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Finance Committee Meeting Finance Committee Meeting October 2016 Committee Members L. Schwartz, Chair F. Ferrer, Vice Chair D. Jones C. Moerdler J. Molloy M. Pally J. Samuelson P. Trottenberg V. Vanterpool J. Vitiello P. Ward C. Wortendyke N. Zuckerman Finance Committee Meeting Wednesday, 10/26/2016 12:00 - 1:15 PM ET 1. PUBLIC COMMENTS PERIOD 2. APPROVAL OF MINUTES – SEPTEMBER 26, 2016 Finance Committee Minutes - Page 4 3. 2016 COMMITTEE WORK PLAN 2016 Work Plan - Page 12 4. BUDGETS/CAPITAL CYCLE BudgetWatch (Handout) Finance Watch Finance Watch - Page 20 5. MTA HEADQUARTERS & ALL-AGENCY ITEMS Report and Information Items 2017 Preliminary Budget/July Financial Plan 2017-2020 (Materials previously distributed) Annual Review of MTA's Derivative Portfolio - Including Fuel Hedge - Page 32 Update on the Business Service Center (Available in the Exhibit Book and MTA.Info) MTA Semi-Annual Investment Report - Page 46 Procurements MTAHQ Procurement Report - Page 52 MTAHQ Competitive Procurements - Page 54 MTAHQ Ratifications - Page 65 6. METRO-NORTH RAILROAD & LONG ISLAND RAIL ROAD, and MTA Capital Construction MNR & LIRR Joint Action Item - Page 68 MNR & LIRR Procurements - Page 70 7. NEW YORK CITY TRANSIT, and MTA BUS OPERATIONS NYCT Procurements - Page 78 8. BRIDGES AND TUNNELS B & T Action Items - Page 80 B & T Procurements - Page 94 9. FIRST MUTUAL TRANSPORTATION ASSURANCE COMPANY (No Items) 10. MTA CONSOLIDATED REPORTS Statement of Operations - Page 102 Overtime - Page 110 Subsidy, Interagency Loans and Stabilization Fund Transactions - Page 114 Debt Service - Page 122 Positions - Page 124 Farebox Recovery Ratios - Page 127 MTA Ridership - Page 128 Fuel Hedge Program - Page 152 11. REAL ESTATE AGENDA Action Items Real Estate Action Items - Page 156 Report and Information Items Real Estate Info Items - Page 170 Date of next meeting: November 14, 2016 @ 12:30 PM Minutes of the MTA Finance Committee Meeting September 26, 2016 2 Broadway, 20th Floor Board Room New York, NY 10004 12:30 PM The following Finance Committee members attended: Hon. Lawrence Schwartz, Chair Hon. Fernando Ferrer, Vice Chair Hon. David R. Jones Hon. Charles G. Moerdler Hon. John Molloy Hon. Mitchell H. Pally Hon. Veronica Vanterpool Hon. Carl V. Wortendyke Hon. Neil Zuckerman The following Finance Committee members did not attend: Hon. John Samuelsen Hon. Polly Trottenberg Hon. James E. Vitiello Hon. Peter Ward The following Board Members were also present: Hon. Andrew Albert Hon. Ira Greenberg Hon. Susan G. Metzger The following MTA staff attended: Robert Foran Douglas Johnson Patrick McCoy Jeffrey Rosen Angel Barbosa Chairman Schwartz called the September 26, 2016 meeting of the Finance Committee to order at 12:55 PM. I. Public Comments There was one public speaker. Mr. Murray Bodin discussed issues related to fiscal impacts of decisions regarding railroad crossings and rail cars, specifically Mr. Bodin discussed the railroad crossing near the Mount Kisco Station on the Metro-North Harlem line. II. Approval of Minutes The Committee approved the minutes to its prior meeting held on July 25, 2016. ________________________________________________________________________________ Master Page # 4 of 177 - Finance Committee Meeting 10/26/2016 III. Committee Work Plan There were no changes to the Committee Work Plan. IV. Budgets/Capital Cycle A. BudgetWatch Mr. Johnson presented BudgetWatch (see the MTA website for the entire BudgetWatch: http://web.mta.info/mta/ind-finance/budgetwatch.pdf). This month’s BudgetWatch focused on operating results through August and subsidy results through September. Results are compared with the Mid-Year Forecast that was captured within the July Financial Plan. YTD Trends: Mr. Johnson reported that the Mid-Year Forecast captured trends from the first half of 2016 that were net favorable as compared with the Adopted Budget. Favorable changes included debt service savings, lower energy costs, higher toll revenues, and higher real estate transaction tax revenues. Unfavorable changes included lower passenger revenue, higher pension costs, and expenditures on critical operational investments, including additions to platform service and maintenance improvements. Mr. Johnson noted that overall, preliminary net results were on target with the Mid-Year Forecast for the month and YTD. Revenues: Mr. Johnson reported that passenger revenues were $3.2 million below Forecast in September, with YTD results on target. Overall, YTD results reflect favorable bus ridership at NYCT and MTA Bus, offset by the impact on Metro-North ridership from the Park Avenue Viaduct fire. Mr. Johnson further noted that toll revenue continues to perform well, as positive results in September increased the favorable YTD variance to $3.4 million, or 0.3%. Expenses: Mr. Johnson reported that expenses in August were mainly on target as were YTD results, which were $5.4 million favorable, or 0.1%, primarily from lower costs for labor and electric power as well as the timing of costs for materials and contractual services. Debt service costs were favorable for the month and YTD due to lower rates and the timing of debt service deposits. Subsidies: Mr. Johnson reported that combined subsidies were on target for September and YTD, with favorable MTA Aid receipts from higher auto rental fees offsetting unfavorable real estate transaction tax revenues. B. FinanceWatch Mr. Patrick McCoy presented FinanceWatch (see pages 18 through 32 of the Committee book for the complete FinanceWatch report). Transportation Revenue Bonds, Series 2016C: Mr. McCoy reported on the Transportation Revenue Refunding Bonds (TRBs) Series 2016C transaction that closed on July 28, 2016. The $863.9 million refunding bonds were used to retire outstanding Transportation Revenue Bonds Anticipation Notes (BANs) and to refund various outstanding bonds from the Transportation Revenue Bonds Series 2007B and 2008A. Mr. McCoy highlighted that the transaction provided a net present value savings of $64.5 million, or 18.5% of the par amount of the refunded bonds. ________________________________________________________________________________ Master Page # 5 of 177 - Finance Committee Meeting 10/26/2016 Hudson Rail Yards Trust Obligations: Mr. McCoy reported on the recently closed Hudson Rail Yards Trust Obligations transaction, which monetized ground leases to capture value of the Hudson Rail Yards assets. Mr. McCoy noted the approximately $1.01 billion transaction provided a unique opportunity for credit diversification and was well received by the investment community. Proceeds are being used to retire outstanding Transportation Revenue BANs and fulfills MTA’s commitments for funding to prior Capital Programs. The transaction was rated by Moody’s Investors Service and Kroll Bond Rating Agency, Inc., with A2 and A-, respectively. Mr. McCoy further noted that due to the uniqueness of the transaction, MTA hosted an investor presentation and tour of the Hudson Rail Yards site. During the transaction, investor interest remained high, and included more than $3 billion in orders from a large group of institutional investors, including ones new to MTA’s portfolio. The obligations were offered in three maturities, 2046, 2051, and 2056, each offered with a short call feature, as well as with a call feature that provides for redemption should the leases be pre-paid. Mr. McCoy noted the all-in True Interest Cost (TIC) was 4.28%, but that assumes the obligations stay outstanding for the full length of time to maturity. The all-in TIC could be reduced as leases prepay and obligations are redeemed accordingly. Mr. McCoy commented that staff will continue to monitor these obligations and report to the Board on their status. Upcoming Transactions: Mr. McCoy highlighted additional transactions happening in October. One is the Dedicated Tax Fund Refunding Bonds, Subseries 2008-3b, which priced the prior week. Due to market conditions and a dislocation of the SIFMA and LIBOR indices, the bonds which had been floating rate tender notes (FRNs), were issued as fixed bonds, with an all-in TIC of 2.68%. The transaction closes on October 3, 2016. Additionally, there are five subseries of FRNs that will be remarketed before November 1, 2016. Two are Transportation Revenue Variable Rate Refunding Bonds, Subseries 2012G-3 and 2002G- 1h, and three are Triborough Bridge and Tunnel Authority General Revenue Variable Rate Refunding Bonds, Subseries 2005B-4a, 4b, and 4e. Mr. McCoy noted that he will report on the results of those transactions at the October meeting, after the transactions are priced. Lastly, Mr. McCoy reported that there will be a refunding transaction in October, the Transportation Revenue Refunding Bonds, Series 2016D, which has Jefferies as book-running senior manager. The 2016D transaction will take advantage of favorable market environment for remaining Transportation Revenue bonds outstanding that are refundable. Fuel Hedges: Mr. McCoy reported on two fuel hedges that were completed since the last meeting. The first one was on July 28, 2016, in which MTA executed a hedge for ultra-low sulfur diesel (ULSD) fuel, for approximately 2.99 million gallons, with Goldman, Sachs & Co./ J Aron at all- in price of $1.502/gallon. Three of MTA’s eligible commodity counterparties participated in competitive bidding: Goldman, Sachs & Co./ J Aron, J.P. Morgan Ventures Energy Corporation and Macquarie Group. The hedge covers the period from July 2017 through June 2018. The second hedge was on August 24, 2016, in which MTA executed a hedge for ULSD fuel, for
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