolved at this point. The plan is for SMCI to finish placing dowels by July 27, and to begin concrete forming and placement by the beginning of August. Concrete placement will begin in Monolith’s B and C and move out in two separate headings.

Miscellaneous Initial estimates suggest that roughly 475 Figure 3: Weathered Foundation Material cubic yards of unsound concrete material was removed during hydro demolition, approximately 25% more material than originally projected. SMCI is actively working toward approval of a solution that would allow them to incorporate the concrete that was removed from the dam into a grouted backfill underneath the scour protection slab. Ultimately, all loose material must either be utilized in the grouted backfill or removed from the area prior to winter.

The rock crushing activity at the quarry located near the Woodleaf Penstock may not commence until Year- Two, however this activity has no direct impact on Year-One progress.

Key Activities projected through next Report - Complete final downstream face surface preparation - Drill and bond dowels into downstream face - Prepare and form the foundation in Monolith’s B and C. - Place rebar (GFRP) - Finalize demolition spoils plan - Begin downstream face pours in Monolith’s B and C.

2015 Major Milestones - Extend outlets - May - Complete hydro demolition – July - Complete new concrete face – November Figure 4: Completed Hydro Demolition Finance

Total construction costs including escrowed retention Actual Cost Budget at Estimate at Estimate to Variance from Completion Completion Completion Original Budget

$6,994,666 $19,626,090 $19,626,090 $12,631,424 $0

Figure 5: Mini Crane used to comply with bridge deck Figure 6: Layout for vertical dowels restrictions SOUTH FEATHER WATER & POWER AGENCY

TO: Board of Directors

FROM: Kathy Zancanella, Power Division Manager

DATE: July 22, 2015

RE: General Information (regarding matters not scheduled on agenda) 7/28/15 Board of Directors Meeting

Operations Attached are the Power Division Summary Report for June 2015, charts showing reservoir levels as of July 20, and precipitation at Forbestown Headquarters. The gauge at the office measured 0.04 inches of rain on July 2. The releases from Little Grass Valley Reservoir were increased to 100 cfs for a week to put water back into Sly Creek Reservoir while Lost Creek Reservoir was being refilled. The flows downstream of Little Grass Valley were returned to 30 cfs on July 21.

Sly Creek Powerhouse Return to Service Sly Creek Powerhouse has been unavailable for generation since Lost Creek Reservoir was first drawn down for the hydro demolition work on May 21. During the time that the powerhouse was unable to generate, the electrical machinists replaced valves within the cooling water pit and the electricians installed the circuitry to operate the high lift pump. Permission was granted to begin refilling Lost Creek Reservoir on July 10 and the elevation reached the needed level for operation of Sly Creek Powerhouse on Thursday, July 16. While PG&E did not schedule generation on the unit going into the weekend, Sly Creek began generating again on July 20.

Upcoming Powerhouse Projects Hydro Operations Manager Dan Leon has created the bill of materials for several of the upcoming powerhouse projects and begun ordering some of the longer lead-time items. The list of items ordered in the past month include new station batteries and chargers for Sly Creek Powerhouse, a new remote terminal unit and annunciators for Forbestown Powerhouse, and a new potential transformer for Kelly Ridge Powerhouse. These items will be installed during the upcoming annual maintenance outages.

Water Resource Engineer Kyle Morgado, the new Water Resource Engineer, started work on July 13 and is quickly coming up to speed on the various power project facilities and the issues associated with them. He has now visited every facility in the power project and is learning the various inspection requirements and projects associated with those facilities. He will be attending FERC-provided training in August on dam safety surveillance and monitoring. Kyle will attend the July board meeting in order for directors to meet him. SOUTH FEATHER WATER AND POWER SOUTH FEATHER POWER PROJECT 2015 Reservoir and Stream Operations

RESERVOIR ELEVATIONS STREAM RELEASES Little Grass Valley Sly Creek Release to SFFR Release to SFFR Release to Release to Maximum Elevation 5,045.50 Feet 3,530.00 Feet Below LGV Below Diversions Lost Creek Slate Creek End of Month Restriction from 5047.00 Conditions feet for PMF January 5,026.90 Feet 3,470.02 Feet 8.53 cfs 6.04 cfs 5.32 cfs 78.9 cfs February 5,034.51 Feet 3,500.48 Feet 57.80 cfs 5.65 cfs 7.20 cfs 92.4 cfs March 5,034.62 Feet 3,496.24 Feet 7.42 cfs 5.84 cfs 9.29 cfs 37 cfs April 5,035.17 Feet 3,493.08 Feet 11.00 cfs 5.84 cfs 9.29 cfs 39.5 cfs May 5,035.11 Feet 3,489.44 Feet 7.69 cfs 5.84 cfs 8.59 cfs 14.3 cfs June 5,033.90 Feet 3,486.93 Feet 31.30 cfs 6.04 cfs 8.82 cfs 7.7 cfs July Feet Feet cfs cfs cfs cfs August Feet Feet cfs cfs cfs cfs September Feet Feet cfs cfs cfs cfs October Feet Feet cfs cfs cfs cfs November Feet Feet cfs cfs cfs cfs December Feet Feet cfs cfs cfs cfs

Powerhouse Operations

Sly Creek Woodleaf Forbestown Kelly Ridge Energy Revenue

January 2,626.435 MWH 19,114.909 MWH 11,260.851 MWH 6,352.263 MWH $1,746,765.78 February 1,250.115 MWH 9,118.263 MWH 6,441.393 MWH 4,724.799 MWH $1,082,118.84 March 1,043.862 MWH 7,916.689 MWH 4,675.749 MWH 3,613.331 MWH $964,248.51 April 602.938 MWH 4,836.186 MWH 2,911.114 MWH 2,371.067 MWH $726,736.68 May 434.434 MWH 5,856.083 MWH 3,276.983 MWH 2,647.171 MWH $766,894.31 June 0.000 MWH 2,154.719 MWH 965.078 MWH 661.975 MWH $480,132.07 July MWH MWH MWH MWH August MWH MWH MWH MWH September MWH MWH MWH MWH October MWH MWH MWH MWH November MWH MWH MWH MWH December MWH MWH MWH MWH 5,957.784 MWH 48,996.849 MWH 29,531.168 MWH 20,370.606 MWH $5,766,896.19

POWER DIVISION MANAGER'S REPORT Little Grass Valley Storage

90,000

85,000

80,000

75,000

70,000

65,000 feet Storage - 60,000 Acre

55,000

50,000

45,000

40,000 5/1 5/8 5/15 5/22 5/29 6/5 6/12 6/19 6/26 7/3 7/10 7/17 7/24 7/31 8/7 8/14 8/21 8/28 9/4 9/11

2011 2012 2013 2014 2015

Sly Creek Storage

70,000

60,000

50,000 feet -

Acre 40,000

30,000

20,000

10,000

0 5/1 5/8 5/15 5/22 5/29 6/5 6/12 6/19 6/26 7/3 7/10 7/17 7/24 7/31 8/7 8/14 8/21 8/28 9/4 9/11

Date

2011 2012 2013 2014 2015

South Feather Power Project - Forbestown Precipitation

100

90 2010-2011 2011-2012 2012-2013 80 2013-2014 2014-2015 70 2015-2016 95 Year Avg

60

50 Inches

40

30

20

10

0 1 2 3 4 5 6 7 8 9 10 11 12 13 SOUTH FEATHER WATER & POWER AGENCY

TO: Board of Directors

FROM: Steve Wong, Finance Division Manager

DATE: July 21, 2015

RE: General Information (regarding matters not scheduled on the agenda) 7/28/15 Board of Directors Meeting

South Feather Relicensing Consulting Services No invoices have been submitted this month by HDR for relicensing consulting services. Total payments to HDR for relicensing services rendered through May 2, 2015 amount to $5,137,380. The budget balance remaining under this agreement is $12,265.

CalPERS Investment Performance CalPERS recently reported a preliminary one-year investment performance of 2.4 percent for Fiscal Year 2014-15.

Over the past three and five years, CalPERS investments have earned returns of 10.9 and 10.7 percent, respectively. Both of these longer term performance figures exceed the Fund's assumed investment return of 7.5 percent, and are more appropriate indicators of the overall health of the investment portfolio. Importantly, the three- and five-year returns exceeded the CalPERS policy benchmarks.

CalPERS assets at June 30, 2015 stood at more than $301 billion.

Ten Year Financial Projections A ten-year financial projection for the Agency has been prepared and is attached. Notes, assumptions and comments are included on the schedules. Staff will be prepared to elaborate on the assumptions and comments as necessary. While no action is required of the Board at this time, be advised that 2015 operating expenses have been reduced by five percent (5%) and no Priority 2 or Priority 3 projects are being approved at this time.

South Feather Water and Power Agency Joint Facilities Operating Fund Financial Report July 28, 2015 Board Meeting

2015 2012 2013 2014 2015 2015 ACTUAL ACCOUNT DESCRIPTION ACTUAL ACTUAL ACTUAL BUDGET ESTIMATED THRU 6/30/15

REVENUE: 41150 Sale of Electricity 16,028,985 14,387,050 11,804,137 16,000,000 13,500,000 4,778,073 41502 Water Sales 533,459 380,985 315,744 200,000 200,000 0 42305 Current Service Charges 10,890 9,581 8,860 9,500 9,500 4,060 42331 Concession Income 18,966 22,154 23,967 23,000 23,000 8,540 49250 Interest Income 106,519 57,128 60,914 60,000 60,000 0 49321 State of CA, DWR 0 0 4,472 0 0 0 49929 Miscellaneous Income 12,620 165,039 6,896 2,500 2,500 9 Total Revenue 16,711,439 15,021,937 12,224,990 16,295,000 13,795,000 4,790,682

EXPENSES: JFOF Administration, 7-60 Salaries & Benefits 761,607 806,720 952,508 789,800 789,800 323,414 Supplies 6,917 9,990 26,131 15,850 15,850 3,390 Services 622,001 294,323 272,882 190,950 190,950 54,732 Utilities 18,808 25,800 40,019 40,400 40,400 23,010 Fuel, Oil, Auto 42 0 0 0 0 0 Training/Dues 30,174 43,061 23,641 39,150 39,150 31,502 Total JFOF Administration, 7-60 1,439,549 1,179,894 1,315,181 1,076,150 1,076,150 436,048

Environ Health & Safety, 7-62 Salaries & Benefits 62,177 72,538 74,264 75,700 75,700 36,584 Supplies 7,375 19,086 6,841 28,550 28,550 5,086 Services 12,017 7,399 15,396 173,500 173,500 58,036 Utilities 0 0 0 0 0 0 Training/Dues 1,272 438 2,903 45,500 45,500 823 Total Environ Health & Safety, 7-62 82,841 99,461 99,404 323,250 323,250 100,529

Power Plant Operations, 7-63 Salaries & Benefits 1,997,365 2,421,103 2,319,980 2,416,350 2,416,350 1,083,889 Supplies 141,588 140,163 39,026 136,100 136,100 51,486 Services 502,983 219,031 325,818 357,000 357,000 48,458 Utilities 26,910 31,915 36,997 46,250 46,250 16,776 Training/Dues 4,496 11,859 16,617 28,400 28,400 286 Total Power Plant Operations, 7-63 2,673,342 2,824,071 2,738,438 2,984,100 2,984,100 1,200,895

Water Collection, 7-64 Salaries & Benefits 297,566 299,456 337,727 317,021 317,021 161,658 Supplies 54,538 47,376 37,409 42,820 42,820 9,353 Services 263,268 265,668 188,150 249,000 249,000 189,647 Utilities 5,256 6,117 5,411 7,500 7,500 1,997 Fuel, Oil, Auto 12 0 50 0 0 0 Training/Dues 791 407 1,279 1,200 1,200 0 Total Water Collection, 7-64 621,431 619,024 570,026 617,541 617,541 362,655

JFOF Page 1 of 3 South Feather Water and Power Agency Joint Facilities Operating Fund Financial Report July 28, 2015 Board Meeting

2015 2012 2013 2014 2015 2015 ACTUAL ACCOUNT DESCRIPTION ACTUAL ACTUAL ACTUAL BUDGET ESTIMATED THRU 6/30/15 EXPENSES (CON'T): Campgrounds, 7-65 Salaries & Benefits 68,806 79,299 131,710 133,800 133,800 29,963 Supplies 5,344 3,700 8,893 11,915 11,915 4,527 Services 11,087 7,632 7,081 10,000 10,000 2,980 Utilities 4,020 4,760 7,186 7,000 7,000 1,991 Fuel, Oil, Auto 304 159 150 125 125 0 Training/Dues 32 0 12,728 7,600 7,600 7,936 Total Campgrounds, 7-65 89,593 95,550 167,748 170,440 170,440 47,397

JFOF Plant & Shop, 7-66 Salaries & Benefits 375,051 312,791 233,924 339,440 339,440 157,701 Supplies 36,710 38,400 23,208 43,300 43,300 7,550 Services 60,511 123,622 28,956 37,000 37,000 5,992 Utilities 58,105 58,660 58,361 64,000 64,000 27,612 Fuel, Oil, Auto 103,648 103,352 91,464 112,000 112,000 36,817 Training/Dues 0 0 0 500 500 0 Total JFOF Plant & Shop, 7-66 634,025 636,825 435,913 596,240 596,240 235,672

Regulatory Compliance, 7-67 Salaries & Benefits 93,464 84,561 63,548 143,400 143,400 90,875 Supplies 3,662 1,468 109 650 650 107 Services 208,490 346,178 335,580 518,000 518,000 89,169 Utilities 610 117 0 0 0 0 Training/Dues 9,633 8,577 3,770 6,050 6,050 2,231 Total Regulatory Compliance, 7-67 315,859 440,901 403,007 668,100 668,100 182,382

Communications & IT, 7-68 Salaries & Benefits 210,644 192,216 176,781 214,100 214,100 111,873 Supplies 39,902 15,447 32,245 42,700 42,700 6,209 Services 37,841 27,657 26,267 33,300 33,300 12,274 Utilities 9,731 8,980 753 10,000 10,000 683 Training/Dues 4,335 1,827 3,607 5,750 5,750 5,374 Total Comm & IT, 7-68 302,453 246,127 239,653 305,850 305,850 136,413

TOTAL OPERATING EXPENSES 6,159,093 6,141,853 5,969,370 6,741,671 6,741,671 2,701,991

SUB-TOTAL, REVENUES OVER OPER EXP 10,552,346 8,880,084 6,255,620 9,553,329 7,053,329 2,088,691

Other Non-Operating Expenses: North Yuba Water District (1,418,000) (709,000) (709,000) (709,000) (709,000) (177,250) Interest Expense 0 (25,537) (26,291) 0 (150,000) 0

Captial Outlay 2015-0815 SFPP Vehicle Replacements 0 0 0 2014-0839 MRC Wall Repairs, 2014 323,000 323,000 275,376 2015-0839 MRC Wall Repairs, 2015 0 0 0 2012-0848 Diesel Modifications 15,000 15,000 0 2013-0869 KPH TSV & Rotor engineering support 117,000 117,000 0 2014-0885 FPH RTU upgrade 120,000 120,000 0 2014-0888-Thermo Electric generators 6,000 6,000 5,263 2014-0889 Virtualization-Hosts & Storage 0 0 0 2014-0890 VEEAM Backup system 18,000 18,000 0 2014-0892 Backup and Disaster recovery 0 0 0 2014-0893 KPH TSV reinstallation 251,000 251,000 52,815 2015-0896 Snow Blower attachment 15,000 14,000 13,563 2015-0898 FPH Field Breaker replacement 0 0 0 2015-0899 Ponderosa Dam low level valve operators 475,000 475,000 0 2015-0900 Air filter booths 50,000 50,000 0 2015-0901 SCADA-Software & Hardware upgrade 0 0 0 2015-0902 Coupling Capacitor Voltage Transformer 15,000 15,000 0 2015-0903 Forbestown HQ Radio upgrade 150,000 150,000 0

Total Capital Outlay (1,145,659) (1,606,247) (524,416) (1,555,000) (1,554,000) (347,017)

JFOF Page 2 of 3 South Feather Water and Power Agency Joint Facilities Operating Fund Financial Report July 28, 2015 Board Meeting

2015 2012 2013 2014 2015 2015 ACTUAL ACCOUNT DESCRIPTION ACTUAL ACTUAL ACTUAL BUDGET ESTIMATED THRU 6/30/15

Transfers: General Fund-Minimum Payment (1,418,000) (709,000) (709,000) (709,000) (709,000) (177,250) General Fund-Relicensing (1,143,262) (1,143,262) (1,143,261) (1,145,000) (1,143,261) 0 General Fund-Overhead (413,262) (566,364) (590,304) (600,000) (600,000) 0

Net NYWD, Capital Outlay and Transfers (5,538,183) (4,759,410) (3,702,272) (4,718,000) (4,865,261) (701,517)

NET REVENUE OVER EXPENSES 5,014,163 4,120,674 2,553,348 4,835,329 2,188,068 1,387,174

Beginning Balance 15,810,882 19,572,843 22,504,078 15,993,613 20,313,151 20,313,151

NYWD-Additional Payment (94,000) (303,916) (2,139,677) 0 0 0 General Fund-Additional Payment (94,000) (303,916) (2,139,677) 0 0 0 Loan Payable to PG&E (1,064,202) (581,607) (464,921) (5,921,000) (5,921,000) 0

Ending Balance 19,572,843 22,504,078 20,313,151 14,907,942 16,580,219 21,700,325

NOTE: Per NYWD agreement, 15% working capital reserve of $1,000,000, and $17,000,000 contingency reserve is required. Repayment to PG&E for loan for dam crest modification projects estimated to be $19,000,000 ($7,287,623 paid thru 10/31/2014).

JFOF Page 3 of 3 South Feather Water and Power Agency General Fund Financial Report July 28, 2015 Board Meeting 2015 2012 2013 2014 2015 2015 ACTUAL ACCOUNT DESCRIPTION ACTUAL ACTUAL ACTUAL BUDGET ESTIMATED THRU 6/30/15

REVENUE: Water Sales Rev 41100 Domestic Water 2,319,951 2,394,442 2,115,926 2,050,000 1,990,000 912,412 41400 Irrigation Water 233,909 243,757 233,370 200,000 200,000 92,273

Sub-Total Water Sales Rev 2,553,860 2,638,199 2,349,296 2,250,000 2,190,000 1,004,685

Power Revenue 41305 Sly Cr Pwr Generation 1,587,505 1,446,062 1,309,517 1,700,000 1,300,000 485,671 41306 Surplus Wtr 174,422 172,809 137,487 75,000 75,000 21,903

Sub-Total Power Rev 1,761,927 1,618,871 1,447,004 1,775,000 1,375,000 507,574

Water Serv Chgs 42301 Sundry Billing (Job Orders) 48,972 11,451 22,865 17,500 15,000 123 Other Water Serv Charges 63,962 74,317 68,291 60,000 60,000 26,013 Sub-Total Water Serv Chgs 112,934 85,768 91,156 77,500 75,000 26,136

Non-Oper Revenue 49250 Interest Earnings 0 7,897 4,232 1,000 1,000 65,514 49311 Property Taxes 488,954 503,840 510,239 510,000 510,000 220,345 49405 ACWA/JPIA RPA 58,397 0 3,109 12,300 14,000 13,947 49625 Back Flow Installation 57,352 28,205 16,404 20,000 20,000 12,220 49630 Back Flow Inspection 88,935 95,984 97,886 90,000 92,500 52,769 Other Non-Oper Rev 57,962 29,331 13,905 20,000 20,000 0 Surplus From Debt Service Funds 0 212,603 0 0 0 0 Sub-Total Non-Oper Rev 751,600 877,860 645,775 653,300 657,500 364,795

TOTAL GENERAL FUND REVENUE 5,180,321 5,220,698 4,533,231 4,755,800 4,297,500 1,903,190

EXPENSES: General Administration, 1-50 Salaries & Benefits 1,178,547 1,154,211 974,485 649,780 649,780 288,569 Supplies 41,487 39,768 51,415 52,400 52,400 24,356 Services 202,066 351,701 407,827 329,100 329,100 148,270 Utilities 47,643 51,012 59,303 61,000 61,000 28,482 Fuel, Oil, Auto 0 0 0 0 0 0 Training/Dues 43,932 52,406 26,447 57,500 57,500 19,099 Total General Admin, 1-50 1,513,675 1,649,098 1,519,477 1,149,780 1,149,780 508,776

Water Source, 1-51 Source of Supply 14,113 14,113 12,976 13,000 13,213 13,213 Total Water Source, 1-51 14,113 14,113 12,976 13,000 13,213 13,213

Environ Health & Safety, 1-52 Salaries & Benefits 94,098 99,297 101,813 108,800 108,800 56,015 Supplies 14,155 16,529 19,436 20,500 20,500 2,681 Services 14,024 15,706 18,698 124,500 124,500 18,911 Utilities 0 0 0 0 0 0 Fuel, Oil, Auto 28 0 0 0 0 0 Training/Dues 1,814 3,682 3,130 20,700 20,700 1,092 Total EH&S, 1-52 124,119 135,214 143,077 274,500 274,500 78,699

GF Page 1 of 3 South Feather Water and Power Agency General Fund Financial Report July 28, 2015 Board Meeting 2015 2012 2013 2014 2015 2015 ACTUAL ACCOUNT DESCRIPTION ACTUAL ACTUAL ACTUAL BUDGET ESTIMATED THRU 6/30/15 EXPENSES (CON'T): Water Treatment, 1-53 Salaries & Benefits 745,317 868,836 920,354 956,600 956,600 439,023 Supplies 104,255 126,881 151,027 141,900 141,900 36,807 Services 23,892 45,003 60,465 84,000 84,000 10,107 Utilities 15,043 64,670 54,115 60,000 60,000 39,438 Fuel, Oil, Auto 11 0 0 0 0 0 Training/Dues 3,408 4,406 264 10,100 10,100 55 Total Water Treat, 1-53 891,926 1,109,796 1,186,225 1,252,600 1,252,600 525,430

Transmission & Distribution, 1-54 Salaries & Benefits 1,790,446 1,661,728 1,659,371 1,771,000 1,771,000 816,723 Supplies 83,134 102,387 147,620 108,000 108,000 58,527 Services 12,675 9,101 1,539 22,200 22,200 3,353 Utilities 28,379 32,863 38,875 39,000 39,000 10,681 Fuel, Oil, Auto 0 436 634 100 100 0 Training/Dues 2,195 1,921 2,442 2,300 2,300 1,306 Total Trans & Dist, 1-54 1,916,829 1,808,436 1,850,481 1,942,600 1,942,600 890,590

Customer Accounts, 1-55 Salaries & Benefits 477,153 565,232 658,841 683,000 683,000 308,076 Supplies 76,029 78,422 60,544 71,000 71,000 53,183 Services 4,044 9,452 22,374 10,000 10,000 4,346 Utilities 0 0 0 0 0 0 Training/Dues 30 44 79 500 500 0 Total Cust Accts, 1-55 557,256 653,150 741,838 764,500 764,500 365,605

General Plant & Shop, 1-56 Salaries & Benefits 381,774 512,755 449,089 512,180 512,180 158,600 Supplies 26,511 22,938 31,750 34,800 34,800 5,007 Services 9,687 4,142 10,861 10,000 10,000 558 Utilities 20,995 27,839 29,467 32,000 32,000 9,529 Fuel, Oil, Auto 147,089 131,658 124,605 137,800 137,800 74,464 Training/Dues 0 0 0 0 0 0 Total Gen Plant & Shop, 1-56 586,056 699,332 645,772 726,780 726,780 248,158

Sundry & Expense Credits, 1-57 Salaries & Benefits 101,934 6,365 7,114 8,100 8,100 4,080 Supplies (24,642) 8,151 0 0 0 0 Services 0 0 9,157 7,500 7,500 0 Total Sundry, 1-57 77,292 14,516 16,271 15,600 15,600 4,080

Information Technology, 1-58 Salaries & Benefits 224,841 247,909 256,975 262,780 262,780 118,902 Supplies 40,589 42,141 19,574 35,900 35,900 3,654 Services 29,931 35,654 46,650 41,000 41,000 25,849 Utilities 578 251 1,963 2,000 2,000 1,898 Training/Dues 18,757 7,172 10,575 15,600 15,600 7,243 Total Info Tech, 1-58 314,696 333,127 335,737 357,280 357,280 157,546

Sly Creek Power Plant, 1-61 Salaries & Benefits 255,596 152,222 394,650 408,770 408,770 111,575 Supplies 8,106 3,866 11,358 55,300 55,300 6,355 Services 75,901 32,830 60,412 131,400 131,400 15,119 Utilities 7,844 8,914 13,099 8,640 8,640 7,629 Training/Dues 0 0 0 3,000 3,000 0 Total Sly Creek Power Plant, 1-61 347,447 197,832 479,519 607,110 607,110 140,678

TOTAL OPERATING EXPENSES 6,343,409 6,614,614 6,931,373 7,103,750 7,103,963 2,932,775

GF Page 2 of 3 South Feather Water and Power Agency General Fund Financial Report July 28, 2015 Board Meeting 2015 2012 2013 2014 2015 2015 ACTUAL ACCOUNT DESCRIPTION ACTUAL ACTUAL ACTUAL BUDGET ESTIMATED THRU 6/30/15

SUB-TOTAL, REVENUES OVER OPER EXP (1,163,088) (1,393,916) (2,398,142) (2,347,950) (2,806,463) (1,029,585)

Debt Service, 1-59 Supplies & Servces 102,962 1,527 0 3,000 3,000 0 Interest 234,199 82,973 75,789 69,800 69,800 17,953 Principal 250,000 364,354 298,280 310,000 310,000 0 Debt Service, 1-59 587,161 448,854 374,069 382,800 382,800 17,953

Other Non-Operating Expenses:

Captial Outlay: 2015-0053 WT-Minor Projects 0 0 0 2015-0054 TD-Minor Projects 0 0 0 2015-0056 GP-Vehicle Replacements 100,000 100,000 0 2015-0057 GP-Minor Projects 0 0 0 2015-0058 IT-Minor Projects 0 0 0 2012-0121 Foothill, Oro-Garden Interconnector Mainline 0 1,745 1,745 2012-0122 Lost Horizon Pipeline 0 0 0 2012-0126 Shop HVAC 10,000 10,000 0 2013-0129 WT Raw water pump #3 rebuild 35,000 35,500 35,014 2014-0137 Ophir, west of Lincoln 37,500 37,500 20,224 2014-0138 GP-Shop drill press/Mill machine 0 0 0 2014-0139 MRTP Visualization upgrades 0 0 0 2014-0140 Warehouse Comm Room 18,000 18,000 0 2014-0141 Handheld Meter Reader Replacements 14,000 12,500 12,094 2015-0142 Admin offices copier/fax/scanner 15,000 13,500 13,366 2015-0143 WT Telemetry upgrade 15,000 15,000 5,659 2015-0144 Lwr Forbestown Ditch Improvement 50,000 50,000 0 2014-0881 SPH RTU & Annunicator replacement 0 500 315 2015-0897 SPH Station Battery replacement 35,000 40,000 0

Total Capital Outlay 3,388,349 266,864 249,205 329,500 334,245 88,417

Transfers: SFPP Jt Facil Oper Fd-Minimum Payment 1,418,000 709,000 709,000 709,000 709,000 177,250 SFPP Jt Facil Oper Fd-Additional Payment 94,000 303,916 2,139,677 0 0 0 SFPP Jt Facil Oper Fd-Relicensing 1,143,262 1,143,262 1,143,261 1,145,000 1,143,261 0 SFPP Jt Facil Oper Fd-Overhead 413,262 566,364 590,304 600,000 600,000 0 Net Debt Service, Capital Outlay and Transfers (906,986) 2,006,824 3,958,968 1,741,700 1,735,216 70,880

NET REVENUE OVER EXPENSES (1,401,840) 612,908 1,560,826 (606,250) (1,071,247) (958,705)

Beginning Balance 1,042,934 (358,906) 254,002 981,911 1,814,828 1,814,828

Ending Balance (358,906) 254,002 1,814,828 375,661 743,581 856,123

GF Page 3 of 3 South Feather Water & Power Irrigation Water Accounting For The Period Of 1/1/2015 - 6/30/2015

ACCT CODE DESCRIPTION REVENUE EXPENSES

2015-504 Palermo Canal $ 38,431 $ 100,304 2015-505 Bangor Canal $ 39,427 $ 110,073 2015-506 Forbestown Canal $ 3,456 $ 80,378 2015-507 Community Line $ 10,959 $ 14,281

Totals $ 92,273 $ 305,036

South Feather Water & Power System Capacity Fund Financial Report July 28, 2015 Board Meeting

2015 2012 2013 2014 2015 ACTUAL ACCOUNT DESCRIPTION ACTUAL ACTUAL ACTUAL BUDGET THRU 6/30/15

REVENUE: 42341 System Capacity Charges 165,372 26,016 28,561 20,000 0 49250 Interest Income 11,134 3,360 5,878 2,000 0 Total Revenue 176,506 29,376 34,439 22,000 0

CAPITAL OUTLAY: 2010-0097 ID 2 Floating Liner 165,625 0 0 0 0 2010-0105 Filters 0 12,195 0 0 0 2013-0135 MRTP Expansion/Improvement 0 13,365 4,151 1,900,000 37,133 2013-0136 MRTP Control System 0 20,612 123,301 0 5,064 Total Expenses 165,625 46,172 127,452 1,900,000 42,197

Net Revenue over Expenses 10,881 (16,796) (93,013) (1,878,000) (42,197)

Beginning Balance 1,678,398 1,689,279 1,672,483 1,564,483 1,579,470

Ending Balance 1,689,279 1,672,483 1,579,470 (313,517) 1,537,273

South Feather Water and Power Agency Lost Creek Dam Crest Modification Project Project 2010-0828 Summary of Expenditures, 2009 to Present

Actual Costs Description Budget Estimate Thru 6/30/15

Admin, Engineering, Other $ 7,190,000 $ 7,190,000 $ 4,605,177 Construction $ 19,626,090 $ 19,626,090 $ 6,994,667

Total Expenditures $ 26,816,090 $ 26,816,090 $ 11,599,844

Page 1 of 1 SOUTH FEATHER WATER AND POWER AGENCY SCHEDULE OF CASH AND INVESTMENTS June 30, 2015

General Fund Cash and Savings Account $ 34,510 Power Division/PGE Account 2,586,456 LAIF 12,832,890 CalTrust 1,281,691 Rabobank Money Market 1,006,989 Five Star Bank 1,025,906 Certificates of Deposit 100,880

Fixed Income portfolio Rate Purch Date Purch Price Face Value Maturity Mkt Value Est Ann Income Cash 886,970 $ 177

GE Money Bank CD 1.500% 7/22/2011 250,000 250,000 7/22/2015 250,148 3,750 BMW Bk North Amer CD 1.000% 12/3/2013 199,114 198,000 9/21/2015 198,251 1,980 Ally Bank CD 0.900% 11/1/2013 199,667 198,000 12/21/2015 198,697 1,782 Apple Bank CD 0.450% 2/18/2015 240,008 240,000 2/18/2016 240,089 1,080 BB&T Corporation 3.200% 2/27/2013 246,162 229,000 3/15/2016 232,424 7,328 Boeing Cap Corp 2.125% 2/27/2013 249,298 238,000 8/15/2016 241,763 5,058 Proctor & Gamble 1.450% 3/22/2013 483,312 470,000 8/15/2016 473,581 6,815 PNC Funding Corp 2.700% 2/27/2013 246,944 232,000 9/19/2016 236,028 6,264 First Bank PR CD 0.950% 11/12/2014 100,000 100,000 11/14/2016 100,282 950 Simon PPTY Group LP 2.800% 2/27/2013 248,969 234,000 1/30/2017 239,508 6,552 Eaglebank CD 0.850% 2/20/2015 240,008 240,000 2/21/2017 240,410 2,040 JP Morgan Chase Bank CD 0.950% 3/27/2015 240,008 240,000 3/27/2017 240,394 2,280 FNMA 1.100% 9/15/2014 239,760 240,000 9/15/2017 240,442 2,640 Discover Bank CD 1.550% 10/10/2012 100,000 100,000 10/10/2017 101,186 1,550 Capital One Bank CD 1.350% 11/19/2014 200,008 200,000 11/20/2017 200,066 2,700 FNMA 1.100% 2/20/2015 250,000 250,000 2/20/2018 250,333 2,750 Goldman Sachs CD 1.200% 5/29/2013 50,000 50,000 5/29/2018 49,625 600 American Express Centurion Bank CD 2.000% 7/28/2014 98,614 97,000 8/1/2018 98,346 1,940 Sallie Mae Bank CD 1.800% 9/10/2014 240,000 240,000 9/10/2018 239,856 4,320 Goldman Sachs CD 1.650% 2/11/2015 150,000 150,000 2/11/2019 150,534 2,475

Total Fixed Income Portfolio 5,108,933 $ 65,031 1.27% TOTAL CASH & INVESTMENTS AT 6/30/2015 $ 23,978,255

I certify that all investment actions have been made in full compliance with Policy #470- Investments, and that South Feather Water and Power Agency will meet its expenditure obligations for the next six months.

Submitted by: Steve Wong, Finance Division Manager South Feather Water and Power Agency Revenue From Power Generation 25,000,000

20,000,000

15,000,000 2015 2014 2013 2012 10,000,000 2011

5,000,000

0 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec South Feather Water and Power Agency Power Sold By Month

3,500,000

3,000,000

2,500,000

Average

2,000,000 2015 2014 2013 1,500,000 2012 2011 2010 1,000,000

500,000

0 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

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South Feather Water Power Agency Joint Facilities Operating Fund Revenue and Expense Projections 2012 through 2025

Line 2011 2012 2013 2014 2015 Description Actual Actual Actual Actual Estimated (Thousands of Dollars) 1 Operating Expenses 4,883 6,159 6,142 5,969 6,405 2 Non-Operating Expenses 2,303 1,146 1,624 551 1,906 3 Relicensing Repayment/Overhead 420 1,576 1,709 1,734 1,745 4 Total Expenses 7,606 8,881 9,475 8,254 10,056

Non-Operating Expenses: 5 2011 Forbestown TSV, LGV tunnel repair, 6 2012 Repair, Replace and Upgrade Equipment 7 2013 KPH TSV replace, RTU replace & Rotor pole rewind 8 2014 WPH & SPH RTU, capital equipment replacement 9 2015 FPH RTU, capital equipment replacement 10 2016 Pond Dam valves, MRC road rehab, 11 2017 MRC rehab, FPH turbine plates, Radio replace ($300) 12 2018 MRC rehab, Recreation facility rehab, Dam valve mods 13 2019 MRC rehab., Capital equipment replacement/purchase. 14 2020 MRC rehab., Capital equipment replacement/purchase. 15 2021 MRC rehab., Capital equipment replacement/purchase. 16 2022 MRC rehab., Capital equipment replacement/purchase. 17 2023 MRC rehab., Capital equipment replacement/purchase. 18 2024 MRC rehab., Capital equipment replacement/purchase.

2011 2012 2013 2014 2015 1/1 Balance 8,243 19 Projected Gross Revenues 19,365 16,711 15,022 12,225 13,795 20 Projected Total Expenses 7,606 8,881 9,475 8,254 10,056 21 Net Revenues 20,002 7,830 5,547 3,971 3,739 22 Min Revenue Distribution SFWPA 355 1,418 709 709 709 23 Min Revenue Distribution NYWD 355 1,418 709 709 709 24 15% Working Capital Reserve 800 124 276 (200) 0 25 Contingency Reserve 12,185 2,815 0 0 1,980 26 PG&E Loan 6,307 1,064 582 465 5,921 27 OPEB Contributions 0 0 0 0 28 PERS Prior Service (25%) 0 0 0 0 29 Additional Rev Distribution SFWPA 94 304 2,140 0 30 Additional Rev Distribution NYWD 94 304 2,140 0

31 Notes and Assumptions: Operating expenses cut 5% in 2015, 32 Projected Gross Revenues increased by 1.0% per year. 33 Contingency Reserve COLA of 13.2% in 2015,

Page 1 of 4 South Feather Water Power Agency Joint Facilities Operating Fund Revenue and Expense Projections 2012 through 2025

Line 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Projected

1 7,100 7,038 7,179 7,322 7,469 7,618 7,771 7,926 8,084 8,246 2 1,600 3,800 3,500 1,650 1,650 1,650 3,250 3,250 1,650 1,650 3 570 587 605 623 642 661 681 701 722 744 4 9,270 11,425 11,283 9,595 9,760 9,929 11,701 11,877 10,457 10,640

5 MRC access road repair, WPH Transformer repayment 6 7 8 9 10 FPH engineering ($200) 11 Rewind FPH, replace FPH transformer & 115kV OCB 12 LGV Crest parapet. 13 14 15 16 FPH rewind 17 WPH rewind 18

2016 2017 2018 2019 2020 2021 2022 2023 2024 2024

19 16,550 16,716 16,883 17,051 17,222 17,394 17,568 17,744 17,921 18,100 20 9,270 11,425 11,283 9,595 9,760 9,929 11,701 11,877 10,457 10,640 21 7,280 5,290 5,599 7,456 7,462 7,465 5,867 5,867 7,465 7,461 22 709 709 709 709 709 709 709 709 709 709 23 709 709 709 709 709 709 709 709 709 709 24 65 (9) 21 22 22 22 23 23 24 24 25 170 172 173 175 177 179 181 182 184 186 26 6,075 90 0 0 0 0 0 0 0 0 27 0 0 0 0 0 0 0 0 0 0 28 0 0 0 0 0 0 0 0 0 0 29 0 0 0 1,993 2,921 2,922 2,923 2,123 2,122 2,919 30 0 0 0 1,993 2,921 2,922 2,923 2,123 2,122 2,919

31 increase by 2% each year thereafter. 32 33 and 1% per year thereafter.

Page 2 of 4 South Feather Water Power Agency General Fund Revenue and Expense Projections 2012 through 2025

2012 2013 2014 2015 Line Description Actual Actual Actual Estimated (thousands of dollars) 1 Gross Revenue 5,180 5,221 4,533 4,298 2 Operating Expenses (6,343) (6,615) (6,932) (6,749) 3 Relicensing/Transfers 1,557 1,709 1,734 1,745 4 Capital Outlay (735) (267) (249) (330) 5 Sub-Total (341) 48 (914) (1,036)

6 SFPP Joint Fac Fund Min Distrib 1,418 709 709 709 7 SFPP Joint Fac Fund Add Distrib 94 304 2,140 0

8 Sub-Total 1,171 1,061 1,935 (327)

9 Debt Service, Existing (587) (450) (374) (380)

10 Debt Service, Potential

11 OPEB Contributions

12 PERS Prior Service (25%) (2,653) 0 0 0

13 NET REVENUE OVER EXPENSES (2,069) 611 1,561 (707)

14 January 1 Balance 1,712 (357) 254 1,815

15 December 31 Balance (357) 254 1,815 1,108

Notes, Assumptions, Comments: 16 1.) General Fund Revenues increase 1% per year plus rate increase of $1,000,000 on 1/1/2017 17 2.) No funds are anticipated from Water Transfers. 18 3.) Operating expenditures cut by 5% in 2015, increase by 2.0% each year thereafter. 19 4.) Capital expenditures for 2015 and beyond are estimated. 20 5.) Potential Debt Service projected at 3.5%, 30 yrs, 2 payments/yr. 21 6.) Assumes water consumption remains constant. 22 7.) OPEB contributions are deferred.

Page 3 of 4 South Feather Water Power Agency General Fund Revenue and Expense Projections 2012 through 2025

Line 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Projected

1 4,556 5,602 5,658 5,714 5,771 5,829 5,887 5,946 5,946 6,006 2 (6,884) (7,022) (7,162) (7,305) (7,451) (7,600) (7,752) (7,908) (7,908) (8,066) 3 570 587 605 623 642 661 681 701 722 722 4 (250) (250) (250) (250) (250) (250) (250) (250) (250) (250) 5 (2,008) (1,083) (1,150) (1,218) (1,289) (1,361) (1,435) (1,510) (1,489) (1,588)

6 709 709 709 709 709 709 709 709 709 709 7 0 0 0 1,993 2,921 2,922 2,923 2,123 2,122 2,919

8 (1,299) (374) (441) 1,484 2,341 2,271 2,197 1,322 1,341 2,040

9 (380) (380) (385) (380) (380) (215) (210) (210) (110) (110)

10 (500) (1,000) (1,000) (1,000) (1,000) (1,000) (1,000) (1,000) (1,000)

11 0 0 0 0 0 0 0 0 0 0

12 0 0 0 0 0 0 0 0 0 0

13 (1,679) (1,254) (1,826) 104 961 1,056 987 112 231 930

14 1,108 (571) (1,825) (3,651) (3,547) (2,586) (1,530) (542) (542) (431)

15 (571) (1,825) (3,651) (3,547) (2,586) (1,530) (542) (431) (311) 499

1.) General Fund Revenues increase 1% per year plus rate increase of $1,000,000 on 1/1/2017

Page 4 of 4 MINERS RANCH TREATMENT PLANT CONSUMPTION: 2005 - 2014 Customers Volume Revenue (x 1,000,000 cf) Month 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 1 6,573 6,669 6,725 6,769 6,618 6,591 6,598 6,616 6,663 6,672 7.448 8.090 8.207 8.889 7.916 7.573 9.100 8.047 11.685 7.688 $ 148,137 $ 153,959 $ 154,692 $ 159,260 $ 151,996 $ 150,322 $ 156,728 $ 145,841 $ 154,880 $ 139,478 2 6,587 6,679 6,734 6,769 6,614 6,602 6,610 6,622 6,657 6,674 5.292 8.699 7.481 6.365 5.962 6.215 7.855 7.371 8.819 7.783 $ 135,734 $ 155,627 $ 152,150 $ 145,022 $ 141,650 $ 142,642 $ 145,621 $ 143,060 $ 143,562 $ 138,998 3 6,599 6,683 6,734 6,611 6,600 6,588 6,615 6,645 6,654 6,678 7.711 7.152 7.257 5.880 5.253 6.421 7.274 8.303 7.179 7.233 $ 149,585 $ 148,605 $ 149,953 $ 141,538 $ 140,719 $ 143,299 $ 142,922 $ 147,452 $ 131,838 $ 137,866 4 6,601 6,692 6,730 6,617 6,615 6,610 6,618 6,640 6,662 6,694 4.902 13.375 12.141 9.000 7.957 7.100 7.243 9.825 9.145 12.454 $ 134,041 $ 184,144 $ 178,390 $ 160,660 $ 153,889 $ 148,039 $ 141,677 $ 155,786 $ 144,600 $ 158,886 5 6,617 6,696 6,732 6,618 6,623 6,596 6,635 6,661 6,671 6,688 12.634 14.079 22.608 18.122 9.442 11.917 11.881 20.637 18.218 12.981 $ 179,334 $ 187,560 $ 235,151 $ 210,095 $ 162,323 $ 175,915 $ 165,658 $ 207,047 $ 180,746 $ 163,157 6 6,629 6,729 6,739 6,614 6,619 6,616 6,645 6,665 6,675 6,706 23.382 31.806 26.294 21.423 17.553 13.938 26.923 29.751 26.090 17.071 $ 239,100 $ 276,121 $ 254,186 $ 228,845 $ 207,800 $ 186,242 $ 236,470 $ 248,329 $ 211,696 $ 177,192 7 6,622 6,704 6,723 6,613 6,626 6,620 6,641 6,665 6,692 36.390 32.093 32.619 31.394 29.635 28.752 31.456 30.060 29.446 $ 300,406 $ 284,092 $ 286,867 $ 279,461 $ 271,282 $ 266,205 $ 256,107 $ 249,809 $ 225,054 8 6,653 6,711 6,744 6,616 6,625 6,624 6,638 6,659 6,669 34.406 32.652 34.451 33.753 31.050 26.332 31.710 34.498 31.650 $ 295,228 $ 285,480 $ 296,155 $ 290,613 $ 277,308 $ 252,930 $ 257,040 $ 269,306 $ 233,688 9 6,652 6,715 6,742 6,618 6,625 6,630 6,632 6,646 6,674 35.822 38.006 32.202 30.758 31.253 35.886 34.846 31.743 25.815 $ 302,033 $ 310,005 $ 285,155 $ 275,714 $ 277,684 $ 299,122 $ 271,217 $ 258,211 $ 211,713 10 6,653 6,722 6,752 6,624 6,622 6,619 6,616 6,658 6,686 21.505 18.185 22.185 23.476 23.822 21.347 23.044 19.656 20.407 $ 226,935 $ 209,278 $ 233,964 $ 238,626 $ 240,410 $ 226,912 $ 217,820 $ 202,724 $ 190,447 11 6,664 6,720 6,772 6,611 6,625 6,624 6,638 6,665 6,683 17.340 14.494 15.691 12.593 11.793 11.603 15.891 19.747 12.163 $ 205,562 $ 191,507 $ 198,159 $ 179,613 $ 175,699 $ 174,272 $ 184,789 $ 202,843 $ 157,653 12 6,657 6,726 6,772 6,618 6,607 6,621 6,618 6,661 6,674 7.683 9.550 7.913 7.865 7.223 8.059 7.080 9.959 7.321 $ 154,272 $ 162,949 $ 154,678 $ 153,027 $ 148,725 $ 153,888 $ 141,840 $ 156,771 $ 137,748 6,626 6,704 6,612 6,642 6,618 6,612 6,625 6,650 6,672 6,685 214.517 228.180 229.048 209.518 188.859 185.142 214.303 229.597 207.939 65.210 $ 2,470,368 $ 2,549,327 $ 2,579,501 $ 2,462,475 $ 2,349,484 $ 2,319,787 $ 2,317,887 $ 2,387,178 $ 2,123,626 $ 915,577 Averages Totals Totals

40.000 VOLUME

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

35.000

30.000

25.000

20.000

15.000 Cubic Feet x 1,000,000

10.000

5.000

0.000 1 2 3 4 5 6 7 8 9 10 11 12 Month

REVENUE $350,000

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

$300,000

$250,000

$200,000

$150,000

$100,000

$50,000

$- 1 2 3 4 5 6 Month 7 8 9 10 11 12

Consumption Report.2015 1 7/22/2015 1:38 PM BANGOR TREATMENT PLANT CONSUMPTION: 2005 - 2014 Customers Volume Revenue (x 1,000 cf) Month 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 1 24 23 23 22 23 22 22 21 21 24 13.9 11.8 12.7 12.6 12.7 13.5 29.3 10.8 35.1 27.9 $ 404 $ 386 $ 402 $ 396 $ 431 $ 423 $ 518 $ 378 $ 469 $ 482 2 23 23 23 22 23 22 22 21 22 25 10.4 18.2 10.4 8.5 9.7 14.6 38.0 10.5 29.1 22.1 $ 384 $ 427 $ 387 $ 370 $ 412 $ 429 $ 537 $ 377 $ 458 $ 463 3 23 23 23 20 23 22 22 21 22 24 16.0 12.9 15.5 8.9 10.0 15.5 22.0 17.3 10.2 19.5 $ 419 $ 394 $ 420 $ 363 $ 414 $ 435 $ 453 $ 413 $ 379 $ 443 4 23 23 23 20 23 22 26 21 22 23 9.9 35.5 17.4 12.9 14.1 17.5 22.4 21.4 32.1 37.5 $ 380 $ 503 $ 432 $ 388 $ 441 $ 448 $ 455 $ 434 $ 471 $ 508 5 23 23 23 20 23 22 22 21 22 23 15.0 52.2 35.1 30.1 15.8 22.1 25.9 36.3 35.6 35.1 $ 413 $ 586 $ 546 $ 498 $ 451 $ 477 $ 473 $ 513 $ 486 $ 497 6 24 23 23 22 23 22 22 21 22 23 54.6 90.6 62.7 47.5 21.7 34.0 68.1 67.5 67.5 54.1 $ 662 $ 754 $ 699 $ 630 $ 489 $ 554 $ 692 $ 669 $ 619 $ 566 7 22 23 24 23 23 22 22 21 23 89.3 79.9 79.0 111.9 73.7 60.9 87.8 89.7 101.9 $ 827 $ 799 $ 814 $ 969 $ 816 $ 726 $ 781 $ 758 $ 758 8 23 23 22 23 25 22 23 20 23 103.7 116.7 96.4 94.2 98.8 94.3 70.1 82.7 87.4 $ 878 $ 948 $ 855 $ 905 $ 982 $ 882 $ 717 $ 726 $ 698 9 23 23 22 23 24 22 23 20 23 95.0 105.0 99.9 91.8 86.6 104.4 90.8 85.2 79.9 $ 868 $ 913 $ 876 $ 893 $ 888 $ 953 $ 820 $ 734 $ 671 10 24 23 22 23 22 22 21 20 23 61.8 46.0 61.2 53.2 56.3 74.9 61.3 52.4 73.9 $ 712 $ 615 $ 699 $ 683 $ 696 $ 810 $ 642 $ 584 $ 653 11 23 23 23 23 22 22 19 21 23 42.8 24.8 32.2 28.5 31.0 49.1 37.4 48.8 103.5 $ 580 $ 480 $ 521 $ 533 $ 534 $ 650 $ 489 $ 580 $ 733 12 23 23 22 23 22 22 20 21 23 16.3 14.2 10.7 14.4 14.6 37.3 9.8 33.4 23.0 $ 415 $ 411 $ 384 $ 443 $ 429 $ 575 $ 358 $ 498 $ 448 23 23 23 22 23 22 22 21 22 24 528.8 607.8 533.1 514.5 444.9 538.2 563.0 556.0 679.2 196.2 $ 6,941 $ 7,217 $ 7,034 $ 7,070 $ 6,983 $ 7,362 $ 6,935 $ 6,664 $ 6,841 $ 2,960 Averages Totals Totals

140.0 VOLUME

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

120.0

100.0

80.0

60.0 CubicFeet x 1,000

40.0

20.0

0.0 1 2 3 4 5 6 Month 7 8 9 10 11 12

REVENUE $1,200

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

$1,000

$800

$600

$400

$200

$- 1 2 3 4 5 6 Month 7 8 9 10 11 12

Consumption Report.2015 2 7/22/2015 1:38 PM COMMUNITY LINE WATER CONSUMPTION: 2005 - 2014 Customers Volume Revenue (x 1,000 cf) Month 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 1 65 65 66 66 66 66 68 71 70 71 136.5 80.9 130.0 135.7 142.9 170.6 322.0 110.1 872.0 194.2 $ 1,278 $ 1,207 $ 1,289 $ 1,295 $ 1,302 $ 1,331 $ 1,518 $ 1,333 $ 1,981 $ 1,411 2 64 63 64 65 65 68 68 70 70 70 47.5 127.8 102.3 130.6 69.8 106.3 404.9 173.9 305.7 159.1 $ 1,165 $ 1,234 $ 1,225 $ 1,272 $ 1,209 $ 1,296 $ 1,580 $ 1,393 $ 1,490 $ 1,345 3 64 65 66 65 65 67 69 70 71 69 67.8 82.6 100.0 91.9 37.4 104.4 187.0 131.9 180.9 178.7 $ 1,190 $ 1,211 $ 1,258 $ 1,232 $ 1,176 $ 1,280 $ 1,388 $ 1,352 $ 1,399 $ 1,362 4 64 66 65 66 65 67 69 70 71 70 67.6 189.3 193.1 126.7 125.4 105.1 238.1 174.4 198.3 567.5 $ 1,190 $ 1,344 $ 1,336 $ 1,274 $ 1,267 $ 1,281 $ 1,425 $ 1,393 $ 1,403 $ 1,717 5 67 66 67 68 64 69 69 71 71 71 86.9 308.7 1,132.6 571.1 155.7 208.9 250.8 885.2 1,136.9 1,338.2 $ 1,262 $ 1,473 $ 2,308 $ 1,764 $ 1,280 $ 1,423 $ 1,442 $ 2,096 $ 2,221 $ 2,403 6 68 69 68 71 67 70 71 73 73 72 2,049.0 1,664.0 1,950.8 1,361.4 528.2 603.8 1,371.3 1,944.1 2,799.6 1,728.1 $ 3,300 $ 2,921 $ 3,199 $ 2,609 $ 1,717 $ 1,834 $ 2,564 $ 3,152 $ 3,705 $ 2,758 7 67 68 68 71 69 73 73 74 73 2,004.9 1,917.6 2,700.7 2,980.0 3,240.1 1,932.3 2,181.8 1,814.4 2,086.6 $ 3,238 $ 3,165 $ 3,972 $ 4,312 $ 4,545 $ 3,268 $ 3,381 $ 3,044 $ 3,074 8 70 68 68 71 70 74 74 74 73 3,750.7 2,508.1 2,852.6 2,800.1 2,958.5 2,224.4 2,706.8 2,352.4 2,887.0 $ 5,080 $ 3,773 $ 4,128 $ 4,127 $ 4,272 $ 3,574 $ 3,904 $ 3,563 $ 3,775 9 69 69 68 71 71 72 74 73 73 3,273.6 2,988.4 2,757.6 2,403.5 3,913.4 2,939.1 2,678.5 2,305.6 3,128.0 $ 4,579 $ 4,265 $ 4,030 $ 3,718 $ 5,273 $ 4,279 $ 3,877 $ 3,500 $ 3,990 10 68 69 67 70 71 72 74 73 73 1,456.6 1,403.1 2,362.4 2,473.9 2,812.4 1,852.5 1,568.5 795.9 1,515.1 $ 2,690 $ 2,648 $ 3,606 $ 3,773 $ 4,139 $ 3,168 $ 2,807 $ 2,045 $ 2,591 11 69 69 68 68 71 69 75 72 72 1,077.1 582.2 1,003.6 553.7 1,090.4 453.0 1,502.6 1,437.6 441.5 $ 2,317 $ 1,807 $ 2,224 $ 1,760 $ 2,366 $ 1,674 $ 2,745 $ 2,646 $ 1,643 12 66 68 69 67 68 69 71 71 72 215.3 239.5 274.6 300.8 223.2 612.4 164.6 432.8 170.4 $ 1,368 $ 1,423 $ 1,482 $ 1,482 $ 1,420 $ 1,838 $ 1,401 $ 1,660 $ 1,408 67 67 67 68 68 70 71 72 72 71 14,233.5 12,092.2 15,560.3 13,929.4 15,297.4 11,312.7 13,576.9 12,558.4 15,722.2 4,165.8 $ 28,657 $ 26,471 $ 30,058 $ 28,619 $ 29,967 $ 26,247 $ 28,033 $ 27,176 $ 28,679 $ 10,997 Averages Totals Totals

4,500.0 VOLUME

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

4,000.0

3,500.0

3,000.0

2,500.0

2,000.0 CubicFeet x 1,000

1,500.0

1,000.0

500.0

0.0 1 2 3 4 5 6 Month 7 8 9 10 11 12

REVENUE $6,000

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

$5,000

$4,000

$3,000

$2,000

$1,000

$- 1 2 3 4 5 6 Month 7 8 9 10 11 12

Consumption Report.2015 3 7/22/2015 1:38 PM FORBESTOWN DITCH WATER CONSUMPTION: 2005 - 2014 Customers Volume Revenue (x 1,000 cf) Month 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 1 11 6 7 7 7 11 9 10 13 10 74.2 73.7 74.6 76.5 96.9 38.0 74.4 73.7 118.6 43.5 $ 284 $ 196 $ 215 $ 217 $ 238 $ 239 $ 244 $ 225 $ 301 $ 206 2 10 6 7 7 7 10 9 10 13 11 34.5 66.5 66.5 67.3 67.4 1.1 67.3 66.8 111.9 74.2 $ 222 $ 196 $ 214 $ 214 $ 215 $ 176 $ 243 $ 225 $ 304 $ 271 3 10 5 8 20 7 11 9 10 13 13 74.3 149.4 74.4 73.9 72.9 38.2 72.7 73.9 112.0 112.3 $ 267 $ 179 $ 232 $ 214 $ 213 $ 240 $ 242 $ 225 $ 295 $ 295 4 10 7 7 7 7 11 13 11 13 19 71.4 123.0 101.9 88.3 72.7 50.5 71.3 78.0 126.9 318.9 $ 266 $ 267 $ 245 $ 231 $ 215 $ 271 $ 260 $ 249 $ 311 $ 471 5 26 14 13 16 8 12 18 39 43 21 583.1 253.4 531.3 430.5 115.2 172.8 211.7 1,426.6 1,232.1 339.5 $ 1,157 $ 552 $ 454 $ 746 $ 292 $ 422 $ 488 $ 1,963 $ 1,703 $ 593 6 42 30 28 34 24 29 51 59 64 53 1,873.7 896.1 1,664.7 1,597.5 773.1 862.5 1,526.7 2,056.1 2,023.9 1,213.8 $ 2,862 $ 1,581 $ 1,532 $ 2,597 $ 1,466 $ 1,654 $ 2,224 $ 2,855 $ 2,734 $ 1,640 7 49 36 30 36 31 33 63 61 69 2,459.6 1,583.2 1,725.4 2,038.1 1,822.5 1,746.5 2,301.1 1,985.6 2,224.4 $ 3,667 $ 1,888 $ 3,393 $ 3,066 $ 2,831 $ 2,757 $ 3,122 $ 2,793 $ 2,987 8 53 37 36 35 33 34 65 63 69 2,863.3 1,810.4 2,299.0 1,590.0 2,022.6 2,215.2 2,237.8 2,217.9 2,494.9 $ 4,205 $ 2,014 $ 2,178 $ 2,628 $ 3,053 $ 3,286 $ 3,093 $ 3,042 $ 3,228 9 52 37 36 35 33 34 65 64 45 2,784.4 1,772.5 2,042.9 1,878.6 1,945.5 2,126.9 2,374.3 2,463.5 2,152.8 $ 4,116 $ 2,035 $ 2,131 $ 2,989 $ 2,997 $ 3,203 $ 3,249 $ 3,326 $ 2,663 10 44 20 20 22 20 19 40 43 25 1,480.9 726.4 918.5 1,044.6 1,133.4 859.8 1,201.6 1,190.5 602.8 $ 2,373 $ 784 $ 962 $ 1,702 $ 1,788 $ 1,433 $ 1,785 $ 1,806 $ 908 11 7 14 12 16 15 14 17 22 14 154.4 168.2 222.7 242.3 128.4 155.4 209.0 367.7 208.8 $ 317 $ 436 $ 475 $ 565 $ 413 $ 441 $ 471 $ 684 $ 452 12 8 8 8 9 12 10 12 14 12 74.6 148.3 75.4 83.0 39.4 79.0 111.3 150.4 79.5 $ 904 $ 316 $ 233 $ 258 $ 258 $ 272 $ 286 $ 359 $ 259 44 29 27 30 25 27 50 34 33 21 12,528.4 7,771.2 9,797.4 9,210.6 8,289.9 8,346.0 10,459.3 12,150.8 11,488.7 2,102.3 $ 20,641 $ 10,445 $ 12,264 $ 15,428 $ 13,978 $ 14,393 $ 15,707 $ 17,753 $ 16,146 $ 3,476 Averages Totals Totals

VOLUME 3,500.0

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

3,000.0

2,500.0

2,000.0

1,500.0 CubicFeet x 1,000

1,000.0

500.0

0.0 1 2 3 4 5 6 Month 7 8 9 10 11 12

REVENUE $4,500

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 $4,000

$3,500

$3,000

$2,500

$2,000

$1,500

$1,000

$500

$- 1 2 3 4 5 6 Month 7 8 9 10 11 12

Consumption Report.2015 4 7/22/2015 1:38 PM BANGOR CANAL WATER CONSUMPTION: 2005 - 2014 Customers Volume Revenue (x 1,000 cf) Month 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 1 157 159 163 173 175 173 180 181 209 214 999.46 724.20 842.00 948.91 993.91 851.48 1,449.67 916.02 2,330.39 1,136.63 $ 3,866 $ 3,620 $ 3,806 $ 4,086 $ 4,158 $ 3,992 $ 4,675 $ 3,936 $ 5,566 $ 4,580 2 155 157 158 164 168 172 182 178 205 210 844.31 669.71 631.89 818.69 671.99 755.38 1,564.82 791.83 2,026.03 1,093.56 $ 3,730 $ 3,556 $ 3,541 $ 3,835 $ 3,759 $ 3,915 $ 4,799 $ 3,790 $ 5,275 $ 4,529 3 153 160 160 164 168 166 179 176 209 218 643.28 645.28 620.43 674.56 651.87 783.17 1,002.97 862.55 1,294.22 1,451.72 $ 3,441 $ 3,513 $ 3,525 $ 3,637 $ 3,698 $ 3,799 $ 4,184 $ 3,807 $ 4,614 $ 4,842 4 152 171 173 179 171 165 191 193 216 228 605.38 1,176.41 1,402.61 909.53 814.60 804.62 1,120.73 1,316.49 2,006.90 3,195.17 $ 3,400 $ 4,332 $ 4,559 $ 4,102 $ 3,901 $ 3,817 $ 4,311 $ 4,516 $ 5,400 $ 6,655 5 192 198 213 215 188 190 210 238 245 258 1,689.26 2,877.85 5,377.98 3,817.34 1,190.88 1,544.43 1,575.54 4,811.61 4,365.91 4,568.56 $ 5,263 $ 6,556 $ 9,335 $ 7,720 $ 4,614 $ 5,009 $ 5,058 $ 8,605 $ 7,922 $ 8,306 6 217 223 217 229 213 215 237 250 267 266 6,759.58 13,677.09 8,852.45 6,589.73 3,287.34 3,286.44 7,498.68 9,201.05 7,678.85 6,961.48 $ 11,012 $ 18,261 $ 13,123 $ 10,921 $ 7,278 $ 7,301 $ 11,217 $ 13,057 $ 11,227 $ 10,585 7 218 227 230 229 232 226 244 259 276 12,410.45 14,958.77 10,229.44 9,009.45 10,161.09 8,363.15 10,117.22 9,556.34 9,165.64 $ 16,807 $ 19,641 $ 16,476 $ 13,476 $ 14,717 $ 12,739 $ 13,813 $ 13,500 $ 12,607 8 222 227 226 239 236 238 255 259 273 14,843.95 18,647.25 11,273.23 9,695.74 9,718.66 9,352.24 10,506.24 10,284.58 10,106.26 $ 19,431 $ 23,465 $ 15,758 $ 14,358 $ 14,331 $ 13,949 $ 14,353 $ 14,191 $ 13,384 9 225 227 235 238 234 238 257 255 274 11,988.86 17,226.77 10,452.92 9,406.75 10,033.50 11,001.37 11,321.96 9,585.02 9,439.48 $ 16,535 $ 22,473 $ 15,090 $ 14,060 $ 14,637 $ 15,684 $ 15,205 $ 13,514 $ 12,817 10 218 213 223 231 221 223 244 247 267 7,617.21 8,000.91 8,021.02 8,121.09 8,699.87 7,071.95 8,918.25 7,866.75 7,708.13 $ 11,845 $ 12,099 $ 12,319 $ 12,572 $ 12,979 $ 11,308 $ 12,698 $ 11,706 $ 11,164 11 196 183 204 201 206 205 217 236 242 4,658.00 3,146.31 4,399.09 3,293.95 3,738.01 2,790.06 5,017.10 5,666.04 3,426.50 $ 8,379 $ 6,562 $ 8,184 $ 7,041 $ 7,587 $ 6,586 $ 8,513 $ 9,431 $ 7,026 12 174 175 180 186 182 186 186 219 221 1,106.82 1,342.71 978.35 1,192.89 1,005.61 1,221.65 1,012.92 2,302.99 1,570.26 $ 4,119 $ 4,500 $ 4,239 $ 4,563 $ 4,304 $ 4,618 $ 4,117 $ 5,828 $ 5,164 190 193 199 204 200 200 215 224 242 232 64,166.58 83,093.25 63,081.42 54,478.63 50,967.33 47,825.93 61,106.09 63,161.29 61,118.57 18,407.12 $ 107,827 $ 128,578 $ 109,955 $ 100,370 $ 95,962 $ 92,717 $ 102,941 $ 105,882 $ 102,165 $ 39,497 Averages Totals Totals

VOLUME 20,000.00

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 18,000.00

16,000.00

14,000.00

12,000.00

10,000.00

8,000.00 CubicFeet x 1,000

6,000.00

4,000.00

2,000.00

0.00 1 2 3 4 5 6 Month 7 8 9 10 11 12

REVENUE $25,000

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

$20,000

$15,000

$10,000

$5,000

$- 1 2 3 4 5 6 Month 7 8 9 10 11 12

Consumption Report.2015 5 7/22/2015 1:38 PM PALERMO CANAL WATER CONSUMPTION: 2005 - 2014 Customers Volume Revenue (x 1,000 cf) Month 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 1 71 80 80 80 79 77 83 94 100 101 491.02 636.15 467.73 638.54 524.34 368.52 709.05 545.08 685.64 556.62 $ 1,811 $ 2,124 $ 1,898 $ 2,100 $ 1,964 $ 1,746 $ 2,189 $ 2,061 $ 2,248 $ 2,019 2 69 79 76 78 77 78 79 76 103 97 426.59 586.00 466.70 474.43 518.60 347.59 550.70 454.37 599.84 586.42 $ 1,728 $ 2,095 $ 1,860 $ 1,932 $ 1,960 $ 1,768 $ 1,982 $ 1,213 $ 2,259 $ 2,119 3 70 79 76 70 76 77 79 92 98 101 420.94 916.98 486.41 308.81 547.86 359.14 510.12 662.78 517.52 837.86 $ 1,714 $ 2,043 $ 1,866 $ 1,539 $ 1,936 $ 1,737 $ 1,910 $ 2,145 $ 2,006 $ 2,390 4 69 89 150 79 77 80 87 95 121 155 422.94 973.82 4,331.96 593.43 556.76 395.44 445.02 880.41 1,469.37 4,459.84 $ 1,689 $ 2,636 $ 7,122 $ 1,991 $ 1,975 $ 1,835 $ 1,868 $ 2,418 $ 3,313 $ 6,590 5 125 159 174 163 107 136 167 206 189 206 2,695.41 4,445.04 6,901.03 5,598.44 1,612.15 3,316.14 4,560.10 9,379.10 7,575.08 9,233.22 $ 5,056 $ 7,460 $ 10,203 $ 8,682 $ 3,584 $ 5,845 $ 7,210 $ 12,534 $ 9,714 $ 11,785 6 188 202 205 204 177 173 216 233 218 224 8,099.80 9,103.04 10,264.94 8,829.84 7,006.06 6,800.98 9,777.48 11,507.05 10,630.11 10,903.44 $ 11,800 $ 13,087 $ 14,335 $ 12,817 $ 10,443 $ 10,139 $ 13,076 $ 14,997 $ 13,244 $ 13,598 7 200 204 219 221 210 193 220 234 220 9,433.97 9,592.59 9,783.62 10,598.90 11,051.13 9,356.00 11,086.98 11,528.65 10,116.88 $ 13,723 $ 13,612 $ 14,055 $ 14,945 $ 15,201 $ 13,159 $ 14,392 $ 15,070 $ 12,831 8 263 201 207 215 211 212 232 233 228 8,680.54 9,372.64 10,238.86 10,589.77 11,664.89 10,711.85 11,815.71 12,108.86 11,198.22 $ 12,901 $ 13,326 $ 14,322 $ 14,832 $ 15,884 $ 14,908 $ 15,295 $ 15,605 $ 13,931 9 190 205 219 208 207 202 215 218 224 8,377.17 9,218.87 9,706.46 9,540.67 10,755.00 10,716.74 10,634.66 9,146.39 10,918.29 $ 12,098 $ 13,235 $ 13,975 $ 13,634 $ 14,885 $ 14,754 $ 13,875 $ 12,503 $ 13,632 10 166 144 163 164 184 140 196 181 190 4,780.99 2,900.42 5,106.18 4,388.30 7,141.06 2,895.79 7,008.34 4,958.05 5,278.09 $ 7,957 $ 5,544 $ 8,194 $ 7,480 $ 10,683 $ 5,502 $ 10,055 $ 7,808 $ 7,973 11 109 109 112 95 90 89 109 112 107 1,438.40 1,168.79 1,441.04 794.98 514.52 684.82 1,051.66 1,261.65 956.55 $ 3,465 $ 3,128 $ 3,498 $ 2,562 $ 2,150 $ 2,311 $ 2,800 $ 3,050 $ 2,651 12 82 85 90 82 81 81 97 97 104 619.19 594.79 632.75 501.08 405.46 551.69 675.15 634.91 529.28 $ 1,445 $ 2,111 $ 2,251 $ 1,992 $ 1,862 $ 2,035 $ 2,234 $ 2,205 $ 2,155 134 136 148 138 131 128 148 156 159 147 45,886.96 49,509.13 59,827.69 52,857.20 52,297.83 46,504.67 58,824.97 63,067.29 60,474.87 26,577.40 $ 75,386 $ 80,401 $ 93,579 $ 84,506 $ 82,528 $ 75,739 $ 86,887 $ 91,609 $ 85,956 $ 38,501 Averages Totals Totals

14,000.00 VOLUME

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

12,000.00

10,000.00

8,000.00

6,000.00 CubicFeet x 1,000

4,000.00

2,000.00

0.00 1 2 3 4 5 6 7 8 9 10 11 12 Month

REVENUE $18,000

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

$16,000

$14,000

$12,000

$10,000

$8,000

$6,000

$4,000

$2,000

$- 1 2 3 4 5 6 Month 7 8 9 10 11 12

Consumption Report.2015 6 7/22/2015 1:38 PM SOUTH FEATHER WATER & POWER AGENCY

TO: Board of Directors

FROM: Matt Colwell, Water Division Manager

DATE: July 23, 2015

RE: General Information (regarding matters not scheduled on the agenda) 7/28/15 Board of Directors Meeting

Water Treatment Operations Miners Ranch MRTP treated water production for the month of June totaled June 2015 187 million gallons, which is 85% of recent average (table at Production right). The chart at the end of this report provides a historical Total (MG) 187 (85% of Avg) perspective of cumulative water demand and production and High (MGD) 7.6 shows the 2015 January-through-June demand at 97% of recent average. Low (MGD) 4.9 Avg. (MGD) 6.2 Urban Water Conservation The State Water Resources Control Board (SWRCB) has mandated that SFWPA conserve 36% of its monthly domestic water consumption, based on 2013 values, which equates to approximately 1,585 acre- feet for the June 2015 through February 2016 period. The Agency reported a 24% conservation value for June 2015 compared to June 2013. The state domestic water conservation mandates will be very challenging to meet. Conserved water is being achieved through other alternatives.

MRTP Improvement Project Agency staff is participating on the MRTP Improvement Project team, focusing on defining and evaluating water treatment process components. Stantec Consulting is ramping up its engineering effort and is utilizing nine different members of its engineering staff to prepare the Alternative Analysis report. Project billings are anticipated to steadily increase as the detailed engineering evolves. Overaa Construction anticipates beginning local outreach to contractors shortly after the New Year to prepare for the bidding process beginning.

The current billing through June 2015 is $90,152 of the Phase 1 project budget ($838,820) and is proceeding as projected without any scope, schedule or cost modifications.

All bacteriological requirements were met for the Miners Ranch/Bangor Treatment plants & Sly/Strawberry campgrounds.

Irrigation System Operations Water supply for the Forbestown Ditch was ordered at WD6 on Monday May 18. Normal operations would have started water on April 15th, and this intentional delay has conserved approximately 1,000 acre feet of raw water.

Multi-year dry conditions have significantly affected staff’s ability to push Forbestown Ditch water to the Bangor area. A 60 to 70 percent loss is being experienced as attempts are made to serve the last customer. Ditch tenders have requested additional flow from SF 14 and have been working to identify and mitigate leaks as the water slowly works its way down the system.

A concerted effort to conserve additional water on the Bangor and Palermo systems is ongoing and may result is some delay in customer service compared to normal years and customer expectations.

The current irrigation operations are: Forbestown Ditch SF 14 = 20.0 cfs NYWD = 9.4 cfs (conveyance loss) SFWPA @ WD 6 = 10.6 cfs Bangor Canal SF 25 = 11.6 cfs Palermo Canal SF30 = 12.2 cfs

Solar Array Lightning Strike On June 11, significant damage to the MRTP solar array wiring was discovered. It is believed that a lightning strike caused major arcing in a junction box with a metal lid. Chico Electric, the low bid contractor, performed the work at a cost of $29,633. On July 23, the Agency received an insurance reimbursement check for $18,170 – $11,463 being withheld for deductible and salvage value.

Solar Plant Production MRTP power demand for June was greater than solar generation by 55,538 KWH. The graph below provides a historical perspective of energy demand (from PG&E) compared to water production.

Miners Ranch Water Treatment Plant Monthly Water Production VS: KWH Purchased

400 200000

350 175000

300 150000

250 125000

200 100000

150 75000

100 50000

50 25000 Electricity Demand (KWH)

Water Demand (Million Gallons) (Million Demand Water

0 0

-50 -25000

-100 -50000

Monthly MRTP Total Annual Water Production 2,200

2,000 Maximum (1997) 2013

Average 1,800 2014

1,600 Minimum (2011)

1,400

1,200

5 Year Avg Cummulative 1,000 1997 (max) 2009 800 2010 2011 MILLIONS OF GALLONS 600 2012 2013

400 2014 2015

200

0 JAN FEB MAR APR MAY JUN JULY AUG SEP OCT NOV DEC

Water Division Status Report Matt Colwell Water Division Manager SOUTH FEATHER WATER & POWER AGENCY

TO: Board of Directors

FROM: Michael Glaze, General Manager

DATE: July 22, 2015

RE: General Information (regarding matters not scheduled on the agenda) 7/28/15 Board of Directors Meeting

Danielle Sepulveda’s Request for Service At last month’s meeting, Danielle Sepulveda and her father addressed the board during the public participation portion of the agenda. She was desperate to have service from an Agency ditch, but her application had been denied by staff. The following day I reviewed her application and then talked with her and her husband, Cory, on the phone about what I had learned.

The Tank Ditch, off of the Palermo Canal, runs through property that adjoins Mrs. Sepulveda’s parcel. The elevation of the Sepulveda home is approximately 40-50 feet higher than the elevation of the ditch below. Therefore, a water service for her would require the installation of a sump and pump at the ditch with a power source and delivery pipe within a legal easement across her neighbor’s property.

The Tank Ditch is deemed by staff to be at capacity due to the fact that existing customers are backed up waiting for water they have requested. Delivery of water to them is already on a rotation basis (they are only allowed to take water at specific times to ensure that all customers get their share). Requests for additional water by existing customers are being denied, as well as other requests for new services.

As with any conveyance system, the Tank Ditch’s capacity could be expanded. Doing so would require securing adequate easements, upsizing the sections that are already in pipe, hydrohammering through rocky areas and removing existing liners to expand the carrying capacity of the sections that are open ditch. Cost: a minimum of $100,000.

I can’t recommend an expansion project for the Tank Ditch. Even if every parcel presently not connected was added as a customer after expansion, the additional revenue generated would never catch up with the capital expended on the expansion project.

Nevertheless, I advised Mr. And Mrs. Sepulveda that I would approve their service application, but that it would have limitations and conditions relative to having a recorded easement for the pump and pipeline, and that they would have restrictions on the amount of water that could be pumped.

LAFCo Call for Nominations The attached letter explains that the Alternate seat on the Butte Local Agency Formation Commission is open. If an SFWPA director is interested in being nominated, I will place the item on the August agenda for consideration, ahead of the August 28 deadline for submitting a nomination letter.

TO: Butte County Special Districts Butte County Special District Association

FROM: Jill Broderson, Management Analyst

SUBJECT: Election of a Special District Alternate Member

DATE: June 23, 2015

The Butte Local Agency Formation Commission is calling for nominations for a Special District Alternate Member, whom could represent either an “Enterprise” or “Non-Enterprise” Special District. The Alternate seat was held by Wes Gilbert from the Butte County Resource Conservation District. However, Mr. Gilbert has resigned his position on the Butte County Resource Conservation District's board, therefore, his seat on LAFCO has been vacated. Although terms are four years, the existing term for the Alternate Member will expire in May of 2017.

At this time, a formal ballot is not required. A written nomination letter will be sufficient if it provides the name of your nominee and the District Board on which he or she serves. The nomination must be made by an official action of your Board of Directors and signed by the appropriate Officer of the Board.

Nomination letters must be returned to Stephen Lucas, Executive Officer, Butte Local Agency Formation Commission, 1453 Downer Street, Suite C, Oroville, California 95965 by Friday, August 28, 2015, either by U.S. Mail, e-mail or hand delivered. Postmarks of August 28, 2015 will be accepted. Nomination letters received by LAFCO, or postmarked after the closing date, will not be accepted.

If you do not have a District Board meeting scheduled within this time frame and would like to make a nomination, you will have to schedule a special Board meeting.

Should you have any questions or if I can be of any assistance, please feel free to contact me at your convenience.

Enclosure SOUTH FEATHER WATER & POWER AGENCY

TO: Board of Directors

FROM: Art Martinez, Manager of Information Systems

DATE: July 22, 2015

RE: Delinquent Accounts to be Added to 2015-2016 Taxes Agenda Item for 7/28/15 Board of Directors Meeting

Once a year, Butte County allows this agency to place unresolved water service debts to the Butte County tax roll as a means of collection. Although every effort has been made to contact the responsible parties, there are still 16 accounts that have not responded by the deadline. Each of the 16 accounts has been terminated within the last year and, for most, no communication has been received. These unresolved accounts usually result from a change in the ownership status of the property; death of the owners and unresolved distribution of the estate; abandonment of the residence; ongoing lawsuits; etc. Agency staff has made every attempt to contact the owners on file and the owners listed with the county.

As a public agency, SFWPA is able to collect delinquent accounts by placing them on the Butte County tax rolls. The cost for this service, levied by the Tax Collector, is 30¢ per parcel, for a total this year of $4.80.

Attached is a list of the 16 accounts and their individual total delinquencies. Through the diligent efforts of the Agency’s office staff, all but $3,581.40 of delinquencies this year have been collected through routine billing procedures.

The recommended form of action is:

"I move adoption of Resolution 15-7-1, authorizing 16 accounts, for a total of $3,581.40 plus fees, be added to the 2015-2016 Butte County tax roll." SOUTH FEATHER WATER & POWER AGENCY

Resolution No. 15-7-1

WHEREAS, the Board of Directors of the South Feather Water and Power Agency acknowledges the Agreement entered into in 1990 between Butte County and South Feather Water and Power Agency (formerly Oroville-Wyandotte Irrigation District) providing for the collection and distribution of special assessments by Butte County for and on behalf of the Agency; and,

WHEREAS, the County of Butte has tendered a form of Agreement for the provision of such services to the Agency at a cost of 30¢ per parcel.

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the South Feather Water and Power Agency that the schedule of delinquent accounts attached hereto as Exhibit A, be collected by the Butte County Tax Collector and submitted to the Agency for the year 2015-2016; and,

BE IT FURTHER RESOLVED that the Butte County Auditor-Controller, per the consolidation schedule of prior charges submitted, be authorized to add these charges to the Butte County Tax Rolls for the year 2015-2016 under the appropriate heading “SFWPA Prior Charges,” such consolidation schedule consisting of delinquent accounts as aforementioned. It is understood that the property deeded by the Agency or by Butte County is not included in this schedule submitted because the County will not include these parcels on their active roll. Such delinquent accounts shall be payable in two installments under and pursuant to the provisions of §25806(a)(1) of the Water Code of the State of California and is without regard to property valuation.

PASSED AND ADOPTED by the Board of Directors of the South Feather Water and Power Agency at the regular meeting of said Board on the 28th day of July 2015 by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

James Edwards, President (seal)

Michael C. Glaze, Secretary Exhibit A

$240.76 026-020-027 6651 Lincoln Blvd $251.54 027-010-008 94 Bethridge Rd $147.36 028-110-008 5160 La Porte Road $394.98 028-390-026 Pride's Way $189.94 035-420-041 5344 Diane Court $226.98 068-130-121 19 Teancum Court $453.68 068-150-095 4328 Olive Highway $158.42 069-170-027 72 Montrose Drive $208.58 069-170-040 79 Montrose Drive $222.28 072-111-016 101 Canal Drive $85.50 072-400-024 408 Black Bart Road $175.04 078-220-034 19 Rosita Way $215.28 078-360-021 3707 Oro Bangor Highway $235.16 079-030-022 3130 Claremont Drive $192.08 079-200-054 2635 Chaise Drive $183.82 079-250-023 2590 Pinecrest Rd

$3,581.40 Total

SOUTH FEATHER WATER & POWER AGENCY

TO: Board of Directors

FROM: Dan Leon, Hydro Operations Manager

DATE: July 7, 2015

RE: Kelly Ridge Powerhouse Installation of New TSV in 2015 Agenda Item for 7/28/15 Board of Directors Meeting

In May 2013 the Board approved an agreement with TCB Industrial, Inc., to install a new turbine shutoff valve (TSV) in Kelly Ridge Powerhouse during a maintenance outage that began October 1, 2013. During the commissioning of the new TSV, it was observed that it would not close under actual water flow conditions. As a result, the TSV was removed and reinstalled by TCB and Agency personnel on two occasions to diagnose the inability of the TSV to close properly. Prior to being installed the second time, the TSV was shipped back to the manufacturer in South Korea for warranty repairs. Following the re- installation, testing revealed that the TSV would still not close properly due to distortion and failure of the elastomeric seal on the TSV disk, and the manufacturer was contacted to discuss options for moving forward.

The TSV manufacturer has furnished a second new TSV, this one employing an all-metal seal design instead of the elastomeric seal used on the first new valve. The type of work necessary to complete the installation project is beyond the capacity of the Agency’s personnel, and it is proposed that TCB again be retained to work alongside Agency personnel, based on TCB’s experience with this equipment and excellent past performance. The work will be completed during the next annual outage which begins on October 5, 2015. TCB estimated that the work will be completed in approximately 12 days at a not-to-exceed time and materials cost of $112,000.

A copy of the TCB proposal is attached, along with the agreement already signed by TCB. The recommended form of action is:

“I move approval of, and authorization for the General Manager to execute, the Agreement for the Kelly Ridge Powerhouse turbine shutoff valve replacement with TCB Industrial, Inc., at a not-to-exceed cost of $112,000.”

SOUTH FEATHER WATER & POWER AGENCY

TO: Board of Directors

FROM: Michael Glaze, General Manager

DATE: July 15, 2015

RE: Horizon Tower MOU Agenda Item for 7/28/15 Board of Directors Meeting

Horizon Tower, LLC (Horizon), contacted the Agency in February 2013 regarding acquiring a lease for a communications tower at the Million Gallon Tank (MGT) site in Kelly Ridge. A memorandum of understanding (copy attached) was approved in January 2014 whereby Horizon has an 18-month Option, and two subsequent 12-month Options (each requiring the payment of $5,000 to SFWPA) to lease a 50’ x 50’ corner of the Million Gallon Tank site for the construction of a communications tower. During the option period(s) Horizon has to satisfactorily obtain all permits, approvals and other regulatory requirements necessary for its proposed installation. If Horizon is successful and the lease is executed, it would have an initial term of ten years, and would automatically renew for three additional five-year terms unless Horizon elects not to renew. During the term of the lease, Horizon would pay monthly rent to the Agency equal to 25% of its monthly net revenue.

Since the MOU’s approval, Horizon has been working to acquire the necessary use permit from the County of Butte. The County Planning Commission will consider approving the permit on July 24.

To satisfy the requirements for the use permit, some modifications to the on-site location of Horizon’s facilities were necessary. Specifically, several zoning restrictions prevented the cell tower from being located, as originally proposed, adjacent to the site’s west property line. However, moving the tower to the interior of the site behind the MGT (see Exhibit 1 of the attached MOU) meant that more of the site would be affected by Horizon’s facilities than initially anticipated, and the Agency’s opportunity for utilizing the remainder of the heretofore undeveloped portion of the site, in the unlikely event it would be needed, was diminished. In response to Horizon’s request to relocate the facilities for use permit purposes, two mitigations were proposed: 1. In the event the Agency needs to expand its facilities, Horizon will, at its sole cost, either relocate its facilities on site, subject to Agency approval, or remove them from the site within one year if an on-site relocation plan is rejected by the Agency. 2. The Agency’s monthly rental payment will be increased from 25% to 30% of Horizon’s monthly net revenue.

In addition to amending the MOU to affect these two provisions, the Amendment also affects a couple of modifications involving site access, the site map (Exhibit 1), and clarification of when option payments are made by Horizon to the Agency under the MOU.

Approval of the MOU Amendment is recommended as follows:

"I move approval of, and authorization for the General Manager to execute, the First Amendment to Memorandum of Understanding to Undertake CEQA Analysis and Option to Enter Lease Agreement with Horizon Tower, LLC."

FIRST AMENDMENT TO MEMORANDUM OF UNDERSTANDING TO UNDERTAKE CEQA ANALYSIS AND OPTION TO ENTER INTO LEASE AGREEMENT

THIS FIRST AMENDMENT TO MEMORANDUM OF UNDERSATNDING TO UNDERTAKE CEQA ANALYSIS AND OPTION TO ENTER INTO LEASE AGREEMENT (“First Amendment”) is entered into this 28th day of July, 2015, between South Feather Water & Power Agency, an irrigation district formed and existing under Division 11 of the California Water Code (“Landlord”), and Horizon Tower Limited Partnership-II, a Kansas limited partnership (“Tenant”).

WITNESSETH:

WHEREAS, Landlord and Tenant, entered into that certain Memorandum of Understanding to Undertake CEQA Analysis and Option to Enter Into Lease dated January 28, 2014 (incorporated herein by reference and hereinafter referred to as the “MOU”); and

WHEREAS, Landlord and Tenant desire to amend and modify certain terms and conditions of the MOU.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant, intending to be legally bound, do hereby covenant and agree as follows:

1. Amendments. The MOU is hereby amended as follows:

(a) In the “RECITALS” Section of the MOU, all of the language after the first sentence is hereby deleted and replaced with the following:

Tenant desires to obtain an option to lease a portion of the Property as depicted on Exhibit 1 to the Lease (the “Land Space”) together with a nonexclusive right for ingress and egress on foot or by motor vehicle along a 15 foot wide right of way extending from Royal Oaks Drive to the Land Space, and/or extending from Dillard Court to the Land Space, each as depicted on Exhibit 1 to the Lease, for the uses and purposes described in this MOU (collectively, the “Right of Way”). The Land Space and Right of Way are collectively referred to as the “Premises”

(b) In the first paragraph under the “AGREEMENT” Section of the MOU, the words “each yearly anniversary of this MOU” are hereby deleted and replaced with:

“the date which is eighteen (18) months after the date of this MOU, and every twelve (12) months thereafter”

1

(c) Section 1(a) of template lease attached as Exhibit A to the MOU (the “Template Lease”) is hereby deleted and replaced with:

That portion of the Property to be used by Tenant for the purposes described below is depicted on the diagram attached as Exhibit 1 to this Agreement (the “Land Space”), together with a nonexclusive right for ingress and egress on foot or by motor vehicle along a 15 foot wide right of way extending from Royal Oaks Drive to the Land Space, and/or extending from Dillard Court to the Land Space, each as depicted on Exhibit 1 to this Agreement (collectively, the “Right of Way”). The Land Space and Right of Way are collectively referred to as the “Premises”.

“Exhibit 1” to the Template Lease, referenced above, is attached to this First Amendment as Exhibit 1.

(d) The Template Lease is hereby amended by adding the following new Section 21:

21. Redevelopment/Relocation Clause. Subject to the other provisions of this Lease, in the event Landlord desires to redevelop, modify, remodel or in any way alter the Property and any improvements thereon (“Redevelopment”) and the Redevelopment will substantially impact Tenant’s Tower Facilities, Landlord shall provide Tenant with written notice of Landlord’s proposed Redevelopment. Should any proposed Redevelopment necessitate the relocation of Tenant’s Premises or Tower Facilities, and/or alterations to Tower Facilities (a “Facility Change”), Tenant may, within ninety (90) days of notification, submit a proposal to Landlord for such Facility Change that identifies a new location on the Property for Tenant’s Tower Facilities (a “Facility Change Proposal”). Within thirty (30) days after receipt of a Facility Change Proposal, Landlord may in writing accept or reject such Facility Change Proposal in Landlord’s sole discretion. Any failure by Landlord to accept a Facility Change Proposal within such thirty (30) day period shall be deemed to be a rejection of the Facility Change Proposal. In connection with any proposed Facility Change, Tenant may, at its sole cost and expense, and with the advance written consent of Landlord which may be withheld for any reason, apply to the applicable governmental authorities to change the current zoning designation of the Property to a more accurate designation based on the current and future intended use of the Property. If Landlord approves a Facility Change Proposal, Tenant shall relocate its antennas and equipment to the new location on the Premises within a reasonable period of time and in connection with the implementation of Redevelopment, at the sole cost and expense of Tenant. If Landlord does not approve a Facility Change Proposal, Tenant shall, at Tenant’s sole cost and expense, promptly remove all of its equipment from the Premises which shall in in no event take longer than one (1) year following Landlord’s rejection of the Facility Change Proposal unless a shorter period of time is necessary due to the Redevelopment; provided however, that if Landlord reasonably anticipates that it will require the 2

removal of Tenant’s equipment in less than one (1) year’s time following rejection of the Facility Change Proposal, Landlord shall inform Tenant of the expected timing requirements for removal of the equipment as promptly as possible and shall provide Tenant the maximum amount of time to remove its equipment as is reasonably possible in order to complete the Redevelopment in accordance with Landlord’s schedule. Additionally, following rejection of a Facility Change Proposal, Landlord shall permit Tenant to install, at Tenant’s option and expense, a temporary communications facility on the Property at a location agreeable to Landlord to permit Tenant to continue its business operations uninterrupted while it identifies a new tower location. Any temporary communications facilities will be removed within 18 months following the rejection of a Facility Change Proposal. Upon satisfactory removal of all of Tenant’s equipment from the Premises, the Lease shall be terminated. Should Landlord approve a Facility Change Proposal, Landlord shall in good faith, and at Tenant’s sole cost and expense, use reasonable efforts to assist Tenant to obtain any necessary, permits, zoning or setback variances and exceptions or similar local government approvals required to implement any Facility Change.

(e) Section 3 of the Template Lease is hereby amended by deleting the words “Twenty-Five Percent (25%)” and by replacing such words with “Thirty Percent (30%)”.

2. MOU in Effect: Except as herein expressly modified and amended, the MOU shall remain in full force and effect pursuant to each and every of its terms and conditions.

Remainder of Page Left Intentionally Blank

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SIGNATURE PAGE TO FIRST AMENDMENT TO MEMORANDUM OF UNDERSTANDING TO UNDERTAKE CEQA ANALYSIS AND OPTION TO ENTER INTO LEASE AGREEMENT

IN WITNESS WHEREOF, the parties hereto have entered into this First Amendment as of the day and year first above written.

“LANDLORD”

South Feather Water & Power Agency, an irrigation district formed and existing under Division 11 of the California Water Code

By: ______Print Name: Michael C. Glaze Its: General Manager

“TENANT”

Horizon Tower Limited Partnership-II, a Kansas Limited Partnership

By: Horizon Tower, LLC, a Delaware Limited Liability Company, its Operations Partner

By: ______Print Name: John Kapulica Its: CEO

EXHIBIT 1

(see attached diagram)

Exhibit 1

SOUTH FEATHER WATER & POWER AGENCY

TO: Board of Directors

FROM: Dan Leon, Hydro Operations Manager

DATE: July 22, 2015

RE: Kelly Ridge Powerhouse 60kV Line Equipment Repairs Agenda Item for 7/28/15 Board of Directors Meeting

The generator at Kelly Ridge Powerhouse is connected to Pacific Gas and Electric Company’s (PG&E) electrical power system through a 60kV radial line that terminates at PG&Es Oroville Substation. The 60kV line within the Kelly Ridge Powerhouse switchyard includes a manually operated air switch, a potential transformer, and a wave trap device. The air switch, which is the main disconnecting device to the PG&E electrical system, is in need of cleaning and adjustment. The potential transformer, which is directly connected to PG&E’s 60kV line, cannot be serviced without de-energizing the line. Also, the wave trap device is no longer in use and has been abandoned in place.

The attached PG&E Proposal No. 13 includes: clean and adjust the air switch; reconnect the potential transformer so that SFWPA personnel can service it without involving PG&E; and remove the wave trap device. The type of work necessary to complete these tasks is beyond the capability of SFWPA personnel, and it is proposed that they work alongside PG&E on this project. Completing these tasks will increase the reliability of the 60kV system in the switchyard, and simplify future maintenance. The work will be completed during the next annual outage which begins on October 5, 2015. PG&E estimated that the work will be completed at a not-to-exceed time and materials cost of $30,372.50.

A copy of the PG&E proposal is attached for your review. The recommended form of action is:

“I move approval of, and authorization for the General Manager to execute, the Agreement for the Kelly Ridge Powerhouse 60kV Line Equipment Repairs with PG&E, at a not-to-exceed cost of $30,372.50.”

Agreement No: ATS-300-052.13

PROPOSAL NUMBER 13

This Proposal is made and entered into as of ______, 2015, by and between South Feather Water and Power Agency (“Customer”) and Pacific Gas and Electric Company (“PG&E”). This Proposal is subject to the terms and conditions of the Test and Repair Services Agreement between Customer and PG&E dated as of December 13, 2010 (the “Agreement”).

DESCRIPTION OF SERVICES

Scope of Work: PG&E shall provide the following services (“Services”):

 T-line: remove 60 kV tap connection to existing capacitor-coupled wave trap and close up the loop.

 T-line: switch to de-energize/re-energize 60 kV line. Clearance is scheduled for Saturday 10/10/15.

 Operations: prepare and direct switching.

 Substation: clearance coordinator.

 Substation: remove Idle wave trap, adjust Sw 13, and relocate and terminate the PT conductor from the top (PG&E) side of Sw 13to the bottom (SFWPA) side of Sw 13. This will allow the PT to be de-energized when Sw 13 is in the open position.

In performing services under this Agreement, PG&E shall communicate with a primary contact person, whom Client will designate to PG&E.

RATES

Operations and coordinators labor charges are $200 per hour at the straight time rate and $265 per hour at the overtime rate.

Substation labor charges are $200 per hour at the straight time rate and $265 per hour at the overtime rate.

T/line labor charges are $265 per hour at the straight time rate and $310 per hour at the overtime rate.

Material Costs + 15%

Straight time labor charges will be based on a work week of five (5) eight (8) hour workdays, Monday through Friday. Each workday consists of eight (8) consecutive hours comprising the normal day shift.

Overtime labor charges are applicable to all time worked or traveled outside the normal eight (8) hour day shift on any weekday (Monday through Friday), and all time worked or traveled on Saturdays, Sundays or holidays.

Agreement No: ATS-300-052.13

In the event an employee performing services is needed to work for 8 or more hours at the Overtime rate during a 16 hour period, the employee is required to take a rest period of up to 8 hours. Customer will be charged for the rest period at the Straight Time rate.

Meals and lodging charges will apply and will not be marked up.

COST AND PAYMENT

Customer will pay PG&E on a time and materials basis at the rates shown in the table above. PG&E estimates the services under this Proposal will not exceed $30,372.50. This includes meals and travel expenses. PG&E will submit invoices to Customer for services performed. Each invoice will reference the Agreement and this Proposal and be submitted to Customer’s billing address as set forth in this Proposal.

BUSINESS CONTACTS

PG&E’s primary business contact for this Proposal:

Name: Shanzay Sheikh Address: 245 Market Street, Mail Code N10D San Francisco, CA 94105 Telephone: 415-542-6748 Email: [email protected]

Customer’s primary business contact for this Proposal:

Name: Daniel Leon, South Feather Water & Power Agency Telephone: (530) 538-8854 Email: [email protected]

CUSTOMER BILLING CONTACT

Customer’s billing contact for this Proposal:

Name: Daniel Leon, South Feather Water & Power Agency Telephone: (530) 538-8854 Email: [email protected]

Agreement No: ATS-300-052.13

IN WITNESS THEREOF, the parties have caused this Proposal to be executed as of the date first set forth above.

SOUTH FEATHER WATER AND POWER AGENCY

Sign: ______

Name (print): ______

Title ______

Date: ______

PACIFIC GAS AND ELECTRIC COMPANY

Sign: ______

Name (print): ______

Title: ______

Date: ______

SOUTH FEATHER WATER & POWER AGENCY

TO: Board of Directors

FROM: Michael Glaze, General Manager Matt Colwell, Water Division Manager

DATE: July 16, 2015

RE: Bangor Domestic System Expansion Agenda Item for 7/28/15 Board of Directors Meeting

This memo provides the information regarding the expandability of the Bangor Treatment Plant (BTP) and its appurtenant distributions system that was requested by Mr. Hickman at the board’s meeting in February. He had visited BTP earlier that month and expressed doubt that it was at capacity and having trouble dealing with source-water turbidity. He also conveyed a local resident’s allegation that Agency staff has systematically discouraged the addition of new services to the BTP system.

Background

In 1984, the State Department of Health required the Agency (then OWID) to develop plans to bring the domestic distribution system in the Bangor area into compliance with the state’s new water quality standards. At that time the Agency was serving 17 accounts, including the Bangor school, but information about the type of processing is not available. Board meeting minutes stated that those 17 customers had not “indicated a willingness to petition for an Improvement District, which would place an assessment on each person served” to fund construction of an upgraded water treatment facility.

In March 1985, an application was filed with the State Department of Health “for a permit to construct a surface water filtration plant with a design capacity of 100 G.P.M. The plant will be connected to the District’s existing distribution system serving the township of Bangor.” In May 1985, application was made to DWR for funding from the Safe Drinking Water Bond Law Act of 1984 “to bring the water supply system up to minimum safe drinking water standards.”

Minutes from a March 1987 board meeting indicated that the Department of Health had approved a “conceptual plan” for the filtration plant in 1985, but “new requirements under the Clean Water Act” would have required the Agency to apply for an exemption for the 1985-approved improvements. The decision was made to retain local engineer Dan Cook to prepare revised plans for a Bangor plant that would comply with the most recent water treatment regulations. Those minutes also reported that “the proper number of signatures had been obtained and petition made to the Board to form the Bangor Improvement District…” Bangor Improvement District was formed on September 9, 1987, with the following provisions: • “…the cost of facilities would be offset by a grant from the State of California in an amount sufficient to construct [the] facilities, such construction contingent upon approval of [the] grant”; • Existing domestic customers would not have an assessment levied against them because the cost was being offset through the grant; • Existing domestic customers would be connected to the new system “without fees”; • “A monthly service charge necessary to offset the operating and maintenance expense of the improvement district [would] be charged to existing and future customers of the Bangor system”; • New services to the system would be charged a connection fee, set initially at $1,100, but “subject to future review.”

The grant amount requested at that time was $180,000 to build the treatment plant, approximately 6,800’ of 6” mainline (connecting the treatment plant and storage tank) and construct a 100,000 gallon storage tank (upsized from the initial design of 60,000 gallons “to provide adequate fire flow” for the existing fire hydrant). Bids to build the treatment plant and storage tank were received in November 1987. The State Health Department opined that the low bid of $207,155 was “excessive,” leading the Agency board to reject the bids and re-advertise with the storage tank downsized back to 60,000 gallons. New bids were received in May 1988 and low bids were accepted and contracts awarded totaling $219,547. Including components the Agency was going to perform by force account, the total project cost was estimated at that time to be $301,000. Subsequently, DWR confirmed that grant funds would be increased to cover the full cost of building the treatment plant project totaling $307,000.

Construction of the treatment plant project began in August 1988 and was completed and put on line on May 8, 1989.

Current Status

BTP is a package conventional filtration plant designed at a maximum flow rate of 100 gpm. Filter backwash water and process downtime reduces plant capacity to approximately 85 gpm available for customer consumption. BTP’s distribution system serves 25 metered residential services (⅝”), 23 of which front either Bangor Highway or LaPorte Road, within which the 6” mainline extends from BTP to the storage tank. Two of the services do not front those two public rights of way, but the meter for each is located with Bangor Highway’s right of way. After connecting the original 17 customers to the new BTP system when it came on line in 1989, eight new customers have been connected since then. The two most recent connections went to the Kumbak Ranch and were hooked up in 2007.

The plant always operates at full capacity to serve the distribution system demand and feed the 60,000 gallon storage tank simultaneously. In winter, the plant is operated during the day to meet demand and fill the tank for overnight drawdown. During this period of lower demand the plant may only run every other day. However, in the peak-demand periods of summer the plant runs throughout the day and into the late evening hours to replenish storage. Frequently, the automated operations fail and an operator will get called out after hours to adjust operations and optimize chemical dosing.

Although the plant is intended to run automatically, automatic operations consistently and frequently fail, resulting in an alarm that calls out an operator to the site to modify operations. This is because the influent water quality is highly variable and the plant is not sophisticated enough to respond automatically to the large swings in influent turbidity. The plant’s electronics and automation infrastructure are not designed to react to and accommodate the frequently experienced large swings in influent turbidity. Therefore, an operator is required to be on site to control and supervise the plant and optimize chemical dosing whenever variable-influent-turbidity and other anomalous events occur.

Influent water turbidity not only minimizes the plant’s ability to run unsupervised for long periods of time, it also limits daily water production. Because the plant is at flow capacity while running and attempting to meet customer demands and add supply to storage, it will typically be in continuous operations for more than nine hours/day from late May to early September. During that time, an operator will typically start the plant in the morning and attempt to fill the storage tank by the end of his shift – in addition to meeting customer demand – so the plant will not have to run unsupervised. However, if any additional demand is placed on the system during that shift, the plant will have to run even longer to fill the storage tank.

Even when relatively small leaks or unusually high customer demand occurs, operators quickly become aware that something is abnormal and they lose the ability to refill the supply tank in conjunction with meeting system demand. Within the last year, by observing BTP production, operators suspected and then confirmed at least four leaks that were no more than what one additional ⅝” residential meter would have required: • a cow stepped on and broke a 3/4-inch water line; • the Bangor fill station valve stuck in the open position; • a horse trough float valve stuck in the open position; and, • a tree up-rooted and caused a small mainline leak. Each of these situations was discovered by an operator after observing the obvious excess demand on the BTP system and its consequential inability to fill the storage tank caused by the leaking water.

Significant upgrades and modernizations have been made in the recent past to more efficiently automate BTP. Previously, operators had to be at the plant to make changes and adjust the treatment chemicals and process. As long as demand is low and influent turbidity is not varying, the automated supervisory and control (SCADA) improvements made recently now allow for reliable remote operations of and communication with BTP and the storage tank from the Miners Ranch Treatment Plant (MRTP) control center, eliminating the need for an operator to be at BTP. After operators go home, however, they do not have the ability to remotely supervise and/or operate BTP. BTP is also equipped with an alarm system that notifies the on-call operator when something is wrong and he then has to return to MRTP or BTP to assess and modify operations.

The last new service connections were installed in 2007. Since then, nine applications for new service have been received. Three of those were approved, but the applicants elected not to proceed; three were denied because the parcels were too far away from the existing mainline (one was over two miles away); one was denied because it was too close to the treatment plant and CT could not be achieved; and two were denied because of a lack of capacity. The first application denied for lack of capacity was in the summer of 2013 (operators had been cautioning for some time that a single new connection would require longer plant run times, necessitating additional personnel resources, as well as putting the entire system at greater risk of failing in the event of an accidental loss of water that would overwhelm the plant and drain the storage reservoir), and the second was in November 2014.

Operational Efficiency

Customer usage varies from no consumption to summer peak monthly consumption of 50,000 cubic-feet in 2008 (Account 13358 100 Kumbak Lane). The most consistent consumption is at 5768 La Porte Road (Account 14311) with summer usage for four acres of grapes exceeding 15,000 cubic-feet per month. Recent usage at 89 Bangor Park Road shows unusually variable and high maximum demand which is believed to include usage on a separate parcel (not in the district) for marijuana cultivation (a flow restrictor has been inserted into that system to reduce meter capacity and limit high maximum consumption). It does not appear that unusual consumption consistently occurs at any one customer location, and now that historical usage has been identified and evaluated, future usage will continue to be evaluated. Further, all services were visited this spring (2015) and assessed to determine if customer’s have leaks on their internal distribution lines. Also and at the same time, the entire distribution system was walked and inspected for illegal taps. No major leaks or illegal taps were discovered.

An analysis of the distribution system, physical connections, metered plant water production and metered customer usage from 2006 to 2015 shows that approximately 18% of processed water is unaccounted for (does not go through customers’ meters). This value is a little higher than industry standards which range between 10% and 15%. But considering the rural nature of the BTP system, local fire department consumption, theft, leaks, and meter errors, the total loss is minimal. For a 100 gpm treatment plant, 18% unaccounted water is the equivalent of a single residential connection.

Treatment Plant Expansion Opportunities

Option #1 – Pre-Treatment Filtration Upgrade As discussed earlier, frequent influent water turbidity variations prevents BTP from being operated automatically. This could be mitigated by adding pre-filter treatment to mechanically clarify the influent. Doing so would require backwashing the plant’s filters with raw water necessitating additional onsite storage and pumping facilities. Because the dirty water and sludge could not be discharged offsite, the plant would need to be re-engineered and significant additional infrastructure constructed (including pretreatment, backwash and solids handling). While this option would allow the plant to run longer automatically without supervision to meet demand and fill the storage tank later in the evening, it would only allow the addition of 12 new services to the system. At an estimated cost of $261,768 (see Attachment A), this pre-filter treatment option has a cost per new connection of $21,800.

Option #2 – Addition of Second Package Plant There is sufficient room on the BTP parcel, adjacent to the existing plant, to install another package plant and then plumb the two together. Rescue Engineers (who designed the original plant) recently provided a cost estimate for a similar package filtration plant at $120,000, not including all the other necessary components (e.g., raw water pumping, pretreatment, backwash and solids handling, and effluent conveyance). The preliminary estimate for all costs to add an additional package plant is $558,552 (see Attachment B). By including the pre-treatment filtration upgrade, discussed above, with the addition of a second package plant, 49 new customers could be served. This option has a cost per new connection of $11,400 (by way of comparison, the current MRTP Improvement Project will cost less than $4,000 for each new connection it will accommodate).

Option #3 – Construct New Well to Supplement Treated Water Constructing a well at the BTP site and supplementing the treated water with groundwater might also be a capacity-increasing alternative. If viable, a 20 to 50 gpm well could be installed to supplement the demand and run automatically to keep the storage tank filled. There would be a considerable power expense to operate the well’s pump, but the initial cost would be significantly less than adding a second package treatment plant. For approximately $100,000, a new well system could expand the Bangor system capacity by approximately 50% and allow service for an additional ten parcels (approximately $10,000 per new service). This option needs additional evaluation to determine what system disinfection and integration requirements would be mandated by the Department of Public Health.

Distribution System Expansion Opportunities

Presently, there are approximately 18 parcels in close proximity to the existing 6” mainline within Bangor Highway and Laporte Road that could be served if BTP had additional capacity. Thirteen of these parcels could have a new water service installed without also having to construct a mainline extension. Five of them, however, are so close to BTP that additional distribution system modifications would most likely be necessary to satisfy public health standards that specify a minimum amount of concentration time (“CT”) for the chlorine to achieve optimal disinfection. The California Department of Public Health prohibits parcels being served when there is insufficient CT in the distribution system at the point of their connection.

The cost for each new service would include the cost of annexation ($6,000, based on recent annexations), payment of the System Capacity Charge – either $21,800 (Option #1), or $11,400 (Option #2) – and the cost for physically installing the service ($2,000, based on recent installations, if no system modifications were required to achieve adequate CT). Of the 18 parcels mentioned above, eight are already annexed (one annexed parcel is CT constrained). The following table breaks down the total cost for a new water service that the 13 parcels with adequate CT would incur, depending on which expansion option was funded and whether or not the parcel is already annexed.

Option #1 Option #2 Costs Annexed Not Annexed Annexed Not Annexed

Annexation $0 $6,000 $0 $6,000

System Capacity Charge $21,800 $21,800 $11,400 $11,400

Installation $2,000 $2,000 $2,000 $2,000

Total $23,800 $29,800 $13,400 $19,400

Beyond the 18 parcels that could receive service from the existing mainline, all other new connections would necessitate mainline extensions. Agency policy requires that “all costs associated with the extension of Agency facilities…shall be the responsibility of the owner(s) of the parcel(s) to be served…” At approximately $71/lf, the cost to extend the mainline to a parcel 500’ from an existing mainline would be $35,500. With the other new service costs discussed above, the total cost for a new service if a mainline extension is required could easily range from $48,900 to $65,300, and significantly more depending how far a parcel is from an existing mainline.

Recommendations

Given BTP’s current operational constraints (discussed above), until BTP’s capacity is increased and unless directed otherwise by the Agency’s Board of Directors, new applications for treated water service in the Bangor area will continue to be denied. Even one new connection would require longer plant run times, necessitating additional personnel resources, as well as putting the entire system at greater risk of failing in the event of an accidental loss of water that would overwhelm the plant and drain the storage reservoir.

Option #2 for increasing plant capacity and operational automation is the most cost effective. As shown on Attachment B, its total cost of $558,552 would be apportioned to the 49 new services it would accommodate at $11,400 per service. However, there are only 18 parcels that could be connected to the system without extending mainlines (five of these would also need some system modifications to accommodate CT issues), and only six of these have applied for service since 2007.

If one were to subscribe to the “Field of Dreams” philosophy and assume that all 18 parcels adjacent to the existing mainline would apply and pay $13,400 - $19,400 for a new service, there would still be 31 available connections – all of which would require the extension of mainlines. The Bangor area has no parcels zoned for medium or low-density residential development. Most of the parcels are zoned Foothill Residential (five-acre minimum) with sum in close proximity to BTP zoned Agriculture-20 and Agriculture- 40. The only parcel in the area that has enough acreage to be subdivided into more than four parcels is the Kumbak Ranch, adjacent to BTP. About half of the other Foothill Residential parcels are too small to be divided, and the other half could be divided into two to four parcels. With five-acre minimums, the distance between parcels would necessitate significant mainline extensions. The average frontage for a five-acre parcel is 500’, and at the estimated $71/lf cost to install a mainline, the average cost per parcel for its mainline share would be $35,500 (in addition to the $13,400 - $19,400 for the new service, discussed above). For most property owners, the total cost of $48,900 - $54,900 for a residential water service would be prohibitive.

Unlike the RedHawk Ranch raw-water distribution system project, where there seemed to be sufficient support for a Community Facilities District to fund the proposed infrastructure, there is presently no indication that a substantial number of property owners are interested in financing the cost of water treatment expansion and mainline extensions. Additional efforts could be made to inform property owners of the expansion prospects, associated unit costs and financing opportunities. But, as with the proposed RedHawk Ranch Community Facilities District, two-thirds of the benefited parcel owners would have to be willing to support the project to satisfy the requirements of Proposition 218. Absent that community support for an upgrade to the BTP system, this report’s recommendation is to maintain the status quo. ATTACHMENT A - BANGOR DOMESTIC SYSTEM EXPANSION REPORT PRE-TREATMENT FILTRATION UPGRADE

UNIT COMPONENT DESCRIPTION UNITS COST COST

System design, construction plans and Engineering 1 $ 40,000 $ 40,000 specifications

Raw-water Pumping

NTU meter 1 $ 7,000 $ 7,000 Pre-treatment Expand flocculation chamber 1 $ 10,000 $ 10,000 Expand sedimentation chamber 1 $ 15,000 $ 15,000

Chemical Feed Additional chemical pumps 4 $ 2,000 $ 8,000

Install clearwell 1 $ 15,000 $ 15,000 Disinfection New booster pump New UV contactor (to mitigate CT)

Residual Handling Reconstruct backwash ponds 1 $ 20,000 $ 20,000

Monitoring and Programmable logic controller 1 $ 7,500 $ 7,500 Control Update SCADA 1 $ 7,500 $ 7,500

CA Public Health review 1 $ 10,000 $ 10,000 Regulatory Cost CEQA 1 $ 15,000 $ 15,000

Misc. plumbing 1 $ 7,500 $ 7,500 Construction Cost Misc. valves, tees, bends 1 $ 15,000 $ 15,000 Building modifications

Superintendent 60 $ 63 $ 3,780 Foreman 160 $ 56 $ 8,960 Equipment Operator 160 $ 41 $ 6,560 Labor Utility Worker 400 $ 34 $ 13,600 Electrician 120 $ 43 $ 5,160 Carpenter 60 $ 43 $ 2,580

Contingency 20% $ 43,628

TOTAL $ 261,768 Cost per new connection (12 available) $ 21,800 ATTACHMENT B - BANGOR DOMESTIC SYSTEM EXPANSION REPORT PRE-TREATMENT FILTRATION UPGRADE & ADDITIONAL PACKAGE PLANT

UNIT COMPONENT DESCRIPTION UNITS COST COST

System design, construction plans and Engineering 1 $ 40,000 $ 40,000 specifications

Raw-water Pumping New delivery pump 1 $ 12,000 $ 12,000

NTU meter 1 $ 7,000 $ 7,000 Pre-treatment Expand flocculation chamber 1 $ 10,000 $ 10,000 Expand sedimentation chamber 1 $ 15,000 $ 15,000

Chemical Feed Additional chemical pumps 4 $ 2,000 $ 8,000

Filter New package filter plant 1 $ 120,000 $ 120,000

Install clearwell 2 $ 15,000 $ 30,000 Disinfection New booster pump 1 $ 15,000 $ 15,000 New UV contactor (to mitigate CT) 1 $ 30,000 $ 30,000

Residual Handling Reconstruct backwash ponds 1 $ 20,000 $ 20,000

Monitoring and Programmable logic controller 1 $ 7,500 $ 7,500 Control Update SCADA 1 $ 7,500 $ 7,500

CA Public Health review 1 $ 10,000 $ 10,000 Regulatory Cost CEQA 1 $ 15,000 $ 15,000

Misc. plumbing 1 $ 7,500 $ 7,500 Construction Cost Misc. valves, tees, bends 1 $ 15,000 $ 15,000 Building modifications 1 $ 20,000 $ 20,000

Superintendent 120 $ 63 $ 7,560 Foreman 240 $ 56 $ 13,440 Equipment Operator 240 $ 41 $ 9,840 Labor Utility Worker 720 $ 34 $ 24,480 Electrician 120 $ 43 $ 5,160 Carpenter 360 $ 43 $ 15,480

Contingency 20% $ 93,092

TOTAL $ 558,552 Cost per new connection (49 available) $ 11,400 SOUTH FEATHER WATER & POWER AGENCY

TO: Public Recipients of Agenda Information

FROM: Michael Glaze, General Manager

DATE: July 22, 2015

RE: Real Property Negotiations, and Anticipated and Existing Litigation Closed Session Agenda Item for 7/28/15 Board of Directors Meeting

The information provided to Directors for this agenda item is not available to the public. The purpose for this item is to give the Board an opportunity to confer with legal counsel about litigation in which the Agency is anticipating, and to confer with its real property negotiators regarding a possible water transfer. The Board is permitted by law (Brown Act) to confidentially discuss information that might prejudice its legal position, as well as to confidentially develop a negotiation strategy and give direction to its negotiators regarding a possible sale or purchase of real property. Such discussions are exempt from the Brown Act’s requirement that matters before the Board be discussed in public. Attendance during the closed-session will be limited to directors, together with such support staff and legal counsel as determined necessary by directors for each subject under discussion.