Candida Affa- Vice Chairperson s1

Larry Hilliard– Chairperson Candida Affa- Vice Chairperson Sara Hailstone– Secretary Mary Ellen Koval-Treasurer Ray O’Connell-Assistant Secretary

Tamara Dolan - Executive Director Daniel K. McCarthy - APA Solicitor

ALLENTOWN PARKING AUTHORITY BOARD OF DIRECTORS MINUTES

A regular meeting of the Allentown Parking Authority Board was held June 17th, 2014 at the offices of the Allentown Parking Authority located at 603 W. Linden Street.

The following were in attendance:

Larry Hilliard-Chairperson Candida Affa-Vice Chairperson (in attendance via speaker phone) Sara Hailstone-Secretary Mary Ellen Koval-Treasurer Ray O’Connell-Assistant Secretary

Also in attendance:

Tamara Dolan-APA Executive Director Daniel McCarthy-APA Solicitor Connie Abercrombie-Finance Manager George J. Grazer Jr.-Manager of On-Street Operations Marge Hopkins- Minutes Kevin Reid, Esq., King Spry Todd Helmer-Tim Haas and Associates Anthony Ganguzza-Boyle Construction Christopher Bamber-PFM-via conference call

Larry Hilliard called the Board meeting to order at 12:00 pm

MINUTES

Mr. Hilliard asked for a motion to approve the Minutes from the May meeting. Mary Ellen Koval made a motion to approve the Minutes, Ray O’Connell seconded the motion, all were in favor and the Minutes were approved.

OLD BUSINESS

Parameter Resolution

Kevin Reid addressed the Board stating that the prior resolution in the May Board meeting was a framework resulting in the current resolution terms. The supplemental resolution will allow the APA to retire outstanding debt through refunding and secure financing for the Community Deck. The structure of the loan from National Penn Bank will have a ten-year fixed rate with maximum of 5%, with the tax exempt portion of the loan projected at 3.5% and the taxable portion at 4.5%. Mr. Hilliard asked how the rate is to be set and Christopher Bamber stated that the interest rate will be determined by the market rate. Continuing, Mr. Reid stated that after the initial fixed rate, the loan will be reset at a variable rate using the Wall Street Journal prime rate index with a rate cap. Mr. Hilliard asked how the rate quoted correlated to others in the area. Mr. Bamber replied that the APA is experience different growth and the ten year fixed period is longer then the norm of seven years; however, the rates are in line with the current trend. Mr. Hilliard asked whether there was a penalty if the APA were to pre-pay the loan and Mr. Bamber stated that there would not be a penalty. Mr. Bamber stated that the performance projections and continued growth for the APA have resulted in credit worthiness for the financing from NPB. Mr. Hilliard asked about the benefit and possible penalties for the refunding of the outstanding APA debt. Mr. Bamber replied that the decline in interest rates from when the financing was originally secured to the current rate will prove a savings to the APA and there will not be a penalty to refinance the debt. Mr. Reid stated that all but the APA bond from 2005 that has a call date of November 2015 will be refinanced. The 2005 bond, continued Mr. Bamber, will be paid using an escrow account that would be invested in government securities. The security pledge from the bank includes a re-mortgage of surface lots and parking decks and will be modified as the financing evolves. Mr. Hilliard stated that the APA would appreciate the ability to be able to sell surface lots and asked that the liens be removed from the lots. Mr. Bamber stated that the loan terms will be modified. Mr. Reid stated that there will be additional bond provisions in the indenture and the bank will look at the picture as a whole. Furthermore, should the APA require additional funding for future projects and has met the terms of current financing, the bank, stated Mr. Reid, should feel comfortable extending additional monies. Tamara Dolan stated that the bank needs to be comfortable with the lease agreement from J.B. Reilly to guarantee his use of 400 Page 2 spaces at the Community Deck. The APA, Ms. Dolan stated, continues to work with Marc Feller to define the terms of the agreement. Sara Hailstone asked what banks are involved in the financing and Ms. Dolan stated that National Penn Bank has committed to approximately $22 million and Team Capital and Univest will divide the remainder. Mr. Hilliard asked for a motion to authorize the signature of the amended resolution. Candida Affa made a motion to approve, Ray O’Connell seconded the motion and all were in favor and the motion was approved.

Spiral Renovations

Todd Helmer and Anthony Ganguzza presented the design for the improvements to the Spiral Deck. According to Mr. Helmer, the aesthetic improvements include new elevator towers, way finding signage, a pedestrian walkway and connection from 9th to Lumber Street which will create convenient access to the arena facility. All current signage is to be removed from the structure. Continuing, Mr. Helmer stated that from a vehicular standpoint new signage will be applied to the parking garage elevation on Linden Street. New lighting, planter boxes, and metal panel applications will create a pedestrian friendly environment, according to Mr. Helmer. Cameras will be installed in the new South facing elevator and a pedestrian corridor using new directional graphics and colors, as well as double doors to the facility will create significant improvements to the garage, continued Mr. Helmer. Tony Ganguzza stated that new walkway design is a continuation of the existing walkway. The plaza, according to Mr. Helmer will have permeable surfaces, landscaping and lighting. The 8th street vehicular exit will also be improved to make it more identifiable. Ms. Hailstone asked whether a wall on the building that is on APA property adjacent to the Spiral deck can be used for a mural that the mayor has requested. Mr. Helmer confirmed that the wall is located on APA property and can be used for a mural. Ms. Hailstone stated that they city is trying to incorporate as much local art in the downtown development and is currently working with the director of the art museum. Ms. Dolan stated that the APA will look into adding a mural on the site. Regarding the steel beam and installation, Ms. Dolan stated that the steel beam is still under consideration and many of the APA staff prefers concrete. Dan McCarthy asked why the elevator will be a closed unit rather than a glass backed. Ms. Dolan stated that the elevator is South facing and heat is a factor with the elevator operation and comfort of the riders. Ms. Hailstone stated that open elevators would be preferred and Ms. Dolan stated that the temperature inside a South facing elevator shaft has proven, through use at the ATC deck, to result in numerous break-downs of the equipment causing parkers to use steps or wait for second elevator. The staff determined that, absent a guarantee from the elevator company and/or the engineer that the south-facing glass-backed elevator would not result in these consistent interruptions of service, it would be prudent to instead look at alternatives. Neither the elevator manufacturer nor the engineer were able to provide that guarantee. Mr. Ganguzza stated that the elevator will be complete before Thanksgiving and other then the new shaft and generator, the rest of the improvements will be completed prior to Labor Day. Continuing the Spiral enhancements, Ms. Dolan stated that the APA is working on a plan to light the helix; however, the cost for lighting, $250,000 may be prohibitive to the enhancement. Continuing, Ms. Dolan stated the color of the lighting may present a safety issues for drivers and has asked the electricians to present a better alternative. Mr. McCarthy suggesting using advertising to subsidize the cost of lighting the helix.

Farr Lot Page 3 Ms. Dolan reported that the APA has an agreement for sale for the Farr lot. The terms of the agreement, according to Mr. McCarthy address the reverter clause issue, presented at a prior meeting, as well as a guarantee by Think Loud to rent 100 spaces from the APA for two years and the parkers could not be from the APA’s system for a two-year prior. The sale price, according to Ms. Dolan is $1.4 million with a non-refundable deposit of $10,000, $490,000 due at closing and $500,000 eighteen months from obtaining a Certificate of Occupancy and additional $400,000 eighteen months later. NIZ credits are also possible, according to Ms. Dolan. Continuing, Ms. Dolan stated that Think Loud will have sixty days due diligence from the date of closing, fifteen months for groundbreaking and prior to groundbreaking, the APA will be able to continue to park vehicles on the lot. Think Loud will give the APA a fifteen day written notice allowing the APA to contact parkers and have them relocated. Mr. McCarthy stated that the reverter clause will be effective April of 2016. Mr. Hilliard asked Board members to approve the terms as explained and requested signatures for the agreement. Ms. Koval made a motion to accept the agreement, Ms. Affa seconded the motion, all were in favor and the terms of sale were approved.

Sweeper Camera

Ms. Dolan stated that due to an increase in price for the camera technology, the sweeper camera project has stalled. According to Ms. Dolan the original price quoted was $93,000; however Genetec has increased the cost of the technology to $215,000. Genetec technology interfaces with T2 technology currently used by the APA; therefore, stated Ms. Dolan, she contacted T2 with her concerns regarding Genetec and is also exploring alternatives.

NEW BUSINESS

Spiral Deck Contractors

Ms. Dolan stated that bids for contractors were opened June 16, 2014 and the West Side Hammer Electrical bid of $439,000 was accepted as was the bid presented for the general contractor by CMG of Easton which came in at $2.3 million. Mr. Hilliard asked for a motion to approve the bids. Ms. Affa made the first motion to approve, Ms. Koval the second, all were in favor and the bids were accepted.

Deck Review

Ms. Dolan stated that every three years the APA performs a review for concrete repair and maintenance on the parking decks. The engineer of the review, Bob Wardle, has hired Quinn Construction to perform the maintenance on the Spiral deck and the cost of the maintenance will be $213,000. Ms. Dolan continued stating that maintenance on the deck presents an issue as the repair will impede parking in various areas. Ms. Hailstone suggested that Ms. Dolan contact the ANIZA board to ask whether the APA could re-direct approximately 150 parkers to the North Garage at the arena site and Ms. Dolan Page 4 agreed to do so. Ms. Dolan asked Marge Hopkins to review the contracts in the deck to see if there was a large group of parkers that would be able to relocate and Ms. Hopkins agreed to do so.

EXECUTIVE DIRECTOR REPORT

Sacred Heart Hospital

Ms. Dolan stated that the APA is working with Sacred Heart Hospital regarding management of their parking structures. According to Ms. Dolan, the APA will not be assisting in a direct financial manner but has reached out to Hospital President John Nespoli regarding current operation of the facility. Ms. Dolan stated that she and Connie Abercrombie reviewed financial statements for the deck and noted that the facility has an attendant 24 hours a day; however, money generated in the overnight period was minimal. Having the gate open without an attendant would save in personnel costs, Ms. Dolan stated. Continuing the discussion about the deck, Ms. Dolan stated that the APA had Engineers Bob Wardle and Todd Helmer analyze the deck and an investment of $4 million should extend the life of the deck by thirty years. The report will be presented to Mr. Nespoli.

Camera Network

Ms. Dolan stated that she has been working with Assistant Allentown Police Chief Morris regarding the current camera coverage within APD’s network and to identify APA properties where the addition of cameras might be beneficial. During the discussion, several APA properties were identified and Ms. Dolan reported that CSI had been contacted for an estimate for the camera installation.

Sponsors for the Event Night Trolley

Ms. Dolan reported that the APA has located a sponsor for a trolley that will be used on event night to facilitate people to and from the arena and their vehicle. The trolley will take a 20 minute loop between the various parking locations.

Event Night Traffic Planning

Dean Schwartz has been hired by the APA as the Operations Manager for Event night parking and as such has been working with the APD to deploy a plan to coordinate parking and traffic patterns on event nights, Ms. Dolan stated. Because of the volume of work, Mr. Schwartz will be hiring an assistant and 45 additional part time staff for events. Mr. O’Connell asked whether the fire police could assist on event nights, and Ms. Dolan stated that the APA will be using staff that will be hired by the APA and trained specifically for event night parking. Continuing the discussion regarding parking for event nights, Ms. Dolan stated that Bill Grube and Myron Haydt from the Cosmopolitan Restaurant presented an issue to Ms. Dolan regarding how to accommodate valet service at the restaurant during events and questioned whether they would lose access to the 6th and Court Street Lot. Ms. Dolan stated that she assured them that the lot is being operated efficiently and there aren’t any changes planned. Ms. Dolan also stated that she suggested to Mr. Grube that he reach out to J.B. Reilly to ask about using the 600 Page 5 Linden Deck for their valet guests. Mr. Hilliard stated that the staff will be revenue dependent and as such will not impact the budget to a great extent. Ms. Dolan asked Board members to examine the forecasted revenue report that Ms. Abercrombie prepared and was included in the Board packet. Ms. Abercrombie stated that the projected increase in revenue is projected to be approximately $500,000 while the expenses were projected to be approximately $200,000 with additional capital expenses of approximately $50,000. The projections were based on financial analysis by both Tim Haahs as well as PFM and their figures are in line with bank projections. Discussion continued regarding the projections and financial statements and Mr. Hilliard asked Ms. Abercrombie to adjust the financial statements with regard to the additional resources and to send the adjustments to the Board electronically.

FINANCIAL STATEMENTS

May Financial Statements

Mr. Hilliard asked the Board for a motion to approve the May Financial Statements. Mr. O’Connell made the first motion, Ms. Affa seconded the motion, all were in favor and the statements were approved.

Courtesy of the Floor

Adjournment

The meeting was adjourned at 1:35pm.

THE NEXT BOARD MEETING WILL BE HELD AT 12PM ON JULY 23rd