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Finance Committee Meeting September 2015

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Finance Committee Meeting September 2015 Finance Committee Meeting September 2015 Committee Members T. Prendergast, Chair F. Ferrer, Vice Chair J. Ballan J. Banks, III R. Bickford A. Cappelli J. Kay C. Moerdler M. Pally J. Sedore, Jr. V. Tessitore, Jr* P. Trottenberg C. Wortendyke N. Zuckerman* Finance Committee Meeting 2 Broadway, 20th Floor Board Room New York, NY 10004 Monday, 9/21/2015 12:00 - 1:15 PM ET 1. PUBLIC COMMENTS PERIOD 2. APPROVAL OF MINUTES – JULY 20, 2015 Finance Committee Minutes - Page 4 3. 2015 COMMITTEE WORK PLAN 2015 Work Plan - Page 10 4. BUDGETS/CAPITAL CYCLE BudgetWatch (Handout) Finance Watch Finance Watch - Page 18 5. MTA HEADQUARTERS & ALL-AGENCY ITEMS Action Item Resolution to Authorize the Execution, Filing and Accpetance of Federal Funds - Page 34 Report and Information Items Contract Change Order Report - Page 44 Draft MTA Financial Statement - 2nd Quarter for the Six-Months Ended June 2015 (Separate Document) 2016 Preliminary Budget/July Financial Plan 2016-2019 MTA Div. Mgmt/Budget (Materials Previously Distributed) Procurements MTAHQ Procurement Report - Page 46 MTAHQ Competitive Procurements - Page 48 MTAHQ Ratifications - Page 61 6. METRO-NORTH RAILROAD & LONG ISLAND RAIL ROAD MNR & LIRR Procurements - Page 64 7. NEW YORK CITY TRANSIT, and MTA BUS OPERATIONS NYCT Action Item - Page 72 NYCT Procurements - Page 74 8. BRIDGES AND TUNNELS B & T Procurements - Page 82 9. FIRST MUTUAL TRANSPORTATION ASSURANCE COMPANY (No Items) 10. MTA CONSOLIDATED REPORTS July Statement of Operations - Page 86 Overtime Report - Page 93 Report on Subsidies - Page 96 Positions - Page 103 Subsidy, Interagency Loans and Stabalization Fund Transactions - Page 106 Farebox Recovery Ratios - Page 109 MTA Ridership - Page 110 Fuel Hedge Program - Page 134 June Statement of Operations - Page 137 Overtime Report - Page 144 Report on Subsidies - Page 148 Positions - Page 155 Farebox Recovery Ratios - Page 158 MTA Ridership - Page 159 Other 12 Month Allocation 2015 Mid-Year Forecast - Page 183 11. REAL ESTATE AGENDA Action Items Approve Real Estate Action Items - Page 200 Report and Information Items Real Estate Info Items - Page 222 12. EXECUTIVE SESSION Minutes of the MTA Finance Committee Meeting July 20, 2015 2 Broadway, 20th Floor Board Room New York, NY 10004 12:30 PM The following Finance Committee members attended: Hon. Thomas F. Prendergast, Chairman Hon. Fernando Ferrer, Vice Chair Hon. Jonathan A. Ballan Hon. Allen P. Cappelli Hon. Charles G. Moerdler Hon. Mitchell H. Pally Hon. Polly Trottenberg Hon. Carl V. Wortendyke The following Finance Committee members did not attend: Hon. John H. Banks III Hon. Robert C. Bickford Hon. Jeffrey A. Kay Hon. James L. Sedore, Jr. Hon. Vincent Tessitore, Jr. Hon. Neil Zuckerman The following Board Members were also present: Hon. Andrew Albert Hon. Susan G. Metzger Hon. John J. Molloy Hon. Lawrence Schwartz The following MTA staff attended: Robert Foran Douglas Johnson Patrick McCoy Jeffrey Rosen Chairman Thomas Prendergast called the July 20, 2015 meeting of the Finance Committee to order at 12:38 PM. I. Public Comments There were no public comments. II. Approval of Minutes The Committee approved the minutes to its prior meeting held on June 22, 2015. ________________________________________________________________________________ Master Page # 4 of 239 - Finance Committee Meeting 9/21/2015 III. Committee Work Plan There were no changes to the Work Plan. IV. Budgets/Capital Cycle A. BudgetWatch Mr. Douglas Johnson noted that there is no BudgetWatch for July because Mr. Robert Foran will present the July Financial Plan in a joint meeting of the Board and Finance Committee on Wednesday, July 22, 2015. B. FinanceWatch Mr. McCoy presented FinanceWatch (see pages 22 through 32 of the Committee book for the complete FinanceWatch report). Ratings Upgrade: Mr. McCoy reported that on July 10, 2015, Moody’s Investors Service upgraded MTA Transportation Revenue Bonds to ‘A1’ from ‘A2,’ with a stable outlook. Moody’s published report indicated the upgrade to the A1 rating primarily reflects trends of improvement over recent years in MTA’s operating environment, including strong service area economic growth and strengthened financial condition of supporting governments. The upgrade also reflects MTA’s growing ridership, recent history of stable financial performance, strong budget management, governance, and planning and incorporates bondholder protections provided by the gross pledge of a diversified revenue stream under the Transportation Revenue Resolution. Remarketings: Mr. McCoy reported that on July 1, 2015, MTA effected a mandatory tender and successfully remarketed $193.1 million of TBTA General Revenue Variable Rate Refunding Bonds, Subseries 2005B -3. The standby bond purchase agreement issued by Bank of America, N.A., expired by its terms, and a new letter of credit (LOC) is being provided by Bank of Tokyo- Mitsubishi at a lower cost, and is scheduled to expire on June 29, 2018. Refundings: Mr. McCoy reported that the first refunding transaction for approximately $500 million of $1.06 billion of Transportation Revenue bonds that are callable in November 2015 is pricing the week of July 20. Currently, staff anticipates two transactions for the current refundings, with the second one happening after Labor Day. The transaction is being led by the joint MBE team of Morgan Stanley and Siebert Bradford Shank, together with co-senior managers Bank of America Merrill Lynch, J.P. Morgan, and Ramirez & Co., Inc. Orrick, Herrington & Sutcliffe LLP and Bryant Rabbino LLP are co-bond counsel on the transaction. Mr. McCoy will report on the results at the next Finance Committee meeting. Other Upcoming Transactions: Mr. McCoy stated that MTA expects to effect a mandatory tender and remarket $122.57 million of TBTA General Revenue Variable Rate Bonds, Series 2001C and $175 million of Transportation Revenue Bonds, Subseries 2005E-1 and 2005E-3, due to the upcoming expiration of existing letters of credit that provide enhancement on these bonds. Mr. McCoy noted that the new banks providing letters of credit are accepting MTA’s terms and providing competitive pricing. Also, in September 2015, MTA expects to issue $600 ________________________________________________________________________________ Master Page # 5 of 239 - Finance Committee Meeting 9/21/2015 million Transportation Revenue Variable Rate Bonds to retire the credit enhanced BANS, Series CP-2. Fuel Hedge: Mr. McCoy reported that on June 30, 2015, MTA executed an approximately 2.9 million gallon ultra-low sulfur diesel fuel hedge with Merrill Lynch Commodities Inc., at an all- in price of $2.013/gallon. Three of MTA’s existing approved commodity counterparties participated in competitive bidding on the transaction: Goldman, Sachs & Co./ J Aron, J.P. Morgan Ventures Energy Corporation, and Merrill Lynch Commodities Inc. The hedge covers the period from June 2016 through May 2017. Response to Financial Advisor Query: In response to a query raised by Mr. Ferrer at the June meeting, Mr. McCoy reported that upon review of MTA’s overall deal flow, the Finance Department averages 25-30 transactions a year, and an additional Financial Advisor may be useful. Mr. McCoy further commented that staff will incorporate that need into the RFP process scheduled for 2016, per the three year RFP cycle that is being used. Discussion: Mr. Albert asked whether the Moody’s ratings upgrade will result in savings for MTA. Mr. McCoy indicated that quantifying savings from the one notch upgrade may be difficult, however staff will review results of transactions and attempt to provide that analysis to the Committee. Mr. Ballan inquired regarding the issuance of variable rate bonds to retire the credit enhanced BANS, Series CP-2 and what is the motivation for that plan of finance. Mr. McCoy responded that commercial banks provided favorable results and they would like to put some of that letter of credit capacity to work. In addition, the unhedged variable portfolio is at approximately 8%, so there is room to grow that part of the portfolio. Additionally, Mr. Ballan inquired whether the Financial Advisor would participate in the RFP process of underwriters and whether the calendar of upcoming transactions is posted. Mr. McCoy affirmed that the Financial Advisor, whether existing or new, will participate in the RFP process and selection of underwriters. Mr. McCoy further responded that MTA transactions are posted on the State Securities Coordinating Committee calendar, as well as being provided to the Finance Committee. Mr. Cappelli inquired whether the Bond Issuance Charge (BIC) is being waived for the refundings. Mr. McCoy noted that the BIC waiver has been requested and he will report back to the Committee on the response of the State. V. MTA Headquarters and All-Agency Items A. Action Item Mr. Johnson reported that there was one action item for MTA Headquarters and All-Agency items (see page 34 of the Committee book). Mr. McCoy reported that staff learned that morning that BMO Capital Markets is being acquired by Piper Jaffrey, a co-manager in MTA’s syndicate, so he is requesting to pull the item from consideration until more information is available regarding the status of BMO Capital Markets. Mr. McCoy remarked he will come back to the Committee with recommendations after further review. ________________________________________________________________________________ Master Page # 6 of 239 - Finance Committee Meeting 9/21/2015 B. Procurements Mr. Johnson reported there were five competitive procurements for MTA Headquarters, four for personal services and one for miscellaneous services, for a total of $102,060,101 (see pages 35 through 49 of the Committee book). Discussion: Mr. Ballan inquired regarding the reason that there are so few accounting firms willing to compete for MTA’s business for Independent Auditor. Mr. Angel Barbosa, MTA Chief Procurement Officer, responded that many accounting firms have indicated an interest in other types of consulting or business with MTA, so they are precluded from bidding for the Independent Auditor work. The Committee voted to recommend the procurement items before the Board for approval.
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