DELAWARE RIVER PORT AUTHORITY & PORT AUTHORITY TRANSIT CORP.
BOARD MEETING
Wednesday, February 17, 2016 9:00 a.m.
Board Room One Port Center Camden, NJ
John T. Hanson, Chief Executive Officer DRPA BOARD DELAWARE RIVER PORT AUTHORITY BOARD MEETING
Wednesday, February 17, 2016 at 9:00 a.m. One Port Center, 11th Floor, Board Room
ORDER OF BUSINESS
1. Roll Call
2. Report of the CEO –February 2016
3. Report of the CFO
4. Approval of January 20, 2016 Board Meeting Minutes
5. Monthly List of Previously Approved Payments – Covering Month of January 2016
6. Monthly List of Previously Approved Purchase Orders and Contracts of January 2016
7. Approval of 2015 Third Quarter Financials
8. Approval of Operations & Maintenance Committee Meeting Minutes of February 2, 2016
9. Adopt Resolutions Approved by Operations & Maintenance Committee of February 2, 2016
DRPA-16-017 Professional Services for 2016 Biennial Inspection of the Betsy Ross Bridge
DRPA-16-018 Professional Services for 2016 Biennial Inspection of the Benjamin Franklin Bridge
DRPA-16-019 Professional Services for 2016 Biennial Inspection of the Walt Whitman Bridge
DRPA-16-020 Professional Services for 2016 Biennial Inspection of the Commodore Barry Bridge
DRPA-16-021 Professional Services for 2016 Biennial Inspection of PATCO
DRPA-16-022 Design Services for Benjamin Franklin Bridge Main Cable Investigation and Dehumidification
DRPA-16-023 Contract No. BF-45-2016, Benjamin Franklin Bridge 5th Street Tunnel Priority Wall Repairs
DRPA-16-024 PARTSWG Transit Contract Intelligence Analysts, Phase IV DRPA-16-025 Procurement of one (1) 2016 Johnson VT Street Sweeper
DRPA-16-026 Procurement of three (3) 2016 Kubota Tractors
DRPA-16-027 Procurement of three (3) 2016 Ford Escapes and (1) 2016 Ford Transit Van
10. Approval of Finance Committee Meeting Minutes of January 13, 2016 and February 10, 2016
11. Adopt Resolutions Approved by Finance Committee of February 10, 2016
DRPA-16-028 Selection of Qualified Counsel to Provide Legal Services to DRPA and PATCO
12. Approval of Audit Committee Meeting Minutes of January 13, 2016 and February 10, 2016
13. Unfinished Business
14. New Business
DRPA-16-029 Consideration of Pending DRPA Contracts (Between $25,000 and $100,000)
DRPA-16-030 Strategic Planning Facilitation and Advisory Services
15. Citizens Advisory Committee Report
16. Public Comment
17. Executive Session
18. Adjournment
CEO REPORT
Report of the Chief Executive Officer
FEBRUARY, 2016
Delaware River Port Authority of Pennsylvania and New Jersey One Port Center 2 Riverside Drive Camden, New Jersey 08101-1949
February 17, 2016
To the Commissioners:
The following is a summary of recent DRPA activities. The appropriate reports are attached:
Stewardship /Stewardship
A WWB customer wrote, I want to say thank you for the incredible experience I had with the DRPA this morning. My car died while on the Walt Whitman Bridge and it was absolutely terrifying. Needless to say, I did not stay calm and was incredibly scared. After calling 911, they transferred me to the DRPA, who were very helpful and closed the bridge lane while I was still on the phone with them. Two DRPA officers arrived very shortly after and they were amazing! Officer Peter Perry came to my window and was so kind in calming me down and explaining carefully exactly what he would be doing to get my car over the bridge. His assurance calmed me down and I was able to steer my car over the bridge while his car pushed mine along.
When we got safely across the bridge to the toll plaza area to stop he was again so kind and helpful in making sure I was ok and letting me know exactly what to tell AAA in order to make sure they arrived as quickly as possible.
I cannot thank the DRPA and Officer Perry (I did not get the other officer's name) enough. They turned an incredibly scary experience into a safe and calm situation.
After the snow storm, the 4th largest in the region’s history, PATCO received several compliments from our customers, including: o I must say, in my 33 years of taking PATCO to/from work, this is the BEST job I’ve ever seen relating to the clearing of the parking lots and sidewalks of snow! o This is why I boast that PATCO’s the best. Thanks for the hard work! o Thanks @RidePATCO for staying open during the storm so I could get home from work safe! o I left a little early today considering we got 17 inches of snow over the weekend. I got to work just fine, thanks to @RidePATCO!! Thanks!! o Great job by PATCO getting me to work hassle free. Thank you to their dedicated employees. You are all awesome! o Great job with parking lots at Lindenwold. o Wow! Great job by the @RidePATCO crews at Woodcrest. Parking lot plowed and salted. Same for walkways. Excellent! o @RidePATCO Thank you for running through blizzards. I get to sleep in my own bed tonight. o Two thumbs up to your crews. Collingswood parking lot looked great. o Not sure who cleared off EVERYONE’s car at the Haddonfield PATCO station, but it was a welcome surprise returning to my car today. Thanks! o @RidePATCO amazing job at Ashland!! o @PATCOWatchers must be said parking lot is in great shape. Crews did good! DRPA
CEO Emergency Powers
Under my CEO Emergency Powers, I approved two contracts for communications in the amount of $24,750 each to 1) Thomas Boyd Communications, and 2) Perry Media Group (PMG) due to the temporary departure of our Director of Corporate Communications.
Annual DBE Program Policy Statement
As a condition of continued receipt of federal financial assistance from the US Department of Transportation, Federal Transit Administration (FTA), we must have a fully-compliant Disadvantaged Business Enterprise (DBE) Program. Each year, we are required to circulate a signed and dated policy statement throughout the organization and to the DBE and non-DBE business communities that perform work on the Authority’s DOT-assisted contracts. The Authority’s annual DBE Program policy statement (attached) reaffirms our continued commitment to the success of our DBE program.
Federal regulations require that we designate an employee, who has direct, independent access to the Chief Executive Officer, to serve as Disadvantaged Business Enterprise Liaison Officer (DBELO). Our DBELO is Chief Administrative Officer, Toni P. Brown. The regulations also require that we have adequate staff to administer the DBE Program. Ms. Brown is supported in her efforts by two full-time employees in the Office of Business Development & Equal Opportunity, and, as necessary, by two additional full-time staff in the Office of the Chief Administrative Officer.
I am pleased to share our annual DBE policy statement with you. It will be posted on our website, and disseminated publicly in other ways. Questions concerning the Authority’s DBE Program can be directed to CAO Brown.
PATCO Track Rehab Project
American Council of Engineering Companies - NJ (ACEC) has awarded an Honor Award to the Ben Franklin Bridge PATCO Track Rehab project. This competition recognizes and celebrates engineering achievements that demonstrate the highest degree of skill and ingenuity. The project will be recognized at the 45th Engineering Excellence Awards Banquet on March 16, 2016 in Jamesburg, NJ. As a recipient of the Honor Award, the project is eligible for consideration at the national level in the ACEC Grand Conceptor Award, to be unveiled in April 2016. Enterprise Resource Planning (ERP) Update
Since launching SAP on January 4, 2016, the system is functioning, and our employees and consultants continue to work through glitches and issues that arose.
Quintel and Grant Thornton continue to provide in-person, hands-on assistance to employees to help them navigate questions and issues when performing their day-to-day job duties in SAP.
We continue to deliver training to our employees. This training has been led by a mix of Quintel, Grant Thornton and DRPA employees.
For a list of Bridge and Finance actions, see Attachment 1 For a list of Personnel Actions, see Attachment 2 For a list of Contracts and Purchases, see Attachment 3 For a list of Risk Management & Safety Actions, see Attachment 4 For the Affirmative Action Report, see Attachment 5 For a list of Legal Statistics, see Attachment 6 Delaware River Port Authority Policy Statement, see Attachment 7 ______PATCO
For PATCO Ridership and Financial Information, See the General Manager’s Report in the PATCO section Attached are reports from the appropriate departments. ______
Respectfully Submitted,
John T. Hanson Chief Executive Officer
REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 1 BRIDGE AND FINANCE Activity for the Month of January 2016
Calls for Service: 6,619 Total Arrests: 90 Adults: 90 Juv.: CDS Arrests: 3 DWI Arrests: 25
Arrests: CBB:1 BFB: 40 PATCO:29 BRB: 1 WWB:18Arrests NJ: 71Arrests PA: 14
Reportable Accidents: CBB: 5BFB: 7 PATCO:2 BRB: 0 WWB:5
Non Reportable Accidents: CBB: 2BFB: 5 PATCO:3 BRB: 1 WWB:8
Accident with Injuries: CBB: 4BFB: 4 PATCO:0 BRB: 0 WWB:0
Incident Type CBB BFB PATCO BRB WWB Total 33 MV Stop 158 396 52 174 503 1,287 26 Assist-Routine PD Backup 69 451 226 94 368 1,208 302 Security Check 50 67 105 148 126 497 25X Insufficient Funds 2 1 2 400 406 47 Disabled MV 40 65 6 62 169 345 35X Motorist Aid/Service To Patron 34 47 120 33 84 318 25 Escort 38 12 38 212 301 88X Parking Viol./Compl. 9 261 270 86 Removal 4 220 224 50X Leaving Jurisdiction 19 127 19 25 29 219 90 Other PD Assist 12 36 116 7 16 187 46 Construction/Trades Backup 24 62 2 22 52 162 302 Security Check/Detail 9 29 28 31 21 118 33C CV Stop 17 22 5 71 115 1 Headquarters Assignment 5 31 3 12 28 79 91 Ped Investigation/Stop 1 8 64 1 74 82 Notification 5 17 32 4 13 72 84 Check On Subject Well-being 9 48 1 7 65 15 MV Accident 8 18 10 3 17 56 79 Roadway Hazard/Station Hazard 11 13 2 8 20 54 78X Toll Evasion/TOS 18 17 1 3 8 47 25EZ Easy Pass Redirect 1 44 45 25T Fare Problem 36 36 80 Break 9 9 2 3 7 30 8 911 Hang Up/Mis-Dial 11 16 2 29 999 Generated In Error 2 5 2 1 4 27 56 Med Emerg/Injury Report 2 24 26 83X Car Wash 8 7 7 22 Activity for the Month of January 2016
Calls for Service: 6,619 Total Arrests: 90 Adults: 90 Juv.: CDS Arrests: 3 DWI Arrests: 25
Arrests: CBB:1 BFB: 40 PATCO:29 BRB: 1 WWB:18Arrests NJ: 71Arrests PA: 14
Reportable Accidents: CBB: 5BFB: 7 PATCO:2 BRB: 0 WWB:5
Non Reportable Accidents: CBB: 2BFB: 5 PATCO:3 BRB: 1 WWB:8
Accident with Injuries: CBB: 4BFB: 4 PATCO:0 BRB: 0 WWB:0
Incident Type CBB BFB PATCO BRB WWB Total 59 MV Look Up 17 3 2 22 38 Transport Courtesy 9 5 6 20 29 Alarm Activation 1 3 14 1 19 12 Suspicious Person/Activity/Event 1 18 19 58 Drivers License Check 14 2 16 49X Inspection Report 13 13 71 Fight/Disturbance 12 12 101 BOLO 1 3 7 1 12 78 Toll Dispute 3 1 7 11 310 Bridge Damage/PATCO Damage 1 5 2 1 1 10 60 Stolen Check/Wanted 1 6 1 9 56 Medical Emerg/Injury Report 8 1 9 341F Property Found 8 1 9 309 Special Detail 2 3 1 3 9 309T Training Assignment Detail 7 7 81 General Complaint 5 1 6 49 Investigate Location Conditions 1 4 1 6 25R Revenue Escort 6 6 16 Hit & Run 5 5 11 Fire 4 1 5 101S BOLO Suicidal 3 1 1 5 98 Panhandling/Soliciting 4 4 83 Counterfeit 1 3 4 79X Debris Strike 1 3 4 67 EDP (Emotionally Disturbed Person) 3 1 4 341L Property Lost 1 3 4 34 Suspicious Vehicle 1 3 4 302K K9 Sweep 3 1 4 Activity for the Month of January 2016
Calls for Service: 6,619 Total Arrests: 90 Adults: 90 Juv.: CDS Arrests: 3 DWI Arrests: 25
Arrests: CBB:1 BFB: 40 PATCO:29 BRB: 1 WWB:18Arrests NJ: 71Arrests PA: 14
Reportable Accidents: CBB: 5BFB: 7 PATCO:2 BRB: 0 WWB:5
Non Reportable Accidents: CBB: 2BFB: 5 PATCO:3 BRB: 1 WWB:8
Accident with Injuries: CBB: 4BFB: 4 PATCO:0 BRB: 0 WWB:0
Incident Type CBB BFB PATCO BRB WWB Total 74 Suicide Attempt 2 3 52 Erratic Driver/Unfit Motorist 1 2 3 5 Meet 3 3 220 Criminal History Check 3 3 TRN Train Problem Equipment/Mechanical 2 2 96 Slow Traffic 1 1 2 88 Evacuation 2 2 77 Domestic 1 1 2 71X Harassment/Threats 1 1 2 62 Sex Offense 2 2 17X Open/Secured Property 2 2 97 Traffic Pattern Adjust 1 1 92 Lost Load 1 1 75 Suicide Found 11 70 Animal Complaint 11 69 Juvenile Complaint 1 1 65 Vandalism/Criminal Mischief 1 1 64 Larceny/Theft 1 1 53 Abandoned Vehicle 11 48 Minor Incident 1 1 341F Found Property 1 1 313 Complaint against Police 1 1 312 Complaint against DRPA 1 1 29E Elevator Alarm 1 1 212 Employee Injury 1 1 14 Intoxicated Subject 1 1 0 ATTACHMENT 1 FINANCE
REVENUE AUDIT
Reported traffic and revenue for all four DRPA bridges for the month of November 2015:
2014 2015 Cash Revenue $7,467,882.89 $7,780,923.79 ETC Revenue $13,103,241.85 $17,054,916.49 Total Revenue $20,571,124.74 $24,835,840.28 Non ETC Traffic 1,375,372 1,441,376 ETC Traffic 2,392,215 2,555,237 Total Traffic 3,767,587 3,996,613 DELAWARE RIVER PORT AUTHORITY Attachment 1 TRAFFIC & BRIDGE TOLL FIGURES FOR THE PERIODS INDICATED
MONTH OF NOVEMBER TRAFFIC BRIDGE TOLLS -----2015------2014----- INC/(DEC) INC/(DEC) TRAFFIC TOLLS TRAFFIC TOLLS % AMOUNT % AMOUNT BEN FRANKLIN 1,408,282 $7,796,359.18 1,366,990 $7,545,055.81 3.02 41,292 3.33 $251,303.37 WALT WHITMAN 1,579,612 9,832,802.68 1,480,643 9,234,138.47 6.68 98,969 6.48 598,664.21 COMMODORE BARRY 545,532 4,184,531.99 508,678 3,854,288.27 7.25 36,854 8.57 330,243.72 BETSY ROSS 463,187 3,022,504.43 411,276 2,748,094.94 12.62 51,911 9.99 274,409.49 3,996,613 $24,836,198.28 3,767,587 $23,381,577.49 6.08 229,026 6.22 $1,454,620.79
`
YEAR TO DATE TRAFFIC BRIDGE TOLLS 1/1/15 TO 11/30/15 1/1/14 TO 11/30/14 INC/(DEC) INC/(DEC) TRAFFIC TOLLS TRAFFIC TOLLS % AMOUNT % AMOUNT BEN FRANKLIN 16,126,505 $89,664,784.39 16,205,836 $89,967,463.18 -0.49 (79,331) -0.34 ($302,678.79) WALT WHITMAN 18,008,415 112,470,100.26 17,148,612 106,719,272.15 5.01 859,803 5.39 5,750,828.11 COMMODORE BARRY 6,268,800 47,845,153.23 6,073,154 45,657,873.42 3.22 195,646 4.79 2,187,279.81 BETSY ROSS 4,647,417 31,475,339.98 4,494,817 30,529,913.20 3.40 152,600 3.10 945,426.78 TOTALS 45,051,137 $281,455,377.86 43,922,419 $272,874,521.95 2.57 1,128,718 3.14 $8,580,855.91
Note: New Toll Schedule Went Into Effect July 1st, 2011.
Distribution: John Hanson Jim White REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 2 PERSONNEL ACTIONS DELAWARE RIVER PORT AUTHORITY ACTIONS OF THE CHIEF EXECUTIVE OFFICER COMMISSION MEETING FEBRUARY 17, 2016 ARTICLE XII-A ATTACHMENT 2
PERSONNEL ************************************************************************************************************************* TEMPORARY APPOINTMENTS
Derek L. Frith Temporary No Benefits Eff: 01/01/2016 to 04/01/2016 Executive Division Corporate Communications & Community Relations (OPC)
APPOINTMENTS
George B. Cousin C&M Mechanic Eff: 01/25/2016 Operations Division Highway (BFB)
Rick D. Romolini C&M Mechanic Eff: 01/25/2016 Operations Division Highway (WWB)
Gregory S. Seiverd C&M Mechanic Eff: 01/25/2016 Operations Division Highway (BRB)
TEMPORARY ASSIGNMENT TO HIGHER CLASSIFICATION
Alfred J. Caruso From: Revenue Auditor To: Acting Supervisor, Revenue Finance Division Audit Revenue Audit (OPC) Finance Division Revenue Audit (OPC) Eff: 01/01/2016 to 06/30/2016
Karen A. Fanning From: Administrative Coordinator To: Acting Insurance Administration Division Administrator Benefits Administration (OPC) Administration Division Benefits Administration (OPC) Eff: 01/01/2016 to 03/25/2016
Selina C. Thompkins From: Administrative Secretary To: Acting Administrative Administration Division Coordinator Benefits Administration (OPC) Administration Division Benefits Administration (OPC) Eff: 01/01/2016 to 03/25/2016 Actions of the Chief Executive Officer Commission Meeting of 02/17/2016 Page 2 of 5
TEMPORARY ASSIGNMENT TO HIGHER CLASSIFICATION - continued
Trenace Y. Starks From: Building Services Clerk To: Acting Supervisor, Mailroom Administration Division Administration Division Mailroom (OPC) Mailroom (OPC) Eff: 01/02/2016 to 02/19/2016
Patrick W. Dolly From: Corporal of Police To: Acting Sergeant of Police Public Safety Division Public Safety Division PublicSafety(BFB) PublicSafety(BRB) Eff: 01/09/2016 to 02/12/2016
Richard T. Zappile From: Police Officer To: Acting Corporal of Police Public Safety Division Public Safety Division PublicSafety(BFB) PublicSafety(BFB) Eff: 01/09/2016 to 02/12/2016
Craig C. Teschko From: Highway Foreman To: Acting Maintenance Operations Division Foreman Construction & Maintenance (WWB) Operations Division Construction & Maintenance (WWB) Eff: 01/16/2016 to 01/29/2016
Patrick M. Berkery From: C&M Mechanic To: Acting Highway Foreman Operations Division Operations Division Highway (BFB) Highway (BFB) Eff: 01/23/2016 to 03/18/2016
Robert J. Finnegan, Sr. From: Lieutenant of Police To: Acting Director, Homeland Public Safety Division Security & Emergency Public Safety - Administration Management (BFB) Public Safety Division Public Safety - Administration (BFB) Eff: 01/23/2016 to 07/22/2016
Elizabeth M. McGee From: Administrative Coordinator To: Acting Records Manager General Counsel Division General Counsel Division Corporate Secretary’s Office (OPC) Corporate Secretary’s Office (OPC) Eff: 01/23/2016 to 04/22/2016 Actions of the Chief Executive Officer Commission Meeting of 02/17/2016 Page 3 of 5
TEMPORARY ASSIGNMENT TO HIGHER CLASSIFICATION - continued
Amy L. Ash From: Contract Administrator To: Acting Manager, Contract Finance Division Administration Contract Administration (OPC) Finance Division Contract Administration (OPC) Eff: 01/30/2016 to 04/29/2016
Mortique N. Hill From: Toll Collector To: Acting Plaza Supervisor Operations Division Operations Division Bridge/Toll (BFB) Bridge/Toll (CBB) Eff: 01/30/2015 to 03/25/2016
PROMOTIONS
Jhmal K. Haseen From: C&M Mechanic To: Highway Foreman Operations Division Operations Division Highway (BFB) Highway (BFB) Eff: 01/16/2016
Brian S. Kirch From: Fleet Service Mechanic To: Auto Technician Operations Division Operations Division FleetOperations(WWB) FleetOperations(WWB) Eff: 01/16/2016
John J. Rachuba From: C&M Mechanic To: Highway Foreman Operations Division Operations Division Highway (BRB) Highway (BRB) Eff: 01/16/2016
Gary W. Thorpe From: Fleet Service Mechanic To: Auto Technician Operations Division Operations Division FleetOperations(BFB) FleetOperations(BFB) Eff: 01/16/2016
Kyle J. Uhland From: Fleet Service Mechanic To: Auto Technician Operations Division Operations Division FleetOperations(WWB) FleetOperations(WWB) Eff: 01/16/2016
INTERAGENCY PROMOTION to DRPA - from PATCO - None
INTERAGENCY PROMOTION to PATCO - from DRPA - None Actions of the Chief Executive Officer Commission Meeting of 02/17/2016 Page 4 of 5
INTERAGENCY TRANSFERS to PATCO - from DRPA - None
INTERAGENCY TRANSFERS to DRPA - from PATCO - None
TRANSFERS - DEPARTMENTAL - None
RETIREMENTS
Howard M. Korsen Manager, Contract Administration Eff: 01/05/2016 Finance Division Contract Administration (OPC)
Albert J. DiGiamberardino Police Officer Eff: 01/08/2016 Public Safety Division Public Safety (Transit Unit)
Joyce A. Grace Plaza Supervisor Eff: 01/08/2016 Operations Division Bridge/Toll (BFB)
Betty C. Gregory Toll Collector Eff: 01/08/2016 Operations Division Bridge/Toll (BFB)
Frederick C. Sutherland Plaza Supervisor Eff: 01/08/2016 Operations Division Bridge/Toll (BRB)
Anthony J. Caporelli Maintenance Foreman Eff: 01/15/2016 Operations Division Maintenance (CBB)
HaroldA.Smith PoliceOfficer Eff:01/15/2016 Public Safety Division Public Safety (Transit Unit)
Michael H. Matey Toll Collector Eff: 01/21/2016 Operations Division Bridge/Toll (BFB) Actions of the Chief Executive Officer Commission Meeting of 02/17/2016 Page 5 of 5
RESIGNATIONS
James A. Ferrigno C&M Mechanic Eff: 01/08/2016 Operations Division Highway (BRB)
Joseph J. Farina Police Officer Eff: 01/29/2016 Public Safety Division Public Safety (BFB)
DECEASED
James J. Fratantoro Toll Collector Eff: 01/20/2016 Operations Division Bridge/Toll (WWB)
REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 3 CONTRACTS AND PURCHASES ATTACHMENT 3
MONTHLY REPORT GENERAL PROCUREMENT ACTIVITY
During the month of January there were 60 Purchase Orders awarded totaling $147,119.53
Approximately 26.80% or $39,434.23 of the monthly dollar total was made available to MBE and WBE’s, representing 48.33% or 29 of the monthly total number of Purchase Orders.
Of the total monthly procurement available to MBE’s and WBE’s, approximately 59.95% or $23,641.93 was awarded to MBE’s and approximately 6.24% or $2,462.30 was awarded to WBE’s.
Of the total number of Purchase Orders available to MBE’s and WBE’s, approximately 34.48% or 10 Purchase Orders were awarded to MBE’s and approximately 3.45% or 1 Purchase Order was awarded to WBE’s.
Page 1 ACTIONS OF THE CHIEF EXECUTIVE OFFICER ARTICLE XII-C ATTACHMENT 3 CONTRACTS AND PURCHASES
Re: Article XII-C, Section 1 (a)
Purchase Order 4500000433, Dell Marketing L.P. Round Rock, TX. Purchase Contract for Equipment and Tools. Contract Value: $10,000.00. (NJ State Contract).
Purchase Order 4500000436, EPlus Technology, Inc. Newtown, PA. Purchase Contract for Equipment and Tools. Contract Value: $10,000.00. (NJ State Contract).
Purchase Order 4500000503, Control Group Companies, LLC. Cranford, NJ. Purchase Contract for Clear Deposit Bags. Contract Value: $15,057.08. (Low Bid of 1, 3 Vendors Solicited).
Purchase Order 4500000514, Tri-M Group LLC. Kennett Square, PA. Purchase Contract for BRB HVAC Building Automation. Contract Value: $16,280.00. (Sole Source)
Purchase Order 4500000515, Tri-M Group LLC. Kennett Square, PA. Purchase Contract for BRB Traffic Management. Contract Value: $15,672.00. (Sole Source)
Re: Article XII-C, Section 1 (b)
None
Re: Article XII-C, Section 8 (Emergency)
None
Re: Article XII-C, Section 5
Authorized payments for Contracts and Engineers for the Bridges and PATCO Systems As follows: (see accompanying Schedule 1)
Contracts and Engineers: $3,438,537.96
2015 CAPITAL BUDGET February 17, 2016 1 ARTICLE XII-C, SECTION 5 SUMMARY OF AUTHORIZED CONTRACT AND ENGINEERING PAYMENTS BRIDGES AND PATCO SYSTEM February 17, 2016
Contract Completed Work (Billed) Retained Prior Invoice Resolution # Contract/Engineer Amount Percent Amount Amount Payments No. Amount
Career Concepts, Incorporated (DRPA-15-046) Organizational Structure and Resource Analysis 428,700.00 60.5% 259,355.00 0.00 236,705.00 17291 22,650.00
Alstom (DRPA-10-154) PATCO Transit Car Overhaul 194,197,337.00 42.8% 83,024,753.28 4,151,237.68 75,503,501.24 36 & 37 3,370,014.36
Interstate Mobile Care (DRPA-14-103) DOT CDL & FTA Physicals 540,000.00 23.3% 126,010.00 0.00 124,602.00 VARIOUS 1,408.00
LAZ Parking (DRPA-13-095) Temporary Toll Collectors 2,832,714.56 65.6% 1,859,131.83 0.00 1,824,273.92 VARIOUS 34,857.91
Canon Financial Services, Inc. (DRPA-11-027) Canon Copier Equipment - Lease Payment 382,260.00 76.7% 293,066.00 0.00 286,695.00 1560287 6,371.00
Worknet (DRPA-14-103) Medical Testing Services 540,000.00 4.8% 25,779.75 0.00 25,524.75 02458335-00 255.00
The Eric Ryan Corporation (DRPA-13-088) Utility Bill Audit Services - DRPA Portion 50,000.00 59.8% 29,887.51 0.00 26,905.82 82112 2,981.69
Total Contract and Engineer Payments $3,438,537.96
1 REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 4 RISK MANAGEMENT & SAFETY DELAWARE RIVER PORT AUTHORITY INTEROFFICE COMMUNICATION
To: Toni P. Brown, Chief Administrative Officer
From: Marianne Staszewski, Director Risk Management & Safety
Subject: Risk Management & Safety January Activity Report
The DRPA Risk Management & Safety Staff were in attendance for the following meetings for the month of January:
Contractor Meetings Attended By Risk Management & Safety DRPA DATE CONTRACTOR CONTRACT NO. PROJECT/WORK AREA 1/6, 1/20 Kaser Mechanical BF-41-2014 Progress Meeting for the BFB Chiller Replacement Project Project Progress Meeting 5th Street Philadelphia tunnel 1/7 South State BF-37-2013 rehabilitation
Safety Meetings Attended By Safety Specialists * attended by Director of Risk Management DATE NAME OF MEETING 1/6 Monthly C&M Managers Meeting 1/12 * Monthly Incident Accident Investigation Committee meeting 1/12 Monthly Work Place Safety Meeting at the BFB 1/19 * Monthly Risk Management & Safety Staff meeting with CAO 1/19 Monthly Work Place Safety Meeting at the BRB 1/20 * Monthly Bridge Directors meeting with Risk Management, Safety and Fleet Management 1/20 Monthly Safety Department SOP Review 1/25 * Monthly staff meeting with Safety Specialists & Director of Risk Management 1/26 Monthly Work Place Safety Meeting at the WWB 1/27 * Monthly Meeting Central Safety & Health Committee meeting 1/27 Monthly Meeting Programs & Activities Subcommittee 1/28 * Administration Division Staff Meeting Demonstration meeting with Selective’s Safety Management Technical Specialist and the HRS training administrator regarding the free video library streaming that covers key safety hazards and compliance topics through Selective’s relationship with SafetySmart™, a web-based safety training and compliance management service. 1/29
Risk Management Meetings Attended By Risk Management 1/8, 1/26 Monthly Real Estate Committee meeting Meeting with HRS, Fleet, and Bridge Operations staff regarding updated policies for the new GPS 1/11 system 1/12, 1/21 Weekly Staff Meetings with CAO Conference call for the final 2015 quarterly AIG OCIP Claims Review attended by the DRPA General and Deputy General Counsel, Director of Risk Management & Safety, AIG claims specialists, OCIP defense attorneys and the claims representative from Turner Surety Insurance Brokerage. 1/14 1/15 Senior Staff meeting 1/25 Administration Division Agenda Review Meeting Weekly conference call on OCIP litigated claims with AIG claim representatives, TSIB and defense 1/28 counsel
1 The DRPA Risk Management & Safety Staff were involved in the following training activities for the month of January:
Training Coordinated or Conducted by DRPA Safety - * Attended By Risk Management & Safety DATE TYPEOFTRAINING 1/21, 1/22 Monthly Mandatory OSHA 10 Hour Safety Training conducted by DRPA Safety staff 1/25 New Hire Orientation
The DRPA Risk Management & Safety Staff were involved in the following activities for the month of January:
The Safety staff conducted day time and night time random drug & alcohol testing on both Public Safety personnel (under policy 147A) and Construction & Maintenance personnel (under policy 147B).
Safety Specialists reviewed various Health and Safety plans from contractors who were awarded construction and/or design projects during the month of January.
Safety Specialists reviewed and commented on various engineering Technical and Special Provisions documents for future DRPA projects. Safety Specialist conducted various site safety visits and inspections at DRPA Non- OCIP construction projects at the four bridges.
Risk Management reviewed and recommended the inclusion of proper insurance requirements on various Requests for Bids from the Purchasing Department, Request for Proposals from the Engineering Department, Finance Department and third party contracts for the Legal Department.
Safety Specialist updated the Risk Management & Safety e.net page with the monthly safety tip for January “Winter Slip Prevention”.
2 REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 5 AFFIRMATIVE ACTION REPORT DRPA AFFIRMATIVE ACTION REPORT QUARTER ENDING: December 31, 2015 goods and supplies TOTAL $ VALUE AVAILABLE FOR BID BY 33.2% $ MBE/WBE AWARDED MBEs/WBEs THIS QUARTER: MBE- 31.4% WBE- 1.8% MBE: $89,905.97 WBE: $5,100.00 $286,350.05 AWARDED TOTAL: $95,005.97
TOTAL # POs AWARDED TO ALL 44.6% POs MBE/WBE AWARDED VENDORS THIS QUARTER: MBE- 41.5% WBE- 3.1% MBE: 27 WBE: 2 65 AWARDED TOTAL: 29
procurement card (p-card) $ MBE/WBE/VOB AWARDED TOTAL $ P-CARD PURCHASES 2.6% MBE: $3,438.50 WBE: $5,144.65 MBE- 0.9% WBE- 1.4% $365,897.52 VOB- 0.3% VOB: $1,047.70 AWARDED TOTAL: $9,630.85
TOTAL MBE/WBE/VOB TRANSACTIONS TOTAL P-CARD TRANSACTIONS 2.4% MBE: 24 WBE: 10 MBE- 1.6% WBE- 0.7% VOB- 0.1% VOB: 2 1,489 AWARDED TOTAL: 36
PO=PURCHASE ORDER WBE=WOMEN BUSINESS ENTERPRISE KEY: MBE=MINORITY BUSINESS ENTERPRISE VOB=VETERAN OWNED BUSINESS DRPA EEO CATEGORIES (By State)
STATE OF RESIDENCE JOB TITLE DE NJ PA
1 Chief Executive Officer 1 2 Chief Administrative Officer 1 3 Chief Operating Officer 4 Deputy Chief Executive Officer 1 5 Chief Financial Officer 1 6 Chief Engineer 1 7 Deputy General Counsel 1 1 8 General Counsel/Corporate Secretary 1
1 Director, Government Relations 1 2 Director, Information Services 1 3 Police Chief 1 4 Bridge Directors 2 5 Director, Fleet Management 1 6 Director, Human Resource Services 1 7 Director, Risk Management & Safety 1 8 Manager, Construction & Maintenance 1 9 Manager, Planning & Design 1 10 Captain of Police 1 11 Inspector General 1 12 Director, Strategic Initiatives 1 13 Director, Corporate Communications & Community Relations 1
1 Construction & Maintenance Manager 1 3 2 Fleet Shop Manager - South 1 3 Manager, Budget/Financial Analysis 1 4 Manager, Capital Grants 1 5 Manager, Community Relations & Corporate Communications 1 6 Manager, Customer Service 1 7 Manager, Government Relations 1 8 Manager, Internal Audit 1 9 Manager, Payroll 1 10 Manager, Procurement & Stores 1 11 Manager, Production Systems 1 12 Manager, Revenue Audit 1 13 Toll Manager 1 1
Page 1 of 6 As of JANUARY 31, 2016 DRPA EEO CATEGORIES (By State)
STATE OF RESIDENCE JOB TITLE DE NJ PA
1 Electrical Foreman 4 2 HVAC Foreman 2 3 Lead Programmer/Analyst 1 4 Maintenance Foreman 1 7 1 5 Sr. Accountant 1 6 User Support Group Leader 1 7 Highway Foreman 1 5 1 8 Fleet Foreman 2 9 Purchasing Agent 1
1 Supervisor, Print Shop 1 2 Supervisor, Central Storeroom 1
OFFICIALS & MANAGERS (Total By State) 2 45 22
TOTAL OFFICIALS & MANAGERS 69
1 Lieutenant of Police 4 2
1 Plaza Supervisor 1 11 10
1 Graphic Design Administrator 1 2 Administrative Coordinator 1 7 4 3 C&M Technical Assistant 2 4 Grants Specialist 1 5 HRS Specialist 1 1 6 HRS Specialist, HRIS 1 7 Sr. Reproduction Technician 1 7 Purchasing Specialist 3 1 8 EEO Specialist 1
1 Project Manager, HS & EM 1 2 Administrator, Compensation/HRIS 1 3 Administrator, Employee Relations, Programs & Policies 1 4 Administrator, Staffing & Recruiting 1
Page 2 of 6 As of JANUARY 31, 2016 DRPA EEO CATEGORIES (By State)
STATE OF RESIDENCE JOB TITLE DE NJ PA
5 Administrator, Training & Employee Development 1 6 Associate Engineer 1 7 Claims Administrator 1 1 8 Construction Contract Compliance Specialist 1 9 Payroll Administrator 1 10 Accountant 1 1 11 Auditor 1 12 Budget Analyst 1 13 Project Analyst 1 14 Contract Administrator 2 15 Financial Analyst 1 16 Revenue Analyst 1 17 Safety Specialist 1 1 18 Technical Support Administrator & Environmental Coordinator 1
1 Assistant General Counsel 3 2 2 Electrical Engineer 1 3 Principal Engineer 2 4 Senior Engineer 4 1
PROFESSIONALS (Total By State) 2 58 28
TOTAL PROFESSIONALS 88
1 Police Officer 3 70 23
1 Corporal of Police 12 2
1 Sergeant of Police 1 16 5
SERVICE WORKERS (Total By State) 4 98 30
TOTAL SERVICE WORKERS 132
1 HVAC Technician 7 2
Page 3 of 6 As of JANUARY 31, 2016 DRPA EEO CATEGORIES (By State)
STATE OF RESIDENCE JOB TITLE DE NJ PA
1 Auto Technician 12 3
1 Electrical Technician 16 6
1 Construction & Maintenance Mechanic 3 33 11
1 Maintenance Technician 32 9
CRAFT WORKERS (SKILLED) (Total By State) 3 100 31
TOTAL CRAFT WORKERS (SKILLED) 134
1 Programmer/Analyst 1 1 2 Systems Administrator 8 1 3 Data Base Administrator 1 4 Network Technician 4 5 User Support Administrator 1 1 6 Business Analyst 1
TECHNICIANS (Total By State) 1 16 2
TOTAL TECHNICIANS 19
1 Executive Assistant to the CEO 1 2 Executive Legal Secretary 1 3 Legal Assistant 1 4 Customer Service Coordinator 2 5 Executive Secretary 1 6 Legal Secretary 2 7 Legal Assistant, Claims 1
1 Sr. Accounting Clerk 1
Page 4 of 6 As of JANUARY 31, 2016 DRPA EEO CATEGORIES (By State)
STATE OF RESIDENCE JOB TITLE DE NJ PA
2 Accounting Clerk 1 1 3 Central Stores Clerk 1 4 Data Base Clerk 2 5 Administrative Clerk (Revenue Audit) 1 6 Building Services Clerk 2 1 7 Dispatcher 15 1 8 File Clerk 1 1 9 Purchasing Clerk 1 10 Media Specialist 1
1 Administrative Secretary 7 5
1 Revenue Auditor 1 4 1
1 Toll Collector 38 19
1 Revenue Operations Clerk 2 1
OFFICE & CLERICAL (Total By State) 1 80 36
TOTAL OFFICE & CLERICAL 117
TOTAL EMPLOYEES BY STATE 13 397 149
TOTAL DRPA EMPLOYEES - 559
Page 5 of 6 As of JANUARY 31, 2016 DRPA EEO CATEGORIES (By State)
STATE OF RESIDENCE JOB TITLE DE NJ PA
SUMMARY (Employee Class)
NON-REP 5 127 64
196
IUOE 3 155 52
210
IBEW 1 17 3
21
FOP 4 98 30
132
Page 6 of 6 As of JANUARY 31, 2016 PATCO EEO CATEGORIES (By State)
STATE OF RESIDENCE JOB TITLE DE NJ PA
1GeneralManager 1 2Director,Equipment 1 3 Director, Fare Collection Operations 1 4Director,Finance 1 5Director,TransitServices 1 6Director,Way&Power 1 7 TechnicalSupervisor,TransitServices 1 8 TechnicalSupervisor,Civil&MechanicalSystems 1 9 TechnicalSupervisor,Equipment 1 10Manager,Electrical&Electronics 1 11 Manager,Power,Signals&Communications 1 12Manager,SystemsSafety 1 13 Manager,Track,Structures&Mechanical 1 14Manager,Track&Signals 1 15SupervisingDispatcher 1 1 16Dispatcher 51 17DispatcherTrainee 3 1 18ElectricalForeman 4 1 19FareCollectionForeman 1 20MechanicalForeman 2 21 Payroll Administrator 1 22SeniorAccountant 3 23TrackForeman 2 1 24PurchasingAgent 1 25MaintenanceForeman 1 26Supervisor,PassengerServices 1 27MoneyRoomSupervisor 1 28Supervisor,TransitServices 5 29Supervisor/TrafficAnalyst 3 1 30TrafficAnalyst 1 31Supervisor,Storeroom 1 32CustodialForeman 1 33StationSupervisor 9 1
OFFICIALS & MANAGERS (Total By State) 0 59 8
TOTAL OFFICIALS & MANAGERS 67
Page 1 of 3 As of January 31, 2016 PATCO EEO CATEGORIES (By State)
STATE OF RESIDENCE JOB TITLE DE NJ PA
1ProjectManager,Technical 1 2 FareCollectionSystemAnalyst 1 3SafetySpecialist 1 1 4 Administrative Coordinator to GM 1 5 Administrative Coordinator 1 6PurchasingSpecialist 2
PROFESSIONALS (Total By State) 0 6 2
TOTAL PROFESSIONALS 8
1TrainOperator 1 44 9
OPERATIVES(SEMI-SKILLED)(TotalByState) 1 44 9
TOTAL OPERATIVES (SEMI-SKILLED) 54
1Custodian 12410 2RevenueCollector 1
SERVICEWORKERS(TotalByState) 1 25 10
TOTALSERVICEWORKERS 36
1Storekeeper 5 2AccountingClerk 2 3 Payroll Clerk 1 4 Administrative Secretary 4 1 5PurchasingClerk 1 6 CustomerServiceAgent/TrafficChecker 4 1 7 Data Entry Clerk 1
OFFICE&CLERICAL(TotalByState) 0 17 3
TOTALOFFICE&CLERICAL 20
Page 2 of 3 As of January 31, 2016 PATCO EEO CATEGORIES (By State)
STATE OF RESIDENCE JOB TITLE DE NJ PA
1ElectronicTechnician 1 17 2Machinist1/C 2 3Machinist1/CToolMaker 1 4MaintenanceMechanic1/C 2 5 Mechanical&StructuralTechnician 11 1 6Maintainer 195 7EquipmentElectrician 4 3 8 Equipment Electrician A/C 4 9MachineOperator1/C 3 10EquipmentMechanic 20 1 11FareCollectionRepairman 2 1 12GroundsKeeper 1 13TrackMechanic 16 6 14 Welder 1
CRAFTWORKERS(SKILLED)(TotalByState) 1 103 17
TOTALCRAFTWORKERS(SKILLED) 121
TOTAL EMPLOYEES BY STATE 3 254 49
TOTALPATCOEMPLOYEES 306 SUMMARY (Employee Class)
NON-REP 0 82 13
95
TEAMSTERS 3 172 36
211
Page 3 of 3 As of January 31, 2016 REPORT OF THE CHIEF EXECUTIVE OFFICER ATTACHMENT 6 LEGAL STATISTICS REPORT Matter Count Report by Matter Sub-Type
Date Range: 01/01/2016to 01/31/2016 by Open Date ; opendate: from 01/01/2016 up to 01/31/2016
Total Pending Opened In Closed In Matter Sub-Type Matters Range Range Bankruptcy / Debt Collections 1 1 0 Civil Rights / ADA / Disability 1 1 0 Contracts / Consulting 2 3 1 Contracts / Cooperation 1 1 0 Contracts / Insurance 0 1 1 Contracts / Memorandum of 1 1 0 Contracts / Operating 2 2 0 Contracts / Project Labor Agreement 1 1 0 Contracts / Purchase 13 16 3 Contracts / Real Estate Lease 2 2 0 Contracts / Real Estate Right of Entry 2 3 1 Contracts / Rental 1 1 0 Contracts / Service 11 11 0 Contracts / Termination 0 1 1 Employment / ADA 2 2 0 Employment / Policies & Procedures 0 1 1 Employment / S/L Term Disability 3 3 0 Employment / Short Term Disability 8 9 1 Employment / Unemployment 0 1 1 Employment / Workers' Compensation 9 9 0 Environmental / Certification 0 1 1 Financial / Settlement 0 1 1 Insurance / Application 1 1 0
CaseTrack 02/08/2016 Page: 1 p nd I l sd ITtlPending Opened In Closed InTotal Matter Sub-Type Matters Range Range Intellectual Pr / Trademark 0 1 1 Investigation / Internal 0 1 1 Labor / Arbitration 2 2 0 Personal Injury / Slip and Fall 4 4 0 RFP/Bid / Construction 1 1 0 RFP/Bid / Consulting Services 1 1 0 RFP/Bid / Service 1 1 0 Right to Know / 1 1 0 Right to Know / Records Review 2 3 1 Subpoena / Documents 4 4 0 Subpoena / Videotape 1 1 0 34 Items 78 93 15
CaseTrack 02/08/2016 Page: 2 CFO REPORT CONSULTATIVE AND DELIBERATIVE WORKPAPERS
DRPA/PATCO UNAUDITED FINANCIAL SUMMARY - February 2016 Finance Committee Meeting February 10, 2016 DRPA TRAFFIC / PATCO RIDERSHIP AND REVENUE
YEAR-TO-YEAR COMPARISON 2014vs.2015YTDthru11/30/15 2014Actual 2015Actual Year-to-YearChange %Change DRPATraffic 43,922,419 45,051,137 1,128,718 2.57% DRPATollRevenues 272,874,522$ 281,455,378$ 8,580,856$ 3.14%
Average Toll 6.2126$ 6.2475$ 0.0348$ 0.56% Note: Snow impacted January and February 2014
DRPA Traffic Increase (Decrease) from prior month 229,026 DRPA Revenue Increase (Decrease) from prior month 1,455,167$
2014vs.2015YTDthru12/31/15 2014Actual 2015Actual Year-to-YearChange %Change PATCORidership 10,007,256 10,169,487 162,231 1.62% PATCONetPassengerRevenues 24,389,638$ 25,036,642$ 647,004$ 2.65%
Average Fare 2.4372$ 2.4619$ 0.025$ 1.02%
PATCO Ridership Increase (Decrease) from prior month 57,523 PATCO Revenue Increase (Decrease) from prior month 147,359$
BUDGET VS. ACTUAL 2015YTDthru11/30/15 2015Budget(11mo) 2015Actual(11mo) (Under) / Over Budget % (Under) / Over Budget DRPATraffic 43,599,927 45,051,137 1,451,210 3.33% DRPATollRevenues 267,802,085$ 281,455,378$ 13,653,293$ 5.10% Note: Snow impacted January and February 2014 DRPA Traffic Increase (Decrease) from prior month 221,064 DRPA Revenue Increase (Decrease) from prior month 1,527,837$
2015YTDthru12/31/15 2015Budget(12mo) 2015YTDActual(12mo) (Under) / Over Budget % (Under) / Over Budget PATCO Ridership 10,200,000 10,169,487 (30,513) -0.30% PATCONetPassengerRevenues 24,526,170$ 25,036,642$ 510,472$ 2.08%
PATCO Ridership Increase (Decrease) from prior month 103,868 PATCO Revenue Increase (Decrease) from prior month 304,852$
OPERATING EXPENSES - YTD December 31, 2015 BUDGET VS. ACTUAL 2015YTDthru12/31/15 2015YTDBudget 2015YTDActual (Under) / Over Budget % (Under) / Over Budget DRPABudget 89,028,316$ 85,290,717$ (3,737,599)$ -4.20% PATCO Budget 52,260,293$ 48,534,448$ (3,725,845)$ -7.13% Total 141,288,609$ 133,825,165$ (7,463,444)$ -5.28% Note: includes expenses of approximately $975,000 related to Pope September visit.
Total Budget (Under) Budget - Increase/Decrease from prior month 1,474,601$ 2015YTDthru12/31/15 2015YTDBudget 2015YTDActual Under / (Over) Budget % Under / (Over) Budget PATCO Subsidy (26,252,718)$ (21,301,448)$ 4,951,270$ 18.86% TOTAL CAPITAL EXPENDITURES 2015 vs. 2016 YTD (in millions) January YTD Funding Source 01/31/2015 Actual 01/31/2016 Actual Year-to-Year Change % Change Project Fund Drawdowns 4.6$ -$ (4.6)$ 0% Economic Development 1.4$ -$ (1.4)$ 0% Victor Loan Paid & Race St. Sale -$ -$ -$ 100% General Fund -$ 0.7$ 0.7$ 0% Total Capital Expenditures - Major Projects 6.0$ 0.7$ (5.3)$ -88.4%
(CAPITAL) PROJECT FUND BALANCE EstimatedBalanceasof01/31/2016 153.2$ million
Decrease in project fund balances since last month -$ million
*Project fund consists of proceeds from the December 2013 revenue bond issuance. $348.8 million in net proceeds (after costs of issuance, debt reserve fund requirements and reimbursement to the General Fund (per the Board's Resolution #12-051: Reimbursement of Expenditures Resolution). $195.9 million in proceeds used to fund December 2013's through January 2016's capital expenditures. Due to system conversion, capital payments were pushed back one month. ESTIMATED GENERAL FUND BALANCE EstimatedBalanceasof2/8/16 510.2$ million
Est. Change from previous month (1.0)$ million - decrease since 11/30/201512/31/2015 CONSULTATIVE AND DELIBERATIVE WORKPAPERS
DRPA/PATCO UNAUDITED FINANCIAL SUMMARY - February 2016 Finance Committee Meeting February 10, 2016 DRPA TRAFFIC / PATCO RIDERSHIP AND REVENUE TOTAL BOND DEBT BY TYPE As of 1/31/16 (in thousands of dollars)
Bond Ratings Principal Outstanding % of Total (Moody's/S&P) Fixed Rate Bonds 940,435 940,435$ 63.2% see below Variable Rate Bonds 547,100 36.8% see below TotalDebt 1,487,535$ 100.0%
Revenue Bonds 1,332,060$ 89.5% A3 stable/ A positive PDPBonds 155,475 10.5% Baa3stable/BBBpositive TotalDebt 1,487,535$ 100.0%
S&P upgraded DRPA Revenue and PDP Bonds in Nov. 2013 to A and BBB positive. In December 2014, S&P affirmed these ratings. Moody's moved all DRPA bonds to stable outlook in Nov. 2012 and reaffirmed DRPA ratings in December 2015.
Letter of Credit O/S Principal Outstanding Letter of Credit Banks Principal Outstanding (est.) Expiration Date 2008Rev.Ref.Bonds SeriesA 255,988$ BankofAmerica 130,215$ 7/22/16 SeriesB TDBank 144,672 12/31/17 2010Rev.Ref.Bonds SeriesA 321,927$ RoyalBankofCanada 138,073$ 3/18/16 Series B Barclay's Bank 138,073 3/20/18 Series C Bank of New York Mellon 45,781 3/18/16 Total Variable Debt 577,915$ 596,814$
KEY 2013/2014/2015 FINANCE PLAN ACTIONS
1. LOC restructuring for 2010 Revenue Refunding Bonds closed on March 21, 2013. Three new LOC providers. LOCs fees range from 0.45% to 0.70%. 2. 2008 Revenue Bond LOCs extensions were completed on June 28. Retaining TD Bank and Bank of America with fees at 0.655% to 0.70%, respectively. 3. New Bond issue - Ratings agency (Moody's & S&P) and investor presentations completed in November. S&P Ratings increased from A- to A. 4. S&P affirms ratings December 2014. 5. February - Barclays agreed to extend the LOC to March 20, 2018, at a reduced facility rate of 7.5 basis points - expected $ 95k reduction in annual fees. 6. July: Swap Novation - UBS replaced as swap counterparty on both DRPA active swaps. TD Securities and Wells Fargo are the new counterparties 7. July - Loan Guarantee with TD Bank finalized.- $796K for 10 years 8. July : Reinstitution of E-ZPass Commuter Discount - December 1, 2015 implementation date. 10. DRPA working with Financial Advisors on strategy related to LOC Maturities in March and July 2016. 9. December: DRPA renewed OCIP LOC for one year, as required by insurance carrier
2016 Action Plan Initiatives 1. LOC extension letters being prepared for execution after Governor's veto period expires (Bank of America, BONY Mellon, and Royal Bank)
Total Swap Valuation - 12/31/2015 (in millions) Original Notional Current Notional Amount Amount Active Swaps* MTM Value Change from 12/31/15 Est. Change from 12/31/15 $811 $547 ($146.8) ($7.2) ($7.2) TD Bank and Wells Fargo new swap counterparties. *Current Notional Amounts: 1995 Revenue Bond swap currently $251.6 million; 1999 swap $295.5 million. Total $547.1 million DRPA BOARD MINUTES 1 DELAWARE RIVER PORT AUTHORITY
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3 BOARD MEETING
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5 One Port Center 2 Riverside Drive 6 Camden, NJ Wednesday, January 20, 2016 7
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 PRESENT
2 Pennsylvania Commissioners
3 Ryan Boyer, Chairman of DRPA/PATCO Board Rohan K. Hepkins 4 Antonio Fiol-Silva John Dougherty (for Pennsylvania Auditor General 5 DePasquale) Timothy Reese, Pennsylvania State Treasurer 6 (via telephone)
7 New Jersey Commissioners
8 Jeffrey Nash, Esq., Vice Chairman E. Frank DiAntonio 9 Charles Fentress Albert Frattali 10 Richard Sweeney Tamarisk Jones 11 Ricardo Taylor
12 DRPA/PATCO Staff
13 John Hanson, Chief Executive Officer (DRPA/President PATCO) 14 Maria Wing, Deputy Chief Executive Officer Raymond Santarelli, General Counsel and 15 Corporate Secretary Kristen Mayock, Deputy General Counsel 16 Stephen Holden, Deputy General Counsel Kathleen P. Vandy, Assistant General Counsel 17 James White, Chief Financial Officer Dan Auletto, Acting Chief Operating Officer 18 Toni Brown, Chief Administrative Officer Michael Venuto, Chief Engineer 19 Steve Reiners, Director, Fleet Management William Shanahan, Director, Government Relations 20 Mark Lopez, Manager, Government Relations Barbara Holcomb, Manager, Capital Grants 21 Gary K. Smith, Captain of Police, Public Safety Mike Reher, Sergeant, Public Safety 22 John Rink, General Manager, PATCO
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 DRPA/PATCO Staff (continued)
2 Susan Squillace, Manager, Procurement and Stores, DRPA/PATCO 3 David Gentile, Inspector General Kyle Anderson, Director, Corporate Communications 4 Fran O'Brien, Manager, Customer and Community Relations 5 Amy Ash, Contract Administrator, Contract Administration 6 Kevin LaMarca, Director, Information Services Jennifer DePoder, Financial Analyst, Finance 7 Darcie DeBeaumont, Senior Accountant, Finance Mike DiGiamberardino, Reproduction Technician, 8 Print Shop Larry Walton, Construction & Maintenance Manager, 9 Walt Whitman Bridge Sheila Milner, Administrative Coordinator 10 Elizabeth McGee, Acting Records Manager Nancy Farthing, Executive Assistant to the CEO 11 Dawn Whiton, Administrative Coordinator to the Deputy CEO 12 Others Present 13 Amy Herbold, Esq., Senior Counsel, New Jersey 14 Governor's Authorities Unit Chelsea Guzowski, Director of Special Projects, 15 Pennsylvania Governor's Office of the Budget David Dix, Assistant to Chairman Boyer 16 Victoria Madden, Chief Counsel (for Pennsylvania Auditor General DePasquale) (via telephone) 17 Christopher Gibson, Esq., Archer & Greiner, (New Jersey Counsel) 18 Alan Kessler, Esq., Duane Morris LLP (Pennsylvania Counsel) 19 Stephanie Kosta, Esq., Duane Morris LLP (Pennsylvania Counsel) 20 William Hosey, President, IBEW 351 Richard Franzini, Business Agent, IUOE 542 21 Olivia C. Glenn, Regional Manager, New Jersey Conservation Foundation 22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 Others Present (continued)
2 Craig Hrinkevich, Wells Fargo Tara Chupka (Assistant to John Dougherty) 3 Brian Stevenson
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 INDEX
2 Page
3 Roll Call 5
4 Report of the CEO - January 2016 7
5 Report of the CFO 152
6 Approval of December 9, 2015 Board Meeting Minutes 17 7 Monthly List of Previously Approved Payments 8 Covering Month of December 2015/Monthly List of Previously Approved Purchase Orders and 9 Contracts of December 2015 18
10 Approval of Operations & Maintenance Committee Meeting Minutes of December 3, 2015, and 11 January 5, 2016 18
12 Adoption of Resolutions Approved by Operations & Maintenance Committee on January 5, 2016 19 13 DRPA-16-001 Design Services for Commodore 14 Barry Bridge Structural Rehabilitation Phase 2 15 DRPA-16-002 Capital Project Contract 16 Modification
17 DRPA-16-003 Procurement and Delivery of Highway Rock Salt for DRPA and 18 PATCO Facilities
19 DRPA-16-004 Procurement of Three (3) 2016 Dump Trucks 20 DRPA-16-005 Procurement of Two (2) Case 21 Wheel Loaders
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 INDEX (Continued)
2 Page
3 DRPA-16-006 Procurement of One (1) 2016 120-Gallon Pressure Pot Truck 4 Mounted Striper
5 DRPA-16-007 Procurement of Two (2) 2016 JLG Aerial Lifts 6 DRPA-16-008 Sustainability and Resource 7 Efficiency Consulting Services
8 DRPA-16-009 Public Safety Radio Five (5) Year 9 Replacement Project (Year #4)
10 Adoption of Resolutions Approved by Finance Committee on January 13, 2016 11 DRPA-16-010 Authorization for Extension of 12 Stated Expiration Dates of Letters of Credit for 2008A, 13 2010B and 2010C Revenue Refunding Bonds and to Disseminate 14 RFPs for Alternate of Replacement Liquidity and 15 Financing Structures for 2008A, 2008B, 2010A, 2010B, and 2010C 16 Revenue Refunding Bonds 20
17 DRPA-16-011 Modifications of Current Temporary Workers Contracts 24 18 DRPA-16-012 Records Management Consultant 19 Services 24
20 DRPA-16-013 Compensation for Specialty Legal Services 24 21
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 INDEX (continued)
2 Page
3 Adoption of Resolution Approved by Audit Committee on January 13, 2016 24 4 DRPA-16-014 Ethics Policy 5 Unfinished Business 252 6 New Business 7 DRPA-16-015 Consideration of Pending DRPA 8 Contracts (Between $25,000 and $100,000) 252 9 DRPA-16-016 Salary Adjustment for Chief 10 Executive Officer John Hanson (Tabled) 252 11 Citizens Advisory Committee Report 22 12 Public Comment 263 13 Executive Session/Adjournment 37 14
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 8
1 PROCEEDINGS
2 (9:26 a.m.)
3 CHAIRMAN BOYER: The meeting of the Delaware
4 River Port Authority is now in session. Please rise
5 for a moment of silence and the pledge to the American
6 flag.
7 (Pledge of Allegiance)
8 CHAIRMAN BOYER: I'm going to ask the
9 Corporate Secretary to call roll, please.
10 MR. SANTARELLI: Chairman Boyer?
11 CHAIRMAN BOYER: Present.
12 MR. SANTARELLI: Vice Chairman Nash?
13 VICE CHAIRMAN NASH: Here.
14 MR. SANTARELLI: Commissioner Dougherty?
15 COMMISSIONER DOUGHERTY: Present.
16 MR. SANTARELLI: Commissioner DiAntonio?
17 COMMISSIONER DiANTONIO: Present.
18 MR. SANTARELLI: Commissioner Fiol-Silva?
19 COMMISSIONER FIOL-SILVA: Present.
20 MR. SANTARELLI: Commissioner Fentress?
21 COMMISSIONER FENTRESS: Here.
22 MR. SANTARELLI: Commissioner Hepkins?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 9
1 COMMISSIONER HEPKINS: Present.
2 MR. SANTARELLI: Commissioner Frattali?
3 COMMISSIONER FRATTALI: Present.
4 MR. SANTARELLI: Treasurer Reese?
5 TREASURER REESE: Present, by phone.
6 MR. SANTARELLI: Commissioner Jones?
7 COMMISSIONER JONES: Here.
8 MR. SANTARELLI: Commissioner Sweeney?
9 COMMISSIONER SWEENEY: Here.
10 MR. SANTARELLI: Commissioner Taylor?
11 COMMISSIONER TAYLOR: Here.
12 MR. SANTARELLI: You have a quorum.
13 CHAIRMAN BOYER: Thank you, Mr. Secretary.
14 First, I would like to apologize for our tardy
15 starting. However, we have a culture here at the
16 Delaware River Port Authority of openness and
17 transparency. With all transparency, we wanted to meet
18 because we have a great crowd today and I'm sure that
19 is because it has reached the press that we were
20 considering giving our CEO, a very capable and able
21 CEO, a very much needed raise.
22 However, we found out that that didn't go
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 10
1 through the Committee process. So with an abundance of
2 caution, decided on the fact of transparency, we're
3 going to table that resolution today so that it can go
4 through the full Committee process like every other
5 raise goes through. So, we won't be having that
6 discussion today.
7 With that being said, we have a report from
8 the Chief Executive Officer, John Hanson.
9 MR. HANSON: Thank you, Chairman.
10 VICE CHAIRMAN NASH: You're still giving it?
11 (Laughter)
12 MR. HANSON: Under the highlight of
13 stewardship, a customer wrote in, "Thank all of you
14 who helped me find my phone. I left my phone on the
15 train at the Collingswood stop. I panicked because,
16 well, that's what we all do when we lose our phone
17 with everything in it. I quickly called the service
18 number, and they informed me they would search for it
19 as soon as the train got to Lindenwold. Someone
20 graciously returned it, and I got a call from Station
21 Supervisor Fran Egolf at the Lindenwold Station. She
22 was super nice. She helped me and reassured me that
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 11
1 the phone was safe. I know losing a phone isn't the
2 biggest hardship, but I have so much on that thing.
3 Thank you to everyone who helped, and a big thank you
4 to whoever turned in my phone. I appreciate all of
5 you guys' work. Keep it up."
6 Another customer wrote in to commend actions
7 of the PATCO staff. "While walking up to the exit in
8 Haddonfield, I could not find my car key. At the top
9 of the stairs, Joe asked if there was a problem.
10 PATCO Joe made several calls on my behalf. He said
11 the last train to Lindenwold would be checked for the
12 keys. The red phone rang, and we were informed that
13 the train had been checked and there were no keys.
14 Shortly after that, Transit Ambassador Joe Ferro was
15 called -- was informed that my keys had been turned
16 into lost and found in Lindenwold by a passenger. I
17 decided to retrieve my keys on Monday at Lindenwold.
18 So here it is, an endorsement of employees who helped
19 make my mistake, which made for a bad Saturday
20 afternoon, turn into a pleasant encounter with a
21 concerned PATCO employee."
22 A customer wrote in to praise Transit
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 12
1 Ambassador Shalayah Lewis. "Thank you very much for
2 finding my FREEDOM Card at 8th and Market Streets last
3 night and turning it in to Lost and Found at PATCO. I
4 did not realize I had lost it until I arrived at the
5 Ashland Station, where I used the red phone to report
6 my missing card. It must have fallen out of my coat
7 pocket somewhere between the turnstile and the
8 elevator at 8th and Market. Unfortunately, I had
9 earphones on, listening to music, so I did not hear my
10 name being called. I appreciate you, Shalayah, and
11 Lost and Found’s Fran Egolf for going to great lengths
12 to find me and give me my card back. It's comforting
13 to know that with all that's happening in the world
14 today, there are nice people who go the extra mile."
15 Finally, before I list the emergency actions
16 that I've taken, I'd like to recognize the Annual
17 Financial Reporting Team. The Government Finance
18 Officers Association, the GFOA, has once again awarded
19 the DRPA the prestigious Certificate of Achievement
20 Award for Excellence in Financial Reporting for the
21 23rd consecutive year. This Certificate is the
22 highest form of recognition in governmental accounting
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 13
1 and financial reporting and its attainment represents
2 a significant accomplishment by a government and its
3 management.
4 Special thanks go to the following employees
5 who have been designated as primarily responsible for
6 winning the Comprehensive Annual Financial Report
7 Award: CFO James White; Acting Accounting Manager
8 Darcie DeBeaumont; Financial Analyst Jennifer DePoder;
9 Mike DiGiamberardino and Fritz Sims from Printing
10 Services; Mike Williams, Acting Manager of Corporate
11 Communications; Fran O'Brien, Manager of Corporate
12 Communications and Community Relations; and me.
13 I'd like to ask you all to come up for a
14 picture at the front and receive your Award from the
15 Chairman.
16 (Pause)
17 MR. HANSON: Finally, under CEO Emergency
18 Powers, a purchase order was approved in the amount of
19 $18,494.72 for three Reuland drive motors with speed
20 brake for our removable maintenance platforms. The
21 three Ben Franklin Bridge movable platforms have been
22 out of service for approximately one and a half years
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 14
1 due to the Ben Franklin Bridge Track Rehabilitation
2 Project rigging and suspended work platforms. They
3 have been recently brought back into service for
4 access support for dismantling the track
5 rehabilitation contractor rigging. Motor replacement
6 was necessary on a platform in order to restore
7 platform operation.
8 There are currently no more spare units and it
9 was essential that we obtain additional motors to
10 service spares due to the long lead for ordering such
11 parts, approximately seven weeks. In the absence of
12 spares and if additional motors would fail, the
13 platform would have been rendered inoperable.
14 That concludes my verbal remarks.
15 CHAIRMAN BOYER: Do we have any questions on
16 this report? I'll entertain a motion to accept the
17 CEO's report.
18 COMMISSIONER FRATTALI: So moved.
19 COMMISSIONER DiANTONIO: Second.
20 CHAIRMAN BOYER: All those in favor?
21 ALL: Aye.
22 CHAIRMAN BOYER: All opposed? Ayes have it.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 15
1 Now we'll have the Report of the Chief
2 Financial Officer, Mr. Jim White.
3 MR. WHITE: Good morning, Mr. Chair, Mr. Vice
4 Chair, and Commissioners.
5 MR. WHITE: I'd like to make mention briefly
6 three areas this morning. Since we've just concluded
7 the year 2015, this is a document that Jennifer
8 DePoder and I put together related to the Financial
9 Accomplishments and Achievements for 2015. I'd like
10 to also talk just briefly about our financial stats
11 and just make mention of a letter of credit SS&R that
12 you will be voting on today.
13 If you look at the CFO section of your packet,
14 you'll see Financial Accomplishments and Achievements
15 for 2015. One of the things I just wanted to
16 highlight is the importance of the participation of
17 the CAO's area, General Counsel, Finance, obviously,
18 and PATCO in terms of these achievements. But, I
19 wanted to thank especially the leadership of the
20 Finance Committee in partnering with us in order to
21 achieve some of these key items.
22 I won't go through this complete document, but
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 16
1 I just wanted to highlight some things. If you look
2 at this particular document, you'll see that we
3 achieved a lot of things in 2015 in the following
4 areas: E-ZPass initiatives; debt swap related
5 initiatives; and, reduction in our existing Economic
6 Development legacy programs. And, again, just to
7 emphasize, we are obviously out of any new economic
8 development projects, but we still are winding down
9 certain lingering aspects of that Program.
10 Bond Indenture Compliance: we have to comply
11 with various bond indentures, particularly related to
12 our senior debt. Achievements in Insurance: in PATCO,
13 and other Finance initiatives, one of which we just
14 spoke about a few minutes ago with achieving the DRPA
15 Certificate of Achievement for Excellence for the 23rd
16 consecutive year. That is largely due to the
17 leadership of our Acting Accounting Manager Jen
18 DePoder and Corporate Communications, etc.
19 So, very briefly, on the E-ZPass initiatives,
20 the commuter credit was implemented December the 1st.
21 I am advised that as of the 10th or the 11th of this
22 month, commuters received a credit somewhere in the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 17
1 area of around $100,000; that was related to the
2 frequent commuters who had 18 trips during the month
3 of December. It's not unusual during December for
4 people to take vacations, so I'm not surprised that
5 number is relatively low. The key thing is that we
6 implemented that after several months of programming
7 and we appreciate the Board's work in supporting that
8 program.
9 A number of other E-ZPass initiatives:
10 participation in the new CSC contract. On the debt
11 side, we extended Barclay’s loan. We did a
12 significant swap novation authorization that netted us
13 roughly $850,000; that payment was unexpected to a
14 certain degree. Moody's reaffirmed DRPA’s ratings in
15 December, and we are still at work, working on LOC
16 restructuring.
17 We had, due to the great efforts of the Legal
18 Department, roughly $5 million in loans related to
19 Victor Lofts and the LEAP Academy that were paid off.
20 An LOC guarantee was discharged, reducing our
21 reserves. There are a number of other things that are
22 shown there. In terms of bond compliance, we
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 18
1 basically have to certify to the bond trustees that we
2 are able to meet the net revenue requirement in our
3 bond indentures; we easily exceeded that for 2015 by
4 over $69 million and will exceed it for 2016 by over
5 $50 million.
6 On the insurance side, the AmeriHealth renewal
7 with only a one percent increase was significantly
8 important to us in terms of pulling together the
9 budget. Usually, that number is a lot higher and it
10 creates some issues as we finalize the budget.
11 On the PATCO side, a Customer Service
12 initiative -- the ability to use credit/debit cards at
13 PATCO's TVMs to buy paper tickets -- was rolled out in
14 June, 2015.
15 Again, all of these things were a partnership
16 between DRPA staff, the Finance Committee and the
17 Board. Other initiatives included the growth in the
18 General Fund and the passage of the DRPA and PATCO
19 Operating and Capital budgets. And, of course, we are
20 in the process of the SAP implementation; Finance and
21 other departments have been significantly involved in
22 that rollout.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 19
1 In terms of the financial stats, continued
2 good news. Through October, as you'll see in these
3 numbers, we are well ahead -- in a comparison between
4 2014 and 2015 -- in terms of traffic and revenues.
5 From what I can see, unaudited traffic particularly in
6 November and December were the highest two months
7 above the previous year, so these numbers are going to
8 increase in November and December once those figures
9 are audited.
10 PATCO ridership against last year is up, as
11 are the net passenger revenues. This is just a great
12 success story throughout the Authority in terms of
13 both PATCO and DRPA. We are significantly ahead
14 against budget for DRPA and toll revenues. Again,
15 those numbers will increase as we audit November and
16 December figures.
17 PATCO ridership is slightly down through
18 November 30th; but year-to-date versus budget,
19 ridership was only around 31,000 ridership less than
20 budget, and a lot of that is attributable to the snow
21 in the early part of the year.
22 In terms of budget, we are significantly under
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 20
1 budget and we continue to have significant resources
2 both in the Project Fund and the General Fund to
3 position us to fund our Five-Year Capital Program.
4 The final thing I'd like to mention is that
5 before the Board today there is a rather complex SS&R
6 related to, essentially, the extension of several
7 Letters of Credit. We have three Letters of Credit
8 that are maturing this year with Bank of America,
9 Royal Bank of Canada, and The Bank of New York Mellon.
10 The resolution basically calls for extending those
11 Letters of Credit in order to give us sufficient time
12 to complete an RFP so that we can make a decision as
13 to whether or not we will renew them or seek
14 alternative financing structures in order to diversify
15 that particular portfolio. That concludes my remarks.
16 CHAIRMAN BOYER: Thank you. Does anyone have
17 any further questions of the Chief Financial Officer?
18 If not, we'll move for the Approval of December 9,
19 2015, DRPA Board Meeting Minutes.
20 COMMISSIONER FIOL-SILVA: So moved.
21 CHAIRMAN BOYER: Can I get a second?
22 COMMISSIONER HEPKINS: Second.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 21
1 CHAIRMAN BOYER: All those in favor?
2 ALL: Aye.
3 CHAIRMAN BOYER: All opposed? Ayes have it.
4 On Monthly List of Previously Approved
5 Payments and Monthly List of Previously Approved
6 Purchase Orders and Contracts Covering the Month of
7 December 2015, I'll accept a motion to receive and
8 file the Monthly List of Previously Approved Purchase
9 Orders and Contracts Covering the Month of December
10 2015.
11 COMMISSIONER HEPKINS: So moved.
12 COMMISSIONER FRATTALI: Second.
13 CHAIRMAN BOYER: All those in favor?
14 ALL: Aye.
15 CHAIRMAN BOYER: All opposed? Ayes have it.
16 Approval of the Operations and Maintenance
17 Committee Meeting Minutes of December 3, 2015 and
18 January 5, 2016.
19 COMMISSIONER FENTRESS: So moved.
20 COMMISSIONER FRATTALI: Second.
21 CHAIRMAN BOYER: All those in favor?
22 ALL: Aye.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 22
1 CHAIRMAN BOYER: All opposed? Ayes have it.
2 Adoption of Resolutions approved by the
3 Operations and Maintenance Committee on January 5,
4 2016. There are nine items from the Operations and
5 Maintenance Committee for consideration. They are as
6 follows:
7 DRPA-16-001: Design Service for Commodore
8 Barry Bridge Structural Rehabilitation Phase 2.
9 DRPA-16-002: Capital Project Contract
10 Modification.
11 DRPA-16-003: Procurement and Delivery of
12 Highway Rock Salt for DRPA and PATCO Facilities.
13 DRPA-16-004: Procurement of three 2016 Dump
14 Trucks.
15 DRPA-16-005: Procurement of two Case Wheel
16 Loaders.
17 DRPA-16-006: Procurement of one 2016
18 120-Gallon Pressure Pot Track Mounted Striper.
19 DRPA-16-007: Procurement of two 2016 JLG
20 Aerial Lifts.
21 DRPA-16-008: Sustainability and Resource
22 Efficiency Consultant Services.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 23
1 DRPA-16-009: Public Safety Radio Five-Year
2 Replacement Project, Year Number 4.
3 COMMISSIONER FENTRESS: Move the motion.
4 CHAIRMAN BOYER: Can I get a second?
5 COMMISSIONER DiANTONIO: Second.
6 CHAIRMAN BOYER: All those in favor?
7 ALL: Aye.
8 CHAIRMAN BOYER: All opposed? Ayes carry.
9 Adoption of Resolutions approved by the
10 Finance Committee on January 13, 2016. There are four
11 items from the Finance Committee for your
12 consideration.
13 Authorization for Extension of Stated
14 Expiration Dates of Letters of Credit for 2008A,
15 2010B, and 2010C Revenue Refunding Bonds and to
16 Disseminate RFPs for Alternate of Replacement
17 Liquidity and Financing Structures for 2008A, 2008B,
18 2010A, 2010B, and 2010C Revenue Refunding Bonds.
19 Since that's so complicated, we are going to
20 do that as a stand-alone. Could I get a motion?
21 COMMISSIONER FRATTALI: So moved.
22 COMMISSIONER DiANTONIO: Second.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 24
1 CHAIRMAN BOYER: All in favor?
2 ALL: Aye.
3 CHAIRMAN BOYER: All opposed? Ayes carry.
4 DRPA-16-011: Modification of Current Temporary
5 Workers Contracts.
6 DRPA-16-012: Records Management Consultant
7 Services.
8 DRPA-16-013: Compensation for Specialty Legal
9 Services.
10 Can I get a motion to adopt these resolutions?
11 COMMISSIONER FRATTALI: So moved.
12 COMMISSIONER SWEENEY: Second.
13 CHAIRMAN BOYER: All in favor?
14 ALL: Aye.
15 CHAIRMAN BOYER: All opposed? Ayes carry.
16 Adoption of Resolution approved by the Audit
17 Committee on January 13, 2016. There is one item from
18 the Audit Committee for consideration. It is as
19 follows:
20 DRPA-16-014: Ethics Policy.
21 COMMISSIONER FENTRESS: Move the motion.
22 COMMISSIONER HEPKINS: Second.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 25
1 CHAIRMAN BOYER: All in favor?
2 ALL: Aye.
3 CHAIRMAN BOYER: Ayes carry.
4 There are no items for Unfinished Business.
5 New Business; there are two items for New
6 Business.
7 DRPA-16-015: Consideration of Pending DRPA
8 Contracts between $25,000 and $100,000.
9 COMMISSIONER FRATTALI: So moved.
10 CHAIRMAN BOYER: Second?
11 COMMISSIONER SWEENEY: Second.
12 CHAIRMAN BOYER: All in favor?
13 ALL: Aye.
14 CHAIRMAN BOYER: All opposed? Ayes carry.
15 As we mentioned before, I'm taking a motion to
16 table DRPA-16-016: Salary Adjustment for the Chief
17 Executive Officer, John Hanson.
18 COMMISSIONER FENTRESS: Move the motion.
19 COMMISSIONER TAYLOR: Second.
20 CHAIRMAN BOYER: All in favor?
21 ALL: Aye.
22 CHAIRMAN BOYER: All opposed? Ayes carry.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 26
1 Do we have a report for the Citizens Advisory
2 Committee?
3 (No response)
4 CHAIRMAN BOYER: There being none, do we have
5 any public comments? Go to the podium and please
6 state your name for the record and spell your last
7 name, please.
8 MR. HOSEY: Good morning, my name is Bill
9 Hosey, President of IBEW Local 351. I'm here for a
10 couple of reasons, and I'll give you a little history.
11 Right now, the IBEW 351 represents over 2,000 active
12 members and 800 retirees in South Jersey and other
13 locations. The retirees are in 20 states.
14 In this building we have 23 members of the
15 IBEW on the 6th Floor. We had proposed a certain wage
16 increase to the Labor Committee. The Labor Committee
17 was going to move it forward in November, but it got
18 pulled from November's meeting. The phone call I got
19 said that it was pulled over healthcare reasons; that
20 they wanted to see the different options for
21 healthcare.
22 Yesterday morning at six o'clock, my newspaper
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 27
1 comes and I see in the Courier-Post the future
2 possibility of Mr. Hanson's raise. Through the day my
3 phone, of course, blew up and my e-mail was full with
4 different people questioning the raise.
5 I'll be clear; I support the raise. The IBEW
6 thinks that anybody that actually does their job
7 should get their money. And for him to be working at
8 a lesser rate than Mr. Matheussen did before him is a
9 shame. At the same time, though, there are 23
10 employees downstairs who have about 90 people in their
11 families. For those employees to have four years
12 without a pay increase -- and basically the four years
13 that was proposed ends up being a 7.95 percent
14 increase, just to make them whole, in my opinion, --
15 and for it not to move forward over healthcare,
16 especially since healthcare is not part of the package
17 to be negotiated, I think it's a mistake, and I think
18 it's a shame that it hasn't moved forward.
19 I believe those 23 people have earned that
20 raise. I believe the CEO should get his raise. It's
21 one of those things where if you just look at the
22 issue, there's just a right way to play things or do
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 28
1 things. And with that said, he's owed the money and
2 so are the 23 employees.
3 They have come here day-in and day-out. And
4 I'm sure out of that group of 23, there might be some
5 college kids involved. When I say that, if the
6 freshmen start at Day 1 and the parents are thinking
7 “how am I going to afford the future increases of
8 college” and they don't get a raise, it's not what
9 we're all about. It's basically society.
10 And for this administration not to -- I know
11 where it ends up, it goes up to Trenton, and Trenton
12 is the issue, I understand that. But it's one of
13 those things where it should move forward. That’s
14 very clear as far as what this Board does, as far as
15 raises. I understand that the building didn't get a
16 raise for many years; last year they did get a raise,
17 and rightfully so. The people here that day-in and
18 day-out make sure South Jersey connects to
19 Philadelphia; they need to get their raises.
20 I'm here to make sure it's a front-burner
21 issue and it stays a front-burner issue with you and
22 Trenton. At the same time, make sure that it's done
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 29
1 right as far as raises from the CEO all the way down
2 to the toll collector -- and I don't represent the
3 toll collectors. But, at the same time, the group
4 down on the 6th Floor keeps all the networks
5 continuing to work for this agency. There hasn't been
6 a glitch ever. They were here for the Pope, sleeping
7 here, for making sure that the bridges were actually
8 still active.
9 I ask you as Commissioners and as you, the
10 Chairman, to keep this as a front-burner issue. We
11 need to get this done as soon as possible. Thank you.
12 CHAIRMAN BOYER: Thank you. I appreciate
13 those remarks and I agree with the vast majority of
14 what you said. You can trust me and the Commissioners
15 that it is on the front burner. We'd like to thank
16 all the workers here who have worked without raises
17 and pay increases for an extraordinary amount of time.
18 Particularly when the Pope came, they shined. And
19 they should be rewarded for that.
20 We are working on that very diligently, and it
21 will be a top-burner issue for me.
22 Commissioner Dougherty?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 30
1 COMMISSIONER DOUGHERTY: Yes, I just want to
2 follow up my good friend and partner in the IBEW,
3 Mr. Hosey. This is the first time I've actually ever
4 spoken on an IBEW issue, all the times I've been here.
5 Like 90 percent of the clothing I have at home has
6 IBEW across the top of it. So that guy and the people
7 that he represents are in this building all the time.
8 He's been to at least 25 Board meetings since I've
9 been here, and he has been nothing but supportive. So
10 for him to get up and voice a concern, that is a much
11 larger concern for me today than it was yesterday,
12 because I know that he would not come here unless he
13 felt that something was broke.
14 Just to paraphrase my previous five minutes,
15 he's a good guy who loves this region, loves this
16 building, and respects this process. For him to get
17 up and say something, that means that he's getting
18 frustrated with what's going on here. Now, for him to
19 get frustrated that sends me a message that something
20 is broke inside.
21 Now, I know we don't have a big-time game plan
22 on how to handle raises. I've been talking about that
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 31
1 for the last three years. I've asked for some sort of
2 business game plan or business approach to how we do
3 raises. We just can't keep asking people to work --
4 you know, this weekend, if we get hit with a couple of
5 feet of snow, we're going to ask people to come to
6 work, make sure these bridges stay open, make sure we
7 keep our revenue sources, and we're going to do it as
8 usual. People have to be rewarded and we just can't
9 pick and choose.
10 Again, the comment, because it will definitely
11 run parallel to Hanson's raise. If we had a game plan
12 that was a calculated, detailed – if we had a
13 transparent business game plan here, we wouldn't be
14 playing around with all these acting titles and moving
15 money around because we're paralyzed by politics or
16 we're paralyzed by -- in some cases, we've referred to
17 Trenton, it's not Trenton, it's here. We make the
18 case here on people, what they deserve, and we should
19 spend a little bit more time.
20 We table it and we talk about it in between
21 meetings. Let's spend some time. The greatest
22 resource that we have at the DRPA is the people who
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 32
1 work here, so we have to make sure we make them a top
2 priority.
3 I've been here when we had no money. I was
4 here when we had a lot of conversation about the
5 money, where it was going. We were spending
6 $25 million on brick and mortar, when we should have
7 been spending $25 million and making sure that these
8 guys got raises and that they had healthcare.
9 Again, for him to get up, that just sends a
10 message to all of us that something is broke inside
11 the building right now.
12 CHAIRMAN BOYER: Any other comments?
13 VICE CHAIRMAN NASH: Yes, Mr. Chairman.
14 First, I agree with what has been said. Mr. Hosey,
15 I've known for many years as a good friend and a
16 terrific labor leader, representing the men and women
17 who serve the IBEW in New Jersey. And he is correct;
18 we have to take a hard look at this. The one
19 assurance that I can give to the representatives of
20 IBEW is that this is a top priority issue for us.
21 I don't believe that the system is broken. We
22 are now in a position because of our prudence over the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 33
1 past several years and outstanding management -- as
2 reflected in the certificates that you gave yourself
3 today, the management of this organization and the
4 financial management of the organization has resulted
5 in a position where the DRPA is in excellent financial
6 shape, as reflected by the reports of the Wall Street
7 rating agencies.
8 We are in a position now to provide reasonable
9 raises for the employees, as we did last year for the
10 non-represented. I think John's “raise” today is not
11 a raise, -- what has been suggested is that he take
12 over the salary that was left by his predecessor. The
13 job of CEO has a certain title and it has a certain
14 salary attached to it, and that is what this DRPA is
15 going to consider. It is not a raise, per se. He has
16 been earning the same amount of money as he did in his
17 former position as CFO.
18 So let's be very clear about that. I don't
19 want to criticize the media, but I think it was a
20 little bit misleading as it was reflected in some of
21 the articles. But the reason it is being tabled is
22 simply because we have a process. This raise did not
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 34
1 go through a process.
2 One of the great things that we have
3 accomplished over the past several years is that we do
4 have transparency; it is important that all of the
5 raises, especially for the CEO, go through the Labor
6 Committee, are discussed there, are voted through the
7 Labor Committee, and then come back to the Board.
8 As far as the IBEW, because we are now in a
9 good financial position, we are in a position to
10 consider reasonable raises for the represented
11 employees. And, Bill, I can assure you that this is a
12 top-burner issue for the Chairman -- we have discussed
13 this many times -- and for the other Commissioners
14 that I've discussed it with, and we will get this
15 resolved.
16 It's not necessarily a Trenton issue. I think
17 Trenton just wants us to be prudent, because they are
18 dealing with not only the DRPA, which has a good
19 financial position, but they're dealing with all of
20 the authorities throughout the State of New Jersey and
21 the employees of the State of New Jersey, and they are
22 not all in such a good position. So they have to put
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 35
1 the pieces of the puzzle together.
2 Our job is to understand that, to work with
3 them and to provide reasonable raises for our
4 employees. And we are working very hard to accomplish
5 that. I think within the next 30 days, we will have
6 done that. That's my position.
7 MR. HANSON: Chairman?
8 CHAIRMAN BOYER: We're going to go to Hanson,
9 then Commissioner Dougherty.
10 MR. HANSON: I just want to add that
11 Mr. Franzini from the IUOE is with us today; he is
12 also working very hard to try and resolve the issues
13 regarding the IUOE contract with us. I hear on a very
14 frequent basis from Mr. Bennett and Mr. Wells from the
15 Teamsters. All of these unions do not have contracts,
16 and we're working hard on that. So it is a big issue,
17 and we're talking about the people who do the work of
18 the organization.
19 CHAIRMAN BOYER: Commissioner Dougherty?
20 COMMISSIONER DOUGHERTY: No disrespect to
21 anybody at the table. I got paid to build buildings,
22 so when we were investing in economic development; it
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 36
1 was against my best interest to say we should stop
2 doing that. I presented 90 percent of the resolutions
3 to put us on the proper footing we're in today. I
4 asked back then for a calculated game plan or a
5 structure under which we can compensate the people
6 that work here. I don't know how many years that has
7 been. In fact, I've been on the Board, off the Board,
8 and back on the Board since that occurred.
9 Instead of us saying that we're going to take
10 this seriously, let's say we're going to handle it in
11 the next 30 days. Let's just come up with a time
12 frame; we've got three contracts that are suspended or
13 open-ended. Look, I'm not running for president.
14 I've been consistent. So has Trenton been consistent.
15 We understand where Trenton stands pertaining to
16 raises and the economy here.
17 We balance this budget. We don't want papers.
18 We want raises.
19 CHAIRMAN BOYER: Commissioner Dougherty, with
20 that being said, I just want to let you know that we
21 have been diligently working on a game plan. We have
22 a CCI study that should be done within the next 15
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 37
1 days, not 30 days, that will have a detailed listing
2 of not only salaries and where they should be, but
3 will compare the peer agencies in this region so that
4 we will have a very detailed argument when we go to
5 Trenton.
6 So, it is not like we're just bringing these
7 raises out of [thin air]. We have a very detailed,
8 structured approach that deals with numbers and
9 metrics that are measurable. It is my desire to have
10 this done by the next Board meeting or at least
11 present something to this Board at that time. And if
12 it goes up to Trenton and the governor exercises his
13 right to veto, that's something that we have to deal
14 with. But we have to do it in a very methodical
15 manner so that we have a reasonable amount of
16 certainty that he won't do that; I don't want to put
17 anyone on any train where they can see a raise but
18 it's like a mirage because we know that Trenton is not
19 going to pull.
20 But I agree that it starts with this table and
21 the will of this Board. I think this Board has the
22 will; we just have to put all the information that we
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 38
1 have together. Toni Brown and her team have been
2 leading that study, and that study should be done and
3 complete within the next 15 days.
4 Commissioner Taylor?
5 COMMISSIONER TAYLOR: Is Trenton aware that if
6 we don't compensate our people, we're going to lose
7 good people? Any organization that is going to
8 continue to move in a positive direction certainly has
9 to have good people; we have to be competitive. I
10 would hope that Trenton -- or anyplace else -- takes a
11 good look at the need for us to be competitive with
12 other agencies.
13 CHAIRMAN BOYER: I take the tack that Vice
14 Chair Nash just took. I don't want to chastise the
15 media, but sometimes that is the media's job to
16 understand that it is, you know, as the opportunity
17 calls. When you pay people low wages in an era when
18 wages are going up slightly and the economy is good,
19 you risk losing good people. You risk the efficiencies
20 that we've developed, because once you lose people,
21 you lose the efficiency.
22 We're not widgets. You don't just replace one
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 39
1 widget with the next. People power is the greatest
2 resource that we have, as Commissioner Dougherty said;
3 we have to understand that and we probably have to
4 make that argument a little more strongly. I have to
5 do that; that's my job, and I'll do it.
6 With that being said, that's going to be the
7 last word on that. We're going to hold in abeyance --
8 MR. SANTARELLI: Mr. Chairman, excuse me, just
9 one thing I wanted to note for the record. With
10 respect to Resolution 16-008, Vice Chairman Nash had
11 previously notified me that he would be abstaining,
12 and he did abstain in the Finance Committee. I just
13 wanted to make sure that his abstention in Number
14 16-008, ‘Sustainability and Resource Efficiency
15 Consulting Services,’ is noted for the record.
16 CHAIRMAN BOYER: Thank you, no problem.
17 We're now going to hold in abeyance the
18 Delaware River Port Authority Board meeting and
19 convene the PATCO Board meeting.
20
21
22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 40
1 (Whereupon, the meeting ended with a Motion to
2 adjourn both DRPA and PATCO Board meetings on
3 Wednesday, January 20, 2016 at 11:10 a.m.)
4
5 Respectfully Submitted,
6
7 Raymond J. Santarelli General Counsel and 8 Corporate Secretary
9
10
11
12
13
14
15
16
17
18
19
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22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 41
1 CERTIFICATE
2 This is to certify that the attached
3 proceedings before the Delaware River Port Authority
4 on January 20, 2016, were held as herein appears, and
5 that this is the original transcript thereof for the
6 file of the Authority.
7
8
9
10 ______Tom Bowman 11 FREE STATE REPORTING, INC.
12
13
14
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18
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22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 DRPA MONTHLY LIST OF PREVIOUSLY APPROVED MONTHLY LIST OF PAYMENTS DRPA MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDERS & CONTRACTS DRPA MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - JANUARY 2016
Purchase Order Number Item Resolution Vendor Name Item Description Net Order Value (D=DRPA)
4500000402 1 25KTHRES 100501 W.B. MASON CO. INC OFFICE SUPPLIES $200.00 4500000402 $200.00 4500000406 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $200.00 4500000406 $200.00 4500000416 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $1,200.00 4500000416 $1,200.00 4500000417 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $2,000.00 4500000417 $2,000.00 4500000419 1 25KTHRES 100085 CAMDEN COMPUTERS, LLC COMP ACCESS./SUPP. $2,500.00 4500000419 $2,500.00 4500000420 1 25KTHRES 100472 TRANSCORE LP MAINT/REPAIR-ELECT. $437.29 4500000420 2 25KTHRES 100472 TRANSCORE LP MAINT/REPAIR-ELECT. $83.72 4500000420 3 25KTHRES 100472 TRANSCORE LP MAINT/REPAIR-ELECT. $15.53 4500000420 $536.54 4500000421 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $800.00 4500000421 $800.00 4500000422 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $500.00 4500000422 $500.00 4500000423 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $700.00 4500000423 $700.00 4500000425 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $180.00 4500000425 $180.00 4500000433 1 25KTHRES 100837 DELL MARKETING L.P. COMP ACCESS./SUPP. $10,000.00 4500000433 $10,000.00 4500000434 1 25KTHRES 101281 GRAYBAR COMP ACCESS./SUPP. $5,000.00 4500000434 $5,000.00 4500000436 1 25KTHRES 100169 EPLUS TECHNOLOGY, INC. COMP ACCESS./SUPP. $10,000.00 4500000436 $10,000.00 4500000437 1 25KTHRES 100530 SHI INTERNATIONAL CORP COMP ACCESS./SUPP. $5,000.00 4500000437 $5,000.00 4500000454 1 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $9,682.00 4500000454 $9,682.00 4500000456 1 25KTHRES 100169 EPLUS TECHNOLOGY, INC. COMP HW/PERIPH-MICRO $2,117.00 4500000456 $2,117.00 4500000457 1 25KTHRES 100530 SHI INTERNATIONAL CORP DATA PROC SRVS & SW $2,705.00 4500000457 $2,705.00 4500000459 1 DRPA-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $900.00 4500000459 $900.00 4500000462 1 DRPA-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $500.00 4500000462 $500.00 4500000473 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $400.00 4500000473 $400.00 4500000494 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $2,000.00 4500000494 $2,000.00 4500000514 1 D-15-135 101190 TRI-MGROUPLLC HVAC $16,280.00 4500000514 $16,280.00 4500000515 1 D-15-135 101190 TRI-M GROUP LLC TRAFFIC CTRL DEVICES $15,672.00 4500000515 $15,672.00 4500000546 1 25KTHRES 100870 ESRI INC. DATA PROC SRVS & SW $400.00 4500000546 $400.00 4500000547 1 25KTHRES 100497 VISUAL COMPUTER SOLUTIONS, INC. DATA PROC SRVS & SW $5,864.94 4500000547 $5,864.94 4500000549 1 25KTHRES 101309 PITNEY BOWES INC OFFICE EQUIPMENT $144.00 4500000549 2 25KTHRES 101309 PITNEY BOWES INC OFFICE EQUIPMENT $720.00 4500000549 $864.00 4500000559 1 25KTHRES 100741 ASSA ABLOY ENTRANCE SYSTEMS US INC. MAINT/REPAIR-BLDG $662.00 4500000559 $662.00 4500000565 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $500.00 4500000565 $500.00 4500000566 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $1,000.00 4500000566 $1,000.00 4500000567 1 25KTHRES 100059 ATLANTIC TACTICAL CLOTHING POLICE UNI $68.40 4500000567 2 25KTHRES 100059 ATLANTIC TACTICAL CLOTHING POLICE UNI $68.40 4500000567 3 25KTHRES 100059 ATLANTIC TACTICAL CLOTHING POLICE UNI $68.40 4500000567 4 25KTHRES 100059 ATLANTIC TACTICAL CLOTHING POLICE UNI $68.40 4500000567 5 25KTHRES 100059 ATLANTIC TACTICAL CLOTHING POLICE UNI $68.40 4500000567 6 25KTHRES 100059 ATLANTIC TACTICAL CLOTHING POLICE UNI $136.80 4500000567 7 25KTHRES 100059 ATLANTIC TACTICAL CLOTHING POLICE UNI $136.80 4500000567 $615.60 4500000568 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $400.00 4500000568 $400.00 4500000581 1 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $88.20 4500000581 1 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $88.20 4500000581 1 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $220.50 4500000581 1 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $44.10 4500000581 2 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $88.20 4500000581 2 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $88.20 4500000581 2 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $220.50 4500000581 2 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $44.10 4500000581 3 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $42.00 DRPA MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - JANUARY 2016
Purchase Order Number Item Resolution Vendor Name Item Description Net Order Value (D=DRPA)
4500000581 3 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $42.00 4500000581 3 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $105.00 4500000581 3 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $21.00 4500000581 4 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $54.30 4500000581 4 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $54.30 4500000581 4 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $135.75 4500000581 4 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $27.15 4500000581 5 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $38.40 4500000581 5 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $38.40 4500000581 5 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $96.00 4500000581 5 25KTHRES 100059 ATLANTIC TACTICAL POLICE EQP AND SUPP $19.20 4500000581 $1,555.50 4500000586 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $800.00 4500000586 $800.00 4500000587 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $450.00 4500000587 $450.00 4500000588 1 25KTHRES 100187 GENERAL SALES ADMINISTRATION AUTO/RELATED TRANSPO $640.00 4500000588 2 25KTHRES 100187 GENERAL SALES ADMINISTRATION AUTO/RELATED TRANSPO $640.00 4500000588 $1,280.00 4500000596 1 D-15-133 100501 W.B. MASON CO. INC OFFICE SUPPLIES $600.00 4500000596 $600.00 4500000600 1 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC COMP HW/PERIPH-MICRO $1,980.00 4500000600 2 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC COMP HW/PERIPH-MICRO $4,920.00 4500000600 3 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC COMP HW/PERIPH-MICRO $920.00 4500000600 4 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC COMP HW/PERIPH-MICRO $1,084.80 4500000600 5 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC COMP HW/PERIPH-MICRO $800.00 4500000600 6 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC COMP HW/PERIPH-MICRO $96.00 4500000600 7 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC COMP HW/PERIPH-MICRO $96.00 4500000600 8 25KTHRES 100411 SCHNEIDER ELECTRIC BUILDINGS AMERIC COMP HW/PERIPH-MICRO $80.00 4500000600 $9,976.80 4500000605 1 25KTHRES 100127 DAVIDHEISER'S SPEEDOMETER REPAIR IN POLICE EQP AND SUPP $375.00 4500000605 2 25KTHRES 100127 DAVIDHEISER'S SPEEDOMETER REPAIR IN POLICE EQP AND SUPP $375.00 4500000605 3 25KTHRES 100127 DAVIDHEISER'S SPEEDOMETER REPAIR IN POLICE EQP AND SUPP $375.00 4500000605 4 25KTHRES 100127 DAVIDHEISER'S SPEEDOMETER REPAIR IN POLICE EQP AND SUPP $375.00 4500000605 $1,500.00
2015 Third Quarter Financials DELAWARE RIVER PORT AUTHORITY BALANCE SHEET September 30, 2015 UNAUDITED Restricted Funds Restricted Funds September 30, 2015 December 31 2014 Capital Project Revenue Maintenance Bond Service Bond Reserve General Combined Combined Fund Funds Fund Fund Funds Funds Fund Total Total Assets Current Assets Cash and cash equivalents $ 1,563,396 $ 28,193,441 $ 29,756,836 $ 31,048,925 Investments 1,057,000 479,262,239 480,319,239 434,116,036 Accounts receivable, net of allowance for uncollectibles 4,307,843 12,304,340 16,612,183 9,136,830 Accrued interest receivable - 299,718 299,718 425,709 Transit system and storeroom inventories 363,228 5,553,203 5,916,430 5,999,891 Economic development loans - current - - 3,773,988 Prepaid expenses 2,816,843 1,347,722 4,164,566 5,253,256 Restricted assets - Cash and cash equivalents 536,831 2,178,814 2,715,645 3,247,038 Investments 15,076,264 13,913,077 4,836,880 50,242,582 136,672,774 220,741,578 240,692,468 Accrued interest receivable 3,605 3,499 7,104 3,605
Total current assets -$ 15,616,700$ 26,200,201$ 4,836,880$ $ 50,242,582 $ 136,672,774 $ 526,964,162 $ 760,533,299 $ 733,697,747
Noncurrent Assets Restricted investments for capital projects 170,771,285 170,771,285 239,730,418
Capital assets 2,229,729,351 25,000 2,229,754,351 2,127,256,648 Accumulated Depreciation 822,270,970 - 822,270,970 779,236,228
Total capital assets, net of accumulated depreciation $ 1,407,458,381 $ - $ - $ - $ - $ - $ 25,000 $ 1,407,483,381 $ 1,348,020,421
Other Economic development loans, net of allowance for uncollectibles 14,369,342 14,369,342 14,169,289 Debt insurance costs, net of amortization 961,732 258,329 1,220,061 1,295,393
Total other assets 961,732 14,627,671 15,589,403 15,464,682
Total noncurrent assets 1,408,420,113$ 170,771,285$ $ 14,652,671 $ 1,593,844,069 $ 1,603,215,520
Total assets 1,408,420,113$ 186,387,985$ 26,200,201$ 4,836,880$ $ 50,242,582 $ 136,672,774 $ 541,616,833 $ 2,354,377,368 $ 2,336,913,267
Deferred Outflows of Resources Accumulated decrease in fair value of hedging derivatives 116,424,408 - 116,424,408 116,424,408 Loss on refunding of debt 6,848,125 3,852,806 10,700,930 12,339,216
Total deferred outflows of resources $ 123,272,533 $ 3,852,806 $ 127,125,339 $ 128,763,624
Liabilities Current Liabilities Accounts payable 0 0 Retained amounts on contracts 61,909 13,627,858 13,689,766 10,389,689 Other 10,104,027 11,215,847 21,319,874 27,405,657 Accrued liabilities - Claims and judgments 131,215 500,945 632,160 721,000 Self-insurance 980,758 1,006,952 1,987,710 2,000,000 Pension 184,129 2,212,814 2,396,943 2,660,421 Sick and vacation leave benefits - - 975,000 Other 69,044.90 891,028 960,073 1,484,434 Unearned revenue 762,340 2,027,649.71 2,789,989 4,420,774 Liabilities payable from restricted assets - - Accrued interest payable 12,023,550 - 12,023,550 24,284,937 Bonds payable - current 40,035,000 9,975,000 50,010,000 47,385,000
Total current liabilities 40,035,000$ -$ 12,293,421$ -$ $ 12,023,550 $ - $ 41,458,094 $ 105,810,066 $ 121,726,912
Noncurrent Liabilities Accrued liabilities Claims and judgments 160,234.97 1,537,216 1,697,451 1,935,732 Self-insurance 1,471,136.57 1,095,992 2,567,129 2,583,412 Sick and vacation leave benefits 2,642,595 1,209,258 3,851,852 2,921,895 Other postemployment benefits 21,174,955 10,269,503 31,444,459 31,445,459 Unearned revenue 975,658 2,121,665 3,097,323 4,908,438 Premium payment payable - derivative companion instrument 29,335,455 - - 29,335,455 29,335,455 Derivative instrument - interest rate swap 116,489,556 - 692,191 - 117,181,747 117,181,747 Bonds payable, net of unamortized discounts and premiums 1,342,362,837 - 171,323,788.77 1,513,686,626 1,565,792,844
Total noncurrent liabilities 1,488,187,849$ 26,424,579$ $ 692,191 $ 187,557,423 $ 1,702,862,042 $ 1,756,104,983
Total liabilities 1,528,222,849$ 38,718,001$ $ 12,023,550 $ 692,191 $ 229,015,517 $ 1,808,672,108 $ 1,877,831,895
Net Position Unrestricted 316,429,122 486,417,613 215,003,702 Net investment in capital assets 170,771,285 25,000 170,796,285 174,762,294 Restricted 3,469,797 15,616,700 (12,517,800) 4,836,880 38,219,032 135,980,583 15,616,700 198,079,000
Total net position 3,469,797$ 186,387,985$ (12,517,800)$ 4,836,880$ $ 38,219,032 $ 135,980,583 $ 316,454,122 $ 672,830,599 $ 587,844,996
The accompanying notes to the combined financial statements are an integral part of these statements.
Page 1 DELAWARE RIVER PORT AUTHORITY September 30, 2015 Combined Statements of Revenues, Expenses and Changes in Net Position For the Period Ended September 30, 2015 and 2014 (amounts expressed in thousands) Period Ending Third Quarter 9/30/2015 9/30/2014 2015 2014
Operating Revenues Bridges Tolls (Schedule 4) 229,725$ $ 223,125 $ 82,004 $ 80,308 Other operating revenues (including Riverlink Ferry) 5,167 6,366 1,623 1,063
Total bridge operating revenues 234,893 229,491 83,626 81,371
Transit system Passenger fares 18,533 18,267 6,355 6,142 Other operating revenues 1,093 1,503 396 785
Total transit system operating revenues 19,626 19,770 6,751 6,927 Total operating revenues 254,519 249,261 90,377 88,298
Operating Expenses Bridge Operations 35,460 33,330 35,460 10,872 Transit System 37,483 25,367 13,296 201 Community impact 2,836 2,809 945 936 General and administration 31,672 31,007 11,098 10,100 Port of Philadelphia and Camden 30 (48) 6 (73) Depreciation - DRPA 27,296 32,536 9,099 10,678 Depreciation - PATCO 15,739 11,919 5,246 6,440
Total operating expenses 150,517 136,919 75,150 39,153
Operating Income 104,002$ 112,342 15,228 49,145 Nonoperating Revenues (Expenses) Investment Income (Schedule 3) 6,042 4,586 1,618 1,518 Change in fair value of derivative instruments (Note 4) - - - - 6,042 4,586 1,618 1,518 Interest On Funded Debt (Note 12) Port District Project bonds, Series 1999 (1,841) (2,122) (614) (707) Amortization Expense Port District Project bonds, Series 1999 (Note 12) (46) (46) (15) (15) Refunding Revenue bonds, Series 2008 (567) (635) (177) (206) 1995 Rev. Bond Swap Payments (Related to 2008 A, & B Series) (10,756) (12,818) (4,793) (3,845) Refunding Revenue bonds, Series A, B & C 2010 (477) (525) (150) (169) 1999 Rev. Bond Swap Payments (Related to 2010 A, B, & C Series) (13,308) (14,202) (5,930) (4,751) Revenue bonds, Series D 2010 (11,591) (11,591) (3,864) (3,864) Amortization Expense Revenue bonds, Series 2010 (Note 12) (30) - (10) - Port District Project Refunding Bonds, Series 2012 (3,889) (4,006) (1,296) (1,335) Revenue bonds, Series 2013 (17,316) (17,316) (5,772) (5,772) (59,820) (63,259) (22,621) (20,665) Economic development activities (1,330) (210) (247) - Other nonoperating revenues 1,893 434 1,886 9 Other grant revenues 1,414 2,244 560 1,432 Bond issuance costs Othernonoperatingexpenses (510) (140) (386) (139)
Total nonoperating revenues (expenses) (52,311) (56,346) (19,190) (17,844)
Income before capital contributions 51,691 55,996 (3,963) 31,300
Capital Contributions Federal and state capital improvement grants 33,295 $ 2,000 $ 7,327 $ 450
Change in net position 84,986 57,996 3,363 31,750
Net Position, January 1 587,845 511,389 587,845 511,389
Net Position, September 30 $ 672,831 $ 569,386 $ 591,208 $ 543,140
The accompanying notes to the combined financial statements are an integral part of these statements.
Page 2 CONSOLIDATED STATEMENT OF CASH FLOWS For the period ended September 30 (Unaudited) (amounts expressed in thousands)
9 Months 9 Months OPERATING ACTIVITIES: 2015 2014 Operating revenues in excess of expenses 104,002$ 112,342$ Other nonoperating revenues and expenses 2,797 2,538 Adjustments to reconcile operating and non operating income to net cash provided by operating activities: Depreciation 43,035 44,455
Economic development activities (1,330) (210)
Changes in assets and liabilities which provided (used) cash: Accounts receivable (7,475) (7,155) Economic development loans - Net 3,574 563 Derivative Instruments - - Transit system and stores inventory 83 245 Prepaid expenses and other assets 1,089 230 Accounts payable (2,786) 11,730 Accrued liabilities and interest (13,451) 49 Unearned revenue (3,442) 214 Accrued interest receivable 122 (2,815) Other and loss on refunding 1,714 608 Net cash provided by operating activities 127,932$ 162,795$
CAPITAL AND RELATED FINANCING ACTIVITIES: Acquisition and construction of capital assets (102,498) (110,639) Cash provided by capital grants 33,295 2,000 Repayment of funded debt (49,481) (40,815) Interest paid (59,820) (63,259) Proceeds from facility disposals - - Net cash used for capital and related financing activities (178,504)$ (212,714)$
NET DECREASE IN CASH BEFORE INVESTING ACTIVITIES (50,573)$ (49,919)$
INVESTMENT ACTIVITIES: Unrestricted:
Net Proceeds from sale (purchases) of investments (26,252) 78,595 Decrease (Increase) in investments (26,252)$ 78,595$
Restricted: Net Proceeds from sale (purchases) of investments 68,959 (30,436) Decrease in investments 68,959$ (30,436)$
Change in fair value of Derivative instruments - Receipts of interest income 6,042 4,586
Net cash provided by investing activities 48,749$ 52,745$
NET INCREASE IN CASH (1,823)$ 2,826$
CASH, BEGINNING OF YEAR 34,296$ 30,760$
CASH, END OF PERIOD 32,472$ 29,886$
CASH AT JUNE 30 Unrestricted 29,757$ 29,349$ Restricted 2,716$ 537$ 32,472$ 29,886$
Page 3 DELAWARE RIVER PORT AUTHORITY Other Postemployment Benefits Trust Combined Statement of Trust Net Position Available for Benefits For the Period Ended September 30, 2015 (amounts expressed in thousands)
Assets September 30, 2015 Investments $ 10,758
Total current assets 10,758
Net Position Held in trust for retiree health benefits 10,758
Total net position $ 10,758
The accompanying notes to combined financial statements are an integral part of this statement.
Page 4 DELAWARE RIVER PORT AUTHORITY Other Postemployment Benefits Trust Combined Statement of Changes in Trust Net Position For the Period Ended September 30, 2015 (amounts expressed in thousands) Unaudited
Additions 9/30/2015 Employer contributions Investment income 2
Total additions 2
Deductions Benefit payments - Administrative expenses 24
Total deductions 24
Increase in net position (22)
Net Position, January 1 10,780
Net Position, September 30 $ 10,758
The accompanying notes to combined financial statements are an integral part of this statement.
Page 5 Combined Supplemental Schedule of Changes in Fund Net Position Information by Fund For the Period Ended September 30, 2015 (amounts expressed in thousands)
Restricted Restricted Restricted Maintenance Debt Service Combined Capital Revenue Reserve General Debt Service Reserve Project 12/31/2014 Fund Fund Fund Fund Funds Funds Funds Total Total
Net Position (Deficiency), January 1 $ (93,402) $ (19,783) $ 4,689 257,953$ $ 48,201 $ 133,755 $ 256,432 $ 587,845 $ 511,389
Revenues and Expenses Operating revenues 234,820 19,698 254,519 330,882 Operating expenses (43,035) (34,491) (41,318) (118,844) (161,955) General administration expenses (31,633) (39) (31,672) (41,347) Investment income 273 148 3,256 1 2,225 138 6,042 8,479 Interest expense (511) 893 (60,203) (59,820) (78,377) Economic development activities (1,330) (1,330) (2,401) Other nonoperating revenues (expenses) (234) 1,617 1,383 3,437 Other grant revenues 1,414 1,414 1,307
Total revenues and expenses (43,546) 168,734 148 (15,808) (60,201) 2,225 138 51,691 60,025
Government Contributions for Capital Improvements, Additions and Other Projects 33,295 33,295 16,431
Interfund Transfers and Payments (494) Bond service (65,740) (31,864) 97,604 Funds free and clear of any lien or pledge (95,730) 95,730 Funds for permitted capital expenditures 69,096 (69,096) Retirement of bonds 37,920 9,465 (47,385) Funds for permitted port projects 1,085 - (1,085) Capital additions 102,498 (102,498) - Net equity swap transfers
Total interfund transfers and payments 140,418 (161,470) 41,015 50,219 (70,181)
Net Position (Deficiency), September 30 $ 3,470 (12,517,800.14) $ 4,837 $ 316,454 $ 38,219 $ 135,981 $ 186,388 $ 672,831 $ 587,845
Page 6 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 1. Summary of Significant Accounting Policies
Description of Operations: The Delaware River Port Authority (the “Authority”) is a public corporate instrumentality of the Commonwealth of Pennsylvania (the “Commonwealth”) and the State of New Jersey (the “State”), created with the consent of Congress by compact legislation between the Commonwealth and the State. The Authority has no stockholders or equity holders. The Authority is vested with the ownership, control, operation, and collection of tolls and revenues of certain bridges spanning the Delaware River; namely, the Benjamin Franklin, Walt Whitman, Commodore Barry, and Betsy Ross bridges. The Authority has also constructed, and owns, a high-speed transit system that is operated by the Port Authority Transit Corporation (“PATCO”). The transit system operates between Philadelphia, Pennsylvania and Lindenwold, New Jersey.
The costs of providing facilities and services to the general public on a continuing basis are recovered primarily in the form of tolls and fares. The Authority is a member of the E-ZPass Interagency Group, the largest interoperable Electronic Toll Collection System in the world, comprised of thirty-seven (37) agencies in sixteen (16) states. Through September 30, 2015, customer participation in the E-ZPass electronic toll collection process grew was over seventy percent (70.8%) of its toll collection activity during rush hour periods. Toll revenues collected through E-ZPass now exceed sixty-nine percent (69.2%) of total toll revenues. The Office of the Chief Operating Officer manages the RiverLink Ferry System, which runs daily between Penn’s Landing in Philadelphia and the Camden Waterfront during its operating season, as well as the Authority’s eleven-story office building in Camden, New Jersey.
Basis of Presentation: The combined financial statements of the Authority have been prepared in conformity with accounting principles generally accepted in the United States of America, as applied to governmental units. The Governmental Accounting Standards Board (“GASB”) is the accepted standard setting body for establishing governmental accounting and financial reporting principles.
As part of the Authority’s combined financial statements, two funds are maintained: a proprietary fund (enterprise fund) and a fiduciary fund (other employee benefit trust fund). The focus of enterprise funds is the measurement of economic resources, that is, the determination of operating income, changes in net position (or cost recovery), financial position, and cash flows. The focus of fiduciary funds is also the measurement of economic resources.
The enterprise fund is maintained on the accrual basis of accounting. Enterprise funds account for activities (i) that are financed with debt that is secured solely by a pledge of the net revenues from fees and charges of the activity; or (ii) that are required by law or regulations that the activity’s cost of providing services, including capital cost (such as depreciation or debt service), be recovered with fees and charges, rather than with taxes or similar revenues; or (iii) that the pricing policies of the activity establish fees and charges designed to recover its costs, including capital costs (such as depreciation or debt service). Under this method, revenues are recorded when earned and expenses are recorded when the related liability is incurred.
The fiduciary fund is also maintained on the accrual basis of accounting. The fiduciary fund accounts for the recording and accumulation of other postemployment benefit resources, which are held in trust for the exclusive benefit of the Authority’s retirees. This fund is referred to as the “Other Postemployment Benefits (“OPEB”) Trust.
Cash and Cash Equivalents: The Authority considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents (Note 2). In addition, according to the various Indentures of Trust, which govern the flow and accounting of the Authority’s financial resources, certain accounts are required to be maintained in order to comply with the provisions of the Indentures of Trust. For the accounts that are restricted, the Authority has recorded the applicable cash and cash equivalents as restricted on the combined financial statements (Note 11).
Page 7 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 1. Summary of Significant Accounting Policies (Continued)
Investment in Securities: Investments are stated at fair value, generally based on quoted market prices. Certain investments are maintained in connection with the Authority’s bonded debt (Notes 3 and 12) and OPEB Trust. Likewise, as with cash and cash equivalents, the accounts that are restricted as per the various Indentures of Trust have been recorded as restricted investments on the combined financial statements (Note 11).
Accounts Receivable: The Authority establishes a provision for the estimated amount of uncollectible accounts based upon periodic analysis of collection history.
Transit System Inventory: Transit system inventory, consisting principally of spare parts for maintenance of transit system facilities, is stated at the lower of cost (first-in, first-out method) or market.
Debt Insurance Costs, Bond Premiums, Bond Discounts, and Loss on Refunding: Insurance purchased as part of the issuance of debt is amortized by the straight-line method from the issue date to maturity and is recorded as a noncurrent asset on the combined statements of net position. Bond premiums and discounts are amortized by the effective interest method from the issue date to maturity, and are presented as an adjustment to the face amount of the bonds. Likewise, a loss on refunding arising from the issuance of the revenue bonds and port district project bonds are amortized by the effective interest method from the issue date to maturity. The loss on refunding of debt, however, is classified as a deferred outflow of resources on the combined statements of net position.
Investment in Facilities: Investment in facilities is stated at cost, which generally includes expenses for legal expenses incurred during the construction period. Investment in facilities also includes the cost incurred for port-related projects, and improvements, enlargements and betterments to the original facilities. Replacements of existing facilities (except for primarily police and certain other vehicles whose estimated useful life is two years or less) are also recorded at cost. The related costs and accumulated depreciation of the property replaced are removed from the respective accounts, and any gain or loss on disposition is credited or charged to non-operating revenues or expenses. Assets capitalizable generally have an original cost of five thousand dollars ($5K) or more and a useful life in excess of three years. Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the related assets, including those financed by federal and state contributions (Notes 7 and 14).
Asset lives used in the calculation of depreciation are generally as follows:
Bridges, freeways and tunnels 100 years Buildings, stations and certain bridge components 35 - 50 years Electrification, signals and communications system 30 - 40 years Transit cars, machinery and equipment 10 - 25 years Computer equipment, automobiles and other equipment 3 - 10 years
Maintenance and Repairs: Maintenance and repair costs considered necessary to maintain bridge facilities in good operating condition are charged to operations as incurred.
Self-insurance: The Authority provides for the uninsured portion of potential public liability and workers’ compensation claims through self-insurance programs and charges current operations for estimated claims to be paid (Note 15).
Economic Development Activities: The Authority establishes loan loss provisions for economic development loans receivable, based upon collection history and analysis of creditor’s ability to pay. The Authority has established a loss reserve in the amount of $1,345 as of September 30, 2015 and 2014 for its economic development loans outstanding.
Page 8 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 1. Summary of Significant Accounting Policies (Continued)
Net Position: Net position is classified in the following three components:
Net Investment in Capital Assets: This component of net position consists of capital assets, net of accumulated depreciation, reduced, by the outstanding balances of any bonds, notes or other borrowings that are attributable to the acquisition, construction, or improvement of those assets. If there are significant unspent related debt proceeds at year-end, the portion of the debt attributable to the unspent proceeds is not included in the calculation of net investment in capital assets. Rather, that portion of the debt is included in the same net position component as the unspent proceeds. Restricted: This component of net position consists of external constraints imposed by creditors (such as debt covenants), grantors, contributors, laws or regulations of other governments, or constraints imposed by law through constitutional provisions or enabling legislation, that restricts the use of net position. Unrestricted: This component of net position consists of a net position that does not meet the definition of “restricted” or “net investment in capital assets.” This component includes net position that may be allocated for specific purposes by the Board. A deficiency will require future funding. Operating and Non-operating Revenues and Expenses: Operating revenues include all revenues derived from facility charges (i.e., toll revenues, which include E-ZPass revenues), PATCO operations (passenger fare, advertising and parking), and other revenue sources. Non-operating revenues principally consist of interest income earned on various interest-bearing accounts and on investments in debt securities. Operating expenses include expenses associated with the operation, maintenance, and repair of the bridges, PATCO, and Ferry operations, and general administrative expenses. Non-operating expenses principally include expenses attributable to the Authority’s interest on funded debt and economic development activities. When both restricted and unrestricted resources are available for use, it is the Authority’s policy to use restricted resources first, then unrestricted resources as they are needed. Debt Management: Total outstanding bond debt reflected on the statements of net position is net of unamortized bond discounts and premiums (Note 12). The Authority presently has two active interest rate hedge (swap) agreements (derivative instruments) with TD Bank Securities and Wells Fargo to hedge interest rates on a portion of its outstanding long-term debt. (UBS was replaced as the counterparty on the two swaps in July 2014) (Note 4). Derivative Instruments and the Related Companion Instruments: The Authority has entered into two interest rate swap agreements with the Bank of America, N.A. for the primary purposes of investing and for the aforementioned purpose of hedging interest rates on its outstanding long-term debt. In accordance with Governmental Accounting Standards Board Statement No. 53, Accounting and Financial Reporting for Derivative Instruments, all activity related to the interest rate swap agreements has been recorded on the combined financial statements and is further detailed in Note 4. Budget: In accordance with Section 5.15 of the 1998 Revenue Refunding Bonds Indenture of Trust and its Supplemental Indentures and Section 5.07 of the 1999 and 2012 Port District Project Bond Indentures of Trust, the Authority must annually adopt an Annual Budget on or before December 31 for the ensuing year. Section 5.15 of the 1998 Revenue Refunding Bond Indenture of Trust requires that the Authority, on or before December 31, in each fiscal year, adopt a final budget for the ensuing fiscal year of (i) operational expenses, (ii) the PATCO Subsidy, (iii) the amount to be deposited to the credit of the Maintenance Reserve Fund, and (iv) the estimated amounts to be deposited into the Debt Service Fund, the Debt Service Reserve Fund, and the Rebate Fund. Each Annual Budget must also contain the Authority’s projections of revenues for the ensuing fiscal year demonstrating compliance with the covenant as to facility charges as set forth in Section 5.09 of the Indentures of Trust. On or before December 31 in each fiscal year, the Authority must file a copy of the Annual Budget for the ensuing fiscal year with the Trustees.
Page 9 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 1. Summary of Significant Accounting Policies (Continued) Budget (Continued): The Port District Project Bond Indentures require the following: the adopted budget must set forth, inter alia, the PATCO Subsidiary, the amount of any operating subsidy paid or payable by the Authority to or for the account of any other subsidiary of the Authority (including, without limitation, the Port of Philadelphia and Camden) and all other material operating expenses of the Authority payable from the General Fund. (See Note 11 for description of funds established under the Trust Indentures.) The Authority must also include the debt service payable on the bonds and any additional subordinated indebtedness during the ensuing fiscal year and all amounts required to be paid by the Authority into the Debt Service Reserve Fund or the Rebate Fund or to any Reserve Fund Credit Facility issuer during the ensuing fiscal year. On or before December 31, in each fiscal year, the Authority must file a copy of the Annual Budget for the ensuing fiscal year with the Trustees and Credit Facility Issuer.
The Authority filed the appropriate budgets as described above to its bond trustees by December 31, 2014 and 2013, in compliance with the bond indentures.
The Authority may at any time adopt an amended or supplemental Annual Budget for the remainder of the then-current fiscal year, which shall be treated as the Annual Budget under the provisions of the Indentures of Trust. A copy of any amended or supplemental Annual Budget must be promptly filed with the Trustee.
Interfunds: Interfund receivables/payables represent amounts that are owed, other than charges for goods and services rendered, to/from a particular fund. These receivables/payables are eliminated during the aggregation process.
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the combined financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Income Taxes: The Authority is a public corporate instrumentality of the State of New Jersey and the Commonwealth of Pennsylvania, and is described in its amended governing Compact, has been “deemed to be exercising an essential government function in effectuating such purposes,” and therefore is exempt from income taxes pursuant to the Internal Revenue Code (Section 115).
Note 2. Cash and Cash Equivalents Custodial Credit Risk Related to Deposits: Custodial credit risk is the risk that, in the event of a bank failure, the Authority’s deposits might not be recovered. The Authority does not have a deposit policy for custodial credit risk. As of December 31, 2014, the Authority’s bank balance of $52,130 (including certificate of deposit of $13,622 classified as investments in the statements of net position), was exposed to custodial credit risk as follows:
2014 Uninsured and uncollateralized $ 49,982
Uninsured and collateralized (collateral held by bank's department or agent, but not in the Authority's name) $ 685
Also, included in the Authority’s December 31, 2014 bank balance of $52,130 is a $25,000 certificate of deposit. Since the certificate of deposit is invested for a term of seven days, the Authority has reported it as “cash and cash equivalents” on the combined statements of net position and cash flows as of December 31, 2014.
Page 10 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 3. Investment in Securities Excluding the investments of the OPEB Trust, the Authority’s investments in various securities are maintained for specified funds in accordance with the provisions of the Indenture of Trust adopted as of July 1, 1998. Custodial Credit Risk Related to Investments: For an investment, custodial credit risk is the risk that, in the event of the failure of the counterparty, the Authority will not be able to recover the value of its investments or collateral securities that are in possession of an outside party. Of the Authority’s investments at December 31, 2014 $900,916, consisted of investments in asset backed securities, commercial paper, corporate bonds and notes, mortgage pass-through securities, municipal bonds, repurchase agreements, U.S. federal agency notes and bonds, and U.S. government treasuries, are uninsured, not registered in the name of the Authority, and held by the counterparty’s trust department or agent but not in the Authority’s name. As of December 31, 2014, the Authority had the following investments: Investment Maturities 2014 Asset back securities 337.48 months average 193$ Commercial paper 6.40 months average 50,092 Corporate bonds and notes 38.98 months average 44,714 Mortgage pass-through securities 216.95 months average Municipal bonds 26.73 months average 110 Repurchase agreements daily 1,001 Short-term investments 2.48 months average 746,452 U.S. federal agency notes and bonds 213.02 months average 11,751 U.S. government treasuries 31.86 months average 46,603
900,916 Certificates of deposits held at banks 13,622
Total 914,538$
The weighted average maturity of the Authority’s investment portfolio was 8.85 months as of December 31, 2014. The short-term investments listed above consist of money market funds. Since it is the policy of the Authority to utilize these funds for the purchase of investments with longer maturities, these amounts have been classified as investments in the statements of net position as opposed to cash and cash equivalents. Interest Rate Risk: The Authority’s General Fund investment policy limits investment maturities as a means of managing its exposure to fair value losses arising from increasing interest rates and is as follows: the average effective duration of the portfolio is not to exceed twenty-four months, and the maximum effective duration of any individual security is not to exceed five years, unless otherwise specified. Credit Risk: Investments are purchased in accordance with the 1998 Indenture of Trust and its Supplemental Indenture and General Fund investment parameters and generally include U.S. government obligations, money market funds, obligations of U.S. agencies or instrumentalities, and obligations of public agencies or municipalities rated in either of the two highest rating categories by Standard & Poor’s Ratings or Moody’s Investors Services. In accordance with the 1998 Indenture of Trust and its Supplemental Indentures, the Authority invests in corporate bonds and commercial paper rated A-1 by Standard and Poor’s Corporation. Guaranteed Income Contracts are collateralized by U.S. government and agency securities, and debt obligations having a rating in the highest rating category from Moody’s Investors Service or Standard and Poor’s Rating Services.
Page 11 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 3. Investment in Securities (Continued)
Credit Risk (Continued): On February 20, 2013, the Authority’s Board approved Resolution 13-034, adopting a new comprehensive General Fund investment policy, which revised and refined its original investment policy. The policy redefined the approved, and non-approved, investment vehicles, in which its existing investment management firms can invest the Authority’s funds. This policy became effective July 1, 2013.
As of December 31, 2014, the following are the actual ratings by Standard & Poor’s:
Asset Corporate U.S. Federal US Actual Backed Commercial Bonds Municipal Repurchase Agency Notes Government Rating Securities Paper and Notes Bonds Agreements and Bonds Treasuries AAA - - 1,189$ - - - 350$ AA+ - 50,092$ 2,097 110$ - 10,789$ 45,303 AA 4$ - 3,038 - - - - AA1 - - 7,047 - - - - A+ - - 9,628 - - - - A - -9,180- - - - A1 - - 9,340 - - - - BBB+ - - 1,738 - - - - CC 56 ------D 133 ------Unrated - - 1,457 - 1,001$ 962 950 193$ 50,092$ 44,714$ 110$ 1,001$ 11,751$ 46,603$
As of December 31, 2014, the following are the actual ratings by Moody’s:
Asset Corporate U.S. Federal US Actual Backed Commercial Bonds Municipal Repurchase Agency Notes Government Rating Securities Paper and Notes Bonds Agreements and Bonds Treasuries
Aaa - - 1,488$ - - 10,789$ 45,304$ Aa1 - - 1,517 - - - - Aa2 - - 5,764 - - - - Aa3 - 50,092$ 4,472 - - - - A - - 497 - - - - A1 - - 6,411 - - - - A2 4$ - 10,256 110$ - - - A3 - - 6,675 - - - - Baa1 - - 524 - - - - Baa2 - - 4,605 - - - - Bbb - - 229- - - - C 189 ------Unrated - - 2,276 - 1,001$ 962 1,299
193$ 50,092$ 44,714$ 110$ 1,001$ 11,751$ 46,603$
Concentration of Credit Risk: The Authority’s investment policy on the concentration of credit risk for its General Fund investments states that no limitations exist on the purchase of investments in obligations of the U.S. government and U.S. federal agencies since they are fully guaranteed by the U.S. government.
Page 12 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 3. Investment in Securities (Continued)
Concentration of Credit Risk (Continued): For the purchase of investments in obligations of all other issuers, total investments held from any one issuer shall not exceed ten percent (10%) of the aggregate market value of the entire portfolio, except for repurchase agreements, which, from any one issuer, shall not exceed twenty-five percent (25%) of the aggregate market value of the portfolio.
As of September 30, 2015 and December 31, 2014, the Authority had $50,821 and $50,092 of investments in Abbey National N.A. commercial paper, respectively. These investments are held under the Indentures of Trust (Debt Service Reserve Funds) and represent 6% and 5% of the Authority’s total investments for September 30, 2015 and December 31, 2014.
OPEB Trust:
As of September 30, 2015, the OPEB Trust (Note 10), investments were as follows:
Investment Maturities 2015
Mutual funds - money market 1.00 months average $10,758
Interest Rate Risk: The Authority’s investment policy for the OPEB Trust calls for highly liquid, short-term investments. As a result, the fund invests in a variety of high quality money market securities designed to allow the fund to maintain a stable net asset value of $1.00 per share. These instruments include commercial paper, U.S. government agency notes, certificates of deposit, time deposits, and other obligations issued by domestic and foreign banks. Such investments in an open-end mutual fund are not subject to custodial credit risk because their existence is not evidenced by securities that exist in physical or book entry form.
Credit Risk: As of September 30, 2015, the actual rating by Standard & Poor’s for the mutual fund was A1+ The credit rating reflects Standard & Poor’s short-term issuer debt rating.
Note 4. Derivative Instruments
In accordance with the requirements of Governmental Accounting Standards Board Statement No. 53, Accounting and Financial Reporting for Derivative Instruments (“GASBS 53”), related to derivative instruments, the Authority engaged a financial advisory firm to analyze the effectiveness of the two “cash- flow hedges” (specifically the 1995 and 1999 Revenue Bond swaptions). Both swaptions were found to be substantially effective. At September 30, 2015 and December 31, 2014, the value of the pay-fixed interest rate swap (1995 Revenue Bond Swaption) was $52,714. At September 30, 2015 and December 31, 2014, the value of the pay-fixed interest rate swap (1999 Revenue Bond Swaption) was $63,710. The pay-fixed interest rate swaps are classified as deferred outflows of resources on the combined statement of net position, and was $116,424 at September 30, 2015 and December 31, 2014 respectively.
Page 13 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
The fair value balance and notional amounts of derivative instruments outstanding at December 31, 2014 and 2013, classified by type, and the changes in fair value of such derivative instruments for the year ended as reported in the 2014 and 2013 combined financial statements are as follows (debit (credit)):
Changes in Fair Value Fair Value at December 31, Classifi- Classifi- cation Amount cation Amount Notional 2014 2013 2014 2013 2014 2013 Investment derivatives: Receive-fixed interest rate swaption (1999 PDP, Series B, Debt Interest Derivative Service Reserve Fund) revenue 161$ (120)$ instrument (144)$ (305)$ 10,436$ 10,436$ Receive-fixed interest rate swaption (1999 Revenue Bonds Debt Interest Derivative Service Reserve Fund) revenue 611 (458) instrument (548) (1,159) 39,657 39,657 Pay-fixed interest rate Interest Derivative swap revenue 49 (375) instrument (65) (114) 24,595 24,595 Cash flow hedges: Pay-fixed interest rate swap (1995 Revenue Deferred Derivative Bonds Swaption) outflow (1,006) 24,096 instrument (52,714) (51,708) 287,800 304,510 Pay-fixed interest rate swap (1999 Revenue Deferred Derivative Bonds Swaption) outflow (1,100) 28,290 instrument (63,710) (62,610) 312,660 331,840
At December 31, 2010, the Authority determined that a portion of the 1999 Revenue Bonds cash flow hedge, pay-fixed interest rate swap no longer met the criteria for effectiveness due to the partial 2010 refunding of the 1999 Revenue Bonds; therefore, this cash flow hedge was reclassified as an investment derivative, with a notional value of $24,595 as of December 31, 2014. The fair values of the interest rate swaptions and swaps are indicative value based on mid-market levels as of the close of business on December 31, 2014 and 2013, and were derived from proprietary models based upon well-recognized financial principles and reasonable estimates about relevant future market conditions.
Objective and Terms of Hedging Derivative Instruments: The following table summarizes the objective and terms of the Authority’s hedging instruments outstanding at September 30, 2015:
Notional Effective Maturity Type Objective Amount Date Date Terms Pay-fixed interest Hedge of changes Pay 5.447%; rate swap (1995 in cash flows of the receive 66% of Revenue Bonds 2008 Revenue one-month Swaption) Refunding Bonds 270,180$ 01/01/06 01/01/26 LIBOR Pay-fixed interest Hedge of changes Pay 5.738%; rate swap (1999 in cash flows of the receive 66% of Revenue Bonds 2010 Revenue one-month Swaption) Refunding Bonds 292,360$ 01/01/10 01/01/26 LIBOR
Page 14 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
1995 Revenue Bonds Swaption: On May 2, 2001, the Authority entered into the 1995 Revenue Bonds Swaption with UBS AG in the initial notional amount of $358,215. Under the 1995 Revenue Bonds Swaption, UBS AG had the option, exercisable 120 days preceding January 1, 2006, January 1, 2007, and January 1, 2008, to elect to have the 1995 Revenue Bonds Swaption commence on the January 1 next succeeding the exercise of the option. Under the 1995 Revenue Bonds Swaption, (i) UBS AG was obligated to pay to the Authority $7,144 on January 1, 2006, as an exercise premium amount; (ii) UBS AG is obligated to pay periodic payments (payable monthly) to the Authority based upon a variable rate of 66% of the USD-LIBOR-BBA index; and (iii), the Authority is obligated to pay periodic payments (payable monthly) to UBS AG based upon a fixed rate of 5.447% per annum. The periodic interest rates are applied to the notional amount of the 1995 Revenue Bonds Swaption, which amortizes annually, commencing January 1, 2007, from its initial notional amount. Only the net difference in the periodic payments is to be exchanged between the Authority and UBS AG.
The periodic payment obligations of the Authority under the 1995 Revenue Bonds Swaption are secured and payable equally and ratably with Bonds issued under the 1998 Revenue Bond Indenture. Regularly scheduled periodic payments to be made by the Authority under the 1995 Revenue Bonds Swaption are insured by Ambac Assurance. In addition to other Events of Default and Termination Events (as defined in the 1995 Revenue Bond Swaption), there exists an Additional Termination Event with respect to the Authority if the credit rating of Bonds issued under the 1998 Revenue Bond Indenture (without reference to municipal bond insurance or credit enhancement) falls below “Baa3” with respect to Moody’s Investors Service (“Moody’s”) or “BBB-” with respect to Standard & Poor’s Ratings Group (“S&P”) or Fitch Ratings (“Fitch”), or the Bonds cease to be rated by one of Moody’s, S&P or Fitch (and such rating agencies are still in the business of rating obligations such as the Bonds). However, as provided in the 1995 Revenue Bond Swaption, so long as no Insurer Credit Event (as defined therein) has occurred, no Early Termination Date can be designated unless Ambac Assurance has consented in writing thereto.
In consideration for entering into the 1995 Revenue Bonds Swaption, the Authority received a net up- front, non-refundable option payment in the amount of $22,446 from UBS AG, which has been recorded on the combined financial statements as a noncurrent liability (premium payment payable - derivative companion instrument). In accordance with the provisions of GASBS No. 53, this derivative companion instrument is considered a “borrowing” resulting from the intrinsic value of the swaption at inception. During the option period, interest accretes at the effective rate implied by the cash flows on the borrowing at inception. Once the swaption is exercised, and becomes an active swap, a portion of the swap interest payments are attributed to principal and interest payments on the borrowing.
On September 3, 2005, UBS AG advised the Authority that it was exercising its option on this swaption as of January 1, 2006. As a result, UBS AG paid the Authority $7,144 on January 3, 2006 as an exercise premium, which has been recorded as an unearned revenue and is being amortized as interest revenue over the life of the interest rate swap agreement. The Authority made its initial net monthly swap payment in February 2006.
In July 2015, the Authority executed a “swap novation transaction” wherein UBS AG was replaced as the swap counterparty by TD Bank N.A. . The Authority has been current on all of its net payments during the period 2006 to 2014 and it is current on all of its 2015 monthly net swap interest payments to the former and new swap counterparties which totaled $10,756 as of September 30, 2015.
The ratings of the counterparty (TD Bank) to the 1995 Revenue Bonds Swap by Moody’s, S&P, and Fitch are Aa3,-, AA-, and AA-, respectively, as of September 30, 2015. As of September 30, 2015, the 1995 Revenue Bond Swaption had a mark-to-mark value of ($66,766). As of September 30, 2015, the notional value of the swap was $270,180.
Page 15 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
1995 Revenue Bonds Swaption (Continued): The following schedule represents the accretion of interest and amortization of the premium payment payable – derivative companion instrument through the term of the interest rate swap agreement, at an effective interest rate of 4.62324%:
Imputed Year Ending Beginning Interest Debt Ending December 31, Balance Accrual Payment Balance 2015 11,934$ 552$ (2,226)$ 10,260$ 2016 10,260 474 (2,072) 8,662 2017 8,662 400 (1,911) 7,151 2018 7,151 331 (1,741) 5,741 2019 5,741 265 (1,561) 4,445 2020-2024 4,445 559 (4,755) 249 2025 249 11 (260) - (See Note 20, Subsequent Events for further information related to the replacement of UBS as swap counterparty on the 1995 Revenue Bond Swaps).
1999 Revenue Bonds Swaption: On May 2, 2001, the Authority entered into the 1999 Revenue Bonds Swaption with UBS AG in the initial notional amount of $403,035. Under the 1999 Revenue Bonds Swaption, UBS AG had the option, exercisable 120 days preceding January 1, 2010, January 1, 2011, and January 1, 2012, to elect to have the 1999 Revenue Bonds Swaption commence on the January 1 next succeeding the exercise of the option. Under the 1999 Revenue Bonds Swaption, if exercised, (i) UBS AG is obligated to pay periodic payments (payable monthly) to the Authority based upon a variable rate of 66% of the USD-LIBOR-BBA index, and (ii), the Authority is obliged to pay periodic payments (payable monthly) to UBS AG based upon a fixed rate of 5.738% per annum. The periodic interest rates are applied to the notional amount of the 1999 Revenue Bonds Swaption, which amortizes annually, commencing January 1, 2011, from its initial notional amount. Only the net difference in the periodic payments is to be exchanged between the Authority and UBS AG.
Once exercised, the 1999 Revenue Bonds Swaption would continue (unless earlier terminated) through January 1, 2026. The periodic payment obligations of the Authority under the 1999 Revenue Bonds Swaption (if exercised) are secured and payable equally and ratably with Bonds issued under the 1998 Revenue Bond indenture. Regularly scheduled periodic payments to be made by the Authority under the 1999 Revenue Bonds Swaption are insured by Ambac Assurance. In addition to other Events of Default and Termination Events (as defined in the 1999 Revenue Bonds Swaption), there exists an Additional Termination Event with respect to the Authority if the credit rating of Bonds issued under the 1998 Revenue Bond Indenture (without reference to municipal bond insurance or credit enhancement), falls below “Baa3” with respect to Moody’s or “BBB-” with respect to S&P or Fitch, or the Bonds cease to be rated by one of Moody’s, S&P or Fitch (and such rating agencies are still in the business of rating obligations such as the Bonds).
However, as provided in the 1999 Revenue Bond Swap, so long as no Insurer Credit Event (as defined therein) has occurred, no Early Termination Date can be designated unless Ambac Assurance has consented in writing thereto.
In consideration for entering into the 1999 Revenue Bonds Swaption, the Authority received a net up- front, non-refundable option payment in the amount of $20,142 from UBS AG, which has been recorded on the combined financial statements as a noncurrent liability (premium payment payable – derivative companion instrument). In accordance with the provisions of GASBS 53, this derivative companion instrument is considered a “borrowing” resulting from the intrinsic value of the swaption at inception. During the option period, interest accretes at the effective rate implied by the cash flows on the borrowing at inception. Once the swaption is exercised, and becomes an active swap, a portion of the swap interest payments are attributed to principal and interest payments on the borrowing.
Page 16 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
1999 Revenue Bonds Swaption (Continued): On September 3, 2009, UBS AG advised the Authority that it was exercising its option on this swaption as of January 1, 2010. The Authority began making net interest payments to USB AG, the counterparty, commencing in February 2010, representing January’s net interest payment. In July 2015, the Authority executed a “swap novation transaction” wherein UBS AG was replaced as the swap counterparty by Wells Fargo. The Authority has been current on all of its net payments during the period 2006 to 2014 and it is current on its 2015 monthly net swap interest payments to the former counterparty (UBS) and the new swap counterparty (Wells Fargo), which totaled $11,826 as of September 30, 2015.
The ratings of the counterparty (Wells Fargo Securities) to the 1999 Revenue Bonds Swap by Moody’s, S&P, and Fitch are A2, A and A, respectively, as of September 30, 2015. As of September 30, 2015, the 1999 Revenue Bond Swaption had a mark-to-mark value of ($83,804). As of September 30, 2015, the notional value of the swap was $316,955. Imputed Year Ending Beginning Interest Debt Ending December 31, Balance Accrual Payment Balance 2015 17,401$ 820$ (3,245)$ 14,976$ 2016 14,976 706 (3,024) 12,658 2017 12,658 597 (2,793) 10,462 2018 10,462 493 (2,547) 8,408 2019 8,408 396 (2,287) 6,517 2020-2024 6,517 837 (6,987) 367 2025 367 17 (384) -
Net Swap Payments: Using rates as of December 31, 2014 and assuming the rates are unchanged for the remaining term of the bonds, the following table shows the debt service requirements and net swap payments for the Authority’s hedged variable rate bonds: Variable Rate Bonds Swap Interest Payments Total Year Ending Variable Net Bonds and December31, Principal Interest Total FixedPay Received Pay Swaps 2015 37,920$ 126$ 38,046$ 35,028$ 654$ 34,374$ 72,420$ 2016 40,035 118 40,153 32,904 609 32,295 72,448 2017 42,290 109 42,399 30,660 562 30,098 72,497 2018 44,645 100 44,745 28,291 513 27,778 72,523 2019 47,155 90 47,245 25,789 464 25,325 72,570 2020-2024 278,525 291 278,816 86,217 1,325 84,892 363,708 2025-2026 134,485 29 134,514 11,408 151 11,257 145,771 $ 625,055 $ 863 $ 625,918 $ 250,298 $ 4,278 $ 246,020 $ 871,938
Page 17 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
Objective and Terms of Investment Derivative Instruments: On August 21, 2000, the Authority entered into two (2) interest rate agreements with Bank of America, N.A. in the notional amounts of $39,657 (the “2000 Swaption #1”) and $10,436 (the “2000 Swaption #2”, and together with the 2000 Swaption #1, the “2000 Swaptions”). Under the 2000 Swaptions, Bank of America, N.A. has the option on certain future dates (two business days preceding July 1, 2005 and each January 1 and July 1 thereafter through and including July 1, 2025 with respect to the 2000 Swaption #1 and two business days preceding January 2, 2006 and each July 1 and January 1 thereafter through and including July 1, 2025 with respect to the 2000 Swaption #2) to cause the 2000 Swaption #1 or the 2000 Swaption #2, as applicable, to commence on the next succeeding January 1 or July 1. If an option is exercised, the 2000 Swaption #1, or the 2000 Swaption #2, as applicable, would continue (unless earlier terminated) through January 1, 2026. The Authority’s obligations under the 2000 Swaptions are general unsecured corporate obligations.
If the options relating to the 2000 Swaption #1 or the 2000 Swaption #2 are exercised, Bank of America, N.A. is obligated to pay periodic interest payments (payable monthly) to the Authority based upon a fixed rate of 5.9229% per annum, and the Authority is obligated to pay periodic interest payments (payable monthly) to Bank of America, N.A. at a variable rate based upon the Securities Industry and Financing Markets Association (SIFMA) (formerly the BMA Municipal Swap Index) (a tax-exempt variable rate index). Only the net difference in the periodic payments owed would be exchanged between Bank of America, N.A. and the Authority. As of September 30, 2015, Bank of America, N.A. has not exercised its options on the aforementioned swaptions with a value totaling ($452.5).
In consideration for entering into the 2000 Swaptions, the Authority received net up-front, non-refundable option payments in the aggregate amount of $1,400 from Bank of America, N.A., which represented the time value for holding the written option. Such payments were recorded as unearned revenue and amortized as interest revenue in prior years. No unearned revenue balance remained as of September 30, 2015 and December 31, 2014.
Risks Related to Derivative Instruments:
Credit Risk: For the years ended December 31, 2014 and 2013, the Authority was not exposed to credit risk on its hedging derivative instruments or investment derivatives as all such derivative instruments were in a liability position based on their fair values. The credit ratings of UBS were A2, A, and A as rated by Moody’s, S&P, and Fitch, respectively, as of December 31, 2014.
In July 2015 UBS was replaced as the counterparty on the 1995 and 1999 Revenue Bond swaps, by TD Bank N.A. and Wells Fargo Bank, N.A., respectively. Ratings for TD Bank and Wells Fargo Bank are shown in the above 1995 and 1999 Revenue Bond swap sections.
Interest Rate Risk: The Authority is exposed to interest rate risk on its derivative instruments. On its pay-variable, received-fixed interest rate swaptions, as the Securities Industry and Financing Markets Association (SIFMA) rate increases, the Authority’s net payments on the swaptions, if exercised, increases. On its pay-fixed, receive-variable interest rate swaps, as the LIBOR rate decreases, the Authority’s net payments on the swaps increases. While the Authority’s net payments may increase, these increases are partially offset by the variable rate bonds rate.
Basis Risk: The Authority is exposed to basis risk on its pay-fixed interest rate swap hedging derivative instruments because the variable-rate payments received by the Authority on these hedging derivative instruments are based on a rate or index other than interest rates the Authority pays on its hedged variable-rate debt, which is remarketed every five (5) days.
Termination Risk: The Authority or its counterparties may terminate a derivative instrument if the other party fails to perform under the terms of the contract.
Page 18 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 4. Derivative Instruments (Continued)
Risks Related to Derivative Instruments (Continued):
Rollover Risk: The Authority is not exposed to rollover risk on its hedging derivative instruments. The Authority’s hedging derivative instruments terminate on the same day as the hedged debt matures, unless the Authority opts for earlier termination.
Market-Access Risk: If a particular option is exercised and refunding bonds are not issued, the affected series of bonds would not be refunded, and the Authority would make net swap payments as required by the terms of the applicable aforementioned contracts. If the option is exercised and the variable-rate bonds issued, the actual difference ultimately recognized by the transaction will be affected by the relationship between the interest rate terms of the to-be-issued variable-rate bonds versus the payment as stipulated in the swaption agreement.
Swap Management Policy: On December 28, 2009, the Authority’s Board approved a resolution (DRPA- 09-099, entitled “Use Debt-Related Swap Agreements”) which, among other things, declared: (i) “that it is the direction and intention of the Board that the DRPA not enter into any new debt-related swap agreements...”, and (ii) that the staff of the Authority” takes all steps necessary to immediately begin the process of recommending to the Board whether, when, and how to terminate the Authority’s current swaps, with all such terminations, if determined to be advisable, to occur in a methodical and careful manner which avoids to the fullest extent possible additional costs or risks may be associated with termination; and that staff report to the Finance Committee of the Board on a monthly basis the status of all current swap agreements…”
At its September 2014 meeting, the Authority’s Board approved resolution DRPA 14-116 entitled “Authorization to Terminate and Replace Existing UBS Swaps with New Swap Counterparty(ies)“ which authorized the Authority to terminate its existing swaps with UBS “in order to reduce Authority swap exposure and to provide more favorable terms to the Authority.” In addition, the Authority adopted a written swap policy. (Note: subsequent to the passage of DRPA-14-116, the Authority issued a RFQ related to the possible replacement of its existing counterparty, and is presently working with several respondents to complete the ISDA Master agreement and other documentation necessary to change the current counterparty.)
Replacement of UBS as Swap Counterparty: Based on this authorization, in July 2015, the Authority executed two separate swap novation transactions with TD Bank and Wells Fargo Bank, N.A., replacing UBS as the counterparty on the 1995 and 1999 Revenue Bond swaps, respectively. The benefits to the Authority for these swap novations includes: 1) removal of cross-default provisions on our Revenue swaps related to the Authority’s Port District Project Bonds, 2) increased swap counterparty credit quality and 3) diversification of swap counterparty exposure, 4) insulation from collateralization/termination consequence to the DRPA from a DRPA Revenue Bond downgrade and 5) the ability to terminate portions, or all, of the swaps, based on certain conditions.
Page 19 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 5. Accounts Receivable
Accounts receivable for September 30, 2015 and December 31, 2014 are as follows:
9/30/2015 12/31/2014
Reimbursements from governmental agencies - capital improvements to the PATCO system due from the 10,343$ 3,481$ Federal Transit Administration Reimbursements from governmental agencies - FTA, DOT, FEMA, PEMA, and U.S. and NJ Homeland Security 341 709 Development projects 3,568 3,563 E-ZPass bridge tolls from other agencies 4,788 3,762 Other 1,072 1,122
Gross receivables 20,112 12,637 Less: allowance for uncollectibles (3,500) (3,500)
Net total receivables 16,612$ 9,137$
Note 6. Changes in Longer Term Liabilities
Long-term liability activity for the period ended September 30, 2015 is as follows:
Beginning Ending Due within Balance Increases Decreases Balance 1 Year Bonds payable 1999 Port District Project Bonds 27,675$ (3,665)$ 24,010$ 3,945$ 2008 Revenue Refunding Bonds 287,800 (17,620) 270,180 18,575 2010 Revenue Refunding Bonds 337,255 (20,300) 316,955 21,460 2010 Revenue Bonds 308,375 308,375 2012 Port District Project Refunding Bonds 147,240 (5,800) 141,440 6,030 2013 Revenue Bonds 476,585 476,585 Issuance discounts/premiums 28,248 (2,096) 26,152 Total bonds payable 1,613,178 (49,481) 1,563,697 50,010
Other liabilities Claims and judgments 2,657 340 (668) 2,330 632 Self-insurance 4,583 1,535 (1,563) 4,555 1,988 Sick and vacation leave 3,898 948 (994) 3,852 963 Unearned revenue 9,329 1,431 (4,872) 5,887 2,790 Other (includes net OPEB obligation) 31,445 31,445 Premium payment payable - derivative companion instrument 29,335 29,335 5,096 Derivative instrument - interest rate swap 117,182 117,182 1,811,607$ 4,254$ (57,579)$ 1,758,282$ 61,479$
Page 20 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 6. Changes in Longer Term Liabilities (Continued)
Long-term liability activity for the year ended December 31, 2014 is as follows: Beginning Ending Due within Balance Increases Decreases Balance 1 Year Bonds payable 1999 Port District Project Bonds 31,080$ (3,405)$ 27,675$ 3,665$ 2008 Revenue Refunding Bonds 304,510 (16,710) 287,800 17,620 2010 Revenue Refunding Bonds 350,000 (12,745) 337,255 20,300 2010 Revenue Bonds 308,375 308,375 2012 Port District Project Refunding Bonds 153,030 (5,790) 147,240 5,800 2013 Revenue Bonds 476,585 476,585 Issuance discounts/premiums 31,135 25$ (2,912) 28,248
Total bonds payable 1,654,715 25 (41,562) 1,613,178 47,385
Other liabilities Claims and judgments 6,854 6,234 (10,431) 2,657 721 Self-insurance 3,687 3,484 (2,588) 4,583 2,000 Sick and vacation leave 4,122 22 (246) 3,898 975 Unearned revenue 8,682 1,670 (1,023) 9,329 4,421 Other (includes net OPEB obligation) 41,502 5,543 (15,600) 31,445 Premium payment payable - derivative - companion instrument 33,588 (4,253) 29,335 Derivative instrument - interest rate swap 116,646 2,106 (1,570) 117,182
1,869,796$ 19,084$ (77,273)$ 1,811,607$ 55,502$
Note 7. Investment in Facilities Capital assets for the period ended September 30, 2015 were as follows:
Beginning Ending Balance Increases Decreases Balance Capital assets not being depreciated Land 74,225$ 74,225$ Construction in progress 348,278 102,498 450,776 Total capital assets not being depreciated 422,503 102,498 - 525,001 Capital assets being depreciated Bridges and related building and equipment 1,138,185 1,138,185 Transit property and equipment 559,866 559,866 Port enhancements 6,703 6,703 Total capital assets being depreciated 1,704,754 - - 1,704,754 Less: accumulated depreciation for: Bridges and related building and equipment (521,992) (27,054) (549,046) Transit property and equipment (252,430) (15,739) (268,169) Port enhancements (4,813) (243) (5,056) Total accumulated depreciation (779,235) (43,036) (822,271) Total capital assets being depreciated, net 925,519 (43,036) - 882,483
Total capital assets, net 1,348,022$ 59,462$ -$ 1,407,484$
Page 21 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 7. Investment in Facilities (Continued)
Capital assets for the year ended December 31, 2014 were as follows:
Beginning Ending Balance Increases Decreases Balance Capital assets not being depreciated Land 74,225$ 74,225$ Construction in progress 290,453 131,992$ (74,167)$ 348,278 Total capital assets not being depreciated 364,678 131,992 (74,167) 422,503 Capital assets being depreciated Bridges and related building and equipment 1,124,425 18,118 (4,358) 1,138,185 Transit property and equipment 506,193 56,012 (2,339) 559,866 Port enhancements 6,665 38 6,703 Total capital assets being depreciated 1,637,283 74,168 (6,697) 1,704,754
Less: accumulated depreciation for: Bridges and related building and equipment (489,630) (36,720) 4,358 (521,992) Transit property and equipment (234,427) (20,342) 2,339 (252,430) Port enhancements (4,450) (363) (4,813) Total accumulated depreciation (728,507) (57,425) 6,697 (779,235) Total capital assets being depreciated, net 908,776 16,743 - 925,519
Total capital assets, net 1,273,454$ 148,735$ (74,167)$ 1,348,022$
Total depreciation expense for the periods ended September 30, 2015 and December 31, 2014 was $43,036 and $57,425, respectively.
Note 8. Deferred Compensation Plan
The Authority offers its employees a deferred compensation plan in accordance with Internal Revenue Code Section 457. The plan, available to all full-time employees, permits them to defer a portion of their salary until future years. The deferred compensation is not available to employees until termination, retirement, death, or unforeseeable emergency. The Authority does not make any contributions to the plan. To comply with changes in federal regulations and GASBS 32, Accounting and Financial Reporting for Internal Revenue Code 457 Deferred Compensation Plans, the Authority amended the plan in 1998 so that all amounts of compensation deferred under the plan, all property and rights purchased with those amounts, and all income attributable to those amounts, property, or rights are solely the property of the employees.
Note 9. Pension Plans
Employees of the Authority participate in the Pennsylvania State Employees’ Retirement System, the Public Employees’ Retirement System of New Jersey, or the Teamsters Pension Plan of Philadelphia and Vicinity.
Pennsylvania State Employees’ Retirement System:
Plan Description: Permanent full-time and part-time employees are eligible and required to participate in this cost-sharing multiple-employer defined benefit plan that provides pension, death and disability benefits.
Page 22 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 9. Pension Plans (Continued)
Pennsylvania State Employees’ Retirement System (Continued):
Plan Description (Continued): A member may retire after completing three years of service and after reaching normal retirement age (the age of 60, except police officers at age 50, or the age at which 35 years of service has been completed, whichever occurs first). Benefits vest after five years of service, or after 10 years of service for those hired on or after January 1, 2011. If an employee terminates his or her employment after at least five years of service (10 years if hired on or after January 1, 2011) but before the normal retirement age, he or she may receive pension benefits immediately or defer pension benefits until reaching retirement age. Employees who retire after reaching the normal retirement age with at least three years of credited service who started on or prior to December 31, 2010 are entitled to receive pension benefits equal to 2.5% of their final average compensation (average of the three highest years in earnings) times the number of years for which they participated in the plan. Those employees who were hired after January 1, 2011 have their multiplier reduced to 2.0% unless they select a higher contribution level upon hire, in which case they are eligible to join the 2.5% class. The pension benefits received by an employee who retires after ten years of credited service but before normal retirement age are reduced for the number of years that person is under normal retirement age.
Pension provisions include death benefits, under which the surviving beneficiary may be entitled to receive the employee’s accumulated contributions less the amount of pension payments that the employee received, the present value of the employees’ account at retirement less the amount of pension benefits received by the employee, the same pension benefits formerly received by the employee, or one- half of the monthly pension payment formerly received by the employee. The maximum pension benefit to the employee previously described may be reduced depending on the benefits elected for the surviving beneficiary.
The Pennsylvania State Employees’ Retirement System issues a publicly available annual financial report, including financial statements, which may be obtained by writing to Pennsylvania State Employees’ Retirement System, 30 North Third Street, Harrisburg, Pennsylvania 17108-1147.
Funding Policy: The contribution requirements of plan members and the Authority are established and amended by the Pennsylvania State Employees’ Retirement System Board. As of January 1, 2002, employees are required to contribute 6.25% (unless opting for 9.3% deductions in order to be eligible for the 2.5% pension compensation) of their gross earnings to the plan. The Authority was required to, and did, contribute an actuarially determined amount to the plan, which equaled 17.57%, 13.27% and 9.42%, of covered payroll in 2014, 2013 and 2012, respectively. In 2014, 2013 and 2012, the Authority’s required contributions to the plan were $7,652, $5,728, and $4,058, respectively, which represented 100% of the required contribution for the aforementioned years.
New Jersey Public Employees Retirement System (NJ PERS):
Plan Description: Permanent full-time employees, hired after January 1, 2002, who were members of NJ PERS when they were hired, are eligible to participate in the cost-sharing multiple-employer defined benefit plan (administered by the New Jersey Division of Pensions and Benefits). The NJ PERS was established in 1955. The PERS provides retirement, death and disability, and medical benefits to qualified members. Vesting and benefit provisions are established by N.J.S.A. 43:15A and 43:3B.
Funding Policy: The contribution requirements of plan members are determined by State statute. In accordance with Chapter 62, P.L. 1994, plan members enrolled in the NJ PERS were required to contribute 5% of their annual covered salary. Effective July 1, 2008, however, in accordance with Chapter 92, P.L. 2007 and Chapter 103, P.L. 2007, plan members were required to contribute 5.5% of their annual covered salary. For employees enrolled in the retirement system prior to July 1, 2008, the increase was effective with the payroll period that began immediately after July 1, 2008. Pursuant to the provisions of Chapter 78, P.L. 2011, effective October 1, 2011, the active member contribution rate increased to 6.5%, plus an additional 1.0% phased-in over seven years. The phase-in of the additional incremental member contribution amount began July 1, 2012 and increases each subsequent July 1.
Page 23 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 9. Pension Plans (Continued)
New Jersey Public Employees Retirement System (NJ PERS) (Continued):
Funding Policy (Continued): The State Treasurer has the right under the current law to make temporary reductions in member rates based on the existence of surplus pension assets in the retirement system; however, the statute also requires the return to the normal rate when such surplus pension assets no longer exist.
The Authority is billed annually for its normal contribution, plus any accrued liability. The Authority began sending employee contributions to NJ PERS beginning in January 2006. The year 2008 was the first year that the Authority was required to, and did, contribute an actuarially determined amount to the plan. For the years ended December 31, 2014, 2013 and 2012, the Authority’s total contribution to the plan was $66, $83 and $117, respectively, which represented 100% of the required contribution for the aforementioned years. For the years ended December 31, 2014, 2013 and 2012, the contributions consisted of a normal contribution amount of $11, $24 and $33, respectively and an accrued liability amount of $51, $67 and $78, respectively.
The New Jersey Public Employees Retirement System issues a publicly available annual financial report, including financial statements, which may be obtained by writing to State of New Jersey, Division of Pensions and Benefits, P.O. Box 295, Trenton, New Jersey 08625-0295.
Teamsters Pension Plan of Philadelphia and Vicinity:
Plan Description: Certain represented employees are eligible and required to participate in the Teamsters Pension Plan of Philadelphia and Vicinity, which is a cost-sharing, multiple-employer benefit plan which provides pension, death and disability benefits. A member may retire at the later of (a) the date the employee reaches 65 or (b) the tenth anniversary of the employee’s commencement of participation in the plan. Additionally, employees are eligible for early retirement after 10 years of participation in the plan and (a) completion of 30 years of vested service or (b) attainment of age 50 and completion of 10 years of vested service. Benefits vest after 10 years of service. An employee who retires on or after his or her normal retirement age is entitled to receive benefits based on his or her credited years of service multiplied by a monthly benefit rate, which is determined based on the employer’s daily contributions. The benefits are subject to maximum rates that vary according to employer daily contribution rates. Members may also receive benefits after early retirement at reduced rates, depending on age at retirement.
An employee who qualifies for disability retirement benefits (total and permanent disability with 10 years of vested service and 5 years of continuous service with at least 300 covered days of contributions) is entitled to receive two hundred dollars per month until retirement age, when retirement benefits would commence.
Provisions include surviving spouse death benefits, under which the surviving spouse is entitled to a 50% survivor annuity in certain cases.
Funding Policy: The Teamsters Pension Plan is controlled by the Teamsters Pension Plan of Philadelphia and Vicinity Board. The employer’s contribution requirements are determined under the terms of one Collective Bargaining Agreement in force between the employer and the Teamsters. The daily contribution rate was $22.90 per participating employee, and increased to $24.02 per participating employee effective August 2014. The Authority’s contributions totaled 7.67%, 8.02% and 8.22% of covered payroll in 2014, 2013 and 2012, respectively. The employees of the Authority make no contributions to the plan. The Authority contributed $1,001, $1,066, and $1,076 in 2014, 2013 and 2012, respectively, which represented 100% of the required contribution for the aforementioned years.
The Teamsters Pension Plan of Philadelphia and Vicinity issues a publicly available annual financial report, including financial statements, which may be obtained by writing to Teamsters Pension Plan of Philadelphia and Vicinity, Fourth and Cherry Streets, Philadelphia, Pennsylvania 19106.
Page 24 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 10. Postemployment Healthcare Plan
Plan Description: The Authority provides certain health care and life insurance benefits for retired employees, where such benefits are established and amended by the Authority’s Board of Commissioners. The Authority’s Plan provides two agent multiple-employer post-employment healthcare plans which cover two retiree populations: eligible retirees under the age of sixty-five (65) receive benefits through Amerihealth and eligible retirees sixty-five (65) and over receive benefits through the United Health Group (in partnership with AARP) and Aetna. Life insurance benefits to qualifying retirees are provided through Prudential. The plans are administered by the Authority; therefore, premium payments are made directly by the Authority to the insurance carriers.
During 2014, the Authority’s Board of Commissioners passed resolution DRPA-14-057 authorizing the Authority to make an initial OPEB contribution in the amount of $10,790 to the newly established OPEB Trust, which was established with PNC Institutional Management. The OPEB Trust is irrevocable and is exempt from federal and state income taxes under Internal Revenue Code Section 115. The sole purpose of the OPEB Trust is to provide funds to pay postemployment benefits to qualified retirees and their dependents. Through its annual budget resolution, the Authority is authorized to contribute an additional $5,000 to its OPEB Trust during 2015.
Note 10. Postemployment Healthcare Plan (Continued)
Funding Policy: Employees become eligible for retirement benefits based on hire date and years of service. For employees hired after January 1, 2007, no subsidized retiree benefits are offered. The contribution requirements of plan members and the Authority are established, and may be amended, by the Authority’s Board of Commissioners. Plan members receiving benefits contribute the following amounts: $65 per month for retiree-only coverage for the base plan, $130 per month for retiree/spouse (or retiree/child) coverage, and $195 per month for retiree/family (or children) coverage to age sixty-five (65) for the base plan, and $55 per month per retiree, per dependent for both the United Health Group (in partnership with AARP) and Aetna coverages. An additional amount is required for those retirees, under age sixty-five (65), who opt to participate in the “buy-up plan” for retirees and their dependents.
As previous stated, the Authority made its initial irrevocable contribution to the OPEB Trust during 2014. Prior to 2014, the Authority funded its current retiree postemployment benefits cost on a “pay-as-you-go“ basis, net of plan member contributions. The Authority’s contributions to the Plan, which includes the “pay-as-you-go“ costs, net of plan member contributions, for the years ended 2014, 2013, and 2012 were $15,600, $5,304 and $4,242, respectively.
Future Retirees: In accordance with GASBS No.45, the Authority is required to expense the annual required contribution (ARC) of the employer, an amount actuarially determined in accordance with the parameters of GASBS 45. The ARC represents a level of funding that, if paid on an ongoing basis, is projected to cover normal cost each year and amortize any unfunded actuarial liabilities (or funding excess) over a period not to exceed thirty (30) years. The ARC includes the costs of both current and future retirees. The current ARC was determined to be $5,056, at an unfunded discount rate of 5%. As stated above, the Authority has begun funding the actuarial accrued liability for postemployment benefits.
Page 25 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 10. Postemployment Healthcare Plan (Continued)
Annual OPEB Cost: The Authority’s annual required contribution (ARC), the interest on the net OPEB obligation, the adjustment to the ARC, the increase or decrease in the net OPEB obligation, the net OPEB obligation, and the percentage of annual OPEB cost contributed to the plan for 2014, 2013 and 2012 are as follows:
2014 2013 2012 Annual required contribution (arc) 5,056$ 4,963$ 5,347$ Interest on the net OPEB obligation 2,075 2,068 1,978 Adjustment to the arc (1,588) (1,588) (1,270) Annual OPEB cost 5,543 5,443 6,055 Pay-as-you go cost (existing retirees) (4,810) (5,304) (4,242) Increase (decrease) in the net OPEB obligation 733 139 1,813 Net OPEB Obligation, January 1 41,502 41,363 39,550 OPEB Obligation, December 31 42,235 41,502 41,363 OPEB Trust Contributions (10,790) - -
Net OPEB Obligation, December 31 31,445$ 41,502$ 41,363$
Percentage of Annual OPEB Cost Contributed 281% 97% 70%
Funded Status and Funding Progress: Using the report from January 1, 2013, the most recent actuarial valuation date, the results were rolled forward to calculate year-end December 31, 2014. The actuarial accrued liability for benefits as of December 31, 2014 was $115,245, and the actuarial value of plan assets was $10,780, or 9.4% funded, resulting in an unfunded actuarial accrued liability (UAAL) of $104,465.
Funded Status and Funding Progress (Continued): The covered payroll (annual payroll of active employees covered by the plan) was $43,453 and the ratio of the UAAL to the covered payroll was 240.4%. (For additional information, please refer to the “required supplementary information schedule of funding progress for health benefits plan” shown at the end of the footnote section.) Actuarial valuations of an ongoing plan involve estimates of the value of reported amounts and assumptions about the probability of occurrence of events far into the future.
Examples include assumptions about future employment, mortality and the healthcare cost trend. Amounts determined regarding the funded status of the plan and the annual required contributions of the employer are subject to continual revision as actual results are compared with past expectations and new estimates are made about the future. The schedule of funding progress, presented as required supplementary information following the notes to the combined financial statements, presents multiyear trend information that shows whether the actuarial value of the plan assets is increasing or decreasing over time relative to the actuarial accrued liabilities for benefits.
Actuarial Methods and Assumptions: Projections of benefits for financial reporting purposes are based on the substantive plan (the plan as understood by the employer and plan members) and include the types of benefits provided at the time of each valuation and the historical pattern of sharing benefit costs between the employer and plan members to that point. The actuarial methods and assumptions used include techniques that are designed to reduce short-term volatility in actuarial accrued liabilities and the actuarial value of assets, consistent with the long-term perspective of the calculations.
Page 26 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 10. Postemployment Healthcare Plan (Continued)
Actuarial Methods and Assumptions (Continued): In the January 1, 2013 actuarial valuation, the projected unit credit actuarial cost method was used. Under this method an actuarial accrued liability is determined as the actuarial present value of the portion of projected benefits which is allocated to service before the current plan year. In addition, a normal cost is determined as the actuarial present value of the portion of projected benefits which is allocated to service in the current plan year for each active participant under the assumed retirement age. The UAAL is being amortized (straight-line) for thirty (30) year on an open basis. The actuarial assumptions included the following:
Mortality: The mortality table employed in the valuation was the RP2000 Healthy Table Male and Female.
Inflation Rate: 2.5% per annum compounded annually.
Discount Rate: Future costs have been discounted at the rate of 5.00% compounded annually for GASBS 45 purposes.
Turnover: Assumptions for terminations of employment other than for death or retirement will vary by age and years of service with rates of turnover based on State Employees Retirement System of Pennsylvania.
Disability: No terminations of employment due to disability were assumed. Retirees resulting from a disability were factored into the determination of age at retirement.
Age of Retirement: The assumption that the active participants, on average, will receive their benefits when eligible, but no earlier than age 55.
Spousal Coverage: Married employees will remain married.
Prior Service: No prior service for active employees was assumed.
Health Care Cost Trend Rate:
Year Pre-65 Post-65
Initial Trend 01/01/15 to 01/01/18 9.0% 9.0% Ultimate Trend 01/01/19 to later 5.0% 5.0% Grading Per Year 1.0% 1.0%
Projected Salary Increase: Annual salary increase is 2.5%.
Administration Expenses: The annual cost to administer the retiree claims was assumed at 2.5% which was included in the annual health care costs.
Employee Contributions: It was assumed that employees will contribute two thousand six hundred and eleven ($2,611) per year for family medical coverage and eight hundred eighty four ($884) for single medical coverage.
Note 11. Indentures of Trust
The Authority is subject to the provisions of the following indentures of Trust: Revenue Refunding Bonds of 1998, dated July 1, 1998; the Revenue Refunding Bonds of 2008, dated July 25, 2008 and the Revenue Refunding Bonds of 2010 and the 2010 Revenue Bonds (Series D), dated May 15, 2010 and July 15, 2010 respectively; and the 2013 Revenue Bonds, dated December 1, 2013, respectively (collectively the “Bond Resolution”); the Port District Project Bonds of 1999, dated December 1, 1999, and the 2012 Port District Project Refunding Bonds, dated December 1, 2012.
Page 27 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 11. Indentures of Trust (Continued)
The Bond Resolution requires the maintenance of the following accounts:
Project Fund: This restricted account was established in accordance with Section 6.02 of the Bond Resolution. The Project Fund is held by the Trustee and is applied to pay the cost of the Projects and is pledged, pending application to such payment of costs for the security of the payment of principal and interest on the Revenue, Revenue Refunding, and Project Bonds (the “Bonds”).
Debt Service Fund: This restricted account was established in accordance with Section 6.04 of the Bond Resolution for the payment of maturing interest and principal on the Bonds. The balance on deposit must be sufficient to enable the Trustee to withdraw amounts equal to interest due on the Bonds, principal amounts maturing on Bonds, accrued interest included in the purchase price of the bonds purchased for retirement, and sinking fund installments when payments are required.
Debt Service Reserve Fund: This restricted account was established in accordance with Section 6.05 of the Bond Resolution. The amount of funds on deposit must be maintained at a level equal to the Maximum Debt Service to insure funds are available for payment of Debt Service.
Bond Redemption Fund: This restricted account was established in accordance with section 6.06 of the Bond Resolution to account for amounts received from any source for the redemption of Bonds, other than mandatory sinking fund payments.
Rebate Fund: This restricted account was established in accordance with Section 6.07 of the bond Resolution account for amounts deposited from time to time in order to comply with the arbitrage rebate requirements of Section 148 of the Code as applicable to any Series of Tax-Exempt Bonds issued.
The Bond Resolution requires the maintenance of the following accounts (continued):
Revenue Fund: This unrestricted account was established in accordance with Section 6.03 of the Bond Resolution for the Authority to deposit all Revenues. On or before the 20th day of each calendar month, the Trustee shall, to the extent money is available, after deduction of cash and investment balances for the 15% working capital reserve, transfer to or credit funds needed in the following order: (1) the Debt Service Fund, (2) the Debt Service Reserve Fund, (3) any Reserve Fund Credit Facility Issuer, (4) the Trustee’s Rebate Fund, (5) the Maintenance Reserve Fund, (6) the General Fund.
Maintenance Reserve Fund: This restricted account was established in accordance with Section 6.08 of the Bond Resolution. These funds are maintained for reasonable and necessary expenses with respect to the system for major repairs, renewals, replacements, additions, betterments, enlargements, improvements and extraordinary expenses, all to the extent not provided for in the then current Annual Budget. Money in this account is pledged for the security of payment principal and interest on the bonds. Whenever the amount in this account exceeds the “Maintenance Reserve Fund Requirement,” the excess shall be deposited in the General Fund. The “Maintenance Reserve Fund Requirement” on any date is at least $3,000.
General Fund: This unrestricted account was established in accordance with Section 6.09 of the Bond Resolution. All excess funds of the Authority are recorded in the General Account. If the Authority is not in default in the payment of bond principal or interest and all fund requirements are satisfied, the excess funds may be used by the Authority for any lawful purpose.
Page 28 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt
At September 30, 2015, the Authority had $1,563,697 Revenue, Revenue Refunding, and Port District Project Bonds outstanding, consisting of bonds issued in 1999, 2008, 2010, 2012 and 2013. The 1999 Port District Project Bonds were issued pursuant to an Indenture of Trust dated December 1, 1999. The 2008 Revenue Refunding Bonds were issued pursuant to the Indenture of Trust dated July 1, 1998, as supplemented by a Fourth Supplemental Indenture dated October 1, 2007 and a Fifth Supplemental Indenture dated July 15, 2008. The 2010 Revenue Refunding Bonds were issued pursuant to an Indenture of Trust as previously supplemented by five supplemental indentures thereto and as further supplemented by a Sixth Supplemental Indenture dated as of March 15, 2010. The 2010 Revenue Bonds were issued pursuant to Indenture of Trust, dated as of July 1, 1998, a Sixth Supplemental Indenture, dated as of March 15, 2010, and a Seventh Supplemental Indenture, dated as of July 1, 2010. The 2012 Port District Project Refunding Bonds were issued pursuant to an Indenture of Trust dated December 1, 2012. The 2013 Revenue Bonds were issued pursuant an Indenture of Trust, a Ninth Supplemental Indenture, dated as of December 1, 2013.
1999 Port District Project Bonds: On December 22, 1999, the Authority issued $272,095 to provide funds to finance (a) all or a portion of the cost of certain port improvement and economic development projects within the Port District, (b) a deposit of cash or a Reserve Fund Credit Facility to the credit of the Debt Service Reserve Fund established under the 1999 Port District Project Bond Indenture and (c) all or a portion of the costs and expenses of the Authority relating to the issuance and sale of the 1999 Port District Project Bonds (Series A and B).
The 1999 Port District Project Bonds are general corporate obligations of the Authority. The 1999 Port District Project Bonds are not secured by a lien or charge on, or pledge of, any revenues or other assets of the Authority other than the monies, if any, on deposit from time to time in the Funds established under the 1999 Port District Project Bond Indenture. No tolls, rents, rates or other such charges are pledged for the benefit of the 1999 Port District Project Bonds. The 1999 Port District Project Bonds are equally and ratably secured by the funds on deposit in the Funds established under the 1999 Port District Project Bond Indenture, except for the Rebate Fund. The 1999 Port District Project Bonds are payable from such Funds and from other monies of the Authority legally available.
The 1999 Port District Project Bonds are subject to optional redemption and mandatory sinking fund redemption prior to maturity as more fully described herein.
The scheduled payment of principal and interest on the 1999 Port District Project Bonds when due are guaranteed under an insurance policy issued concurrently with the delivery of the 1999 Port District Project Bonds by Financial Security Assurance Inc.
On December 20, 2012, all remaining 1999 Series B Port District Project Bonds were redeemed, prior to maturity, at a redemption price of 100%, using proceeds from the issuance of the 2012 Port District Project Refunding Bonds.
The 1999 Port District Project Bonds (Series A) outstanding at September 30, 2015 are as follows:
Maturity Date Interest Principal Maturity Date Interest Principal (January 1) Rate/Yield Amount (January 1) Rate/Yield Amount Term Bonds 2016 7.63% 3,945$ 2019 7.63% 4,920$ 2017 7.63% 4,245 2020 7.63% 5,295 2018 7.63% 4,570 2021 7.63% 1,035
Total par value of 1999 Port District Project Bonds 24,010$
Page 29 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
1999 Port District Project Bonds (Continued):
Optional Redemption: The Series A Port District Project Bonds are redeemable by the Authority on any interest payment date in whole or in part, and if in part, in any order of maturity specified by the Authority and in any principal amount within a maturity as specified by the Authority. Any such redemption shall be made at a redemption price equal to accrued interest to the redemption date plus the greater of (i) the principal amount of the Series A Port District Project Bonds to be redeemed, and (ii) an amount equal to the discounted remaining fixed amount payments applicable to the Series A Port District Project Bonds to be redeemed. Allocation of the amounts of Series A Port District Project Bonds to be redeemed shall be proportionate nearly as reasonably possible having due regard for minimum authorized denominations of the 1999 Port District Project Bonds among the respective interest of the holders of the Series A Port District Project Bonds to be redeemed at the time of selection of such Series A Port District Project Bonds for redemption regard for minimum authorized denominations of the 1999 Port District Project Bonds among the respective interest of the holders of the Series A Port District Project Bonds to be redeemed at the time of selection of such Series A Port District Project Bonds for redemption.
2008 Revenue Refunding Bonds: On July 25, 2008, the Authority issued $358,175 in Revenue Refunding Bonds as variable rate demand obligations (VRDO’s). The 2008 Revenue Refunding Bonds were issued to provide funds, together with other funds available: (a) to finance the current refunding of $358,175 aggregate principal amount of the Authority’s Revenue Refunding Bonds, Series of 2007, consisting of all of the outstanding bonds of such series; and (b) to pay the costs of issuance of the 2008 Revenue Refunding Bonds.
The 2008 Revenue Refunding Bonds were issued pursuant to the Compact, the New Jersey Act, the Pennsylvania Act (as such terms are defined herein) and an Indenture of Trust dated as of July 1, 1998, by and between the Authority and TD Bank, N.A., Cherry Hill, New Jersey, as successor to Commerce Bank, N.A. (the “Trustee”), as supplemented by a First Supplemental Indenture dated as of July 1, 1998, a Second Supplemental Indenture dated as of August 15, 1998, a Third Supplemental Indenture dated as of December 1, 1999, a Fourth Supplemental Indenture dated as of October 1, 1997 and a Fifth Supplemental Indenture dated as of July 15, 2008 (the “Fifth Supplemental Indenture”) (collectively, the “1998 Revenue Bond Indenture”).
The 2008 Revenue Refunding Bonds, together with all other indebtedness outstanding under the 1998 Revenue Bond Indenture and any parity obligations hereafter issued under the 1998 Revenue Bond Indenture, are equally and ratably payable solely from and secured by a lien on and security interest in (i) the Net Revenues described herein, (ii) all moneys, instruments and securities at any time and from held by the Authority or the Trustee in any Fund created or established under the 1998 Revenue Bond Indenture and (iii) the proceeds of all the foregoing, except for the moneys, instruments and securities held in the 1998 General Fund and the 1998 Rebate Fund. The 2008A Letter of Credit (as defined herein) secures only the 2008A Revenue Refunding Bonds and the 2008B Letter of Credit (as defined herein) secures only the 2008B Revenue Refunding Bonds.
The 2008 Revenue Refunding Bonds are subject to purchase on the demand of the holder at a price equal to principal plus accrued interest on seven days’ notice and delivery to the Authority’s tender agent, TD Bank, N.A. The tender agent shall provide a copy of said notice to the applicable remarketing agent, who is authorized to use its best efforts to sell the repurchased bonds at a price equal to 100 percent of the principal plus accrued interest to the purchase date.
Under irrevocable direct pay letters of credit (“DPLOC”) issued by Bank of America, N.A. and TD Bank, N.A., the trustee or the remarketing agent is entitled to draw an amount sufficient to pay the purchase price of the bonds delivered to it. The letters of credit (“LOC”) require the Authority to make immediate payment of any draws under the line and were valid through July 23, 2013. In 2013, the letters of credit were extended as noted below.
Page 30 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2008 Revenue Refunding Bonds (Continued): The Authority was initially required to pay annual facility fees to Bank of America, N.A. and, N.A. for the letters of credit. The initial facility fee was calculated based on 1.35% of the gross amount available under the line based on the Authority’s bond ratings, as determined by Moody’s and S&P. In addition, the Authority was required to pay an annual remarketing fee, payable quarterly in arrears, equal to 0.07% of the aggregate principal amount of the bonds outstanding at the beginning of the period.
On June 28, 2013, the Authority amended and extended its DPLOC with TD Bank, N.A. supporting the 2008 Revenue Refunding Bonds, Series B, to expire on December 31, 2017. In addition, the Authority amended and extended its DPLOC with the Bank of America, N.A., effective on July 22, 2013, to expire on July 22, 2016. The new LOC fees range from 0.65% to 0.70%. The annual remarketing fees remained unchanged.
The 2008 Refunding Bonds outstanding as of September 30, 2015 are as follows:
Series A Series B Maturity Date Interest Principal Maturity Date Interest Principal (January 1) Rate/Yield Amount (January 1) Rate/Yield Amount
2026 Variable 127,985$ 2026 Variable 142,195$ Total par value of 2008 Revenue Refunding Bonds 270,180$
Interest Rate Mode: Weekly Rate Determination Date: Generally each Wednesday Interest Rate Payment Dates: First Business day of each month Rate in Effect at September 30, 2015: Series A - .010%; Series B - .010%
Optional Redemption: While in the Weekly Mode, the 2008A Revenue Refunding Bonds are subject to optional redemption by the Authority, in whole or in part, in Authorized Denominations on any Business Day, at redemption price equal to the principal amount thereof, plus accrued interest, if any, to the Redemption Date. While in the Weekly Mode, the 2008B Revenue Refunding Bonds are subject to optional redemption by the Authority, in whole or in part, in Authorized Denominations on any Business Day, at a redemption price equal to the principal amount thereof, plus accrued interest, if any, to the Redemption Date.
Sinking Fund Redemption: The 2008 Revenue Refunding Bonds are subject to mandatory redemption in part on January 1 of each year and in the respective principal amounts set forth below at one hundred percent (100%) of the principal amount of 2008 Revenue Refunding Bonds to be redeemed, plus interest accrued to the Redemption Date, from funds which the Authority covenants to deposit in the 2008A Bonds Sinking Fund Account created in the 1998 Debt Service Fund established pursuant to 1998 Revenue Bond Indenture, in amounts sufficient to redeem on January 1 of each year the principal amount of such 2008 Revenue Refunding Bonds for each of the years set forth below:
Sinking Fund Installments January 1 Series A Series B Total
2016 $8,800 $9,775 $18,575 2017 9,280 10,310 19,590 2018 9,785 10,870 20,655 2019 10,315 11,465 21,780 2020 10,880 12,090 22,970 2021 11,475 12,745 24,220 2022 12,100 13,440 25,540 2023 12,755 14,175 26,930 2024 13,455 14,945 28,400 2025 14,185 15,760 29,945 2026 14,955 16,620 31,575 127,985$ 142,195$ 270,180$ Page 31 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2010 Revenue Refunding Bonds: On June 30, 2010, the Authority issued $350,000 in Revenue Refunding Bonds, Series A of 2010, Revenue Refunding Bonds, Series B of 2010 and Revenue Refunding Bonds, Series C of 2010 as variable rate demand obligations (“VRDOs”). The 2010 Revenue Refunding Bonds were issued pursuant to the Indenture of Trust dated as of July 1, 1998 by and between the Authority and TD Bank, N.A., Cherry Hill, New Jersey, as successor to Commerce Bank, N.A. (“Trustee”), as previously supplemented by five supplemental indentures thereto and as further supplemented by a Sixth Supplemental Indenture (“Sixth Supplemental Indenture”) dated as of March 15, 2010 (collectively, “1998 Revenue Bond Indenture”). The 2010 Revenue Refunding Bonds were issued to provide funds, together with other available funds, to (i) currently refund $349,360 aggregate principal amount of the Authority’s outstanding Revenue Bonds, Series of 1999, (ii) fund any required deposit to the 1998 Debt Service Reserve Fund (defined herein), and (iii) pay the costs of issuance of the 2010 Revenue Refunding Bonds.
The 2010 Revenue Refunding Bonds are subject to purchase on the demand of the holder at a price equal to principal plus accrued interest on seven days’ notice and delivery to the Authority’s tender agent, TD Bank, N.A. The tender agent shall provide a copy of said notice to the applicable remarketing agent, who is authorized to use its best efforts to sell the repurchased bonds at a price equal to 100 percent of the principal plus accrued interest to the purchase date.
Under irrevocable letters of credit issued by J.P. Morgan Chase, N.A., Bank of America, N.A. and PNC Bank, N.A., the trustee or the remarketing agent is entitled to draw an amount sufficient to pay the purchase price of the bonds delivered to it. The letters of credit (“LOC”) require the Authority to make immediate payment of any draws under the line and were valid through March 29, 2013. In 2013, the letters of credit were replaced as noted below.
Initially, the Authority was required to pay annual facility fees to J.P. Morgan Chase, N.A., Bank of America, N.A. and PNC Bank, N.A. for the letters of credit in percentages varying from 1.35% to 1.675% of the gross amount available under the LOC, through March 21, 2013, when these LOCs were replaced. In addition, the Authority was required to pay an annual remarketing fee, payable quarterly in arrears, equal to 0.10% of the aggregate principal amount of the bonds outstanding at the beginning of the period. On March 21, 2013, the Authority completed its LOC substitution/replacement program, replacing the existing LOC providers with three new banks: Royal Bank (Series A), Barclays Bank (Series B), and Bank of New York Mellon (Series C). The LOC fees were reduced, ranging from 0.45% to 0.70%, and the remarketing fee for each series was reduced to 0.08%/annum. The Barclays Bank Direct-Pay Letter of Credit supporting the 2010 Revenue Refunding Bonds, Series B expired March 20, 2015.
At its January 2015 meeting, the Authority’s Board authorized staff to extend the LOC with Barclays, for a “to-be-determined” term. In February 2015, the Authority requested that Barclays extend the letter of credit for a three-year period. On February 18, 2015, Barclays Bank PLC delivered a “Notice of Extension” to TD Bank (trustee for bonds), to extend the “stated Expiration Date” in the LOC to March 20, 2018. The Authority expects to reduce its annual LOC fees by approximately $95,000 annually, as a result of this extension.
Page 32 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued) 2010 Revenue Refunding Bonds (Continued):
The 2010 Revenue Refunding Bonds outstanding at September 30, 2015 were as follows:
Maturity Date Interest Principal (January 1) Rate/Yield Amount Series A 2026 Variable 135,840$ Series B 2026 Variable 135,840 Series C 2026 Variable 45,275 Total par value of 2010 Revenue Refunding Bonds 316,955$
Interest Rate Mode: Weekly Rate Determination Date: Generally each Wednesday Rate in Effect at September 30, 2015: Series A - .010%; Series B - .020%; Series C - .010%
Optional Redemption: While in the Weekly Mode, each Series of the 2010 Revenue Refunding Bonds is subject to optional redemption by the Authority, in whole or in part, in Authorized Denominations on any Business Day, at a redemption price equal to the principal amount thereof, plus accrued interest, if any, to the applicable Redemption Date.
Mandatory Sinking Fund Redemption: The 2010 Revenue Refunding Bonds are subject to mandatory redemption in part on January 1 of each year and in the respective principal amounts set forth below at 100% of the principal amount of 2010 Revenue Refunding Bonds to be redeemed, plus interest accrued to the Redemption Date, from funds which the Authority covenants to deposit in the 2010A Bonds Sinking Fund Account, 2010B Bonds Sinking Fund Account, and 2010C Bonds Sinking Fund Account created in the 1998 Debt Service Fund established pursuant to 1998 Revenue Bond Indenture, in amounts sufficient to redeem on January 1 of each year the principal amount of such 2010 Revenue Refunding Bonds for each of the years set forth below:
Sinking Fund Installments January 1 Series A Series B Series C Total 2016 9,195$ 9,195$ 3,070$ 21,460$ 2017 9,730 9,730 3,240 22,700 2018 10,280 10,280 3,430 23,990 2019 10,875 10,875 3,625 25,375 2020 11,500 11,500 3,830 26,830 2021 12,160 12,160 4,055 28,375 2022 12,855 12,860 4,285 30,000 2023 13,595 13,595 4,530 31,720 2024 14,375 14,375 4,790 33,540 2025 15,200 15,200 5,065 35,465 2026 16,075 16,070 5,355 37,500 135,840$ 135,840$ 45,275$ 316,955$
Page 33 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued) 2010 Revenue Refunding Bonds (Continued): On July 15, 2010, the Authority issued $308,375 in Revenue Bonds, Series D of 2010 (the “2010 Revenue Bonds”). The 2010 Revenue Bonds were issued by means of a book-entry-only system evidencing ownership and transfer of 2010 Revenue Bonds on the records of The Depository Trust Company, New York, New York (“DTC”), and its participants. Interest on the 2010 Revenue Bonds will be payable semi-annually on January 1 and July 1 of each year commencing January 1, 2011 (each an “Interest Payment Date”).
The 2010 Revenue Bonds were issued pursuant to the Compact, the New Jersey Act, the Pennsylvania Act (as such terms are defined herein) and an Indenture of Trust, dated as of July 1, 1998, by and between the Authority and TD Bank, N.A., Cherry Hill, New Jersey, as successor to Commerce Bank, N.A. (the “Trustee”), as supplemented by a First Supplemental Indenture, dated as of July 1, 1998, a Second Supplemental Indenture, dated as of August 15, 1998, a Third Supplemental Indenture, dated as of December 1, 1999, a Fourth Supplemental Indenture, dated as of October 1, 2007, a Fifth Supplemental Indenture, dated as of July 15, 2008, a Sixth Supplemental Indenture, dated as of March 15, 2010, and a Seventh Supplemental Indenture, dated as of July 1, 2010 (collectively, the “1998 Revenue Bond Indenture”).
The 2010 Revenue Bonds were issued for the purpose of: (i) financing a portion of the costs of the Authority’s approved Capital Improvement Program; (ii) funding the Debt Service Reserve Requirement for the 2010 Revenue Bonds; and (iii) paying the costs of issuance of the 2010 Revenue Bonds (Series D). (Note: As per its 2008 Reimbursement Resolution, upon issuance of the 2010 Revenue Bonds, the Authority reimbursed its General Fund, for approximately $100 million, for prior capital expenditures made during the period October 2008 through July 2010). The 2010 Revenue Bonds are limited obligations of the Authority and are payable solely from the sources referred to in the 2010 Revenue Bonds and the 1998 Revenue Bond Indenture. Neither the credit nor the taxing power of the Commonwealth of Pennsylvania (the “Commonwealth”) or the State of New Jersey (the “State”) or of any county, city, borough, village, township or other municipality of the Commonwealth or the State is or shall be pledged for the payment of the principal, redemption premium, if any, or interest on the 2010 Revenue Bonds. The 2010 Revenue Bonds are not and shall not be deemed to be a debt or liability of the Commonwealth or the State or of any such county, city, borough, village, township or other municipality, and neither the Commonwealth nor the State nor any such county, city, borough, village, township or other municipality is or shall be liable for the payment of such principal or, redemption premium, or interest. The Authority has no taxing power. Mandatory Sinking Fund Redemption: The 2010 Revenue Bonds maturing January 1, 2035 and January 1, 2040 are subject to mandatory redemption prior to maturity by the Authority, in part, on January 1 of each year in the respective principal amounts set forth below at 100% of the principal amount thereof, plus accrued interest to the Redemption Date from sinking fund installments which are required to be paid in amounts sufficient to redeem on January 1 of each year the principal amount of such 2010 Revenue Bonds specified for each of the years set forth below. Payment of principal and interest on the 2010 Revenue Bonds (the “2010 Insured Bonds”), in the principal amount of $60,000 maturing January 1, 2040 is guaranteed under an insurance policy issued by Assured Guaranty Municipal Corp. (formerly known as Financial Security Assured, Inc.).
Page 34 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2010 Revenue Bonds (Continued):
The 2010 Revenue Bonds outstanding at September 30, 2015 are as follows:
Maturity Date Interest Principal Maturity Date Interest Principal (January 1) Rate/Yield Amount (January 1) Rate/Yield Amount Serial Bonds 2027 5.00% 3,465$ 2028 5.00% 17,210 2029 5.00% 18,070 2030 5.00% 18,975 57,720 Term Bonds 2031* 5.00% 16,245$ 2036* 5.00% 14,575 2031* 5.05% 3,675 2036* 5.00% 10,860 2032* 5.00% 17,055 2037* 5.00% 15,310 2032* 5.05% 3,865 2037* 5.00% 11,400 2033* 5.00% 17,905 2038* 5.00% 16,075 2033* 5.05% 4,060 2038* 5.00% 11,970 2034* 5.00% 18,810 2039* 5.00% 16,875 2034* 5.05% 4,260 2039* 5.00% 12,570 2035 5.00% 19,750 2040 5.00% 17,720 2035 5.05% 4,475 2040 5.00% 13,200 250,655 Total par value of 2010 Revenue Bonds 308,375 Less: unamortized bond discount (476) Total 2010 Revenue Bonds, net 307,899$ * Mandatory sinking fund payments
Optional Redemption: The 2010 Revenue Bonds are subject to redemption at the option of the Authority, prior to maturity, in whole or in part (and if in part, in such order of maturity or within a maturity as the Authority shall specify, or if the Authority shall fail to specify, by lot or by such other method as the Paying Agent determines to be fair and reasonable and in any principal amount in Authorized Denominations) at any time on or after January 1, 2020. Any such redemption shall be made at a redemption price equal to 100% of the principal amount of the 2010 Bonds to be redeemed, plus accrued interest to the Redemption Date.
Page 35 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2012 Port District Project Refunding Bonds: On December 20, 2012, the Authority issued $153,030 in Port District Project Refunding Bonds, Series 2012. The Port District Project Refunding Bonds, Series 2012 (the “2012 Bonds”) were issued pursuant to the Compact, the New Jersey Act, the Pennsylvania Act (as such terms are defined herein) and an Indenture of Trust (the "Indenture") dated as of December 1, 2012, between the Authority and TD Bank, N.A., Cherry Hill, New Jersey, as trustee (the "Trustee"). The 2012 Bonds were issued to (i) refund and redeem all of the outstanding principal balance of and interest accrued on the Authority's outstanding Port District Project Bonds, Series B of 1998, (the "1998 Refunded Bonds"), Port District Project Bonds, Series B of 1999 (the "1999 Refunded Bonds"), and Port District Project Bonds, Series A of 2001 (the "2001 Refunded Bonds").
The refunding resulted in a loss (difference between the reacquisition price and the net carrying amount of the old debt) of $7,000. This difference, reported in the accompanying combined financial statements as a deferred outflow of resources, is being charged to operations through the year 2025 using the effective interest method.
The 2012 Bonds are general corporate obligations of the Authority. The 2012 Bonds are not secured by a lien or charge on, or pledge of, any revenues or other assets of the Authority other than the moneys, if any, on deposit from time to time in the Funds established under the Indenture, except for the Rebate Fund. No tolls, rents, rates or other charges are pledged for the benefit of the 2012 Bonds. The 2012 Bonds are equally and ratably secured by the monies, if any, on deposit in the Funds established under Indenture, except for the Rebate Fund. The 2012 Bonds are payable from such Funds and from other monies of the Authority legally available therefore.
Redemption Provisions:
Optional Redemption: The 2012 Bonds maturing on or after January 1, 2024 are subject to redemption prior to maturity at the option of the Authority on or after January 1, 2023, in whole at any time, or in part at any time and from time to time, in any order of maturity specified by the Authority and within a maturity as selected by the Trustee as provided in the Indenture and as summarized below under the subheading “Redemption Provisions - Selection of 2012 Bonds to be Redeemed.” Any such redemption shall be made at a redemption price equal to the principal amount of the Bonds to be redeemed, plus interest accrued to the date fixed for redemption.
Payment of Redemption Price: Notice of redemption having been given in the manner provided in the Indenture, or written waivers of notice having been filed with the Trustee prior to the date set for redemption, the 2012 Bonds (or portions thereof) so called for redemption shall become due and payable on the redemption date so designated and interest on such 2012 Bonds (or portions thereof) shall cease to accrue from the redemption date whether or not such Bonds shall be presented for payment. The principal amount of all 2012 Bonds so called for redemption, together with the redemption premium, if any, payable with respect thereto and accrued and unpaid interest thereon to the date of redemption, shall be paid (upon presentation and surrender of such 2012 Bonds) by the Paying Agent out of the appropriate Fund or other funds deposited for the purpose.
Page 36 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2012 Port District Project Refunding Bonds (Continued):
Redemption Provisions (Continued):
Selection of 2012 Bonds to be Redeemed: If less than all of the 2012 Bonds are to be redeemed and paid prior to maturity, 2012 Bonds registered in the name of the Authority shall be redeemed before other 2012 Bonds are redeemed. Thereafter, the portion of 2012 Bonds to be redeemed shall be selected by the Authority, or if no such selection is made, by lot by the Trustee from among all outstanding 2012 Bonds eligible for redemption. In the case of a partial redemption of 2012 Bonds when 2012 Bonds of denominations greater than the minimum Authorized Denomination are outstanding, then for all purposes in connection with such redemption, each principal amount equal to the minimum authorized denomination shall be treated as though it were a separate 2012 Bond for purposes of selecting the 2012 Bonds to be redeemed, provided that no 2012 Bonds shall be redeemed in part if the principal amount to be outstanding following such partial redemption is not an authorized denomination.
The 2012 Port District Project Refunding Bonds outstanding at September 30, 2015 are as follows:
Maturity Date Interest Principal Maturity Date Interest Principal (January 1) Rate/Yield Amount (January 1) Rate/Yield Amount 2016 5.00% 6,030$ 2022 5.00% 14,085$ 2017 5.00% 6,335 2023 5.00% 240 2018 2.00% 225 2023 3.00% 14,545 2019 5.00% 6,425 2024 5.00% 15,520 2020 5.00% 6,975 2025 5.00% 16,300 2021 5.00% 7,320 2026 5.00% 17,115 2021 5.00% 12,350 2027 5.00% 17,975
Total par value of 2012 Port District Project Refunding Bonds 141,440 Add: unamortized bond premium 15,849
Total 2012 Port District Project Refunding Bonds, net 157,289$
2013 Revenue Bonds: On December 18, 2013, the Delaware River Port Authority issued its Revenue Bonds, Series of 2013 in the aggregate principal amount of $476,585. The 2013 Revenue Bonds were issued by means of a book-entry-only system evidencing ownership and transfer of 2013 Revenue Bonds on the records of The Depository Trust Company, New York, New York (“DTC”), and its participants. Interest on the 2013 Revenue Bonds will be payable semi-annually on January 1 and July 1 of each year commencing July 1, 2014 (each an “Interest Payment Date”).
The 2013 Revenue Bonds were issued pursuant to the Compact, the New Jersey Act, the Pennsylvania Act (as such terms are defined herein) and an Indenture of Trust, dated as of July 1, 1998, by and between the Authority and TD Bank, National Association, Cherry Hill, New Jersey, as successor to Commerce Bank, National Association, as trustee (the “Trustee”), as heretofore supplemented from time to time, including as supplemented by a Ninth Supplemental Indenture, dated as of December 1, 2013 (collectively, the “1998 Revenue Bond Indenture”). The 2013 Revenue Bonds are being issued for the purpose of: (i) financing a portion of the costs of the Authority’s approved capital improvement program; (ii) funding a deposit to the 1998 Debt Service Reserve Fund established under and as specifically defined in the 1998 Revenue Bond Indenture; and (iii) paying the costs of issuance of the 2013 Revenue Bonds.
Page 37 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
2013 Revenue Bonds (Continued): The 2013 Revenue Bonds are limited obligations of the Authority and are payable solely from the sources referred to in the 2013 Revenue Bonds and the 1998 Revenue Bond Indenture. Neither the credit nor the taxing power of the Commonwealth of Pennsylvania (the “Commonwealth”) or the State of New Jersey (the “State”) or of any county, city, borough, village, township or other municipality of the Commonwealth or the State is or shall be pledged for the payment of the principal, redemption premium, if any, or interest on the 2013 Revenue Bonds. The 2013 Revenue Bonds are not and shall not be deemed to be a debt or liability of the Commonwealth or the State or of any such county, city, borough, village, township or other municipality, and neither the Commonwealth nor the State nor any such county, city, borough, village, township or other municipality is or shall be liable for the payment of such principal, redemption premium, or interest. The Authority has no taxing power.
The 2013 Revenue Bonds outstanding at September 30, 2015 are as follows:
Maturity Date Interest Principal Maturity Date Interest Principal (January 1) Rate/Yield Amount (January 1) Rate/Yield Amount 2027 5.000% 23,560$ 2034 5.000% 33,355$ 2027 4.125% 845 2034 4.625% 810 2028 5.000% 25,615 2035 5.000% 35,870 2029 5.000% 26,895 2036 5.000% 37,660 2030 5.000% 28,070 2037 5.000% 36,540 2030 4.500% 170 2038 4.750% 3,000 2031 5.000% 29,650 2038 5.000% 41,515 2032 4.500% 31,135 2039 5.000% 43,590 2033 5.000% 32,535 2040 5.000% 45,770 Total par value of 2013 Revenue Bonds 476,585 Add: unamortized bond premium 10,779 Total 2013 Revenue Bonds, net 487,364$ Optional Redemption: The 2013 Revenue Bonds are subject to redemption at the option of the Authority, prior to maturity, in whole or in part (and if in part, in such order of maturity or within a maturity as the Authority shall specify, or if the Authority shall fail to specify, by lot or by such other method as the Paying Agent determines to be fair and reasonable and in any principal amount in Authorized Denominations), at any time on or after January 1, 2024. Any such redemption shall be made at a redemption price equal to 100% of the principal amount of the 2013 Revenue Bonds to be redeemed, plus accrued interest to the Redemption Date.
Page 38 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
Maturities of Principal and Interest on Bonds: The following presents the principal and interest due on all bonds outstanding as of September 30, 2015 (assuming the letter of credit agreements with respect to the variable rate 2008 and 2010 Revenue Refunding Bonds are renewed over the term of the bonds and the bonds are remarketed):
Years Ending December 31, Principal Interest * Total 2016 $50,010 $47,793 $97,803 2017 52,870 47,163 100,033 2018 55,865 46,496 102,361 2019 59,050 45,787 104,837 2020-2024 348,915 217,810 566,725 2025-2029 301,535 191,583 493,118 2030-2034 260,575 135,596 396,171 2035-2039 332,035 62,284 394,319 2040 76,690 1,917 78,607 1,537,545 796,429$ 2,333,974$ Net unamortized bond discounts and premiums 26,152
1,563,697$
* does not include the net swap payments on the Authority’s hedged variable rate bonds (Note 4)
The interest on variable rate debt is computed using the interest rate effective at December 31, 2014. The interest rates on the Authority’s variable rate debt are set by the remarketing agent and are reset weekly.
Interest on all of the Authority’s fixed rate debt (revenue bonds and port district project bonds issued in 1999, 2010, 2012 and 2013) is payable semi-annually on January 1 and July 1 in each year. Interest on the 2008 and 2010 Revenue Refunding Bonds is payable monthly on the first business day of each month. The Authority is current on all of its monthly debt service payments on all obligations.
LOC Renewal/Replacement History: In March 2013, the letters of credit supporting the 2010 variable rate bonds were replaced with new letters of credit from Royal Bank of Canada (Series A), Barclay’s Bank PLC (Series B), and The Bank of New York Mellon (Series C), which expire in March 2016, March 2015, and March 2016, respectively. If the letter of credit agreements supporting the 2010 Series A and Series C variable rate bonds are not renewed in 2016 and the 2010 Series A and Series C bonds are mandatorily redeemed, the 2016 debt service requirements will be $206,595, rather than the $50,010 shown in the table above. On February 18, 2015, Barclays Bank PLC (Series B) delivered a “Notice of Extension” to TD Bank (trustee for bonds), to extend the “stated Expiration Date” in the LOC to March 20, 2018.
In June 2013, the letters of credit supporting the 2008 variable rate bonds were renewed and extended with Bank of America, N.A. and TD Bank, N.A. to July 2016 and December 2017, respectively. If the letter of credit agreements supporting the 2008 variable rate bonds are not renewed in 2016 and 2017 and the 2008 bonds are mandatorily redeemed, the 2016 debt service requirements will be $169,195, rather than the $50,010 shown in the table above and the 2017 debt service requirements will be $174,980, rather than the $52,870 shown in the table above.
Page 39 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
Debt Authorized but not Issued: At its August 2013 meeting, the Authority’s Board authorized the issuance, sale and delivery of up to $550,000 in taxable or tax-exempt fixed rate bonds, to fund the 5- year 2013 Capital Plan (DRPA-13-094). This resolution rescinded and repealed all prior resolutions (DRPA-09-064 and DRPA-13-030) and any prior inconsistent resolutions. In December 2013, the Authority issued $476,600 in fixed rate bonds (the 2013 Revenue Bonds) based on this resolution. As of September 30, 2015, approximately $73,400 remains as authorized, but not issued.
Bond Ratings:
Moody’s Investors Service Bond Ratings (Moody’s): Concurrent with the issuance of the $153,030 in Port District Project Refunding Bonds, on November 30, 2012, Moody’s affirmed the ratings on all Authority Revenue and Port District Project Bonds; however, the outlook improved from “negative” to “stable” on all bonds. (This represented the first change in Moody’s ratings since it had assigned a “negative” outlook on all the Authority’s bonds in March of 2010).
Concurrent with the Authority’s issuance of the $476,600 in new revenue bonds, in its report dated November 22, 2013; Moody’s assigned a rating of “A3” to the 2013 Revenue Bonds, and affirmed its existing ratings on all Authority bonds (revenue bonds at “A3”, port district bonds at “Baa3”). The outlook remains at “stable” for all bonds. As of September 30, 2015 these ratings and outlook remain in place.
Standard & Poor’s Ratings Services Bond Ratings (S&P): Concurrent with the issuance of $153,030 in Port District Project Refunding Bonds, on November 30, 2012, S&P affirmed the ratings on all Authority Revenue and Port District Project Bonds; however, the outlook improved from “stable” to “positive” on all bonds. (This represented the first change in S&P’s ratings outlook since it had assigned a “stable” outlook on all the Authority’s bonds in July 2009).
Concurrent with the Authority’s issuance of $476,600 in new revenue bonds, in its report dated November 27, 2013, S&P assigned a rating of “A” on the new series, and upgraded the Authority’s ratings on both its revenue and refunding bonds (from “A-“ to “A”) and on its port district project bonds (from “BBB-“ to “BBB”). The outlook is “stable” for all Authority bonds.
On December 23, 2014, S&P reaffirmed the Authority’s ratings for all of its Revenue/ Revenue Refunding and Port District Project bonds, at “A” and “BBB,” respectively, with a stable outlook. As of September 30, 2015, these ratings, and outlook, remained unchanged. Ratings on Jointly Supported Transactions, 2008 Revenue Refunding Bonds: Moody’s Investors Service (“Moody’s”) and Standard & Poor’s Ratings Services, a division of The McGraw-Hill Companies, Inc. (“S&P”), initially assigned their municipal bond ratings to the 2008 Revenue Refunding Bonds based upon the understanding that upon delivery of the 2008A Revenue Refunding Bonds or 2008B Revenue Refunding Bonds, the respective Letter of Credit securing the payment when due of the principal of, or purchase price of 2008A Revenue Refunding Bonds or 2008B Revenue Refunding Bonds tendered for purchase and not otherwise remarketed and interest on the 2008A Revenue Refunding Bonds or 2008B Revenue Refunding Bonds will be delivered by Bank of America, N.A. and TD Bank, N.A., respectively. The long-term ratings assigned by Moody’s and S&P reflect each organization’s approach to rating jointly supported transactions and are based upon the Direct Pay Letters of Credit provided by Bank of America, N.A. for the 2008A Revenue Refunding Bonds and TD Bank, N.A. for the 2008B Revenue Refunding Bonds. Since a loss to a bondholder of a 2008A Revenue Refunding Bond or a 2008B Revenue Refunding Bond would occur only if both the bank providing the applicable Letter of Credit and the Authority default in payment, Moody’s and S&P have assigned a long-term rating to the 2008 Revenue Refunding Bonds based upon the joint probability of default by both applicable parties.
Page 40 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 12. Funded and Long-Term Debt (Continued)
Ratings on Jointly Supported Transactions, 2008 Revenue Refunding Bonds: (Continued): Set forth in the following chart are the jointly supported long term and short term ratings on the 2008 Revenue Refunding Bonds as of September 30, 2015: Long-term Short-term 2008A Revenue Refunding Bonds Moody’s: A1 VMIG 1 S&P AAA A-1
2008B Revenue Refunding Bonds Moody’s Aa1 VMIG 1 S&P AAA A-1+
No provider of a Letter of Credit is obligated to maintain its present or any other credit rating and shall have no liability if any such credit rating is lowered, withdrawn, or suspended
Ratings on Jointly Supported Transactions, 2010 Revenue Refunding Bonds: Moody’s and S&P, initially assigned their municipal bond ratings to the 2010 Revenue Refunding Bonds based upon the understanding that upon delivery of the 2010A Revenue Refunding Bonds, the 2010B Revenue Refunding Bonds or the 2010C Revenue Refunding Bonds, the respective Letter of Credit securing the payment when due of the principal of, or purchase price of the 2010A Revenue Refunding Bonds, the 2010B Revenue Refunding Bonds or the 2010C Revenue Refunding Bonds tendered for purchase and not otherwise remarketed and interest on the 2010A Revenue Refunding Bonds, the 2010B Revenue Refunding Bonds or the 2010C Revenue Refunding Bonds would be delivered by JPMorgan Chase Bank, N.A., Bank of America, N.A. and PNC Bank, N.A. respectively. In 2013, the existing Direct Pay Letters of Credit provided by JPMorgan Chase Bank, N.A., Bank of America, N.A. and PNC Bank, N.A. were replaced with Direct Pay Letters of Credit provided by Royal Bank of Canada, Barclays Bank PLC and The Bank of New York Mellon, respectively. The long-term ratings assigned by Moody’s and S&P reflect each organization’s approach to rating jointly supported transactions and are based upon the Direct Pay Letters of Credit provided by Royal Bank of Canada for the 2010A Revenue Refunding Bonds, Barclays Bank PLC for the 2010B Revenue Refunding Bonds and The Bank of New York Mellon for the 2010C Revenue Refunding Bonds. Since a loss to a bondholder of a 2010A Revenue Refunding Bond, a 2010B Revenue Refunding Bond or a 2010C Revenue Refunding Bond would occur only if both the bank providing the applicable Letter of Credit and the Authority default in payment, Moody’s and S&P have assigned a long-term rating to the 2010 Revenue Refunding Bonds based upon the joint probability of default by both applicable parties. Set forth in the following chart are the jointly supported long term and short term ratings on the 2010 Revenue Refunding Bonds as of September 30, 2015:
Long-term Short-term 2010A Revenue Refunding Bonds Moody’s: Aa3 VMIG 1 S&P AAA A-1+
2010B Revenue Refunding Bonds Moody’s A1 VMIG 1 S&P AAA A-1+
2010C Revenue Refunding Bonds Moody’s Aa1 VMIG 1 S&P AAA A-1+
No provider of a Letter of Credit is obligated to maintain its present or any other credit rating and shall have no liability if any such credit rating is lowered, withdrawn, or suspended.
Page 41 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 13. Conduit Debt Obligations
The Authority is authorized to plan, finance, develop, acquire, construct, purchase, lease, maintain, market, improve and operate any project within the Port District including, but not limited to, any terminal, terminal facility, transportation facility, or any other facility of commerce or economic development activity, from funds available after appropriate allocation for maintenance of bridge and other capital facilities. Utilizing this authorization, the Authority has issued certain debt bearing its name to lower the cost of borrowing for specific governmental entities. This debt is commonly referred to as conduit (or non- commitment) debt. Typically, the debt proceeds are used to finance facilities within the Authority’s jurisdiction that are transferred to the third party either by lease or by sale. The underlying lease or mortgage loan agreement, which serves as collateral for the promise of payments by the third party, calls for payments that are essentially the same as collateral for the promise of payments by the third party, calls for payments that are essentially the same as those required by the debt. These payments are made by the third-party directly to an independent trustee, who is appointed to service and administer the arrangement. The Authority assumes no responsibility for repayment of this debt beyond the resources provided by the underlying leases or mortgage loans.
As of September 30, 2015, there was one series of Charter School Project Bonds outstanding, issued for the LEAP Academy Charter School, Inc. The corresponding aggregate principal totaling $8,500 is treated strictly as conduit debt obligations under Interpretation No. 2 of the Governmental Accounting Standards Board (GASB) and accordingly is not included in the financial statements. The following schedule details the series together with the amount outstanding:
12/31/13 12/31/14 09/30/15 Issue Issue Beginning Ending Ending Issue Date Amount Balance Paid Balance Paid Balance
Charter School Project Bonds, Series 2003 09/01/03 8,500$ 6,460$ (310)$ 6,150$ (244)$ 5,906$
In 2013, the Authority was advised by the bond trustee, and counsel for LEAP Academy, that LEAP had lost its tax exemption for failure to file Form 990 for the past three years. LEAP bonds were issued through the Authority; however, DRPA has no responsibility for repayment of this debt, as the debt is guaranteed by Rutgers University. After various appeals, in September 2013, the IRS rescinded its letter thereby fully reinstating LEAP’s tax exemption (see Note 20 – Subsequent Events related to the execution of a refinancing related to these bonds in December 2015).
Note 14. Government Contributions for Capital Improvements, Additions and Other Projects
The Authority receives contributions in aid for financing capital improvements to the rapid transit system from the Federal Transit Administration and other government agencies. Capital improvement grant funds of $33,295 and $16,431 were received as of September 30, 2015 and December 31, 2014, respectively. The Authority receives federal and state grants for specific construction purposes that are subject to review and audit by the grantor agencies. Although such audits could result in disallowances under terms of the grants, it is the opinion of management that any required reimbursements will not be material to the Authority’s net position.
Page 42 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 15. Contingencies
Public Liability claim exposures are self-insured by the Authority within its self-insured retention limit of $5 million for each occurrence, after which, exists a $25 million limit of Claims Made Excess Liability Insurance per occurrence, and in the aggregate, to respond to any large losses exceeding the retention. The Authority, including DRPA and PATCO, self-insures the initial $1 million limit, per accident, for Workers’ Compensation claims, after which a $5 million limit of Excess Workers’ Compensation insurance is retained to respond to significant claims. (Note: PATCO was completely self-insured for Workers’ Compensation claims until 2014 when DRPA-14-020 approved the purchase of Excess Workers’ Compensation insurance for PATCO.) PATCO self-insures the initial $1 million limit, per accident, for Workers’ Compensation claims, after which a $5 million limit of Excess Workers’ Compensation insurance is retained to respond to significant claims.
Self-Insurance 2014
Beginning balance 3,687$ Incurred claims 3,484 Payment of claims (2,588) Other - administrative fees, recoveries -
Ending balance 4,583$
The Authority is involved in various actions arising in the ordinary course of business and from Workers’ Compensation claims. In the opinion of management, the ultimate outcome of these actions will not have a material adverse effect on the Authority’s combined net position and combined results of operations.
The Authority purchases commercial insurance for all other risks of loss, e.g. bridge and non-bridge property, crime, terrorism, etc. The Authority reviews annually, and where appropriate, adjusts policy loss limits and deductibles as recommended by its insurance consultants in response to prevailing market conditions, loss experience, and revenues. Policy loss limits are established with the professional assistance of independent insurance broker consultants to ensure that sufficient coverage exists to accommodate the maximum probable loss that may result in the ordinary course of business. In addition, the amounts of settlements for the last three years have not exceeded the insurance coverage provided in those years.
Per Article 5.11 of the 1998 Bond Indenture, the Authority must certify and submit to the bond trustee, by April 30 of each year, that it has sufficient coverage with regards to “multi-risk insurance” (on DRPA and PATCO facilities), “use and occupancy insurance” (i.e., business interruption), etc. The Authority submitted its annual certification to the bond trustee, prior to the deadline, in April 2014.
Note 16. Commitments
Development Projects: In support of previously authorized economic development projects, the DRPA’s Board of Commissioners authorized loan guarantees to various banks to complete the financing aspects of a particular project. The Authority’s Board authorized loan guarantees in an amount not to exceed $27,000, prior to 2011 when the Board stopped funding new economic development projects.
At year-end 2014, the Authority had two (2) outstanding loan guarantees with various banks, one with L3 Communications (for $10,000) and the other with the Home Port Alliance. On February 6, 2015, the Authority entered into a “Mutual Release of Guaranty” agreement with NJEDA, wherein both parties released each other from any obligations under the DRPA guaranty.
Page 43 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 16. Commitments (Continued)
Home Port Alliance Guarantee (extended 2012): On June 6, 2012, the Authority negotiated a three- year extension of the existing $900 loan guarantee that supports a loan from TD Bank, N.A. to the Home Port Alliance for the Battleship New Jersey. The loan guarantee expired on June 6, 2015.
The Authority’s Board authorized the Authority to extend the loan guaranty for a ten-year period (DRPA-15-048). In July 2015, the previously Board-approved ten (10) year loan guarantee for $796 was executed with TD Bank.
As of September 30, 2015, the Authority had only one loan guarantee, in the amount of $796, with Home Port Alliance outstanding. The Authority has made no cash outlays relating to this guarantee. Community Impact: The Authority has an agreement with the City of Philadelphia (City) for Community Impact regarding the PATCO high-speed transit system (“Locust Street Subway Lease”). The agreement expires on December 31, 2050. In 2015, the base amount payable to the City will total $3,281 as adjusted for the cumulative increases in the Consumer Price Index (CPI) between 1999 and 2014. Base payments remaining in 2016 through 2018 shall equal the previous year’s base payment adjusted by any increase in the CPI for that year. For the years 2018 through 2050, the annual base payment shall equal one dollar.
In addition, for the duration of the lease, the Authority is required to annually create a PATCO Community Impact Fund in the amount of $500, with payment of such fund to be divided annually between communities within the Commonwealth and the State, based on PATCO track miles in the respective states.
The estimated minimum commitment, adjusted for the effect of the increase in the CPI at September 30, 2015, is as follows: Year Amount
2015 945$ 2016 3,787 2017 3,827 2018 500 2019 500 Thereafter 15,500
25,059$
OCIP Letters of Credit: In May 2008, the Authority entered into two new separate irrevocable standby Letters of Credit with TD Bank, N.A. (formerly Commerce Bank) and Wachovia Bank in support of the Authority’s “Owner Controlled Insurance Program (OCIP).” Under this program, the Authority purchased coverage for all contractors working on major construction projects.
The Letter of Credit with Wells Fargo Bank (formerly Wachovia Bank) was for a four-year term in the amount of $5,000 with an expiration date of May 7, 2012. The Letter of Credit with TD Bank, N.A. (formerly Commerce Bank) was in an initial amount of $3,015 and automatically increased annually each May, in the amount of $816, until it expired on May 7, 2012.
Page 44 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 16. Commitments (Continued)
OCIP Letters of Credit (Continued): During 2012, the Authority extended its OCIP for a six-month period. As a consequence, in consultation with the insurance carrier, the Authority’s LOC requirement supporting the program was reduced by $5,000. The Letter of Credit with TD Bank, N.A. was renewed on May 7, 2012 in the amount of $5,462 to expire on December 31, 2013, and again renewed on December 11, 2013 to expire December 31, 2014. The OCIP Letter of Credit with Wells Fargo Bank, in the amount of $5,000, was not renewed.
At its April 12, 2014 meeting, the Authority’s Board passed resolution DRPA-14-052 to extend the OCIP from June 30, 2014 to December 31, 2014. In December 2014, the Authority extended the $5,462 letter of credit with TD Bank, to expire on December 31, 2015.
As of September 30, 2015, the unused amount of the Letter of Credit totaled $5,462. No drawdowns have been made against any Letter of Credit.
Direct Pay Letters of Credit (2008 Revenue Refunding Bonds): The Authority’s 2008 Revenue Refunding Bonds (Series A and B), are secured by irrevocable transferable Direct Pay Letters of Credit (DPLOC) issued by two credit providers, the Bank of America, N.A. and TD Bank, N.A., in the initial amounts of $172,600 and $191,800, respectively. The Authority entered into separate Reimbursement Agreements with each credit provider to facilitate the issuance of said DPLOCs.
Each Letter of Credit is in an original stated amount which is sufficient to pay the unpaid principal amount of and up to fifty-three (53) days of accrued interest (at a maximum interest rate of 12%) on the related 2008A Revenue Refunding Bonds or 2008B Revenue Refunding Bonds, when due, and the Purchase Price of the 2008A Revenue Refunding Bonds or the 2008B Revenue Refunding Bonds tendered or deemed tendered for purchase and not remarketed. The Credit Provider for the 2008A Revenue Refunding Bonds is only responsible for payments with respect to the 2008A Revenue Refunding Bonds for which the 2008A Letter of Credit was issued and the Credit Provider for the 2008B Revenue Refunding Bonds is only responsible for payments with respect to the 2008B Revenue Refunding Bonds for which the 2008B Letter of Credit was issued. The 2008A Letter of Credit and the 2008B Letter of Credit were renewed in July of 2010 and which expired in July of 2013.
As described in the Official Statement for the 2008 Revenue Refunding Bonds, “any draw under Letter of Credit for principal, interest or Purchase Price creates a reimbursement obligation on the part of the Authority that is secured by the 1998 Revenue Bond Indenture on a parity basis with the 2008 Revenue Refunding Bonds.” (Additional information related to this transaction and the accompanying Letters of Credit can be found under Note 12).
These letters of credit were renewed with the Bank of America, N.A. and TD Bank, N.A. in 2013. The new letters of credit with Bank of America, N.A. and TD Bank, N.A. expire on July 22, 2016 and December 31, 2017, respectively.
Letter of Credit Provider Ratings: Ratings for these banks as of September 30, 2015 are as follows: Long-Term Short-Term Moody's S&P Fitch* Moody's S&P Fitch*
Bank of America, N.A. (Series A) A2 A- A P-1 A-2 F1 Stable Negative Negative
TD Bank, N.A. (Series B) Aa1 AA- AA- P-1 A-1+ F1+ Stable Negative Stable * In April 2012, at the Authority’s request, Fitch Ratings assigned a rating of “A/F1” (stable outlook) to the Authority’s 2008 Series A Revenue Refunding Bonds, based on the DPLOC support provided by the Bank of America, N.A. (“A/F1”, stable outlook) on the bonds
Page 45 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 16. Commitments (Continued)
Direct Pay Letters of Credit (2010 Revenue Refunding Bonds): The Authority’s 2010 Revenue Refunding Bonds (Series A, B and C), were secured by irrevocable transferable Direct Pay Letters of Credit (DPLOC) issued by three credit providers, the Bank of America, N.A., JP Morgan Chase Bank, N.A. and PNC Bank, N.A. in the initial amounts of $152.6 million, $152.6 million and $50.9 million, respectively. The Authority entered into separate Reimbursement Agreements with each credit provider to facilitate the issuance of said DPLOCs. These DPLOC’s were terminated in March 2013, and replaced with new letters of credit from Royal Bank of Canada (Series A), Barclay’s Bank PLC (Series B), and Bank of New York Mellon (Series C). Those letters of credit have an expiration of March 18, 2016, March 20, 2015, and March 18, 2016, respectively. On February 18, 2015, Barclays Bank PLC (Series B) delivered a “Notice of Extension” to TD Bank (trustee for bonds), to extend the “stated Expiration Date” for the LOC to March 20, 2018.
Each Letter of Credit is an irrevocable transferable direct-pay obligation of the respective issuing Credit Provider to pay to the Trustee, upon request and in accordance with the terms thereof, amounts sufficient to pay the unpaid principal amount and up to fifty-three (53) days (or such greater number of days as required by the rating agencies) days’ accrued interest (at the maximum interest rate of 12%) on the related 2010 A Revenue Refunding Bonds, 2010 B Revenue Refunding Bonds or 2010 C Revenue Refunding Bonds when due, whether at the stated maturity thereof or upon acceleration or call for redemption, and amounts sufficient to pay the Purchase Price of the 2010 A Revenue Refunding Bonds, the 2010 B Revenue Refunding Bonds or the 2010 C Revenue Refunding Bonds, as applicable, tendered for purchase and not remarketed. A draw under a Letter of Credit for principal and interest or Purchase Price creates a Reimbursement Obligation (as defined in the 1998 Revenue Bond Indenture) on the part of the Authority.
Letter of Credit Provider Ratings: Ratings for these banks as of September 30, 2015 are as follows:
Long-Term Short-Term Moody's S&P Fitch Moody's S&P Fitch*
Royal Bank of Canada Aa3 AA- AA P-1 A-1+ F1+ Negative Negative Stable
Barclay's Bank PLC A2 A- A P-1 A-2 F1 Negative Stable Stable
Bank of New York Mellon Aa2 AA- AA- P-1 A-1+ F-1+ Stable Stable Stable
Page 46 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 16. Commitments (Continued)
Contractual Commitments: As of September 30, 2015 the Authority had board-approved contracts with remaining balances as follows:
Total Benjamin Franklin Bridge: Bridge and pavement repairs and inspection 7,811$ Temporary toll, clerical, administration and custodial workers 2,112 Toll revenue, transportation, processing and systems upgrade 6,265 ERP consulting services 10,420 Engineering services - program management and task orders 17,475 Other 5,875 Walt Whitman Bridge: Camera installation 75 Deck design, construction, rehabilitation and inspection 2,912 Suspension span stiffening 128,643 Suspension rope investigation and painting 57,117 Toll plaza substructure and pavement repair 6,321 Commodore Barry Bridge: Bridge painting phase I & II 13,983 Structural repairs and pavement markings 132 Admininistration building switchgear replacement 523 Betsy Ross Bridge: Resurfacing design services, structural repairs and inspection 14,343 PATCO System: Car overhaul program 115,807 Track rehabilitation across Ben Franklin Bridge 10,784 Emergency generator rectifier replacement 2,369 Westmont viaduct and track rehabilitation 11,969 Other 4,311 Other: One Port Center remedial investigation 202 Other equipment and system upgrades and maintenance 1,152 $ 420,600
Page 47 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 17. Bridge and PATCO Fare Schedules
Bridge Fares: On July 1, 2011, the approved new bridge toll schedule was implemented as follows:
Class 1 - Motorcycle 5.00$ Class 2 - Automobile 5.00 Class 3 - Two Axle Trucks 15.00 Class 4 - Three Axle Trucks 22.50 Class 5 - Four Axle Trucks 30.00 Class 6 - Five Axle Trucks 37.50 Class 7 - Six Axle Trucks 45.00 Class 8 - Bus 7.50 Class 9 - Bus 11.25 Class 10 - Senior Citizen (with 2 tickets only) 2.50 Class 13 - Auto with Trailer (1 axle) 8.75
PATCO Passenger Fares: On July 1, 2011, a new fare schedule was implemented as follows:
Lindenwold/Ashland/Woodcrest 3.00$ Haddonfield/West Haddonfield/Collingswood 2.60 Ferry Avenue 2.25 New Jersey 1.60 City Hall/Broadway/Philadelphia 1.40 Off-Peak Reduced Fare Program 0.70
As noted above, PATCO has a federally mandated reduced off-peak fare program for “elderly persons and persons with disabilities.” These off-peak rates increased from $0.62/trip to $0.70/trip.
In December 2014, the Authority’s Board of Commissioners passed DRPA-14-147 (DRPA Resolution Authorizing Deferral of Biennial CPI toll increase) which deferred the CPI-indexed biennial toll increase from January 1, 2015 to January 1, 2017 (See Note. 20, Subsequent Events for further information related to the toll schedule).
Note 18. New Governmental Accounting Pronouncements
The Governmental Accounting Standards Board (GASB) has issued several statements that have effective dates that may impact future financial presentations. Management has not completed the process of evaluating the impact the following statements will have on the financial statements but has determined that the effect of implementing GASB Statements No. 68 and No. 71 will be material to the financial statements.
GASB Statement No. 68, Accounting and Financial Reporting for Pensions - an amendment of GASB Statement No. 27, issued in June 2012, will be effective for the Authority beginning with the year ending December 31, 2015. This statement replaces the requirements of Statement No. 27, Accounting for Pensions by State and Local Governmental Employers and Statement No. 50, Pension Disclosures, as they relate to governments that provide pensions through pension plans administered as trusts or similar arrangements that meet certain criteria. Statement 68 requires governments providing defined benefit pensions to recognize their long-term obligation for pension benefits as a liability for the first time, and to more comprehensively and comparably measure the annual costs of pension benefits. The Statement also enhances accountability and transparency through revised and new note disclosures and required supplementary information (RSI).
Page 48 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 18. New Governmental Accounting Pronouncements (Continued)
GASB Statement No. 71, Pension Transition for Contributions Made Subsequent to Measurement Date, issued in November 2013, will be effective for the Authority beginning with the year ending December 31, 2015. This statement amends paragraph 137 of GASB Statement No. 68 to require that, at transition, a government recognize a beginning deferred outflow of resources for its pension contributions, if any, made subsequent to the measurement date of the beginning net pension liability. GASB Statement No. 68, as amended, continues to require that beginning balances for other deferred outflows of resources and deferred inflows of resources related to pensions be reported at transition only if it is practical to determine all such amounts. The provisions of GASB Statement No. 71 should be applied simultaneously with the provisions of GASB Statement No. 68.
In 2013, the Authority adopted GASB Statement No. 61, The Financial Reporting Entity: Omnibus an amendment of GASB Statements No. 14 and No. 34. This Statement is intended to improve financial reporting for a governmental financial reporting entity by improving guidance for including, presenting, and disclosing information about component units and equity interest transactions of a financial reporting entity.
Note 19. Blended Component Unit
In 2013, the Authority adopted GASB Statement No. 61, The Financial Reporting Entity: Omnibus an amendment of GASB Statements No. 14 and No. 34. This Statement intended to improve financial reporting for a governmental financial reporting entity by improving guidance for including, presenting, and disclosing information about component units and equity interest transactions of a financial reporting entity.
Port Authority Transit Corporation (PATCO) is a wholly-owned subsidiary of the DRPA, established to operate and maintain the rapid transit system owned and constructed by DRPA. PATCO and DRPA share the same Board of Commissioners. A financial benefit or burden relationship exists between DRPA and PATCO as DRPA subsidizes the losses of PATCO and intends to continue to do so. The financial results of PATCO have been blended with those of DRPA in the financial statements.
Rent of Transit System Facilities: All rapid transit system facilities used by PATCO are leased from the Authority, under terms of an agreement dated April 18, 1969 and amended June 3, 1974. The lease requires PATCO to operate and maintain the Locust-Lindenwold line. The terms of the amended agreement, which was made retroactive to January 1, 1974, and which is to continue from year to year, provide that PATCO pay a minimum annual rental of $6,122, which approximates the sum of the annual interest expense to the Authority for that portion of its indebtedness attributable to the construction and equipping of the leased facilities plus the provision for depreciation of the rapid transit facilities as recorded by the Authority. In addition, the lease requires PATCO to pay to the Authority any net earnings from operations for the Locust-Lindenwold line less a reasonable amount to be retained for working capital and operating reserves.
PATCO’s outstanding liability to the DRPA for period January 1, 1974 to September 30, 2015 related to this agreement totals $255,443.
Net Position: The net position totaling ($664,449) and ($644,424) as of September 30, 2015 and December 31, 2014, respectively, represents the total losses for PATCO since inception.
Condensed combining financial information applicable to DRPA and PATCO as of and for the period ending September 30, 2015 is as follows:
Page 49 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 19. Blended Component Unit (Continued)
September 30, 2015 DRPA PATCO Total
Current assets 747,331$ 13,202$ 760,533$ Receivable from primary government (878) 878 Noncurrent assets 170,771 170,771 Capital assets 1,407,483 1,407,483 Other assets 15,589 15,589
Total assets 2,340,297 14,080 2,354,377
Deferred outflows of resources 127,125 127,125
Total assets and deferred outflows of resources 2,467,423 14,080 2,481,503
Current liabilities 99,326.30 6,484 105,810 Payables to primary government: Lease agreement (255,443) 255,443 Advances from DRPA (402,688) 402,688 Noncurrent liabilities 1,690,351 13,914 1,702,862
Total liabilities 1,130,143 678,529 1,808,672 Net investment in capital assets 170,796 170,796 Restricted 185,605 185,605 Unrestricted 980,878 (664,449) 316,429
Total net position 1,337,279$ (664,449)$ 672,831$
Page 50 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 19. Blended Component Unit (Continued)
Condensed combining financial information applicable to DRPA and PATCO as of and for the period ended September 30, 2015 is as follows (continued): September 30, 2015 DRPA PATCO Total
Operating revenues Bridge revenues 234,863$ - 234,863$ Transit systems - 19,626 19,626 Other 30 - 30 Total operating revenues 234,893 19,626 254,519 Operating expenses Operations 69,998 37,483 107,482 Depreciation 43,035 43,035 Total operating expenses 113,033 37,483 150,517 Operating income 121,859 (17,857) 104,002
Nonoperating revenues (expenses) Interest expense (59,820) (59,820) Economic development activities (1,330) (1,330) Lease rental 4,591 (4,591) Other 6,415 2,424 8,839 Total nonoperating revenues (expenses) (50,144) (2,167) 52,311 Capital contributions 33,295 - 33,295 Change in net position 105,010 (20,025) 84,986 Net position, January 1 1,232,269 (644,424) 587,845
Net position, September 30 1,337,279$ (664,449)$ 672,831$
September 30, 2015 DRPA PATCO Total Net cash provided by (used in) operating activities 144,431$ (16,499)$ 127,932$ Net cash provided by (used in) capital and non capital related financing activities (196,861) 18,357 (178,504) Net cash provided by (used in) investing activities 48,749 - 48,749
Net increase in cash and cash equivalents (3,681) 1,857 (1,823) Cash and cash equivalents, January 1 33,234 1,062 34,296
Cash and cash equivalents, September 30 29,554$ 2,919$ 32,472$
Page 51 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 19. Blended Component Unit (Continued)
Condensed combining financial information applicable to DRPA and PATCO as of and for the year ended December 31, 2014 is as follows:
Page 52 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 19. Blended Component Unit (Continued) Condensed combining financial information applicable to DRPA and PATCO as of and for the year ended December 31, 2014 is as follows (continued):
Page 53 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 20. Subsequent Events
Status of Union Labor Negotiations: The status of contract negotiations with four (4) unions is described below:
1.) IUOE: The collective bargaining agreement between the Authority and the IUOE expired on December 31, 2012. Employees continue to work with an expired contract while contract negotiations are ongoing.
2.) FOP Contract: The second largest labor organization representing Authority personnel is FOP Local 30 (representing Authority and PATCO patrol officers, corporals and sergeants). The parties concluded interest arbitration litigation in the Federal District Court, Camden, New Jersey and received the interest arbitration decision on February 24, 2015. A finalized contract is forthcoming.
In its November 18, 2015 meeting, the Authority’s Board approved a Collective Bargaining Agreement (CBA), which has been approved by FOP Lodge 30 (DRPA-15-145). The contract covers the period from January 1, 2010 through December 31, 2017.
3.) Teamsters: PATCO has a collective bargaining agreement with Teamsters’ Union Local 676, representing operating and maintenance personnel at PATCO, which expired on May 31, 2011. Currently the parties are involved in contract negotiations and the employees continue to work with an expired contract.
4.) IBEW: The collective bargaining agreement with the IBEW expired by its terms on December 31, 2011. Employees continue to work with an expired contract while contract negotiations are ongoing. The collective bargaining agreement between the Authority and the IUOE expired on December 31, 2012. Employees continue to work with an expired contract while contract negotiations are ongoing.
The collective bargaining agreement between the Authority and the IUOE expired on December 31, 2012. Employees continue to work with an expired contract while contract negotiations are ongoing.
Federal Subpoena: The Authority was served with a Federal Grand Jury Subpoena in March 2013 requiring document production concerning economic development spending from 2008. The Authority retained Special Counsel, fully cooperated, and has been open and transparent in providing responsive information. Compliance costs and counsel fees were significant, but did not materially impact the Authority's financial position. On March 31, 2015, the Authority was granted permission by the government to lift the litigation hold in this matter. There has been no recent activity.
Reinstitution of Commuter E-ZPass Discount: At its July 2015 meeting, the Authority’s Board approved a resolution DRPA 15-090 (“Authorize Amendment to Current DRPA Bridge Toll Schedule to Include Discounted Tolling for Certain Passenger Vehicles Making Minimum Number of Tolled-Crossings over DRPA Bridges and Related Actions”), to re-implement an $18 credit/18 trips per month for commuter passenger vehicles in the NJ E-ZPass system (the Authority is a member of this consortium.). Programming to implement this initiative was finalized and the new commuter discount became effective on December 1, 2015. The projected reduction in revenues will be approximately $6.4 million annually, if fully implemented.
Page 54 NOTES TO COMBINED FINANCIAL STATEMENTS For the Period Ended September 30, 2015 (Dollars in Thousands)
Note 20. Subsequent Events (Continued)
Conduit Financing – DRPA LEAP Academy University Charter School Bonds, Series 2003: LEAP Academy has elected to optionally redeem the DRPA Charter School Project Bonds of 2003 in order to reduce its borrowing costs. (The Authority opted not to participate in this refinancing effort so the redeemed bonds were replaced with bonds issued through another agency).
On September 3, LEAP issued a conditional “Borrower’s Notice of Redemption” which was sent to the Bond Trustee, indicating its intention to redeem the remaining $5.825 million in principal outstanding on the bond issue, on October 6, 2015. On October 6, these bonds were fully redeemed and are no longer outstanding.
Economic Development Loan (LEAP Academy) – LEAP Academy fully paid off the principal and interest (in the amount of $1.01 million) due on its existing loan with the Authority in December, 2015.
2015 OPEB Contribution- In December the Authority contributed $5.0 million to its OPEB Trust. In addition, at its December Board meeting, the Authority authorized up to a $ 5 million contribution to the OPEB trust in its 2016 budget
Passage of DRPA/PATCO Operating Budgets and 5-Year Capital Plan: At its December meeting, the Authority’s Board approved the DRPA and PATCO operating budgets in the amounts of $93.6 million and $54.5 million, respectively.
As required by its Bond Indentures, the Authority filed “annual budgets” with its two bond trustees for its Revenue and Revenue Refunding Bonds, and its Port District Project Bond issues prior to the December 31, 2015 deadline. In addition the Authority filed a resolution with TD Bank Securities certifying that it would exceed the calculated “Net Revenue Requirement” for both 2015 and 2016, by an estimated $69.4 million and $50.4 million, respectively.
In November, the Authority’s Board passed the 5-year capital plan, which authorizes capital expenditures not-to-exceed $166.5 million (net of federal and other grants) during 2016. (Estimated grant funding for 2016 is approximately $18.9 million) The total 5-year capital plan estimates $728.2 million in total net capital expenditures in the period 2016 through 2020.
Note: The 2016 DRPA and PATCO operating budgets and the 2016 Capital Plan can be found on DRPA’s website, www.drpa.org, in the “About Us” section and the subsection “Budget/Financial Information.”
Page 55 Schedule 1 DELAWARE RIVER PORT AUTHORITY CASH & CASH EQUIVALENTS September 30, 2015
REVENUE FUND: Cash on hand: Change funds for bridges $18,500.00 Undeposited tolls and ticket sales 1,317,735.74 1,336,235.74
Santander 4,872.25 TD Bank N.A. 1,726,825.15 Bank of America 519,450.38 Bank Of New York Mellon 521.55 Wells Fargo Bank 154,304.76 $3,742,209.83
1998 PORT DISTRICT PROJECT FUND: Santander 4,107.65
1999 PORT DISTRICT PROJECT FUND: Wells Fargo Bank 473,157.54
1999 PROJECT FUND: Santander 59,565.78
GENERAL FUND: Cash on hand - change and working funds for PATCO Transit System Stations 229,562.61 Wells Fargo Bank 838,738.04 Santander 37,312.48 Bank Of New York Mellon 141,935.63 TD Bank N.A. 26,945,891.79 28,193,440.55
Total $32,472,481.35
Page 56 Schedule 2 DELAWARE RIVER PORT AUTHORITY INVESTMENTS September 30, 2015
ParValue FairValue REVENUE FUND: AIMMoneyMarket $ 13,913,077 13,913,077 MellonBankMoneyMarket 1,057,000 1,057,000 $ 14,970,077 14,970,077
MAINTENANCE RESERVE FUND (Restricted): Goldman Sachs Money Market $ 4,578,132 4,836,880
1999 PDP DEBT SERVICE FUND (Restricted): Federated Treasury Cash Series II $ 3,418,705 3,418,705
2012 PDP DEBT SERVICE FUND (Restricted): Goldman Sachs Money Market $ 6,292,807 6,292,807
2010 DEBT SERVICE FUND (Restricted): Goldman Sachs Money Market $ 3,858,451 3,858,451
2013 DEBT SERVICE FUND (Restricted): Goldman Sachs Money Market $ 5,916,208 5,916,208
2008 DEBT SERVICE FUND (Restricted): Goldman Sachs Money Market $ 14,266,846 14,266,846
1998B BOND RESERVE FUND (Restricted): GoldmanSachsMoneyMarket $ 77,182,646 77,182,646 Abbey National N.A. Paper due 01/04/16 (includes accrued interest) 40,830,000 40,233,383 $ 118,012,646 117,416,030
2010 REVENUE REFUNDING DEBT SERVICE FUND (Restricted): Goldman Sachs Money Market $ 16,489,565 16,489,565
2012 PORT DISTRICT DEBT SERVICE RESERVE FUND (Restricted): Abbey National N.A. Paper due 01/04/2016 (includes accrued interest) $ 10,745,000 10,587,992 GoldmanSachsTreasuryObligationMoneyMarket 8,668,753 8,668,753 $ 19,413,753 19,256,744
GENERAL FUND: AIMMoneyMarket $ 75,085,878 75,085,878 PFM Cash Reserve Money Market 696,944 696,944 UBSInvestments 35,187,643 32,133,284 MorganStanley/DeanWitterInvestments 28,344,768 27,033,377 SwarthmoreGroupInvestments 53,975,484 54,083,863 HaverfordTrustInvestments 11,973,229 5,426,387 HaverfordTrustC/D 6,408,963 6,408,963 TDBankInvestmentAccount 13,642,020 13,642,020 WFCapResPay-as-You-GoMoneyMarket 264,359,037 264,359,037 USTreasuryBillsdue07/01/15 2,655,629 2,655,000 Unrealized loss on investments 2,262,514 (2,262,514) $ 494,592,110 479,262,239
Page 57 Schedule 2 DELAWARE RIVER PORT AUTHORITY INVESTMENTS September 30, 2015
1998 PORT DISTRICT PROJECT FUND: PFM Cash Reserve Money Market $ 312 312
1999 PORT DISTRICT PROJECT FUND Goldman Sachs Money Market $ 14,126,323 14,126,323
2001 PORT DISTRICT PROJECT FUND: Goldman Sachs Money Market $ 949,629 949,629
2013 REVENUE BOND PROJECT FUND: WellsFargoMoneyMarkets $ 170,771,285 170,771,285
Total investments $ 887,656,850 871,832,102
Page 58 DELAWARE RIVER PORT AUTHORITY Schedule 3 INTEREST INCOME BY FUND
Period Ended
9/30/2015 9/30/2014 Revenue Fund $273,009 $270,078 Maintenance Reserve Fund 148,355 146,954 1998 Port Project Fund 0 1 1999 Port Project Fund 654 880 2001 Port Project Fund 44 60 1998 Port District Debt Service Fund 165 165 2010 Debt Service Fund A, B, C 379 363 2010 Debt Service Fund D 216 179 1998 Bond Reserve Fund 1,761,998 1,762,153 2012 Port Debt Service Reserve Fund 463,165 463,157 2008 Debt Service Fund 328 316.83 2013 Project Fund 137,670 120,841 2013 Debt Service Fund 215 226 General Fund 3,256,300 1,820,295 6,042,497 4,585,669
Page 59 Schedule 4 DELAWARE RIVER PORT AUTHORITY BRIDGE REVENUES AND OPERATING EXPENSES FOR THE PERIODS INDICATED
Period Ended Second Quarter 9/30/2015 9/30/2014 2015 2014 BENJAMIN FRANKLIN BRIDGE Operating revenues: Bridge tolls $73,466,287.74 $74,185,878.10 $24,873,256.51 $25,611,550.55 Other 4,899,599.76 6,155,230.19 1,499,765.49 996,560.90 Total operating revenues 78,365,887.50 80,341,108.29 26,373,022.00 26,608,111.45 Operating expenses 12,199,131.31 10,447,591.50 4,722,223.41 2,715,921.95 Net operating revenues $66,166,756.19 $69,893,516.79 $21,650,798.59 $23,892,189.50
WALT WHITMAN BRIDGE Operating revenues: Bridge tolls $91,929,451.97 $87,060,036.22 $33,866,053.43 $32,239,605.94 Other 205,291.31 210,779.30 69,571.66 66,651.32 Total operating revenues 92,134,743.28 87,270,815.52 33,935,625.09 32,306,257.26 Operating expenses 11,965,491.70 11,471,432.04 4,699,806.62 3,954,322.81 Net operating revenues $80,169,251.58 $75,799,383.48 $29,235,818.47 $28,351,934.45
COMMODORE BARRY BRIDGE Operating revenues: Bridge tolls $39,054,390.14 $37,247,324.72 $14,480,817.39 $13,841,535.71 Other 0.00 0.00 0.00 0.00 Total operating revenues 39,054,390.14 37,247,324.72 14,480,817.39 13,841,535.71 Operating expenses 5,397,697.54 5,643,047.99 2,000,390.17 2,188,641.78 Net operating revenues $33,656,692.60 $31,604,276.73 $12,480,427.22 $11,652,893.93
BETSY ROSS BRIDGE Operating revenues: Bridge tolls $25,307,496.20 $24,631,955.97 $8,815,789.99 $8,615,468.09 Other 0.00 0.00 0.00 0.00 Total operating revenues 25,307,496.20 24,631,955.97 8,815,789.99 8,615,468.09 Operating expenses 5,897,443.16 5,767,624.43 2,300,875.13 2,012,897.83 Net operating revenues $19,410,053.04 $18,864,331.54 $6,514,914.86 $6,602,570.26
COMBINED TOTALS Operating revenues: Bridge tolls $229,757,626.05 $223,125,195.01 $82,035,917.32 $80,308,160.29 Other 5,104,891.07 6,366,009.49 1,569,337.15 1,063,212.22 Total operating revenues 234,862,517.12 229,491,204.50 83,605,254.47 81,371,372.51 Operating expenses 35,459,763.71 33,329,695.96 13,723,295.33 10,871,784.37 Net operating revenues $199,402,753.41 $196,161,508.54 $69,881,959.14 $70,499,588.14
Page 60 Schedule 5 DELAWARE RIVER PORT AUTHORITY ECONOMIC DEVELOPMENT ACTIVITY FOR THE PERIOD ENDED SEPTEMBER 30, 2015
2015 YTD Activity Period Ended (New Loans and 09/30/15 12/31/14 Principal Payments) ECONOMIC DEVELOPMENT LOANS: Cooper River Boathouse 670,839$ 706,016$ (35,176)$ Camden Yards Steel Co. -$ -$ -$ LEAP Academy 1,029,110$ 1,212,665$ (183,556)$ Victor Lofts -$ 2,976,762$ (2,976,762)$ Camden Aquarium 13,836,485$ 14,188,179$ (351,694)$ Home Line Furniture 177,458$ 204,206$ (26,748)$ Total Loans 15,713,892$ 19,287,828$ (3,573,935)$
Provision for loan losses (1,344,551)$ (1,344,551)$ -$
Total Loans per Balance Sheet - Net 14,369,342$ 17,943,277$ (3,573,935)$
Page 61 OPERATIONS & MAINTENANCE 1 DELAWARE RIVER PORT AUTHORITY
2 Operations and Maintenance Committee Meeting
3 One Port Center 2 Riverside Drive 4 Camden, New Jersey
5 Tuesday, February 2, 2016
6 Committee Members:
7 Albert Frattali, O&M Chairman Rohan Hepkins, O&M Vice Chairman 8 Richard Sweeney E. Frank DiAntonio 9 Carl Singley, Esq. (via telephone) Timothy Reese, Pennsylvania State Treasurer 10 (via telephone)
11 Others Present:
12 Amy Herbold, Senior Counsel, New Jersey Governor's Authorities Unit 13 Chelsea Guzowski, Director of Special Projects, Pennsylvania Governor's Office of the Budget 14 David Dix, Assistant to Chairman Boyer
15 DRPA/PATCO Staff:
16 John Hanson, Chief Executive Officer/President Maria J. Wing, Deputy Chief Executive Officer 17 Raymond Santarelli, General Counsel and Corporate Secretary 18 Stephen Holden, Deputy General Counsel Kathleen Vandy, Assistant General Counsel 19 Richard J. Mosback, Jr., Assistant General Counsel Gerald Faber, Assistant General Counsel 20 Dan Auletto, Acting Chief Operations Officer Toni Brown, Chief Administrative Officer 21 Michael Venuto, Chief Engineer John Viniski, Manager, Engineering - Planning & Design 22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 DRPA/PATCO Staff: (Continued)
2 Ashok Patel, Manager, Engineering - Construction & Maintenance 3 Edward Montgomery, Principal Engineer, Engineering William Shanahan, Director, Government Relations 4 Mark Lopez, Manager, Government Relations Barbara Holcomb, Manager of Capital Grants, Government 5 Relations Steve Reiners, Director, Fleet Management 6 Kyle Anderson, Director of Corporate Communications Ann DuVall, Project Analyst, Office of the CAO 7 Amy Ash, Contract Administrator, Contract Administration 8 John Rink, General Manager, PATCO Kathleen Imperatore, Director of Fare Collection, 9 PATCO Sheila Milner, Administrative Coordinator 10 Elizabeth McGee, Acting Records Manager
11
12
13
14
15
16
17
18
19
20
21
22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 INDEX
2 Page
3 Roll Call 5
4 Executive Session 6
5 Professional Services for 2016 Biennial Inspection 6 of the Betsy Ross Bridge 6 Professional Services for 2016 Biennial Inspection 6 7 of the Benjamin Franklin Bridge
8 Professional Services for 2016 Biennial Inspection 6 of the Walt Whitman Bridge 9 Professional Services for 2016 Biennial Inspection 6 10 of the Commodore Barry Bridge
11 Professional Services for 2016 Biennial Inspection of PATCO 6 12 Design Services for Benjamin Franklin Bridge 13 Main Cable Investigation and Dehumidification 9
14 Contract No. BF-45-2016, Benjamin Franklin Bridge 5th Street Tunnel Priority Wall Repairs 12 15 PARTSWG Transit Contract Intelligence Analysts, 16 Phase IV 14
17 Approval of Title VI Submission to Federal Transit Administration 15 18 Weed Control and Vegetation Management for Four 19 Bridge Facilities and PATCO 19
20 Procurement of one (1) 2016 Johnson VT Street Sweeper 20 21 Procurement of three (3) 2016 Kubota Tractors 21 22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 INDEX (Continued)
2 Page
3 Procurement of three (3) 2016 Ford Escapes and one (1) 2016 Ford Transit Van 27 4 Temporary Transit Ambassadors 28 5 General Discussion 6 Spending Tracking 30 7 Adjournment 31 8
9
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 PROCEEDINGS
2 (9:04 a.m.)
3 CHAIRMAN FRATTALI: I'd like to call to order
4 the meeting of the Operations and Maintenance
5 Committee of the Delaware River Port Authority and
6 have the Corporate Secretary call the roll.
7 MR. SANTARELLI: Good morning. Chairman
8 Frattali?
9 CHAIRMAN FRATTALI: Here.
10 MR. SANTARELLI: Commissioner Fentress?
11 Commissioner DiAntonio?
12 COMMISSIONER DiANTONIO: Here.
13 MR. SANTARELLI: Commissioner Sweeney?
14 COMMISSIONER SWEENEY: Here.
15 MR. SANTARELLI: Commissioner Hepkins?
16 COMMISSIONER HEPKINS: Here.
17 MR. SANTARELLI: Commissioner Fiol-Silva?
18 Treasurer Reese?
19 TREASURER REESE: Here.
20 MR. SANTARELLI: Commissioner Singley?
21 COMMISSIONER SINGLEY: Present.
22 MR. SANTARELLI: Thank you. You have a
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 quorum.
2 CHAIRMAN FRATTALI: At this time, I'd like to
3 call for a motion to go into Executive Session. The
4 decisions made in Executive Session will be made
5 public when the issues are resolved. Do I have a
6 motion?
7 COMMISSIONER DiANTONIO: So moved.
8 CHAIRMAN FRATTALI: Second?
9 COMMISSIONER SWEENEY: Second.
10 CHAIRMAN FRATTALI: All in favor?
11 ALL: Aye.
12 CHAIRMAN FRATTALI: All right, we're in
13 Executive Session. If anyone has to leave, leave.
14 (Off the record at 9:05 a.m.)
15 (On the record at 9:37 a.m.)
16 CHAIRMAN FRATTALI: We've got a pretty big
17 agenda, so we want to move. That means to keep the
18 comments short. There are 14 items on the agenda for
19 Open Session. The first item is Professional Services
20 for 2016 Biennial Inspection of the Betsy Ross Bridge.
21 MR. VENUTO: John's going to take it.
22 MR. VINISKI: Good morning, Commissioners.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 I'm John Viniski. I'm stepping in for Mike Venuto for
2 this presentation. As part of our General Bond
3 Resolution and Bond Indenture, the Authority is
4 obligated to perform a biennial inspection on all of
5 our facilities.
6 Before I get into this, I'd like to recognize
7 Ed Montgomery. Ed Montgomery is a valuable -- he's
8 the handsome, studious gentleman in the white shirt in
9 the corner and he pulls these biennial inspections
10 together. It's not an easy chore. I did it a number
11 of years ago and I know there is a lot involved with
12 it. It probably starts in the summer, putting this
13 stuff together; then it arrives here for Board
14 execution.
15 Ed's job doesn't stop once the contracts are
16 executed. He follows these contracts into the
17 inspection process. I know it's a full-time job. At
18 times, I thought this position/work assignment
19 actually deserves to be known as Manager of Biennial
20 Inspection because there is a lot of work involved.
21 With that said, would you want me to go
22 through all five contracts collectively for approval?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 8
1 CHAIRMAN FRATTALI: Yes, do them all at once.
2 MR. VINISKI: I'll take care of it in that
3 manner. First is the Betsy Ross Bridge. These
4 contracts were competitively selected. We had the
5 work on our website for qualified firms to actively
6 participate. We went through a competitive selection
7 process and we have arrived at the following firms.
8 They were the top-ranked firms and we negotiated the
9 prices that we feel are fair and reasonable.
10 The first facility is the Betsy Ross Bridge.
11 The consultant for that facility will be AECOM, in the
12 amount of $485,000.
13 The second facility is the Benjamin Franklin
14 Bridge. HAKS Engineers is the selected firm, in the
15 amount of $584,000.
16 The third project is the Walt Whitman Bridge
17 and the top-ranked firm is Modjeski & Masters, in the
18 amount of $791,000.
19 The fourth facility is the Commodore Barry
20 Bridge. HNTB Corporation is the selected firm, in the
21 amount of $654,000.
22 PATCO facilities. The selected firm is
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 9
1 Remington & Vernick, in the amount of $353,000.
2 Unless there are any questions, we now seek
3 Committee approval to move these contracts forward to
4 the Board.
5 CHAIRMAN FRATTALI: Any questions? Seeing
6 none, I need a motion.
7 COMMISSIONER DiANTONIO: So moved.
8 CHAIRMAN FRATTALI: Second?
9 COMMISSIONER HEPKINS: Second.
10 CHAIRMAN FRATTALI: All in favor?
11 ALL: Aye.
12 CHAIRMAN FRATTALI: All opposed? The ayes
13 have it.
14 The next item is Design Services for the Ben
15 Franklin Bridge Main Cable Investigation and
16 Dehumidification. John, are you going to take that
17 again?
18 MR. VINISKI: Yes. What I would like to do
19 first of all is to preface my discussion with the fact
20 that the Benjamin Franklin Bridge is our oldest
21 facility at the Port Authority. The bridge is
22 approaching 100 years of age; we're at 92 and fast
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 10
1 approaching 100. We certainly would like to see this
2 bridge propel itself for another 100 years. So, in
3 that endeavor, the main cables of our Benjamin
4 Franklin Bridge will need preventive care.
5 This project for the main cable
6 dehumidification is a two-part project. The first
7 part is an internal inspection.
8 Just stepping back, during the biennial
9 inspection for the Ben Franklin Bridge and the Walt
10 Whitman Bridge they do an exterior inspection of the
11 main cable, the coating, the seals at the bands, the
12 suspender ropes. Everything is exterior on our
13 biennial inspection. The first phase of work on this
14 particular project will be an internal inspection.
15 The cable will be opened up and wedged.
16 We will be looking at five locations on the main
17 spans. One area has been a problem area that was
18 identified back in the late 1990s, and it is still
19 continually monitored. As part of this inspection, it
20 will be further monitored.
21 Our factor of safety on the bridge has dropped
22 from the original design of 4.25 to 2.44. We want to
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 11
1 maintain the health of this bridge. A factor of 2.44
2 is adequate for our bridge; we want to maintain it at
3 2.44. So, as part of this first phase of work, we are
4 going to do continuing monitoring.
5 Consultants in the past have recommended that
6 the monitoring be done on a six- or seven-year basis.
7 It's not cheap. It's not easy. Workers that are up
8 there have to work in an environment with protective
9 suits because we have lead-based paste on the parallel
10 wires. It's not an easy chore. It's easy to inspect
11 the wires from the top face, but when they have to
12 wedge themselves on the underside, they get on their
13 backs. They are looking up into the cavity of the
14 wedge areas. It's not pleasant work whatsoever. So,
15 that's the first phase of work for this project.
16 The second phase is that we're looking to
17 protect this cable in the future. The recommendation
18 from many consultants is to go into dehumidification.
19 We went through a very intense process of
20 selecting the best, top-ranked firm to perform this
21 work. That firm is Weidlinger. They have a partner
22 that has done this work also. They have 10, 11
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 12
1 similar projects for cable dehumidification under
2 their belt, so this isn't a first time for this firm.
3 With that said, we recommend that the
4 Committee move this SS&R for a contract with
5 Weidlinger Associates to the next Board meeting for
6 approval. It's in the negotiated amount of $3,541,700
7 for both phases of work.
8 If there are any questions on any particular
9 portions of the work, I'd be glad to try to answer
10 them.
11 CHAIRMAN FRATTALI: Any questions? Seeing
12 none, I need a motion to move the resolution to the
13 next Board meeting for approval.
14 COMMISSIONER DiANTONIO: So moved.
15 CHAIRMAN FRATTALI: Second?
16 COMMISSIONER SWEENEY: Second.
17 CHAIRMAN FRATTALI: All in favor?
18 ALL: Aye.
19 CHAIRMAN FRATTALI: Any opposed? The ayes
20 have it.
21 The next item is Contract Number BF-45-2016,
22 Ben Franklin Bridge 5th Street Tunnel Priority Wall
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 13
1 Repairs. Ash?
2 MR. PATEL: Yes. We are going to amend the
3 existing contract, BF-37-2013, and we'd like to
4 expedite this project because of the mid-July
5 Democratic National Convention. We'd like the Board
6 to authorize staff to negotiate a construction
7 contract to perform the work under this contract that
8 includes: demolition of deteriorated concrete of the
9 5th Street Tunnel portal walls; installation of a
10 bridge barrier guardrail system; blast cleaning and
11 painting the lead-coated steel surfaces of the
12 concrete and overhead stringers; sidewalk and curb
13 reconstruction; replacement of tunnel lighting; crack
14 repairs; and other associated work.
15 We will have a bid opening February 11th. We
16 would like to present this Summary Statement at the
17 next Board meeting, February 17th.
18 CHAIRMAN FRATTALI: Any questions?
19 Seeing none, I need a motion to move the resolution to
20 the next Board meeting for approval.
21
22 COMMISSIONER HEPKINS: So moved.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 14
1 CHAIRMAN FRATTALI: Second?
2 COMMISSIONER SWEENEY: Second.
3 CHAIRMAN FRATTALI: All in favor?
4 ALL: Aye.
5 CHAIRMAN FRATTALI: Any opposed? The ayes
6 have it.
7 The next item is PARTSWG Transit Contract
8 Intelligence Analysts, Phase 4. Bill?
9 MR. SHANAHAN: Good morning, Mr. Chairman and
10 members of the Committee. We will ask the Board to
11 approve a contract with CRA, Inc., a GSA contractor.
12 CRA provides training and certified contract
13 intelligence analysts that staff our transit security
14 desk at the DVIC. Of course, you know the DVIC is the
15 Delaware Valley Intelligence Center. It is the
16 regional all-source law enforcement intelligence
17 vision center.
18 As you can see, these are the latest drafts of
19 the bus posters that go out there. So when somebody
20 uses this service, they can call, text, or use the
21 app. It goes into the transit desk, which we set up,
22 which is staffed by these analysts. This is 100
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 15
1 percent funded by grant money. It is in the sum of
2 $620,000. It's coming from FY2015 Transit Grant
3 Security Program money provided by DHS.
4 CHAIRMAN FRATTALI: Any questions? Seeing
5 none, I need a motion to move the CRA resolution to
6 the next Board meeting for approval.
7 COMMISSIONER DiANTONIO: So moved.
8 CHAIRMAN FRATTALI: Second?
9 COMMISSIONER HEPKINS: Second.
10 CHAIRMAN FRATTALI: All in favor?
11 ALL: Aye.
12 CHAIRMAN FRATTALI: Any opposed? The ayes
13 have it.
14 The next item is Approval of Title VI
15 Submission to Federal Transit Administration.
16 MS. BROWN: Good morning, Commissioners. As
17 noted, Title VI of the Civil Rights Act of 1964
18 prohibits discrimination on the basis of race, color,
19 and national origin in any programs and activities for
20 which we seek federal financial assistance. DRPA does
21 receive financial assistance from the FTA for PATCO,
22 and as such, Title VI compliance is required for
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 16
1 continued funding.
2 As a condition of receiving the federal
3 funding, PATCO is required to submit a Title VI
4 program every three years. The last time we submitted
5 this program was in 2013. It was approved. Our next
6 submission is due on or before April 1, 2016.
7 What we are proposing to submit to the FTA
8 builds on an already successful program. It is in
9 front of you this morning for your review and
10 consideration. The only thing we want to point out
11 for you at this time is that this program that we
12 propose to submit does include three enhancements.
13 The first enhancement is a comprehensive
14 public participation plan. This plan outlines the
15 steps our Agency proposes to take in the event that we
16 were to propose a fare or toll increase. It also
17 outlines the communication plan that we would put into
18 place if we were to have a route change.
19 Finally, at pages 63 through 68 of the plan,
20 we have outlined for you a number of initiatives that
21 we put into place to help those who are considered
22 ‘limited English proficient’ in accessing PATCO's
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 17
1 services.
2 The second enhancement is our language
3 assistance plan. It has been enhanced to include a
4 number of resource tools that will also assist limited
5 English proficient individuals in accessing our PATCO
6 services.
7 Finally, the FTA requires that we survey all
8 of our riders in order to collect and report on
9 certain demographic and ridership information. We
10 partnered with the Delaware Valley Regional Planning
11 Commission, the DVRPC, to survey a random number of
12 PATCO customers in October 2015.
13 The FTA directed all grant recipients to move
14 away from using paper surveys, so DVRPC provided
15 tablets for this survey. We were able to get 3,340
16 completed surveys from customers of PATCO. The data
17 from the survey has been detailed for you. It was
18 analyzed by DVRPC and detailed for you starting at
19 page 85 of the submission.
20 The booklet is quite voluminous. It provides
21 20 specific sections which would make us compliant
22 with the FTA. The next steps at this point, assuming
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 18
1 this Committee approves this submission, would be for
2 it to be presented to the full Board for its
3 consideration. After the veto period expires, we
4 would upload this program electronically into FTA's
5 tram system.
6 At this point, I would like to recognize the
7 members of the 19-member, cross-functional Title VI
8 team. Although I served as the project's sponsor, the
9 project lead was Ann DuVall, a project analyst in the
10 Office of the Chief Administrative Officer. There are
11 also nine other members of this cross-functional team,
12 and I would ask that they please stand at this time so
13 that they might be recognized by the Committee as
14 well.
15 (Applause)
16 MS. BROWN: Thank you very much.
17 CHAIRMAN FRATTALI: Are there any questions?
18 Seeing none, I need a motion to move the Title VI
19 submission to the Board for approval.
20 COMMISSIONER HEPKINS: So moved.
21 CHAIRMAN FRATTALI: Second?
22 COMMISSIONER DiANTONIO: Second.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 19
1 CHAIRMAN FRATTALI: All in favor?
2 ALL: Aye.
3 CHAIRMAN FRATTALI: Any opposed? The ayes
4 have it.
5 The next item is Weed Control and Vegetation
6 Management for the four Bridge Facilities. Dan?
7 MR. AULETTO: Good morning, Mr. Chairman,
8 Commissioners. This is a proposal that the Board
9 authorize staff to enter into a three-year contract
10 with Weed, Incorporated, of Aston, PA, for vegetation
11 management and weed control services for DRPA and
12 PATCO.
13 Weed, Incorporated has been in business since
14 1966 with an experienced staff and technicians and
15 applicators. Weed, Incorporated was the lowest
16 responsible bid, and staff recommends that the
17 contract be awarded to Weeds, Incorporated for the
18 amount of $182,100. Thank you.
19 CHAIRMAN FRATTALI: Any questions? Seeing
20 none, I need a motion to move this resolution to the
21 Board for approval.
22 COMMISSIONER SWEENEY: Move the motion.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 20
1 COMMISSIONER DiANTONIO: Second.
2 CHAIRMAN FRATTALI: All in favor?
3 ALL: Aye.
4 CHAIRMAN FRATTALI: Any opposed?
5 All right, the next item is Procurement of one
6 2016 Johnson VT Street Sweeper. Mr. Reiners?
7 MR. REINERS: Good morning, Commissioners.
8 We're asking the Board to authorize staff to negotiate
9 a contract with U.S. Municipal, a state contract
10 vendor under the Co-Stars PA Program to purchase a
11 Johnson VT Street Sweeper for $269,758. This is under
12 the Pennsylvania state contract at this point, and it
13 is covered under the Capital Budget for 2016.
14 CHAIRMAN FRATTALI: Any questions? Seeing
15 none, I need a motion to move this resolution to the
16 Board for approval.
17 COMMISSIONER DiANTONIO: So moved.
18 CHAIRMAN FRATTALI: Second?
19 COMMISSIONER SWEENEY: Second.
20 CHAIRMAN FRATTALI: All in favor?
21 ALL: Aye.
22 CHAIRMAN FRATTALI: Any opposed?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 21
1 The next item is Procurement of Three 2016
2 Kubota Tractors. Mr. Reiners?
3 MR. REINERS: Again, we are asking the Board
4 to authorize the staff to negotiate a purchase
5 contract with CH Waltz Sons, Incorporated, to purchase
6 two M7060HD tractors and one Kubota tractor B2650 in
7 the total amount of $131,068.48. CH Waltz Sons is
8 under a Co-Stars contract under the State of
9 Pennsylvania. It provides best practice pricing for
10 this.
11 These tractors will be used to maintain the
12 facilities in the summertime, cutting grass. We will
13 also use these tractors at PATCO in the wintertime to
14 remove snow and ice.
15 CHAIRMAN FRATTALI: We have a few questions.
16 MR. REINERS: Yes, sir.
17 COMMISSIONER DiANTONIO: Are there any other
18 bidders that go with this?
19 MR. REINERS: We did not look at any other
20 bidders. We went right off the state contract with
21 the State of Pennsylvania.
22 MR. HANSON: The state actually does its own
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 22
1 procurement and there are multiple bidders. This is
2 the successful bidder. On the state contracts, they
3 actually conduct a procurement, have multiple bidders,
4 and that's why we don't have to bid it out. We can
5 just go right to their contract.
6 CHAIRMAN FRATTALI: Either Pennsylvania or New
7 Jersey, whoever uses the best staff or the best
8 bidder.
9 COMMISSIONER DiANTONIO: But the question is,
10 could it be bid out under a U.S. American-made
11 machinery requirement? I know they have a plant in
12 Georgia, but my concern is where the bottom line goes,
13 say like in reference to a John Deere. It sounds to
14 me by these numbers, that it's equivalent to a John
15 Deere 4300 or a 5000 series tractor. Am I correct
16 when I say that?
17 MR. REINERS: Yes.
18 COMMISSIONER DiANTONIO: Okay. So I can't see
19 why it couldn't be competitively bid against American-
20 made company machinery, or being questioned anyway.
21 MR. HANSON: Our procurement rules don't allow
22 us to do that. Our procurement rules only allow us --
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 23
1 in this type of procurement -- to take the lowest
2 bidder. We can take the lowest bidder either through
3 bidding it out ourselves or going to someone who has
4 conducted procurement through a government, within
5 their own procurement rules like the State of New
6 Jersey or the State of Pennsylvania.
7 I'm not even entirely sure of the legality of
8 that restriction. That's a matter that would have to
9 be looked at. But I do know, though I can't say with
10 certainty about the legality of it, I do know that our
11 procurement regulations do not permit us to do
12 something that would potentially cause the price to be
13 higher.
14 We have, in certain engineering contracts,
15 best-value type procurements where cost is one factor,
16 but not the highest. But even there, we do not have
17 origin of the work as one of the criteria; you know,
18 being American steel or something like that.
19 COMMISSIONER DiANTONIO: But other than the
20 legality, is there any way that we can question that?
21 MR. SANTARELLI: We could probably look into
22 it.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 24
1 COMMISSIONER DiANTONIO: Well, that's
2 basically my question, if we could look into that.
3 MR. HANSON: Ray will look into the legality
4 and report back to this Committee on that. If we do
5 find that it's legal, the Committee would also have to
6 advance a change to our procurement rules to Board
7 level, I think. We may be able to amend the
8 procurement manual, if we find out it is legal; I'm
9 not sure. But right now we don't have the authority
10 to do something like that.
11 COMMISSIONER DiANTONIO: I think we should
12 take one step at a time in reference to the legality
13 of it. And then if it's okay on the legality part of
14 it, then to go to the next step in reference to get
15 procurement. Because I think it's very important that
16 we look into these items in reference to American-made
17 products.
18 MR. SANTARELLI: I can look into that. But I
19 do know passing resolutions and things of that nature
20 take time, and I don't know what the time limitation
21 is on this.
22 COMMISSIONER DiANTONIO: I'm not saying do it
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 25
1 on this one.
2 MR. SANTARELLI: Okay, okay.
3 COMMISSIONER DiANTONIO: No, I'm not saying do
4 it on this one because I know it's going to take time
5 to do that. But it just brought up a good point --
6 MR. SANTARELLI: I will do that.
7 COMMISSIONER DiANTONIO: -- in reference to
8 doing that.
9 MR. REINERS: Under the PA contract, anything
10 that's on that contract has to be made in North
11 America. That does incorporate Mexico and Canada.
12 But if it's not manufactured there, then they cannot
13 sell it on that state contract.
14 COMMISSIONER DiANTONIO: Well, being
15 manufactured, I understand that. And I don't want to
16 prolong this conversation, but I think we should start
17 looking at the bottom line, where the bottom line
18 goes. And the tax that comes back into this country
19 that is paid on these machines, just like a car, the
20 taxes are paid more than we export. So, I don't want
21 to get into that, but if we could check into the
22 legality part of it? I feel very strongly about that
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 26
1 in reference to American-made products and the bottom
2 line, where the bottom line number goes.
3 MR. SANTARELLI: And we'll look into it and
4 report back.
5 COMMISSIONER DiANTONIO: I appreciate that.
6 MR. HANSON: Meaning not just where the
7 product is manufactured, but the country of origin of
8 the company that manufactures it.
9 COMMISSIONER DiANTONIO: Exactly right,
10 exactly.
11 MR. HANSON: I've got it. Thank you.
12 CHAIRMAN FRATTALI: The last couple of months
13 we've been purchasing a lot of vehicles, tractors and
14 stuff. So I think we're pretty much getting near the
15 end of replacement.
16 MR. SANTARELLI: We'll look into it, and we'll
17 have a report back for the next meeting.
18 CHAIRMAN FRATTALI: As Jim White would say,
19 “we're flush with cash; we might as well spend it
20 now.” All right, I need a motion to move this
21 resolution to the Board for approval.
22 COMMISSIONER DiANTONIO: So moved.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 27
1 CHAIRMAN FRATTALI: Second?
2 COMMISSIONER SWEENEY: Second.
3 CHAIRMAN FRATTALI: All in favor?
4 ALL: Aye.
5 CHAIRMAN FRATTALI: Any opposed? Ayes
6 have it.
7 The next item is Procurement of three 2016
8 Ford Escapes and one 2016 Ford Transit Van.
9 MR. REINERS: We're asking the Board to
10 authorize staff to negotiate a purchase contract with
11 McCafferty Ford in Mechanicsburg, PA, to purchase three
12 Ford Escapes, 2016 all-wheel drive vehicles and one Ford
13 F-250 Van, for the total dollar amount of $105,221.
14 These are under the PA Co-Stars contract and are under
15 the 2016 Capital Budget.
16 CHAIRMAN FRATTALI: Any questions?
17 COMMISSIONER DiANTONIO: Yeah, what would the
18 Escapes be used for?
19 MR. REINERS: The Escapes are going to be used
20 by the mail room; we're going to repurpose their
21 vehicles to staff vehicles, because they have high
22 mileage on them at this point. The third Escape goes
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 28
1 to PATCO for their administration, for when they're
2 going back and forth, to and from the buildings.
3 COMMISSIONER DiANTONIO: Good, thanks.
4 MR. REINERS: They're replacing two 2000 Crown
5 Vics and one 1999 Dodge Intrepid.
6 COMMISSIONER DiANTONIO: Wow, okay. Good
7 choice.
8 CHAIRMAN FRATTALI: I need a motion to move
9 this resolution to the Board for approval.
10 COMMISSIONER HEPKINS: So moved.
11 CHAIRMAN FRATTALI: Second?
12 COMMISSIONER SWEENEY: Second.
13 CHAIRMAN FRATTALI: All in favor?
14 ALL: Aye.
15 CHAIRMAN FRATTALI: Any opposed? The ayes
16 have it.
17 The final item is the Temporary Transit
18 Ambassadors. John?
19 MR. RINK: Thank you, Mr. Chair,
20 Commissioners. We are seeking authorization for staff
21 to negotiate a three-year contract with Accountants
22 For You to supply the temporary workers for the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 29
1 position of Transit Ambassador, a position
2 occasionally required by PATCO. The amount would be
3 not to exceed $1.125 million.
4 As you're aware, Transit Ambassadors provide a
5 recognizable, professional, and courteous presence
6 throughout the PATCO system to assist our customers
7 with navigating and understanding how to use our fare
8 collection system at the stations, how to purchase
9 tickets from the ticket vending machines, and also how
10 to read schedules.
11 The Transit Ambassadors are stationed in a
12 specific station per shift or, when required, they
13 roam the system, ride our trains, and interface with
14 other ambassadors. Their work hours and locations may
15 vary based on PATCO needs.
16 On October 7th, a Request for Proposal was
17 publicly advertised on the DRPA website, and two
18 proposals were received. The proposals were evaluated
19 on completeness, qualification of the firms,
20 understanding of scope, and the hourly bill rate.
21 Staff has reviewed and evaluated Accountants
22 For You, Inc.'s proposal and determined it to be fair
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 30
1 and reasonable. It is recommended that a contract be
2 negotiated with them to supply the temporary workers
3 for Transit Ambassadors. Also, Accountants For You is
4 one of our current providers of workers for the
5 Transit Ambassador position.
6 CHAIRMAN FRATTALI: Any questions? Seeing
7 none, I need a motion to move this resolution to the
8 Board for approval.
9 COMMISSIONER DiANTONIO: So moved.
10 CHAIRMAN FRATTALI: Second?
11 COMMISSIONER SWEENEY: Second.
12 CHAIRMAN FRATTALI: All in favor?
13 ALL: Aye.
14 CHAIRMAN FRATTALI: Any opposed? The ayes
15 have it.
16 We have one item for General Discussion, the
17 Spending Track. Do you want to take it, Mike?
18 MR. VENUTO: Thank you. Good morning,
19 Commissioners. Given our transition to the SAP
20 system, we're still verifying the final numbers, so I
21 don't have the handout for you, today. It'll be the
22 year-end numbers. We'll present that at the next O&M
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 31
1 meeting; but, I can give you the rough numbers. We
2 spent about $9 million in December, which takes us to
3 just over $82 million for 2015.
4 CHAIRMAN FRATTALI: All right, there is no
5 other business. I need a motion for adjournment.
6 COMMISSIONER DiANTONIO: So moved.
7 CHAIRMAN FRATTALI: Second?
8 COMMISSIONER SWEENEY: Second.
9 CHAIRMAN FRATTALI: All in favor?
10 ALL: Aye.
11 CHAIRMAN FRATTALI: We're adjourned.
12 (Whereupon, the Operations & Maintenance
13 Committee Meeting ended at 10:04 a.m.)
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 32
1 CERTIFICATE
2 This is to certify that the attached
3 proceedings before the Delaware River Port Authority
4 Operations and Maintenance Committee on February 2,
5 2016, were held as herein appears, and that this is
6 the original transcript thereof for the file of the
7 Authority.
8
9
10 ______11 Tom Bowman, Reporter FREE STATE REPORTING, INC. 12
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 SUMMARY STATEMENT
ITEM NO.: DRPA-16-017 SUBJECT: Professional Services for 2016 Biennial Inspection of the Betsy Ross Bridge
COMMITTEE: Operations and Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate an agreement with AECOM Technical Services, Inc. to provide engineering services required to perform the 2016 Biennial Inspection of the Betsy Ross Bridge.
Amount: $485,000.00
Consultant: AECOM Technical Services, Inc. 1700 Market Street Suite 1600 Philadelphia, PA 19103
Other Consultants: HDR Engineering, Inc. Modjeski & Masters Pennoni Associates, Inc. TranSystems Corporation WSP USA Corporation
Engineers Estimate: $475,000.00
PURPOSE: To provide consulting engineering services for the 2016 Biennial Inspection of the Betsy Ross Bridge.
BACKGROUND: Under the Delaware River Port Authority’s (DRPA) Bond Indentures dated 1995, 1998 and 1999, the DRPA is obligated to inspect all DRPA facilities every second calendar year; the Indenture further states that an inspection report be submitted on or before October 1 of every second calendar year. In the past years, the Commissioners have authorized payment from the Revenue Fund for services rendered. The most recent biennial inspection of the Betsy Ross Bridge facility occurred in the Summer of 2014. In order to satisfy the Authority’s Bond Indenture and in order to assist in developing a plan for maintaining this facility, it is necessary to perform this biennial inspection of the Betsy Ross Bridge. SUMMARY STATEMENT Professional Services for 2016 O&M - 2/2/16 Biennial Inspection of the Betsy Ross Bridge ______
The work would include close visual “hands on” inspection of all bridge components and systems, preparation of a 2016 Biennial Inspection Report for the Betsy Ross Bridge and completion of Structure Inventory and Appraisal forms and Bridge Management forms as required by the Commonwealth of Pennsylvania and State of New Jersey, respectively.
The Authority publicly advertised its intent to retain a consultant and invited interested firms to submit Statements of Qualifications. Fifteen (15) firms responded with Statements of Qualifications on April 16, 2015. Six (6) firms were deemed qualified and were sent a formal Request for Proposal. A review committee of four (4) staff engineers evaluated the Proposals on the basis of Technical merit.
AECOM Technical Services, Inc. was the highest technically ranked firm. The proposed Project Manager has previous experience with major bridge inspection projects and has been responsive on past DRPA projects. AECOM Technical Services, Inc.’s Inspection Team has many years experience inspecting bridges similar to those required for this contract. Overall, the team assembled by AECOM Technical Services, Inc. was found to possess the necessary experience and qualifications to successfully complete the project.
In accordance with the Delaware River Port Authority’s qualification based selection procedure, the Price Proposal was evaluated against the Engineer’s Estimate and that of other recommended firms. Based on this evaluation and subsequent negotiation, AECOM Technical Services, Inc.’s price was determined to be fair and reasonable.
SUMMARY: Amount: $485,000.00 Source of Funds: Revenue Fund Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 Months Other Parties Involved: N/A Estimated Number of Jobs Supported: 2 DRPA-16-017 Operations and Maintenance Committee: February 2, 2016 Board Date: February 17, 2016 Professional Services for 2016 Biennial Inspection of the Betsy Ross Bridge
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority accepts the Proposal AECOM Technical Services, Inc. to provide Professional Services for 2016 Biennial Inspection of the Betsy Ross Bridge and that the proper officers of the Authority be and hereby are authorized to negotiate an Agreement with AECOM Technical Services, Inc. for an amount not to exceed $485,000.00 as per the attached Summary Statement; and be it further
RESOLVED: The Chairman, Vice Chairman and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chairman, Vice Chairman and Chief Executive Officer and if thereafter either the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chairman and Vice Chairman are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $485,000.00 Source of Funds: Revenue Fund Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 Months Other Parties Involved: N/A Estimated Number of Jobs Supported: 2 MEMORANDUM DELAWARE RIVER PORT AUTHORITY of Pennsylvania & New Jersey
TO: O&M Committee Members FROM: Michael P. Venuto, Chief Engineer SUBJECT: Professional Services for 2016 Biennial Inspection of the Betsy Ross Bridge Technical Proposal Evaluation, Findings and Recommendation Report DATE: February 2, 2016
The Request for Qualifications (RFQs), which was posted on the Authority’s web-site, invited consultants to submit Statements of Qualifications (SOQs). Fifteen (15) firms submitted SOQs on April 16, 2015.
Policy 303a outlines the procedure for Request for Proposal selection of consultants by the Engineering Department. The SOQ evaluation serves as a method for developing a “short list” of firms to receive a Request for Proposal (RFP). The Review Committee evaluated the SOQ’s and recommended soliciting Technical and sealed Price Proposals from the top ranked firms: AECOM Technical Services, Inc., HDR Engineering, Inc., Modjeski & Masters, Pennoni Associates, Inc., TranSystems Corporation, and WSP USA Corporation.
The short listed firms were sent a RFP on August 14, 2015. The Technical Proposals and separate sealed Price Proposals were received on September 22, 2015 from all the firms. The Review Committee, consisting of four (4) staff engineers, reviewed and evaluated the Technical Proposals.
AECOM Technical Services, Inc. was the highest technically ranked firm. The proposed Project Manager has previous experience with major bridge inspection projects and has been responsive on past DRPA projects. Overall, the team assembled by AECOM Technical Services, Inc.. was found to possess the necessary experience and qualifications to successfully complete the project.
The Review Committee recommended that the Price Proposal be opened and negotiations commence using other recommended firm’s Price Proposals and the Engineer’s Estimate in the amount of $475,000.00 as a guide. Price Proposals were opened on December 21, 2015. Below are the Technical Proposal rankings, proposed hours and fees of these firms, along with the Engineer’s Estimate of hours. Original Price Negotiated Rank Firm Hours Proposal Hours Fee Engineer’s Estimate 2350 $475,000 1 AECOM Technical Services, Inc. 2176 $517,000 2086 $485,000.00 2 Modjeski & Masters 2278 $453,000 3 WSP USA Corporation 2152 $495,000 4 Pennoni Associates, Inc. 2408 $462,000 5 TranSystems Corporation 2857 $475,000 6 HDR Engineering, Inc. 2773 $596,000
The Price Proposal from the highest technically ranked firm, AECOM Technical Services, Inc., dated September 22, 2015, was reviewed by Engineering Department staff. It was observed to be less than 9% higher than the Engineer’s Estimate. Negotiations commenced which resulted in a final Price Proposal in an amount of $485,000.00. Based on the Review Committee’s findings the Price Proposal of AECOM Technical Services, Inc. has been determined to be fair and reasonable and therefore the committee recommends that an Engineering Services Agreement be issued to the highest technically ranked firm, AECOM Technical Services, Inc.
Based on a review of the Review Committee’s evaluation and supporting documentation, I concur with the recommendation to engage AECOM Technical Services, Inc. of Philadelphia, PA, in the amount of $485,000.00 for this Agreement.
:sln SUMMARY STATEMENT
ITEM NO.: DRPA-16-018 SUBJECT: Professional Services for 2016 Biennial Inspection of the Benjamin Franklin Bridge
COMMITTEE: Operations and Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate an agreement with HAKS Engineers, Architects, and Land Surveyors, P.C. to provide engineering services required to perform the 2016 Biennial Inspection of the Benjamin Franklin Bridge.
Amount: $584,000.00
Consultant: HAKS Engineers, Architects and Land Surveyors, P.C. 1601 Market Street Suite 1020 Philadelphia, PA 19103
Other Consultants: AECOM Technical Services HNTB Corporation TranSystems Corporation
Engineers Estimate: $600,000.00
PURPOSE: To provide consulting engineering services for the 2016 Biennial Inspection of the Benjamin Franklin Bridge.
BACKGROUND: Under the Delaware River Port Authority’s (DRPA) Bond Indentures dated 1995, 1998 and 1999, the DRPA is obligated to inspect all DRPA facilities every second calendar year; the Indenture further states that an inspection report be submitted on or before October 1 of every second calendar year. In the past years, the Commissioners have authorized payment from the Revenue Fund for services rendered. The most recent biennial inspection of the Benjamin Franklin Bridge facility occurred in the Summer of 2014. In order to satisfy the Authority’s Bond Indenture and in order to assist in developing a plan for maintaining this facility, it is necessary to perform this biennial inspection of the Benjamin Franklin Bridge. SUMMARY STATEMENT Professional Services for 2016 O&M – 2/2/16 Biennial Inspection of the Benjamin Franklin Bridge
______
The work would include close visual “hands on” inspection of all bridge components and systems, preparation of a 2016 Biennial Inspection Report for the Benjamin Franklin Bridge and completion of Structure Inventory and Appraisal forms and Bridge Management forms as required by the Commonwealth of Pennsylvania and State of New Jersey, respectively.
The Authority publicly advertised its intent to retain a consultant and invited interested firms to submit Statements of Qualifications. Ten (10) firms responded with Statements of Qualifications on April 16, 2015. Four (4) firms were deemed qualified and were sent a formal Request for Proposal. A review committee of four (4) staff engineers evaluated the Proposals on the basis of Technical merit.
HAKS Engineers, Architects and Land Surveyors, P.C. was the highest technically ranked firm. The proposed Project Manager has previous experience with major bridge inspection projects and has been responsive on past DRPA projects. HAKS Engineers, Architects and Land Surveyors, P.C.’s Inspection Team has many years experience inspecting bridges similar to those required for this contract. Overall, the team assembled by HAKS Engineers, Architects and Land Surveyors, P.C. was found to possess the necessary experience and qualifications to successfully complete the project.
In accordance with the Delaware River Port Authority’s qualification based selection procedure, the Price Proposal was evaluated against the Engineer’s Estimate and that of other recommended firms. Based on this evaluation and subsequent negotiation, HAKS Engineers, Architects and Land Surveyors, P.C.’s price was determined to be fair and reasonable. SUMMARY STATEMENT Professional Services for 2016 O&M – 2/2/16 Biennial Inspection of the Benjamin Franklin Bridge
______
SUMMARY: Amount: $584,000.00 Source of Funds: Revenue Fund Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 Months Other Parties Involved: N/A Estimated Number of Jobs Supported: 2 DRPA-16-018 Operations and Maintenance Committee: February 2, 2016 Board Date: February 17, 2016 Professional Services for 2016 Biennial Inspection of the Benjamin Franklin Bridge
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority accepts the Proposal of HAKS Engineers, Architects and Land Surveyors, P.C. to provide Professional Services for 2016 Biennial Inspection of the Benjamin Franklin Bridge and that the proper officers of the Authority be and hereby are authorized to negotiate an Agreement with HAKS Engineers, Architects and Land Surveyors, P.C. for an amount not to exceed $584,000.00 as per the attached Summary Statement; and be it further
RESOLVED: The Chairman, Vice Chairman and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chairman, Vice Chairman and Chief Executive Officer and if thereafter either the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chairman and Vice Chairman are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $584,000.00 Source of Funds: Revenue Fund Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 Months Other Parties Involved: N/A Estimated Number of Jobs Supported: 2 MEMORANDUM
DELAWARE RIVER PORT AUTHORITY of Pennsylvania & New Jersey TO: O&M Committee Members FROM: Michael P. Venuto, Chief Engineer SUBJECT: Professional Services for 2016 Biennial Inspection of the Benjamin Franklin Bridge Technical Proposal Evaluation, Findings and Recommendation Report DATE: February 2, 2016
The Request for Qualifications (RFQs), which was posted on the Authority’s web-site, invited consultants to submit Statements of Qualifications (SOQs). Ten (10) firms submitted SOQs on April 16, 2015.
Policy 303a outlines the procedure for Request for Proposal selection of consultants by the Engineering Department. The SOQ evaluation serves as a method for developing a “short list” of firms to receive a Request for Proposal (RFP). The Review Committee evaluated the SOQ’s and recommended soliciting Technical and sealed Price Proposals from the top ranked firms: AECOM Technical Services, HAKS Engineers, Architects and Land Surveyors, P.C., HNTB Corporation and TranSystems Corporation.
The short listed firms were sent a RFP. The Technical Proposals and separate sealed Price Proposals were received on September 24, 2015 from all the firms. The Review Committee, consisting of four (4) staff engineers, reviewed and evaluated the Technical Proposals.
HAKS Engineers, Architects and Land Surveyors, P.C. was the highest technically ranked firm. The proposed Project Manager has previous experience with major bridge inspection projects and has been responsive on past DRPA projects. Overall, the team assembled by HAKS Engineers, Architects and Land Surveyors, P.C. was found to possess the necessary experience and qualifications to successfully complete the project.
The Review Committee recommended that the Price Proposal be opened and negotiations commence using other recommended firm’s Price Proposals and the Engineer’s Estimate in the amount of $600,000 as a guide. Price Proposals were opened on December 21, 2015.
Below are the Technical Proposal rankings, proposed hours and fees of these firms, along with the Engineer’s Estimate of hours. Original Price Negotiated Rank Firm Hours Proposal Hours Fee Engineer’s Estimate 3425 $600,000.00 1 HAKS 3158 $584,000.00 2 HNTB Corporation 3724 $669,000.00 3 AECOM 2944 $628,000.00 4 TranSystems 3612 $688,000.00
The Price Proposal from the four recommended firms were opened and the Price Proposal from, HAKS Engineers, Architects and Land Surveyors, P.C. dated September 24, 2015 was reviewed by Engineering Department staff. It was observed to be 3% lower than the Engineer’s Estimate. Based on the Review Committee’s findings the Price Proposal submitted by HAKS Engineers, Architects and Land Surveyors, P.C., Inc. has been determined to be fair and reasonable and therefore the committee recommends that an Engineering Services Agreement be issued to the highest technically ranked firm, HAKS Engineers, Architects and Land Surveyors, P.C.
Based on a review of the Review Committee’s evaluation and supporting documentation, I concur with the recommendation to engage HAKS Engineers, Architects and Land Surveyors, P.C. of Philadelphia, PA, in the amount of $584,000.00 for this Agreement.
:sln SUMMARY STATEMENT
ITEM NO.: DRPA-16-019 SUBJECT: Professional Services for 2016 Biennial Inspection of the Walt Whitman Bridge
COMMITTEE: Operations and Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate an agreement with Modjeski and Masters, Inc. to provide engineering services required to perform the 2016 Biennial Inspection of the Walt Whitman Bridge.
Amount: $791,000.00
Consultant: Modjeski and Masters, Inc. 100 Sterling Parkway Suite 302 Mechanicsburg, PA 17050
Other Consultants: Ammann & Whitney WSP USA CORP
Engineers Estimate: $900,000.00
PURPOSE: To provide consulting engineering services for the 2016 Biennial Inspection of the Walt Whitman Bridge.
BACKGROUND: Under the Delaware River Port Authority’s (DRPA) Bond Indentures dated 1995, 1998 and 1999, the DRPA is obligated to inspect all DRPA facilities every second calendar year; the Indenture further states that an inspection report be submitted on or before October 1 of every second calendar year. In the past years, the Commissioners have authorized payment from the Revenue Fund for services rendered. The most recent biennial inspection of the Walt Whitman Bridge facility occurred in the Summer of 2014. In order to satisfy the Authority’s Bond Indenture and in order to assist in developing a plan for maintaining this facility, it is necessary to perform this biennial inspection of the Walt Whitman Bridge.
The work would include close visual “hands on” inspection of all bridge components and systems, preparation of a 2016 Biennial Inspection Report for the Walt Whitman Bridge and completion of SUMMARY STATEMENT Professional Services for 2016 O&M - 2/3/16 Biennial Inspection of the Walt Whitman Bridge
Structure Inventory and Appraisal forms and Bridge Management forms as required by the Commonwealth of Pennsylvania and State of New Jersey, respectively.
The Authority publicly advertised its intent to retain a consultant and invited interested firms to submit Statements of Qualifications. Ten (10) firms responded with Statements of Qualifications on April 16, 2015. Three (3) firms were deemed qualified and were sent a formal Request for Proposal. A review committee of four (4) staff engineers evaluated the Proposals on the basis of Technical merit.
Modjeski and Masters, Inc. was the highest technically ranked firm. The proposed Project Manager has previous experience with major bridge inspection projects. Modjeski and Masters, Inc.’s Inspection Team has many years experience inspecting bridges similar to those required for this contract. Overall, the team assembled by Modjeski and Masters, Inc. was found to possess the necessary experience and qualifications to successfully complete the project.
In accordance with the Delaware River Port Authority’s qualification based selection procedure, the Price Proposal was evaluated against the Engineer’s Estimate and that of other recommended firms. Based on this evaluation and subsequent negotiation, Modjeski and Masters, Inc.’s price was determined to be fair and reasonable.
SUMMARY: Amount: $791,000.00 Source of Funds: Revenue Fund Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 Months Other Parties Involved: N/A Estimated Number of Jobs Supported: 3 DRPA-16-019 Operations and Maintenance Committee: February 2, 2016 Board Date: February 17, 2016 Professional Services for 2016 Biennial Inspection of the Walt Whitman Bridge
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority accepts the Proposal of Modjeski and Masters, Inc. to provide Professional Services for 2016 Biennial Inspection of the Walt Whitman Bridge and that the proper officers of the Authority be and hereby are authorized to negotiate an Agreement with Modjeski and Masters, Inc. for an amount not to exceed $791,000.00, as per the attached Summary Statement; and be it further
RESOLVED: The Chairman, Vice Chairman and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chairman, Vice Chairman and Chief Executive Officer and if thereafter either the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chairman and Vice Chairman are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $791,000.00 Source of Funds: Revenue Fund Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 Months Other Parties Involved: N/A Estimated Number of Jobs Supported: 3 MEMORANDUM DELAWARE RIVER PORT AUTHORITY of Pennsylvania & New Jersey TO: O&M Committee Members FROM: Michael P. Venuto, Chief Engineer SUBJECT: Professional Services for 2016 Biennial Inspection of the Walt Whitman Bridge Technical Proposal Evaluation, Findings and Recommendation Report DATE: February 2, 2016
The Request for Qualifications (RFQs), which was posted on the Authority’s web-site, invited consultants to submit Statements of Qualifications (SOQs). Ten (10) firms submitted SOQs on April 16, 2015.
Policy 303a outlines the procedure for Request for Proposal selection of consultants by the Engineering Department. The SOQ evaluation serves as a method for developing a “short list” of firms to receive a Request for Proposal (RFP). The Review Committee evaluated the SOQ’s and recommended soliciting Technical and sealed Price Proposals from the top ranked firms: Ammann & Whitney, Modjeski & Masters, and WSP USA CORP.
The short listed firms were sent a RFP on August 14, 2015. The Technical Proposals and separate sealed Price Proposals were received on September 24, 2015 from all the firms. The Review Committee, consisting of four (4) staff engineers, reviewed and evaluated the Technical Proposals.
Modjeski and Masters, Inc.. was ranked as the highest technically qualified firm. The proposed Project Manager has previous experience with major bridge inspection projects. Overall, the team assembled by Modjeski and Masters, Inc. was found to possess the necessary experience and qualifications to successfully complete the project.
The Review Committee recommended that the Price Proposal be opened and negotiations commence using other recommended firm’s Price Proposals and the Engineer’s Estimate in the amount of $900,000.00, as a guide. Price Proposals were opened on December 21, 2015. Below are the Technical Proposal rankings, proposed hours and fees of these firms, along with the Engineer’s estimate of hours.
Original Price Negotiated Rank Firm Hours Proposal Hours Fee Engineer’s Estimate 4500 $900,000 1 Modjeski & Masters 4088 $791,000 2 Ammann & Whitney 4564 $1,072,000 3 WSP USA Corp. 4908 $860,000
The Price Proposal from the three recommended firms were opened and the Price Proposal from Modjeski & Masters $791,000.00, dated September 24, 2015 was reviewed by Engineering Department staff. It was observed to be 12% lower than the Engineer’s Estimate. Based on the Review Committee’s findings the Price Proposal of Modjeski and Masters, Inc. has been determined to be fair and reasonable and therefore the committee recommends that an Engineering Services Agreement be issued to the highest technically ranked firm, Modjeski and Masters, Inc.
Based on a review of the Review Committee’s evaluation and supporting documentation, I concur with the recommendation to engage Modjeski and Masters, Inc. of Mechanicsburg, PA, in the amount of $791,000.00 for this Agreement.
:sln SUMMARY STATEMENT
ITEM NO.: DRPA-16-020 SUBJECT: Professional Services for 2016 Biennial Inspection of the Commodore Barry Bridge
COMMITTEE: Operations and Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate an agreement with HNTB Corporation to provide engineering services required to perform the 2016 Biennial Inspection of the Commodore Barry Bridge.
Amount: $654,000.00
Consultant: HNTB Corporation 1650 Arch Street Suite 1700 Philadelphia, PA 19103
Other Consultants: Ammann & Whitney HAKS Engineers, Architects, and Land Surveyors, P.C. Pickering, Corts & Summerson, Inc.
Engineers Estimate: $600,000.00
PURPOSE: To provide consulting engineering services for the 2016 Biennial Inspection of the Commodore Barry Bridge.
BACKGROUND: Under the Delaware River Port Authority’s (DRPA) Bond Indentures dated 1995, 1998 and 1999, the DRPA is obligated to inspect all DRPA facilities every second calendar year; the Indenture further states that an inspection report be submitted on or before October 1 of every second calendar year. In the past years, the Commissioners have authorized payment from the Revenue Fund for services rendered. The most recent biennial inspection of the Commodore Barry Bridge facility occurred in the Summer of 2014. In order to satisfy the Authority’s Bond Indenture and in order to assist in developing a plan for maintaining this facility, it is necessary to perform this biennial inspection of the Commodore Barry Bridge.
The work would include close visual “hands on” inspection of all SUMMARY STATEMENT Professional Services for 2016 O&M - 2/3/16 Biennial Inspection of the Commodore Barry Bridge ______
bridge components and systems, preparation of a 2016 Biennial Inspection Report for the Commodore Barry Bridge and completion of Structure Inventory and Appraisal forms and Bridge Management forms as required by the Commonwealth of Pennsylvania and State of New Jersey, respectively.
The Authority publicly advertised its intent to retain a consultant and invited interested firms to submit Statements of Qualifications. Sixteen (16) firms responded with Statements of Qualifications on April 16, 2015. Five (5) firms were deemed qualified and were sent a formal Request for Proposal. Greenman-Pedersen, Inc. did not submit a technical proposal. A review committee of four (4) staff engineers evaluated the Proposals on the basis of Technical merit.
HNTB Corporation was the highest technically ranked firm. The proposed Project Manager has previous experience with major bridge inspection projects and has been responsive on past DRPA projects. HNTB Corporation’s Inspection Team has many years experience inspecting bridges similar to those required for this contract. Overall, the team assembled by HNTB Corporation was found to possess the necessary experience and qualifications to successfully complete the project.
In accordance with the Delaware River Port Authority’s qualification based selection procedure, the Price Proposal was evaluated against the Engineer’s Estimate and that of other recommended firms. Based on this evaluation and subsequent negotiation, HNTB Corporation’s price was determined to be fair and reasonable.
SUMMARY: Amount: $654,000.00 Source of Funds: Revenue Fund Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 Months Other Parties Involved: N/A Estimated Number of Jobs Supported: 2 DRPA-16-020 Operations and Maintenance Committee: February 2, 2016 Board Date: February 17, 2016 Professional Services for 2016 Biennial Inspection of the Commodore Barry Bridge
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority accepts the Proposal of HNTB Corporation to provide Professional Services for 2016 Biennial Inspection of the Commodore Barry Bridge and that the proper officers of the Authority be and hereby are authorized to negotiate an Agreement with HNTB Corporation for an amount not to exceed $654,000.00 as per the attached Summary Statement; and be it further
RESOLVED: The Chairman, Vice Chairman and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chairman, Vice Chairman and Chief Executive Officer and if thereafter either the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chairman and Vice Chairman are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $654,000.00 Source of Funds: Revenue Fund Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 Months Other Parties Involved: N/A Estimated Number of Jobs Supported: 2 MEMORANDUM
DELAWARE RIVER PORT AUTHORITY of Pennsylvania & New Jersey
TO: O&M Committee Members FROM: Michael P. Venuto, Chief Engineer SUBJECT: Professional Services for 2016 Biennial Inspection of the Commodore Barry Bridge Technical Proposal Evaluation, Findings and Recommendation Report DATE: February 2, 2016
The Request for Qualifications (RFQs), which was posted on the Authority’s web-site, invited consultants to submit Statements of Qualifications (SOQs). Sixteen (16) firms submitted SOQs on April 16, 2015.
Policy 303a outlines the procedure for Request for Proposal selection of consultants by the Engineering Department. The SOQ evaluation serves as a method for developing a “short list” of firms to receive a Request for Proposal (RFP). The Review Committee evaluated the SOQ’s and recommended soliciting Technical and sealed Price Proposals from the top ranked firms: Ammann & Whitney, Greenman-Pedersen, Inc, HAKS Engineers, Architects, and Land Surveyors, P.C., HNTB Corporation, and Pickering, Corts & Summerson, Inc.
The short listed firms were sent a RFP on August 14, 2015. The Technical Proposals and separate sealed Price Proposals were received on September 22, 2015 from all the firms except Greenman-Pedersen, Inc.. The Review Committee, consisting of four (4) staff engineers, reviewed and evaluated the Technical Proposals.
HNTB Corporation was the highest technically ranked firm. The proposed Project Manager has previous experience with major bridge inspection projects and has been responsive on past DRPA projects. Overall, the team assembled by HNTB Corporation was found to possess the necessary experience and qualifications to successfully complete the project.
The Review Committee recommended that the Price Proposal be opened and negotiations commence using other recommended firm’s Price Proposals and the Engineer’s Estimate in the amount of $600,000.00, as a guide. Price Proposals were opened on December 21, 2015. Below are the Technical Proposal rankings, proposed hours and fees of these firms, along with the Engineer’s estimate of hours.
Original Price Negotiated Rank Firm Hours Proposal Hours Fee Engineer’s Estimate 2900 $600,000 1 HNTB 3222 $694,000 3169 $654,000.00 2 HAKS 2909 $798,000 3 Ammann & Whitney 2174 $787.000 4 Pickering, Corts & Summerson 2695 $616,000
The Price Proposal from the highest technically ranked firm, HNTB Corporation, dated September 22, 2015 was reviewed by Engineering Department staff. It was observed to be 16% higher than the Engineer’s Estimate. Negotiations commenced which resulted in a final Price Proposal in an amount of $654,000.00. Based on the Review Committee’s findings the Price Proposal of HNTB Corporation has been determined to be fair and reasonable and therefore the committee recommends that an Engineering Services Agreement be issued to the highest technically ranked firm, HNTB Corporation.
Based on a review of the Review Committee’s evaluation and supporting documentation, I concur with the recommendation to engage HNTB Corporation of Philadelphia, PA in the amount of $654,000.00 for this Agreement.
:sln SUMMARY STATEMENT
ITEM NO.: DRPA-16-021 SUBJECT: Professional Services for 2016 Biennial Inspection of PATCO
COMMITTEE: Operations and Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate an agreement with Remington & Vernick Engineers to provide engineering services required to perform the 2016 Biennial Inspection of the PATCO facilities.
Amount: $353,000.00
Consultant: Remington & Vernick Engineers 232 Kings Highway East Haddonfield, NJ 08033
Other Consultants: HNTB Corporation TranSystems Corporation
Engineers Estimate: $375,000.00
PURPOSE: To provide consulting engineering services for the 2016 Biennial Inspection of the PATCO facilities.
BACKGROUND: Under the Delaware River Port Authority’s (DRPA) Bond Indentures dated 1995, 1998 and 1999, the DRPA is obligated to inspect all DRPA facilities every second calendar year; the Indenture further states that an inspection report be submitted on or before October 1 of every second calendar year. In the past years, the Commissioners have authorized payment from the Revenue Fund for services rendered. The most recent biennial inspection of the PATCO facilities occurred in the Summer of 2014. In order to satisfy the Authority’s Bond Indenture and in order to assist in developing a plan for maintaining this facility, it is necessary to perform this biennial inspection of the PATCO facilities.
The work includes a visual inspection to note the condition of all structures, systems, and equipment comprising the PATCO Transit System. Included in this inspection are the track system, subway tunnels, transit and vehicular bridges, retaining walls, embankments, SUMMARY STATEMENT Professional Services for 2016 O&M - 2/2/16 Biennial Inspection of PATCO ______
viaducts, storm drainage, fencing, parking lots, fare collection system, car shop, electric power and distribution, rapid transit cars, maintenance vehicles, supervisory and control systems, signal system and communication system, preparation of a 2016 Biennial Inspection Report for PATCO. The vehicular bridge inspection will conform to the National Bridge Inventory System and NJDOT Inspection Criteria.
The Authority publicly advertised its intent to retain a consultant and invited interested firms to submit Statements of Qualifications. Three (3) firms responded with Statements of Qualifications on April 16, 2015. Three (3) firms were deemed qualified and were sent a formal Request for Proposal. A review committee of three (3) staff engineers evaluated the Proposals on the basis of Technical merit.
Remington & Vernick Engineers was the highest technically ranked firm. The proposed Project Manager has previous experience with bridge inspection projects. Overall, the team assembled by Remington & Vernick Engineers was found to possess the necessary experience and qualifications to successfully complete the project.
In accordance with the Delaware River Port Authority’s qualification based selection procedure, the Price Proposal was evaluated against the Engineer’s Estimate and that of other recommended firms. Based on this evaluation and subsequent negotiation, Remington & Vernick Engineers price was determined to be fair and reasonable.
SUMMARY: Amount: $353,000.00 Source of Funds: Revenue Fund Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 Months Other Parties Involved: N/A Estimated Number of Jobs Supported: 2 DRPA-16-021 Operations and Maintenance Committee: February 2, 2016 Board Date: February 17, 2016 Professional Services for 2016 Biennial Inspection of PATCO
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority accepts the Proposal of Remington & Vernick Engineers to provide Professional Services for 2016 Biennial Inspection of PATCO and that the proper officers of the Authority be and hereby are authorized to negotiate an Agreement with Remington & Vernick Engineers for an amount not to exceed $353,000.00, as per the attached Summary Statement; and be it further
RESOLVED: The Chairman, Vice Chairman and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chairman, Vice Chairman and Chief Executive Officer and if thereafter either the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chairman and Vice Chairman are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $353,000.00 Source of Funds: Revenue Fund Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 Months Other Parties Involved: N/A Estimated Number of Jobs Supported: 2 MEMORANDUM
DELAWARE RIVER PORT AUTHORITY of Pennsylvania & New Jersey
TO: O&M Committee Members FROM: Michael P. Venuto, Chief Engineer SUBJECT: Professional Services for 2016 Biennial Inspection of PATCO Technical Proposal Evaluation, Findings and Recommendation Report DATE: February 2, 2016
The Request for Qualifications (RFQ’s), which was posted on the Authority’s web-site, invited consultants to submit Statements of Qualifications (SOQ’s). Three (3) firms submitted SOQs on April 16, 2015.
Policy 303a outlines the procedure for Request for Proposal selection of consultants by the Engineering Department. The SOQ evaluation serves as a method for developing a “short list” of firms to receive a Request for Proposal (RFP). The Review Committee evaluated the SOQ’s and recommended soliciting Technical and sealed Price Proposals from the top ranked firms: HNTB Corporation, Remington and Vernick Engineers, and TranSystems Corporation.
The short listed firms were sent a RFP on August 14, 2015. The Technical Proposals and separate sealed Price Proposals were received on September 23, 2015 from all the firms. The Review Committee, consisting of three (3) staff engineers, reviewed and evaluated the Technical Proposals.
Remington & Vernick Engineers was the highest technically ranked firm. The proposed Project Manager has previous experience with bridge inspection projects. Overall, the team assembled by Remington & Vernick Engineers was found to possess the necessary experience and qualifications to successfully complete the project.
It was recommended that the Price Proposal be opened and negotiations commence using other recommended firm’s Price Proposals and the Engineer’s Estimate in the amount of $375,000.00 as a guide. Price Proposals were opened on December 21, 2015. Below are the Technical Proposal rankings, proposed hours and fees of these firms, along with the Engineer’s estimate of hours.
Original Price Negotiated Rank Firm Hours Proposal Hours Fee Engineer’s Estimate 2500 $375,000 1 Remington & Vernick Engineers 2714 $353,000 2 TranSystems Corporation 2413 $373,000 3 HNTB Corporation 3066 $447,000
The Price Proposals from the three recommended firms were opened and the Price Proposal from Remington & Vernick Engineers, dated September 23, 2015 was reviewed by Engineering Department staff. It was observed to be 6% lower than the Engineer’s Estimate. Based on the Review Committee’s findings the Price Proposal of Remington & Vernick Engineers has been determined to be fair and reasonable and therefore the committee recommends that an Engineering Services Agreement be issued to the highest technically ranked firm, Remington & Vernick Engineers.
Based on a review of the Review Committee’s evaluation and supporting documentation, I concur with the recommendation to engage Remington & Vernick Engineers of Haddonfield, NJ, in the amount of $353,000.00 for this Agreement.
:sln SUMMARY STATEMENT
ITEM NO.: DRPA-16-022 SUBJECT: Design Services for Benjamin Franklin Bridge Main Cable Investigation and Dehumidification
COMMITTEE: Operations & Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate an agreement with Weidlinger Associates, Inc. to investigate the condition and design a dehumidification system for the suspension cables on the Benjamin Franklin Bridge.
Amount: $3,541,700
Consultant: Weidlinger Associates, Inc.
Other Consultants: Ammann and Whitney Consulting Engineers Modjeski and Masters, Inc. T.Y. Lin International
Engineers Estimate: $3,890,000
PURPOSE: To provide consulting engineering services for an investigation of the interior condition of the main suspension cable sections, design a dehumidification system for the suspension cables, and upgrade the design of the HVAC system for the existing dehumidified anchorages of the Benjamin Franklin Bridge.
BACKGROUND: The Benjamin Franklin Bridge was constructed in the 1920’s and opened to traffic in 1926. The two (2) main suspension cables are part of the original construction and are relied upon to support the weight of the bridge deck, including the weight of vehicular traffic and PATCO trains which traverse the bridge. The condition of the cables are monitored regularly and visually inspected on a periodic basis. A dehumidification system for the cables from anchorage to anchorage and upgrades the existing HVAC system in the anchorages is recommended to enhance and supplement the corrosion protection and extend the useful service life of the main cables.
The Authority publicly advertised its intent to retain a consultant and SUMMARY STATEMENT Design Services for BFB Main O&M 2/2/16 Cable Investigation and Dehumidification ______
invited interested firms to submit Statements of Qualifications. Four (4) firms responded with Statements of Qualifications on August 29, 2013. All four (4) firms were deemed qualified and were sent a formal Request for Proposal. A review committee of three (3) staff engineers evaluated the Proposals on the basis of Technical merit.
Weidlinger Associates was the highest technically ranked firm. Weidlinger’s team has experience in cable investigation and dehumidification system design, and the proposed project manager has previous experience with cable investigation projects. Overall, the team assembled by Weidlinger Associates was found to possess the necessary experience and qualifications to successfully complete the project.
In accordance with the Delaware River Port Authority’s qualification based selection procedure, the Price Proposal was evaluated against the Engineer’s Estimate and that of other recommended firms. Based on this evaluation and subsequent negotiation, Weidlinger’s price was determined to be fair and reasonable.
It is recommended that an engineering services agreement be negotiated with Weidlinger Associates for the costs and associated fees not to exceed $3,541,700 to provide engineering services in accordance with the Request for Proposal.
SUMMARY: Amount: $3,541,700 Source of Funds: 2013 Revenue Bonds Capital Project #: BF1306 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: Design and Inspection Services, 16 months from issuance of Notice to Proceed; Bidding and Award; and Construction Support Services approximately 2 years from issuance of Contractor Notice to Proceed Other Parties Involved: N/A Estimated Number of Jobs Supported: 6 DRPA-16-022 Operations & Maintenance Committee: February 2, 2016 Board Date: February 17, 2016 Design Services for Benjamin Franklin Bridge Main Cable Investigation and Dehumidification
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority accepts the Proposal of Weidlinger Associates, Inc. to investigate the condition and design a dehumidification system for the suspension cables on the Benjamin Franklin Bridge and that the proper officers of the Authority be and hereby are authorized to negotiate an Agreement with Weidlinger Associates for an amount not to exceed $3,541,700, as per the attached Summary Statement; and be it further
RESOLVED: The Chairman, Vice Chairman and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chairman, Vice Chairman and Chief Executive Officer and if thereafter either the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chairman and Vice Chairman are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $3,541,700 Source of Funds: 2013 Revenue Bonds Capital Project #: BF1306 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: Design and Inspection Services, 16 months from issuance of Notice to Proceed; Bidding and Award; and Construction Support Services approximately 2 years from issuance of Contractor Notice to Proceed Other Parties Involved: N/A Estimated Number of Jobs Supported: 6 MEMORANDUM
DELAWARE RIVER PORT AUTHORITY of Pennsylvania & New Jersey
TO: O&M Committee Members FROM: Michael P. Venuto, Chief Engineer SUBJECT: Professional Service Selection for Design Services for BFB Main Cable Investigation and Dehumidification Technical Proposal Evaluation, Findings and Recommendation Report DATE: February 2, 2015
The Request for Qualifications (RFQs), which was posted on the Authority’s web-site, invited consultants to submit Statements of Qualifications (SOQs). Four (4) firms submitted SOQs on August 29, 2013.
Policy 303a outlines the procedure for Request for Proposal selection of consultants by the Engineering Department. The SOQ evaluation serves as a method for developing a “short list” of firms to receive a Request for Proposal (RFP). The Review Committee evaluated the SOQ’s and recommended soliciting Technical and sealed Price Proposals from all four firms: Ammann and Whitney, Modjeski and Masters, T.Y. Lin International, and Weidlinger Associates.
The short listed firms were sent a RFP on September 3, 2014. The Technical Proposals and separate sealed Price Proposals were received on October 27, 2014 from four (4) firms. The Review Committee, consisting of three (3) staff engineers, reviewed and evaluated the Technical Proposals.
Weidlinger Associates was the highest technically ranked firm. Weidlinger’s team has experience in cable investigation and dehumidification system design, and the proposed project manager has previous experience with cable investigation projects. Overall, the team assembled by Weidlinger Associates was found to possess the necessary experience and qualifications to successfully complete the project.
The Review Committee recommended that the Price Proposal be opened and negotiations commence using other recommended firm’s Price Proposals and the Engineer’s Estimate in the amount of $3,890,000, as a guide.
The Technical Proposal rankings, proposed hours and fees of these firms, along with the Engineer’s estimate of hours are shown in the following table. Rank Firm Hours Original Price Negotiated Proposal Hours Fee Engineer’s Estimate 12,000 $3,890,000 1 Weidlinger Associates 17,166 $4,702,302 12,650 $3,541,663 2 Modjeski and Masters 9,231 $2,596,793 3 Amman and Whitney 11,588 $3,942,388 4 T.Y. Lin International 18,665 $5,252,313
The Price Proposal from the highest technically ranked firm, Weidlinger Associates, was reviewed by Engineering Department staff. It was observed to be 21% higher than the Engineer’s Estimate. Weidlinger Associates, Inc.’s cost proposal over-estimated the number of hours required for inspecting the cables and designing the dehumidification system. Negotiations commenced which resulted in a final Price Proposal in an amount of $3,541,663. Based on the Review Committee’s findings the Price Proposal of Weidlinger Associates has been determined to be fair and reasonable and therefore the committee recommends that an Engineering Services Agreement be issued to the highest technically ranked firm, Weidlinger Associates.
Based on a review of the Review Committee’s evaluation and supporting documentation, I concur with the recommendation to engage Weidlinger Associates of New York, NY, in the amount of $3,541,700 for this Agreement. SUMMARY STATEMENT
ITEM NO. DRPA-16-023 SUBJECT: Contract No. BF-45-2016, Benjamin Franklin Bridge 5th Street Tunnel Priority Wall Repairs
COMMITTEE: Operations & Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate a construction contract with the firm of JPC Group, Inc. to perform priority concrete rehabilitation of the Benjamin Franklin Bridge 5th Street Tunnel (Philadelphia) portal walls, installation of a bridge barrier and other associated work.
Amount: $3,352,998.00
Contractor: JPC Group, Inc. 228 Blackwood Barnsboro Road Blackwood, NJ 08012
Other Bidders: A.P. Construction $4,018,905.00 South State, Inc. $4,262,594.75 Railroad Construction $4,331,245.00 Company, Inc. Seravalli Inc. Contractors $4,337,700.00
Engineers Estimate: $4,905,572.50
PURPOSE: To repair deteriorated concrete of the portal walls and installation of a bridge barrier in the Benjamin Franklin Bridge 5th Street Tunnel (Philadelphia).
BACKGROUND: While the Contractor was performing Contract No. BF-37-2013, concrete deterioration of the portal walls was observed and confirmed by sounding. The progression of the work under the existing contract has been stopped because the wall surfaces need to be rebuilt. This was an unforeseen condition requiring an extensive cost increase and given the nature of the work it is advantageous to the Authority to rebid the project. SUMMARY STATEMENT Contract No. BF-45-2016, Benjamin O&M 2/2/16 Franklin Bridge 5th Street Tunnel Priority Wall Repairs ______
The work under this contract will include demolition of deteriorated concrete of the portal walls, installation of a bridge barrier, blast cleaning and painting the lead coated steel surfaces of the concrete encased columns and overhead stringers, sidewalk reconstruction, replacement of tunnel lighting, crack repairs and other associated work.
This Summary Statement and Resolution will be amended on receipt of the bids and prior to the February 17, 2016 Board meeting.
The project was publicly advertised and bid documents were offered to the public beginning on February 1, 2016 with a bid opening date of February 11, 2016. Ten (10) sets of documents were sold. A total of five (5) bids were received. The lowest responsive and responsible bid was submitted by JPC Group, Inc. in the amount of $3,352,998.00.
Staff has completed the evaluation of bids and recommends that the contract be awarded to JPC Group, Inc. in the amount of $3,352,998.00 as the lowest responsive and responsible bidder.
SUMMARY: Amount: $3,352,998.00 Source of Funds: 2013 Revenue Bonds Capital Project #: BF1002 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 100 calendar days Other Parties Involved: N/A Estimated Number of Jobs Supported: 100 DRPA-16-023 Operations & Maintenance Committee: February 2, 2016 Board Date: February 17, 2016 Contract No. BF-45-2016, Benjamin Franklin Bridge 5th Street Tunnel Priority Wall Repairs
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority accepts the bid of JPC Group, Inc. to perform priority concrete rehabilitation of the Benjamin Franklin Bridge 5th Street Tunnel (Philadelphia) portal walls, installation of a bridge barrier and other associated work, and that the proper officers of the Authority be and hereby are authorized to negotiate a contract with JPC Group, Inc. for the required work in an amount not to exceed $3,352,998.00, as per the attached Summary Statement; and be it further
RESOLVED: The Chairman, Vice Chairman and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chairman, Vice Chairman and Chief Executive Officer and if thereafter either the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chairman and Vice Chairman are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $3,352,998.00 Source of Funds: 2013 Revenue Bonds Capital Project #: BF1002 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 100 calendar days Other Parties Involved: N/A Estimated Number of Jobs Supported: 100 SUMMARY STATEMENT
ITEM NO. : DRPA-16-024 SUBJECT: PARTSWG Transit Contract Intelligence Analysts, Phase IV
COMMITTEE: Operations & Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the DRPA Commission authorizes staff to enter into an agreement not to exceed $620,000 with CRA Inc., a GSA vendor, to provide contract, transit related, homeland security, intelligence analytical services on behalf of the Philadelphia Area Regional Transit Security Working Group agencies utilizing FY 2015 federal transit security grant funding.
PURPOSE: To enter into an agreement with CRA Inc. on behalf of the Philadelphia Area Regional Transit Security Working Group to provide real-time intelligence services with regard to transit tips, crime data, and homeland security incidents. FY 2015 DHS Transit Security Grant Program funding is providing the full amount of the contract cost.
BACKGROUND: The Transit Security Grant Program (TSGP) provides grant funding to the nation’s key high-threat urban areas to enhance security measures for their critical transit infrastructure including bus, ferry and rail systems. It is one of six grant programs that constitute the Department of Homeland Security (DHS) transportation infrastructure security activities. These grant programs are part of a comprehensive set of measures authorized by Congress and implemented by the Administration to help strengthen the nation’s critical infrastructure against risks associated with potential terrorist attacks. The TSGP is an important component of the Department’s effort to enhance the security of the Nation’s critical infrastructure. The program provides funds to owners and operators of transit systems (which include intra-city bus, commuter bus, and all forms of passenger rail) to protect critical surface transportation infrastructure and the traveling public from acts of terrorism, major disasters, and other emergencies. The Philadelphia Region encompasses Southeastern Pennsylvania, Southern New Jersey, and a portion of Delaware. The Philadelphia Region is considered a Tier I region, that is it receives the highest priority for these federal grants. The Philadelphia Area Regional Transit SUMMARY STATEMENT PARTSWG Transit Contract Intelligence O&M 2/2/2016 Analysts, Phase IV
Security Working Group (PARTSWG) is comprised of recipient representatives of DRPA/PATCO, SEPTA, DART, and NJT. The DRPA has been the chair of the working group since its inception in 2005 and has been applying for all regional projects. PARSTWG votes to share projects as a regional effort. This status as a regional project often allows DRPA/PATCO to receive aid in the area which it would not have qualified for alone. Additionally, since the DRPA is administering these regional projects, the agency is eligible for the Management and Administration portion of these grants.
This project sustains the “transit desk” or “transit bureau” at the Delaware Valley Intelligence Center “DVIC” by providing the necessary trained intelligence analysts as staff for transit related intelligence activities. The desk reports significant and relevant findings to the prescribed representatives from the signatories of the PARTSWG Regional Cooperative Agreement; to other “fusion centers” such as the Pennsylvania Criminal Intelligence Center (PaCIC), the New Jersey Regional Operations Intelligence Center (NJ ROIC); as well as the FBI’s Joint Terrorism Task Force (JTTF). The Transit Bureau creates a new sector specific capability in order to analyze data, review trends and incidents, and process and distribute this raw intelligence into usable, actionable, and legal reports used to detect, deter, and prevent homeland terroristic acts on the region’s transit rail lines, buses, and trolleys. The City of Philadelphia (Philadelphia Police Department) is the project manager for this project and will have routine and daily control of the contractor’s employees in support of their mission.
SUMMARY: Amount: $620,000 (100% grant funded) Source of Funds: FY 2015 TSGP Grant Capital Project# N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 08/31/2018 Other Parties Involved: City of Philadelphia, FEMA, TSA, DHS, PARTSWG, DRPA DRPA-16-024 Operations & Maintenance Committee: February 2, 2016 Board Date: February 17, 2016 PARTSWG Transit Contract Intelligence Analysts, Phase IV
RESOLUTION
RESOLVED: That the DRPA Commission authorizes staff to enter into an agreement not-to-exceed $620,000 with CRA Inc., a GSA vendor to provide contract, transit related, homeland security, intelligence analytical services on behalf of the Philadelphia Regional Transit Security Working Group agencies who are signatories to the PARTSWG Regional Cooperative Agreement using FY 2015 federal transit security grant proceeds.
RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $620,000 (100% grant funded) Source of Funds: FY 2015 TSGP Grant Capital Project# N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 08/31/2018 Other Parties Involved: City of Philadelphia, FEMA, TSA, DHS, PARTSWG, DRPA SUMMARY STATEMENT
ITEM NO.: DRPA-16-025 SUBJECT: One (1) 2016 Johnston VT Street Sweeper
COMMITTEE: Operations and Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate a purchase contract with U.S. Municipal, 461 Glennie Circle King of Prussia, PA.,19406, for the purchase of one (1) 2016 Johnston VT Street Sweeper in the amount of $269,758.00.
PURPOSE: To provide replacement 2016 Johnston VT Street Sweeper in order to keep the Authority’s fleet operational and to maintain the DRPA facilities.
BACKGROUND: The 2016 Johnston VT Street Sweeper is being purchased under the Commonwealth of Pennsylvania’s Co Star Contract #019-025. Past experience has shown that state contract pricing is the most cost effective means of purchasing vehicle and equipment because pricing is quantity based. The 2016 Capital Budget includes funding for the purchase of One (1) Johnston VT Street Sweeper.
SUMMARY: Amount: $269,758.00 Source of Funds: General Fund Capital Project #: F66116 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A DRPA-16-025 Operations & Maintenance Committee: February 2, 2016 Board Date: February17, 2016 One (1) 2016 Johnston VT Street Sweeper
RESOLUTION
RESOLVED: That the Board authorizes staff to negotiate a contract with, U.S. Municipal, 461 Glennie Circle King of Prussia, PA.,19406, for the purchase of one (1) 2016 Johnston VT Street Sweeper in the amount of $269,758.00.
RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable; and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $269,758.00 Source of Funds: General Fund Capital Project #: F66116 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A SUMMARY STATEMENT
ITEM NO.: DRPA-16-026 SUBJECT: (2) 2016 Kubota Tractor Model M7060HDC 2016 Kubota Tractor (1) Model B2650HSDC
COMMITTEE: Operations and Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate a purchase contract with CH Waltz Sons, Inc., 6570 State Road 973 East, Cogan Station, PA, 17728, for the purchase of two (2) 2016 Kubota Tractors, model # M7060HDC in the amount of $97,194.90 ($48,597.45 each) and one (1) Kubota Tractor model #B2650HSDC in the amount of $33,873.58. Total price for all three (3) Kubota Tractors is $131,068.48.
PURPOSE: To provide replacement Kubota Tractors in order to keep Authority fleet operational, maintain facility roadways and to provide a safe passage during the winter season.
BACKGROUND: The 2016 Kubota Tractors are being purchased under the Commonwealth of PA Contract #4400011361. Past experience has shown that state contract pricing is the most cost effective means of purchasing vehicle and equipment because pricing is quantity based. The 2016 Capital Budget includes funding for the purchase of three (3) Kubota tractors.
SUMMARY: Amount: $131,068.48 Source of Funds: General Fund Capital Project #: B16003, B16009, B16013 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A DRPA-16-026 Operations & Maintenance Committee: February 2, 2016 Board Date: February 17, 2016 (2) 2016 Kubota Tractor Model M7060HDC (1) 2016 Kubota Tractor Model 2650HSDC
RESOLUTION
RESOLVED: That the Board authorizes staff to negotiate a purchase contract with CH Waltz Sons, Inc., 6570 State Road 973 East, Cogan Station, PA, 17728, for the purchase of two (2) 2016 Kubota Tractors model #M7060HDC in the amount of $97,194.90 ($48,597.45 each) and one (1) Kubota Tractor model #B2650HSDC in the amount of $33,873.58. Total price for all three (3) Kubota Tractors is $131,068.48.
RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable; and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $131,068.48 Source of Funds: General Fund Capital Project #: B16003, B16009, B16013 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A SUMMARY STATEMENT
ITEM NO.: DRPA-16-027 SUBJECT: (3) 2016 Ford Escapes and (1) 2016 Ford Transit Van COMMITTEE:
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate a purchase contract with McCafferty Ford, 6320 Carlisle Pike, Mechanicsburg, PA, for the purchase of three (3) 2016 Ford Escapes AWD Vehicles in the amount of ($23,407.00) $70,221.00 and one (1) Ford 2016 Transit Van 250 ($35,000.00) total of $105,221.00.
PURPOSE: To provide replacement vehicles to keep the Authorities fleet operational and able to maintain the facilities and roadways.
BACKGROUND: The 2016 Ford Escapes and Ford Transit van vehicles are being purchased under PA -State C0-Stars Contract 026-055. Past experience has shown that state contract pricing is the most cost effective means of purchasing vehicles and equipment because pricing is quantity based. The 2016 Capital Budget includes funding for the purchase of three (3) Escapes and one (1) Ford Transit Van Vehicle; for the PATCO & Construction & Maintenance Department.
SUMMARY: Amount: $105,221.00 Source of Funds: General Fund Capital Project #: F00716, F56516, F03016, F03316 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A DRPA-16-027 Operations & Maintenance Committee: February 2, 2016 Board: February 17, 2016 Three (3) 2016 Ford Escape and One (1) Ford Transit Van
RESOLUTION
RESOLVED: That the Board authorizes staff to negotiate a contract with, McCafferty Ford, 6320 Carlisle Pike, Mechanicsburg, PA for the purchase of three(3) 2016 Ford Escapes AWD Vehicles in the amount of ($23,407.00) $70,221.00 and one (1) Ford 2016 Transit Van 250 ($35,000.00) total of $105,221.00.
RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA.
SUMMARY: Amount: $105,221.00 Source of Funds: General Fund Capital Project #: F00716, F56516, F03016, F03316 Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A FINANCE 1 DELAWARE RIVER PORT AUTHORITY
2 Finance Committee Meeting
3 One Port Center 2 Riverside Drive 4 Camden, New Jersey
5 Wednesday, January 13, 2016
6 Commissioners:
7 Jeffrey Nash, Esq., Finance Committee Chairman Timothy A. Reese, Pennsylvania State Treasurer 8 (via telephone) Elinor Haider 9 Rohan Hepkins Victoria Madden (for Pennsylvania Auditor General 10 Eugene DePasquale) (via telephone) Charles Fentress 11 Ricardo Taylor
12 Others Present:
13 Amy Herbold, Senior Counsel, New Jersey Governor's Authorities Unit 14 Chelsea Rosebud Guzowski, Director of Economic and Strategic Initiatives, Pennsylvania Office of the 15 Budget David Dix, Assistant to DRPA/PATCO Chairman Ryan Boyer 16 Katherine Clupper, Managing Director, Public Financial Management 17 Kim Whelan, President, Acacia Financial Group
18 DRPA/PATCO Staff:
19 John Hanson, Chief Executive Officer Maria Wing, Deputy Chief Executive Officer 20 Raymond Santarelli, General Counsel & Corporate Secretary 21 Kristen Mayock, Deputy General Counsel Stephen Holden, Deputy General Counsel 22 Kathleen Vandy, Assistant General Counsel Richard Mosback, Assistant General Counsel
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 DRPA/PATCO Staff: (continued)
2 James White, Chief Financial Officer Toni Brown, Chief Administrative Officer 3 David Gentile, Inspector General Christina Maroney, Director, Strategic Initiatives 4 Kyle Anderson, Director, Corporate Communications John Rink, General Manager, PATCO 5 Orville Parker, Manager, Budget/Financial Analysis Amy Ash, Contract Administrator, Contract 6 Administration Susan Squillace, Manager, Procurement & Stores, 7 DRPA/PATCO Sheila Milner, Administrative Coordinator 8 Elizabeth McGee, Acting Records Manager
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 INDEX
2 Page
3 Roll Call 4
4 Financial Update 5
5 Actionable Items (SS&Rs)
6 Authorization for Extension of Stated Expiration Dates of Letters of Credit for 7 2008A, 2010B, and 2010C Revenue Refunding Bonds and Disseminate RFPs for Alternate or 8 Replacement Liquidity Structures for 2008B, 2010A, 2010B, and 2010C Revenue Refunding Bonds 29 9 Modification of Current Temporary Workers 10 Contracts 35
11 Records Management Consultant Services 40
12 Executive Session 42
13 Compensation for Specialty Legal Services 43
14 Adjournment 44
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 PROCEEDINGS
2 (9:08 a.m.)
3 CHAIRMAN NASH: I'm going to call the meeting
4 of the Finance Committee to order. Please call the
5 roll.
6 MR. SANTARELLI: Thank you, Mr. Chairman.
7 CHAIRMAN NASH: You're welcome.
8 MR. SANTARELLI: Chairman Nash?
9 CHAIRMAN NASH: Here.
10 MR. SANTARELLI: Treasurer Reese?
11 TREASURER REESE: Here.
12 MR. SANTARELLI: Commissioner Hepkins?
13 COMMISSIONER HEPKINS: Here.
14 MR. SANTARELLI: Commissioner Haider?
15 COMMISSIONER HAIDER: Here.
16 MR. SANTARELLI: Commissioner Madden?
17 COMMISSIONER MADDEN: Here.
18 MR. SANTARELLI: Okay. Commissioner DiAntonio
19 notified us he won't be joining us this morning, and
20 Commissioner Sweeney also. You have a quorum.
21 CHAIRMAN NASH: Thank you very much. Happy
22 New Year, everybody.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 COMMISSIONER HEPKINS: Happy New Year.
2 CHAIRMAN NASH: We're going into another great
3 year at the Delaware River Port Authority and PATCO.
4 We have four items on the agenda today. First is the
5 financial update by Mr. White.
6 MR. WHITE: Good morning, everyone, and a
7 Happy New Year. I'd like to take you through two
8 documents this morning. Number one is the financial
9 summary, which hopefully everybody has a copy of. And
10 then I just wanted to take you through very, very
11 quickly, some of the financial accomplishments and
12 achievements that DRPA staff and the Finance Committee
13 achieved in 2015.
14 If you're looking at the DRPA Unaudited
15 Financial Summary in the January 2016, Finance
16 Committee meeting package, you'll see DRPA traffic and
17 toll revenues are at least two percent above both in
18 terms of traffic and revenues. This is through
19 October year-to-date.
20 If you look at the traffic increase or
21 decrease from the prior month, there is a 116,000
22 vehicle increase from the previous month, and the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 revenues were up $526,000 from the previous month.
2 What you'll see in a few minutes is that we just had
3 an exceptional year in terms of traffic. This was
4 partially due to the lack of inclement weather, but
5 also our growth was even higher than anticipated by
6 the traffic study we did a few years ago.
7 Year-to-date through November 30th, PATCO
8 ridership is above last year by 105,000 riders and net
9 passenger revenues are $500,000 above last year. So,
10 between the DRPA and PATCO, these are exceptional
11 numbers, from my perspective.
12 CHAIRMAN NASH: I have a question on the
13 bridge tolls. I saw an interesting statistic that the
14 Tacony-Palmyra has been down about five percent since
15 they raised their tolls. What's the increase, if any,
16 to the Betsy Ross and other bridges because of that?
17 MR. WHITE: Actually, we have seen some
18 increase. As you look at some of the overall traffic
19 numbers, we’re up around two percent. We have done
20 some spot looking at that, and I think that we have
21 seen some changes in terms of Betsy Ross, but I do not
22 believe that we have seen a five percent increase
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 related to that.
2 So there has been an increase. There has been
3 a shift of some sort. But all of that traffic has not
4 come to the Betsy Ross, from what I can see.
5 MR. HANSON: The Betsy Ross Bridge traffic is
6 up. It's something that both Finance and Val Bradford
7 at the Ben Franklin and Betsy Ross Bridges have
8 identified. And although the trend is that our
9 traffic is increasing, typically the Betsy Ross Bridge
10 has not -- since the tolls have gotten so far out of
11 alignment -- participated in those types of increases.
12 So it is a significant thing that we're seeing an
13 increase there.
14 I would say that because of the fact that the
15 Betsy Ross Bridge hasn't typically participated in
16 those increases that it probably is due, to a large
17 extent, to the increase in tolls on the Tacony-Palmyra
18 Bridge.
19 MR. WHITE: In terms of budget versus actual,
20 DRPA traffic was 1.2 million vehicles through October
21 31st, which was higher than budget. DRPA toll revenues
22 were a whopping $12.1 million above budget. What we
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 8
1 typically do when we budget for traffic and for
2 revenues is to take a decrement of around $3 million,
3 in anticipation of negative traffic and revenues due
4 to snow. We did not really see that impact.
5 But the large increase in the toll revenues
6 especially is due to the fact that: number one, we
7 tend to be conservative in our estimates; and, number
8 two, traffic is around 2, almost 2½ percent above last
9 year and the average toll is up. So, we've had an
10 exceptional year in terms of traffic and I believe
11 that that trend will continue once we get the November
12 and December numbers.
13 TREASURER REESE: Amazing numbers, Jim.
14 MR. WHITE: Yes, it is, really. I mean I'm
15 very, very surprised at the numbers at this point.
16 And, again, even if you look at the 2016 budget, we
17 still tend to be fairly conservative. But if you look
18 at the traffic study that we had done a couple of
19 years ago, they're expecting roughly a .4 percent
20 increase over a period of years.
21 TREASURER REESE: Right.
22 MR. WHITE: And we've actually seen that
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 9
1 increase in the traffic in one year, as opposed to a
2 five-year trend.
3 TREASURER REESE: Right, in really almost less
4 than a year.
5 MR. WHITE: Yes, exactly right, exactly right.
6 So, of course, I'm happy, and that means more money
7 going to the General Fund and more money to fund the
8 Capital Program.
9 On the PATCO ridership versus budget through
10 November, it's minus 134,000 passengers. Net revenues
11 are up $206,000 in terms of net passenger revenues,
12 again against budget. John, do you want to comment on
13 the December numbers?
14 MR. RINK: Sure. Ridership for the entire
15 year of 2015 was more than 162,000 over last year's
16 budget, so that’s a 1.6 percent increase. In
17 actuality, we were under our budget by 30,500 or .3
18 percent. However, if you take into account that on
19 June 24, 2015, we lost almost 27,000 riders due to our
20 storm, we are within 3,000 of our budget figure. So,
21 good signs on our end.
22 MR. WHITE: John, correct me if I'm wrong, but
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 10
1 I would say that over the last couple of months we're
2 seeing a recovery on the ridership side to an extent
3 that I didn't expect us to get up to -- the budgeted
4 numbers. But we effectively have done that except for
5 the inclement weather. Right?
6 MR. RINK: Yes. We're ending the year 2015 on
7 a positive trend; ending upwards for the first time in
8 four years.
9 COMMISSIONER HEPKINS: Didn't we take a hit
10 with the papal visit, too?
11 MR. RINK: We did have increased ridership for
12 Saturday and Sunday, but that offset the losses on
13 Monday and Friday.
14 MR. WHITE: The next couple of things I want
15 to focus on are in terms of the Project Fund and the
16 General Fund --
17 CHAIRMAN NASH: Can I ask you a question
18 before you get off of PATCO?
19 MR. WHITE: Yes, sure.
20 CHAIRMAN NASH: What was the estimated revenue
21 budgeted for this year? We budgeted in 2015, $9.3/
22 $9.4 million?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 11
1 MR. WHITE: I'm not sure I have that total.
2 CHAIRMAN NASH: You don't have to get it this
3 minute, but I'm curious to see if you are staying on
4 the 2015 budgeted number or if you went back to the
5 actuals.
6 MR. WHITE: For our 2015 budget, we had PATCO
7 fares and revenues of $26,007,000. Now, I don't have
8 that broken out between the advertising and the fares
9 there, so I'll have to come back to you to give you
10 more clarification.
11 MR. HANSON: What I recall in my conversations
12 with John Lotierzo is that we had budgeted higher
13 ridership for 2016, right?
14 MR. RINK: Yes.
15 MR. HANSON: And 2015 in anticipation. I
16 think that's the question, right? Both because of the
17 ridership trend and because we're no longer doing the
18 Track Rehab Project, we've budgeted a higher number of
19 riders. I'm not exactly sure what that number is, but
20 I know I had that conversation with John Lotierzo, who
21 is the director of Finance.
22 MR. WHITE: Yes, that's correct. For 2016 the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 12
1 numbers are higher as a result of being finished with
2 the Track Rehab Project, that's correct.
3 I want to call your attention again to the
4 Project Fund Balances and the General Fund balances.
5 One thing you'll note in terms of the General Fund --
6 and I'll talk about this in a minute -- the General
7 Fund increased around $48 million last year; that’s ,
8 again the unaudited numbers. You'll see a decrease
9 during the month of December, but that decrease is
10 because we contributed $5 million to our OPEB, Other
11 Post-Employment Benefit Trust Fund. So, in effect,
12 the December numbers were up as well.
13 MR. HANSON: I just want to be clear on that
14 point; that's money we still have. We just moved it
15 out of the General Fund and into an irrevocable trust
16 for other post-employment benefits. The cash that we
17 possess hasn't decreased. We just moved it and
18 dedicated it to the purpose of other post-employment
19 benefits.
20 MR. WHITE: Right. If you look at the total
21 bond debt by type, as of December 31, total debt is
22 roughly $1.5 billion. As of January 1st, that number
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 13
1 is going to drop by another $50 million as our bonds
2 amortize downwards and we make various principal
3 payments on January the 1st.
4 If you will look at our total swap valuation,
5 you'll see that that swap valuation is a negative
6 $140 million. That's a change from December 31, 2014.
7 Again, even as the bonds amortize, so does the
8 notional value on the swaps. So, as of January 1st,
9 the notional principal amount of the swaps is down to
10 around $448 million; this is versus roughly $800
11 million when the swaps first were initiated or
12 executed.
13 MR. HANSON: With the way our swap is set up,
14 the other determinative value is that as interest
15 rates rise value will decrease. But we did just
16 amortize a significant piece of it at the end of last
17 year/beginning of this year.
18 CHAIRMAN NASH: Jim, can you give us a brief
19 update on Moody's standard rules as to our bond
20 rating?
21 MR. WHITE: Yes. In terms of our bond rating,
22 S&P moved our ratings in 2013. S&P affirmed our bond
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 14
1 ratings in December 2014. At the end of the year,
2 John Hanson and I had some conversations with the new
3 analyst, who reaffirmed our rating. That's an area I'd
4 like to target for this year and perhaps have more
5 dialogue with Moody's to see if we can perhaps improve
6 the Moody's ratings. But our ratings are very strong.
7 They look at a number of things, but certainly
8 when you look at Moody's, they cited the swap novation
9 that we did, which puts us in a much more secure place
10 in terms of our swap exposure. They look at our
11 liquidity -- the amount of funds that we have from a
12 liquid perspective. They also made mention of those
13 funds which we segregated into a pay-go Capital Fund
14 and the fact that over the past 10-plus years we have
15 been under budget. Those were the factors that they
16 cited in reaffirming our numbers.
17 MR. HANSON: I've spent a lot of time talking
18 to the rating agencies over the years about our bond
19 rating and Jim has also been very involved. We have
20 our financial advisors are with us today: Kathy
21 Clupper from Public Financial Management and Kim
22 Whelan from Acacia Financial. I think we all agree
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 15
1 that we're underrated compared to very similar
2 organizations, based on the strength of our
3 financials.
4 Now, I'm not going to speak for anybody but
5 myself and my conversations with the rating agencies.
6 What it seems to come down to is the press that we
7 have gotten over the years. They just don’t have a
8 lot of faith in our judgment, which is extremely
9 frustrating to me because irrespective of what
10 happened in the past, the financials have continue to
11 improve. I'm going to take a minute here to get on my
12 soapbox, Jim.
13 MR. WHITE: Sure.
14 MR. HANSON: The financials have continued to
15 improve and we have a long record of success now. We
16 came from a place in 2008 where we were literally
17 staring down bond trustees, bond insurers and
18 investment bankers who wanted to collateralize more
19 money than we had, or the entire amount of the General
20 Fund.
21 We fended that off; that's well behind us now.
22 We've got a General Fund that's got more than
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 16
1 $500 million in the bank due to the responsible
2 actions of the Board and the staff on the financial
3 side. It’s also due to the way that we maintain the
4 bridges, the way we maintain the railroad line. If
5 not for the fact that we keep those bridges in
6 excellent condition -- we keep them safe, serviceable,
7 and secure and they are the first places that are free
8 of snow in every storm -- we wouldn't be talking about
9 a 2 percent increase in traffic.
10 It's this entire ensemble at DRPA and PATCO --
11 from the Board down to the people who work on the
12 bridges and on the train lines -- who make it work.
13 Especially the executive team, who work every day to
14 make sure that wherever we have shortfalls, wherever
15 we have gaps, wherever we're under-resourced, we find
16 a way to make it up. We've got a long record of
17 financial success. Because of some articles in the
18 press that I think are there to sell newspapers,
19 because no matter what people have said or done, we've
20 always done the right thing, but that's what you keep
21 hearing about.
22 I don't know, Kim or Kathy, if you want to
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 17
1 comment on that. It's very frustrating to me.
2 MS. CLUPPER: I agree with Jim's conclusion
3 that it would be very helpful to go back to the rating
4 agencies this year with the trends and new traffic
5 figures. But, the rating agencies remember the budget
6 fights and the economic development funds, and that's
7 what's in their heads. That's really history now. I
8 think you have to just keep going back and back and
9 back.
10 MS. WHELAN: The consistency with
11 administration, I think, is really going to help. I
12 agree with Kathy, I think it's time to go back and ask
13 for a new rating.
14 MR. WHITE: Right. So our plan would be that
15 we meet with them in June or so, do a presentation,
16 and hopefully we can see some more movement there.
17 CHAIRMAN NASH: I'm so grateful that the
18 commuter discount didn't cause a calamity.
19 MR. WHITE: How did I know that was coming?
20 At the section above, the first section, you'll
21 actually see what the ratings are to the revenue
22 bonds. Moody's were A3 stable. S&P were A+. For the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 18
1 PDP bonds or Port District Project bonds, they are
2 Baa3 stable and BBB+ on S&P. On the PDP bonds, S&P
3 moved us up from BBB- a couple of years ago. So,
4 that's a very, very positive trend.
5 TREASURER REESE: Hey, John?
6 MR. HANSON: Yes?
7 TREASURER REESE: Is Chairman Ryan Boyer with
8 us, as well?
9 MR. HANSON: No.
10 CHAIRMAN NASH: No, he's not.
11 TREASURER REESE: No. Maybe we can schedule a
12 meeting with you, me, and Chairman Boyer. I have
13 something I want to share with you that may be helpful
14 in terms of imagining.
15 MR. HANSON: That's great. I'll ask Nancy to
16 schedule that.
17 TREASURER REESE: Okay.
18 MR. HANSON: Thank you, Treasurer.
19 MR. WHITE: We have entered a new year and I
20 want to review what we accomplished during 2015. I
21 distributed to the Finance Committee a document called
22 ‘Financial Accomplishments and Achievements for 2015.’
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 19
1 Beyond the traffic and revenue increases, we had a
2 banner year in terms of the things we were able to
3 accomplish. I broke it down to a couple of
4 initiatives. I'm not going to go through the whole
5 document, but you can certainly look at it at your
6 leisure.
7 In terms of E-ZPass initiatives, we did the
8 commuter discount. We implemented that on
9 December 1st. The Finance Committee also us gave
10 authorization to do programming for the E-ZPass to
11 delay transaction processing. I believe that's
12 finished; we just need to have some training on it. We
13 believe that's going to bring in hundreds of thousands
14 of dollars in additional revenue capture for 2016.
15 On the debt and the swap side, we extended the
16 Barclay's loan extension. We did the swap novation.
17 We got authorization from the Board and executed a
18 transaction that surprised us by bringing in a
19 $1 million gross payment from the two new
20 counterparties, for a net of over $850,000 after fees
21 were paid. The DRPA, as a result, is in a much more
22 strategic position vis-à-vis the swaps.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 20
1 We talked about Moody's affirming our DRPA
2 ratings. We are in the process of looking at LOC
3 restructuring. In fact, that's the next thing we'll
4 be talking about, the resolution to give us authority
5 to move forward relating to our LOC portfolio.
6 On the economic development side, you can see
7 this section called ‘Economic Development Exit.’
8 Credit for a lot of the work here goes to our legal
9 staff; Kristen Mayock, particularly when she was
10 Acting GC and also Ray towards the end of the year. We
11 got money from the Victor loans payout. The LEAP loan
12 payoff happened in December; both principal and
13 interest was paid down. We were able to discharge the
14 NJEDA loan guaranty, which was $10 million. We had to
15 reserve for this in our General Funds, so the
16 discharge basically frees up $10 million in reserves.
17 We assisted the Battleship New Jersey; as a result of
18 our 10-year loan guaranty, we were able to help them
19 reduce their debt or their debt payments by around 250
20 basis points. With the help of Commissioner Haider
21 and particularly Chairman Boyer, we were able to
22 participate in the CCI Stadium restructuring and
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 21
1 essentially help to facilitate that deal.
2 There were a number of things that we are
3 required to do in terms of the bond indenture
4 compliance, so those things are mentioned there. On
5 the insurance side --
6 TREASURER REESE: Jim?
7 MR. WHITE: Yes?
8 TREASURER REESE: Can we slow down just a
9 second? I think you're now to another category. On
10 the economic development exit --
11 MR. WHITE: Yes?
12 TREASURER REESE: As I recall, on that large
13 document that was put together on the past economic
14 development activities, -- some of it sounds like new
15 economic development, which I thought we were going to
16 stay out of, and some of this it seems like it goes
17 back to the old economic development. Is that
18 correct?
19 MR. WHITE: Particularly, for example, Victor
20 Lofts and LEAP, these were old economic loans.
21 MR. HANSON: Hold on for one second. I just
22 want to make this really clear. There is no new
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 22
1 economic development. All of our efforts have been
2 focused on exiting the program because: number one, we
3 don't do it anymore; number two, it is a huge drain on
4 the operation, particularly the Finance and Legal
5 staffs, including, as Jim mentioned, Ray, Kristen,
6 Steve Holden, Rick Mosback, Kate Vandy, and a whole
7 other group there.
8 So, I just want to be really clear, there is
9 no new economic development and there hasn't been for
10 a long time. We're desperately trying to close the
11 books on economic development.
12 TREASURER REESE: Okay, great. Thank you.
13 Thank you, John. So this really goes back to the
14 denominator, if you will. That number, was it around
15 $300 million in economic monetary value out there?
16 MR. HANSON: Higher than that.
17 MR. WHITE: It was higher than $300 million.
18 When you pull together the PDP bonds and other
19 funding, it was --
20 MR. HANSON: Swap funding and then --
21 MR. WHITE: Swap funding, that's correct, it
22 was around $40 million in swap funding. It was, I
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 23
1 would say, upwards of $400 million.
2 MR. HANSON: I think it was in the
3 $400 million range.
4 TREASURER REESE: As we work this thing down,
5 what percentage of this does this represent towards
6 the work-down of this $400 million?
7 MR. WHITE: I don't have the economic
8 development numbers in front of me, but I believe it
9 is less than $20 million, in terms of those projects
10 we are working on. In terms of the loans, I think we
11 may have still around $14 million or so in loans. BI
12 will clarify those numbers and get them to you.
13 TREASURER REESE: Okay, thank you.
14 MR. WHITE: Essentially, Victor Lofts and LEAP
15 did some restructuring of old leans and, as a result,
16 they paid down the economic development loans that
17 we've been carrying since around the early 2000s. Is
18 that clear? Treasurer Reese?
19 TREASURER REESE: Yes, I'm here. I think my
20 question was answered on the bigger thing, and it will
21 be answered when we get that other stuff.
22 MR. WHITE: Okay.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 24
1 COMMISSIONER HAIDER: Do we have an
2 expectation of what we'll recapture in 2016 from the
3 economic development funds?
4 MR. WHITE: Well, certainly, there will
5 continue to be loan pay downs in terms of principal
6 and interest. We made some payments against the
7 existing economic development projects late in the
8 year. I think some of those are winding down, but I
9 don't necessarily know where we stand in terms of the
10 projects overall.
11 CHAIRMAN NASH: Several months ago, we were
12 getting continuing paperwork that would tell us the
13 status of each of the economic development projects.
14 We should continue that. I don't know who was taking
15 on that responsibility.
16 MS. WING: I'm working to get that updated.
17 I'm primarily waiting for some additional data. There
18 were some extension requests that Legal is still
19 processing. So it's really just about getting my arms
20 around the files. It's unfortunately the process.
21 CHAIRMAN NASH: Rather comprehensive. When
22 you're ready to do that, bring it before the Finance
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 25
1 Committee --
2 MS. WING: Yes.
3 CHAIRMAN NASH: -- we can go through each of
4 the projects and see where we are as we try to unwind
5 this as best we can.
6 MR. WHITE: Right. And, Maria, to the extent
7 that you need our help, obviously, reach out to us.
8 On the insurance side, led by CAO Toni Brown
9 and the Risk area, we had our annual renewals. One of
10 the key items was the AmeriHealth renewal which
11 resulted in an increase of only 1 percent on the
12 annual premiums. That really was significant. It
13 really helped us in terms of finalizing the budget.
14 Toni, anything you want to mention related to
15 that?
16 MS. BROWN: The only thing I want to add is
17 that we were also able to negotiate an increase in the
18 Wellness budget for an additional $5,000; so, we've
19 gone from $15,000 to $20,000. Those funds are
20 critical because they help to cover the cost of the
21 health fairs, the flu shots, and a lot of other
22 initiatives that we have underway that support our
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 26
1 goal for a healthy and well workforce.
2 MR. WHITE: I’ll ask John Rink to talk
3 about the PATCO Freedom Cards. Our customers wanted
4 to use the credit/debit feature in our TVMs for paper
5 tickets. PATCO rolled that out in June 2015. John, do
6 you want to say anything about the success of that
7 program?
8 MR. RINK: We've seen a dramatic increase in
9 the use of credit and debit cards to purchase the both
10 single ride tickets and the roundtrip tickets. It's
11 been well received by our customers, especially those
12 that don't have a FREEDOM Card and want to go into the
13 City for an event. It's been a tremendous success for
14 us.
15 MR. WHITE: Great. Finally, other finance
16 initiatives. Obviously, we passed the budget. We had
17 to work against some challenging numbers, but we were
18 able to pass the Operating, PATCO and Capital Budgets.
19 I mentioned earlier the funding of the OPEB
20 Irrevocable Trust, $5 million this year and an
21 anticipated $5 million for next year, depending upon
22 the success of our numbers. The General Fund has
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 27
1 grown. The pay-go Capital Fund grew roughly close to
2 $50 million.
3 We have continued below budget performance for
4 a significant time frame. My group, in cooperation
5 with Corporate Communications and the Print Shop,
6 received the Certificate of Achievement for Excellence
7 in Financial Reporting for the 23rd consecutive year.
8 And all staff has been actively involved in the SAP
9 implementation that began last Monday, January the
10 4th.
11 So, that's just a brief summary of the results
12 of the effective participation and partnership between
13 DRPA staff and the Finance Committee and, of course,
14 the Board. I want to thank you all for your support
15 in pushing for that agenda this year and last year.
16 CHAIRMAN NASH: Well, Jim, I think we should
17 thank you and your team for doing such an outstanding
18 job. The finances of this Authority are just
19 spectacular. And I do want to thank you. I know your
20 dedication. And just to see your eyes light up when
21 you see money coming into the General Fund -- every
22 person who crosses the bridge and pays $4 or $5 to get
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 28
1 over the bridge should know how much care and
2 attention you take with their money. That's what the
3 public is looking for, someone to be careful and
4 prudent with their hard-earned money. I'm sure they
5 appreciate what you and your team have done.
6 MR. WHITE: I appreciate those comments. I
7 should also add, and John did mention this, that we
8 have our financial advisors with us today. Certainly
9 over the last three or four years, we have saved tens
10 of millions of dollars as a result of their advice. I
11 am indebted to the counsel that they bring to the
12 table, as well.
13 CHAIRMAN NASH: You're going to make them ask
14 for more money. Be careful when you say they saved us
15 tens of millions of dollars.
16 MR. WHITE: Just trying to spread the joy.
17 MS. WHELAN: I'm shedding a tear, too.
18 CHAIRMAN NASH: Well, of course, when I say
19 your team, I'm including our financial advisors who
20 have been with us for several years and have taken us
21 through the rocky times and some of the tidal waves
22 that we've overcome. So, to Kathy and Kim and your
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 29
1 teams, thank you very much.
2 All right, any bad news?
3 MR. WHITE: We're overworked, but that doesn't
4 show up in the numbers.
5 CHAIRMAN NASH: The second item is the
6 ‘Authorization for Extension of Stated Expiration
7 Dates of Letters of Credit 2008A, 2010B, 2010C Revenue
8 Refunding Bonds and Dissemination of RFPs for the
9 Alternate or Replacement Liquidity Structures’ for the
10 same list. Jim?
11 MR. WHITE: I sent a memo to Finance Committee
12 Commissioners because this is a very complex SS&R, but
13 there are some key things here that we're looking to
14 do. I'll ask either Kathy or Kim to make any comments
15 that they want.
16 Essentially, this has been our goal over the
17 last couple of years. We have a significant portfolio
18 of Letters of Credit that support our 2008 and 2010
19 Revenue Refunding Bonds; somewhere in the area
20 approaching $600 million. It has been John Hanson and
21 my goal to do as much as we can to diversify that
22 portfolio, perhaps have alternative structures, in
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 30
1 order to diversify and reduce potential risk.
2 This year, we have three large LOCs that are
3 expiring. Those are the Bank of America, which
4 expires in July and Royal Bank of Canada and the Bank
5 of New York Mellon, both of which expire in March of
6 this year. Having these three expiring LOCs, gives us
7 an opportunity to either renew or to seek additional
8 or alternative structures.
9 MR. HANSON: Jim, if I could just for one
10 second?
11 MR. WHITE: Yes.
12 MR. HANSON: This deals with our variable rate
13 debt, which is connected to the swaps. As Jim said,
14 we have about $450 million in notional value of swaps
15 left, which means it's in hedging transactions with
16 $450 million of variable rate debt. That variable
17 rate debt is currently supported by Letters of Credit
18 from banks. But all of it is hedged that way through
19 variable rates with Letters of Credit, and we're
20 looking at possibly renewing some or all of that with
21 alternative products.
22 MR. WHITE: We essentially have three expiring
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 31
1 LOCs that we have to do something with. This SS&R
2 provides the Authority with maximum flexibility and
3 authority to address the issue of the expiration of
4 the three expiring LOCs with those three banks. The
5 SS&R provides authority for the DRPA to issue an RFP
6 to banks and investment banks to provide us with LOC
7 structure and pricing, or the opportunity to propose
8 alternative financing structures related to the
9 Authority's Letters of Credit.
10 CHAIRMAN NASH: Proposed to whom? To us; to
11 the Board? You say it gives you the authority to
12 propose alternative structures.
13 MR. HANSON: To receive proposals.
14 MR. WHITE: To receive proposals. They would
15 propose to us, and then we would, of course, come to
16 the Finance Committee and the Board for final
17 approval.
18 MR. HANSON: One of the problems is that there
19 are changes in the regulations potentially coming that
20 would make LOCs more expensive. Our thought is that
21 we should not have all of our eggs in the LOC basket
22 in case it gets really expensive. So, we’re looking to
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 32
1 diversify.
2 CHAIRMAN NASH: I'll defer to you on that
3 judgment. But do you need --
4 MR. WHITE: We need authority to extend the
5 maturities of our LOCs, particular with Royal Bank of
6 Canada and the Bank of New York. We have approached
7 the banks: The Royal Bank of Canada is willing to
8 extend the LOC which matures in March for five months
9 and the Bank of New York is willing to extend it for
10 three months. That will give us sufficient time to go
11 out and solicit information to either restructure or
12 renew the LOC portfolio. The Bank of America has
13 given us a proposal whereby we could extend for two to
14 four years.
15 MS. WHELAN: The goal would have been for all
16 three to agree to two to four years, but that would
17 have made it more straightforward. You would have to
18 do a whole new RFP. But it looks like two of the
19 banks are only willing to go out either three months
20 or five months. That's why we're asking for the
21 ability to submit a new RFP or seek alternative
22 structures.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 33
1 TREASURER REESE: That makes sense. I'm
2 following that.
3 COMMISSIONER HAIDER: I'd like to understand
4 what the alternative structures are that we're
5 discussing. I presume that you've had some banks
6 pitching some alternatives for a current --
7 MR. WHITE: Yes, that's correct.
8 MS. CLUPPER: They're likely going to be bank
9 loans. There are public alternative structures that
10 probably will not be all that viable. But we are
11 seeing bank loan structures that have a maturity much
12 longer than two or three years. Sometimes you can get
13 them out seven to ten years. They would look exactly
14 like the variable rate, but have the same tenders --
15 swaps, so it might be the same banks that would issue
16 the Letters of Credit.
17 MS. WHELAN: But some of the banks are just
18 getting out of the Letter of Credit market, right?
19 MS. CLUPPER: A Letter of Credit is a public
20 offering, so you have to tender the bonds back in,
21 issue a new official statement. It's like a little
22 mini-bond issue, so it is a public offering. If you
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 34
1 do a private bank loan you don't have to get another
2 rating, you don't have to do another – you just enter
3 into another bank agreement with a bank --
4 MS. WHELAN: It's probably going to come down
5 to what's the most costly structure.
6 MR. WHITE: Right. So, again, the SS&R
7 essentially gives us maximum flexibility to, number
8 one, extend the LOC maturities-- particularly Royal
9 Bank and Bank of New York, and potentially with the
10 Bank of America. In the meantime, we can go out and
11 solicit additional proposals to look to potentially
12 restructure the LOC portfolio given some of the
13 changes going on in the market.
14 MR. HANSON: Jim, I would suggest as we're
15 going through this process that -- if Commissioner
16 Haider and Treasurer Reese are willing -- you should
17 communicate with them about ideas we're considering,
18 because they both have considerable knowledge in this
19 area.
20 MR. WHITE: Yes, that would be great, sure.
21 MR. HANSON: Treasurer, would that be all
22 right?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 35
1 TREASURER REESE: That's great.
2 MR. WHITE: We can use all the help we can
3 get, so I appreciate that. Any other questions?
4 CHAIRMAN NASH: There's been a resolution
5 proposed. Do you want it to go forward at this
6 meeting?
7 MR. WHITE: Yes.
8 CHAIRMAN NASH: There has been a motion. Is
9 there a motion to adopt?
10 COMMISSIONER HAIDER: So moved.
11 CHAIRMAN NASH: Is there a second?
12 COMMISSIONER HEPKINS: Second.
13 CHAIRMAN NASH: All those in favor?
14 ALL: Aye.
15 CHAIRMAN NASH: So that will be on the agenda
16 for the Board meeting on 20th.
17 The third item is the Modification of Current
18 Temporary Workers Contracts. Toni?
19 MS. BROWN: Yes. Let me say that what we are
20 proposing is an interim solution to get us to June
21 2016, but I would like to provide some background for
22 you.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 36
1 We currently have contracts with three
2 staffing firms to provide us with temporary services.
3 Those firms are Accountants For You and Office Staff
4 For You, Accounting Principles, and Perry Resources.
5 These three contracts are set to expire in June 2016.
6 We use these firms to help us meet temporary
7 staffing needs of both DRPA and PATCO. For instance,
8 the Transit Ambassadors provide a welcoming presence
9 at our PATCO stations; the contract that covered their
10 services in the past expired in 2014. When that
11 contract was not renewed, a decision was made to cover
12 these services using existing, temporary staffing
13 services firms.
14 The Transit Ambassadors were recently used
15 during the PATCO Track Rehabilitation Project and the
16 Papal visit. They were also called upon recently to
17 conduct PATCO customer surveys in response to FTA
18 requirements that we have related to our Title 6
19 program.
20 In addition to this expanded use of the
21 Transit Ambassadors, we are also using temporary staff
22 to assist staff at DRPA and PATCO and to fill certain
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 37
1 voids, especially as it relates to ERP training, while
2 staff is busy with ERP training and implementation.
3 We expect to need some temporary staffing services at
4 least for the next three months related to the ERP
5 transition.
6 Currently, the balance on the contract is
7 about $452,000. We are spending at the rate of about
8 $66,000 between the transit ambassadors and other
9 temporary staffing services needs.
10 We are requesting an additional $150,000 to
11 ensure that there will be adequate funding to meet
12 temporary staffing needs going forward until June
13 2016. That would get us to about -- if we continue to
14 spend at about the $66,000 a month rate, we would get
15 to about $400,000, and we want to make sure that we
16 don't find ourselves running short.
17 As I said at the beginning, this is an interim
18 solution. PATCO management recently posted an RFP for
19 Transit Ambassadors and a recommendation for a
20 contract is scheduled to be presented to this
21 Committee in March of 2016. DRPA management has also
22 recently posted a temporary staffing RFP and we expect
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 38
1 to come to this Committee in April with a
2 recommendation.
3 So, we're confident we'll get to June if we
4 can get a slight modification of the not-to-exceed
5 amount in the amount of $150,000.
6 MR. HANSON: So this is no budgetary increase.
7 MS. BROWN: Right.
8 MR. HANSON: This reflects that we've leaned
9 more heavily on these contracts because, in some
10 cases, we haven't filled positions because people were
11 tied up at the DRPA, were tied up with the Papal
12 visit, etc. So it has been important to have the
13 Transit Ambassadors out there for the reasons that
14 Toni said in the area of finance, in the area of
15 purchasing. We can bring workers in on a temporary
16 contract to get the work done, to get POs enter,
17 analyses done. Work is being done while people are
18 being trained, but it is not going to increase the
19 budget. Also, we're not filling some positions right
20 now because the ERP is going to change the way we work
21 and people don't want to bring somebody into a
22 position that isn't going to continue to exist. So,
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 39
1 we have relied more heavily on the contract, and we're
2 making the money up with positions that we're not
3 filling.
4 COMMISSIONER HAIDER: So effectively, this is
5 budget neutral if we look at and see the shifting.
6 MR. HANSON: Yes, it's budget neutral. We've
7 relied more on temporary staffing rather than filling
8 positions in large measure because of the changes that
9 we're anticipating will occur once we wrap our minds
10 around what the full impact of the ERP system
11 implementation will mean to us.
12 CHAIRMAN NASH: Are there any other questions?
13 COMMISSIONER HAIDER: I would just ask that
14 when we go back and look at the full cost of ERP
15 implementation at the end of the process and have a
16 moment of reflection on the whole project, -- I know
17 it has been a Herculean effort -- that we are
18 including this cost in that.
19 MR. HANSON: Yeah, that's great.
20 CHAIRMAN NASH: Any other questions? Seeing
21 none, there is a resolution on the table.
22 COMMISSIONER HAIDER: Move the motion.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 40
1 CHAIRMAN NASH: It has been moved. Is there a
2 second?
3 COMMISSIONER HEPKINS: Second.
4 CHAIRMAN NASH: All those in favor?
5 ALL: Aye.
6 CHAIRMAN NASH: Opposed? All right.
7 MS. BROWN: Thank you.
8 CHAIRMAN NASH: The last item is the Records
9 Management Consultant Services. That's to our
10 counsel?
11 MR. SANTARELLI: Thank you, Mr. Chairman.
12 We're asking that the Board of Commissioners authorize
13 staff to negotiate the terms of the contract with Iron
14 Mountain Consulting for records management consulting
15 services.
16 The request for proposal was prepared to
17 determine current market costs for such services. We
18 had a pre-proposal meeting on September 21st. Four
19 companies submitted: Concord, Imerge, Iron Mountain,
20 and Steven M. Lewis, Inc. There is a memorandum that
21 was circulated to the Committee that sets forth the
22 criteria that we used to evaluate them and the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 41
1 scoring.
2 Those firms responded to the request for
3 proposal and were reviewed under the criteria of:
4 experience with records retention; schedule creation;
5 policy and procedure manual creation; geographic area,
6 that is, their business location; their fees; the
7 timeline; and, staffing that they would provide.
8 CHAIRMAN NASH: Were they low bid?
9 MR. SANTARELLI: I'm sorry?
10 CHAIRMAN NASH: Were they low bid?
11 MR. SANTARELLI: They were also low bid.
12 CHAIRMAN NASH: And highest recommended?
13 MR. SANTARELLI: And highest recommended.
14 CHAIRMAN NASH: Is there a motion?
15 COMMISSIONER HAIDER: So moved.
16 COMMISSIONER HEPKINS: Second.
17 CHAIRMAN NASH: All those in favor?
18 ALL: Aye.
19 CHAIRMAN NASH: Opposed? Okay.
20 CHAIRMAN NASH: There is a --
21 MR. SANTARELLI: We're going to discuss that
22 in Executive Session, Mr. Chairman, and then
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 42
1 potentially bring it to the floor for a vote if the
2 Committee so decides.
3 CHAIRMAN NASH: Discussion of the procurement
4 process is in Executive Session?
5 MR. SANTARELLI: Yes.
6 CHAIRMAN NASH: How come?
7 MR. SANTARELLI: It involved legal counsel.
8 And in case anyone has questions, we have Mr. Mosback
9 here.
10 CHAIRMAN NASH: Well, then I'll take a motion
11 to go into closed session.
12 COMMISSIONER HEPKINS: So moved.
13 COMMISSIONER HAIDER: Second.
14 CHAIRMAN NASH: All those in favor?
15 ALL: Aye.
16 CHAIRMAN NASH: Opposed? All right, we're in
17 Executive Session.
18 (Off the record at 9:58 a.m.)
19 (On the record at 10:59 a.m.)
20 CHAIRMAN NASH: We're back in open session.
21 We have one item that is going to advance from the
22 Finance Committee to the Board meeting, and that is
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 43
1 the change in compensation on one particular piece of
2 litigation. Do you want to identify that litigation?
3 MR. SANTARELLI: Yes, it's the LTK versus
4 Delaware River Port Authority litigation, pending in
5 the Court of Common Pleas, Montgomery County,
6 Pennsylvania. The law firm of Duane Morris is our
7 counsel on the matter.
8 CHAIRMAN NASH: And the purpose is that it is
9 complex litigation.
10 MR. SANTARELLI: Yes. It's a complex
11 litigation on a major capital project.
12 CHAIRMAN NASH: And according to Jim White, it
13 looks as though we'd be able to pay for the legal fees
14 through our capital expenditures.
15 MR. SANTARELLI: Yes, that is our
16 understanding.
17 CHAIRMAN NASH: To our Operating Budget.
18 MR. SANTARELLI: That is our understanding.
19 CHAIRMAN NASH: With that, is there a motion
20 to accept that?
21 COMMISSIONER HAIDER: So moved.
22 CHAIRMAN NASH: Is there a second, please?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 44
1 COMMISSIONER HEPKINS: Second.
2 CHAIRMAN NASH: All those in favor?
3 ALL: Aye.
4 CHAIRMAN NASH: Opposed? The ayes have it,
5 and that will go on the January Board agenda. Is
6 there any other business that we need to address?
7 Seeing none, I'll take a motion to adjourn.
8 COMMISSIONER HEPKINS: So moved.
9 CHAIRMAN NASH: I'll second that. All in
10 favor?
11 ALL: Aye.
12 CHAIRMAN NASH: Any opposed? We're adjourned.
13 Thanks.
14 (Whereupon, the Finance Committee Meeting was
15 adjourned at 11:00 a.m.)
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 45
1 CERTIFICATE
2 This is to certify that the attached
3 proceedings before the Delaware River Port Authority
4 Finance Committee on January 13, 2016, were held as
5 herein appears, and that this is the original
6 transcript thereof for the file of the Authority.
7
8
9
10
11 ______Tom Bowman, Reporter 12 FREE STATE REPORTING, INC.
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 1 DELAWARE RIVER PORT AUTHORITY
2 Finance Committee Meeting
3 One Port Center 2 Riverside Drive 4 Camden, New Jersey
5 Wednesday, February 10, 2016
6 Commissioners:
7 Jeffrey Nash, Esq., Finance Committee Chairman Ryan Boyer, Chairman of the DRPA/PATCO Boards 8 Timothy A. Reese, Pennsylvania State Treasurer (via telephone until 10 a.m.) 9 Elinor Haider (via telephone until 9:50 a.m.) E. Frank DiAntonio 10 Charles Fentress Ricardo Taylor 11 John Dougherty (for Pennsylvania Auditor General Eugene DePasquale) 12 Others Present: 13 Victoria Madden, Chief Counsel, Pennsylvania Auditor 14 General Eugene DePasquale via telephone) Christopher Howard, Chief Counsel, New Jersey 15 Governor's Authorities Unit Chelsea Rosebud Guzowski, Director of Economic and 16 Strategic Initiatives, Pennsylvania Office of the Budget 17 David Dix, Assistant to DRPA/PATCO Chairman Ryan Boyer Arnold Alston, Vice President, Wells Fargo 18 DRPA/PATCO Staff: 19 John Hanson, Chief Executive Officer 20 Maria Wing, Deputy Chief Executive Officer (via telephone) 21 Raymond Santarelli, General Counsel & Corporate Secretary 22 Kristen Mayock, Deputy General Counsel
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 DRPA/PATCO Staff: (continued)
2 Stephen Holden, Deputy General Counsel Kathleen Vandy, Assistant General Counsel 3 Richard Mosback, Assistant General Counsel James White, Chief Financial Officer 4 Toni Brown, Chief Administrative Officer David Gentile, Inspector General 5 Christina Maroney, Director, Strategic Initiatives Kyle Anderson, Director, Corporate Communications 6 John Rink, General Manager, PATCO Amy Ash, Acting Manager, Contract Administration 7 Sheila Milner, Administrative Coordinator Elizabeth McGee, Acting Records Manager 8
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 INDEX
2 Page
3 Roll Call 4
4 Financial Update 5
5 Executive Session 18
6 Selection of Qualified Counsel to Provide Legal Services to DRPA and PATCO 18 7 Adjournment 20 8
9
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 PROCEEDINGS
2 (9:10 a.m.)
3 CHAIRMAN NASH: I'd like to call this meeting
4 to order and ask the Corporate Secretary to please
5 call the roll.
6 MR. SANTARELLI: Good morning.
7 CHAIRMAN NASH: Good morning.
8 MR. SANTARELLI: Chairman Nash?
9 CHAIRMAN NASH: Here.
10 MR. SANTARELLI: Treasurer Reese?
11 TREASURER REESE: Present.
12 MR. SANTARELLI: Commissioner DiAntonio?
13 COMMISSIONER DiANTONIO: Here.
14 MR. SANTARELLI: Commissioner Haider?
15 COMMISSIONER HAIDER: Present until 9:50.
16 MR. SANTARELLI: Okay. Commissioner Taylor?
17 COMMISSIONER TAYLOR: Here.
18 MR. SANTARELLI: Commissioner Dougherty is
19 here.
20 COMMISSIONER FENTRESS: Yes, he's here.
21 MR. SANTARELLI: Board Chairman Boyer is also
22 present.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 COMMISSIONER FENTRESS: Yes, he just went in
2 the other room.
3 MR. SANTARELLI: Commissioner Fentress?
4 COMMISSIONER FENTRESS: Here.
5 MR. SANTARELLI: You have a quorum.
6 CHAIRMAN NASH: Very good. We're going to
7 start with the abbreviated form of the Financial
8 Update.
9
10 CHAIRMAN NASH: Mr. White, do you want to give
11 us an overview quickly?
12 MR. WHITE: Yes, I certainly will. We're
13 still reporting 2015 numbers. But, all- in-all,
14 traffic and revenues are still much above what we had
15 originally budgeted.
16 I want to make sure everybody has a copy of
17 the stat sheet. It should be in your agenda. If you
18 look, for example, at DRPA information through
19 November 30th, traffic in November was up $1.1 million
20 versus last year’s toll revenues. In total, November
21 year-to-date for 2015 was $8.5 million above November
22 year-to-date for 2014. So, again, we've been talking
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 about how we have really outperformed 2014.
2 A lot of that is due to the fact that even
3 though there was some snow impact last year, it was
4 not significant. As we have discussed before, we
5 typically decrement three snow days, which is around
6 $2.5 million against in terms of the budget. So we're
7 getting around two million right there off-the-bat.
8 But, certainly, the major factor is that our traffic
9 is up two percent over last year, year-to-year.
10 Again, when we look back to a traffic study
11 that was done in late 2013, we were expecting growth
12 during this year of only 0.4 percent. So that
13 explains a lot of the differential in terms of the
14 year-to-year number. It also --
15 TREASURER REESE: Before you move on, can I
16 get a clarification, please?
17 MR. WHITE: Sure.
18 TREASURER REESE: So the DRPA toll revenue,
19 the $8.5 million year-over-year change, you said
20 that's $8.5 million in total?
21 MR. WHITE: That's correct, year-to-date,
22 that's correct.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 TREASURER REESE: First of all, that's
2 amazing. Would that really represent 3.14 percent,
3 though?
4 MR. WHITE: Unless I did something wrong in
5 the math, yes, I believe 3.14, one above 2014.
6 CHAIRMAN NASH: Right. It's $8.6 million over
7 the 272, the 3.14.
8 MR. WHITE: Treasurer?
9 TREASURER REESE: Yes, okay.
10 MR. WHITE: Are you good?
11 TREASURER REESE: I'm good, go ahead.
12 MR. WHITE: Okay, very good. So, again, I
13 wish I could take credit for these numbers, but
14 certainly I can't.
15 CHAIRMAN NASH: Might as well.
16 MR. HANSON: It's really the weather.
17 MR. WHITE: It's really the weather, right.
18 And lower gas prices.
19 CHAIRMAN NASH: Not really, not really,
20 because you incorporated three or four snow days, but
21 we lost two or three days of the weekend during the
22 Pope’s visit, so it kind of equals out. So, you can
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 8
1 take credit for it.
2 COMMISSIONER TAYLOR: The weather or the Pope?
3 MR. WHITE: I will not object to that
4 statement. Okay, so on the PATCO ridership, again, we
5 started to see improvement toward the end of the year,
6 particularly as the bridge project was winding down.
7 So you see a year-to-year change of 162,000 riders.
8 Net passenger revenue was up almost 650,000 year-to-
9 date; this is through December 31. And so, again,
10 really, really great numbers on the PATCO side.
11 CHAIRMAN NASH: Especially considering that
12 you had to deal with that track rehab project.
13 MR. WHITE: Right.
14 CHAIRMAN NASH: Those numbers are spectacular.
15 MR. WHITE: Yes, they really are. Just for a
16 point of reference, if you pop down a couple of rows
17 and look at the PATCO ridership year-to-date against
18 budget, it's only around 31,000 below budget. But,
19 again, if you take into consideration that there was
20 some snow and I think around 27,000, if I remember
21 correctly, was related to bad weather in June or July.
22 MR. RINK: It was the storm in June where we
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 9
1 were shut down and we lost power.
2 MR. WHITE: So really, unexpectedly, we
3 basically were pretty flat against the budget, which
4 is really amazing. The numbers are really excellent.
5 If you look at the operating expenses area,
6 you'll see that we are still 5.3 percent under budget.
7 However, we still have a number of 2015 numbers that
8 need to be accrued, so I expect that 5.3 percent total
9 under budget for DRPA and PATCO to be ultimately in
10 the two to three percent range. But, again,
11 historically, it might be 14 years in a row that we
12 have been under budget at least by, I would say, two
13 percent, two to four percent. So, again, some of that
14 is because of delays in procuring, but a lot of that
15 is just the Authority’s overall management of its
16 expenses.
17 TREASURER REESE: Right. Now, also, I have a
18 question again, Jim. Were there any fare increases
19 for PATCO in 2015?
20 MR. WHITE: No, no fare increases for PATCO.
21 The last PATCO fare increase, I think, was in 2011.
22 Is that correct?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 10
1 MR. RINK: Yes.
2 MR. WHITE: When we increased tolls in 2011,
3 we also increased PATCO fares by 10 percent.
4 TREASURER REESE: Okay.
5 MR. WHITE: And that was the last fare
6 increase.
7 TREASURER REESE: Okay, so no increase is on
8 these numbers. These are all driven by increased
9 ridership in total.
10 MR. WHITE: Exactly right. No fare or toll
11 increases during 2015.
12 BOARD CHAIRMAN BOYER: In fact, we had a toll
13 reduction.
14 MR. WHITE: Yes, to the Chairman's point, we
15 do have the commuter --
16 MR. HANSON: Frequent bridge user discount.
17 MR. WHITE: Yes, discount. But we won't
18 really see the impact of those numbers, I think, until
19 next year. Last time I looked at the sign-up numbers,
20 we were only around 60 percent. And in December, of
21 course, a lot of people are taking days off so they
22 don't qualify for the discount or the credit because
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 11
1 of not having 18 trips. But to the Chairman's point,
2 we will see more impact certainly as we get into 2016.
3 Again, on the budget, we're in excellent
4 shape. The only other thing that I really wanted to
5 call to your attention is that on January the 1st, we
6 have principal and interest payments on our fixed and
7 variable rate debt. So those numbers that are showing
8 as of January 31, $1.487 billion in debt, reflect a
9 pay-down of roughly $50 million in principal on
10 January the 1st.
11 TREASURER REESE: Okay.
12 MR. WHITE: Treasurer, do you want to say
13 something?
14 TREASURER REESE: No. I'm just following
15 along. I recognize the significance. You pay down
16 50 --
17 MR. WHITE: $50 million.
18 TREASURER REESE: $50 million of that, okay.
19 MR. WHITE: Right. If you pop all the way
20 down to the bottom of the page, you will see that the
21 current notional amount for the active swaps has also
22 dropped down. This is because on the 2008 and 2010
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 12
1 revenue refunding bonds -- which are supported by the
2 swaps -- amortize as well. So that number has
3 decreased as well, as of January the 1st. Actually,
4 it says total swap valuation of 12/31. That actually
5 should say January 31, 2016.
6 The only other thing I wanted to emphasize to
7 the Finance Committee is to thank you for passing the
8 resolution in January that gave us the ability to
9 extend our LOCs with Bank of America, Royal Bank, and
10 the Bank of New York Mellon. Essentially, the
11 extensions with Royal Bank and the Bank of New York
12 Mellon are like extensions of three to five months.
13 Royal Bank is August the 1st, and July the 1st is the
14 Bank of New York Mellon. So we are expediting. We're
15 starting to work on the agreements because we want to
16 be able to sign them. The agreements essentially are
17 saying we're just extending the terms --
18 TREASURER REESE: Right.
19 MR. WHITE: -- for a couple of months after
20 the Governor's veto period, because these LOCs mature
21 in March and we want to make sure that everything is
22 in place before that expiration date.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 13
1 With the Bank of America we have a little bit
2 more time. We are looking at between a two- and four-
3 year term. Preliminarily, based on my conversations
4 with the FAAs and with bond counsel, it looks like we
5 should be able to save around $100,000 a year at the
6 present principal amount. But I want to do a little
7 bit more due diligence on Bank of America to make sure
8 we have the best deal and we have the best flexibility
9 in that agreement. So we have a little bit of time.
10 So, we are rushing forward in terms of the
11 Royal Bank of Canada and the Bank of New York Mellon
12 extensions, and Bank of America will then follow suit.
13 But, again, we have a little bit of flexibility there.
14 And then, after we get those extensions out of the
15 way, then we'll issue an RFP.
16 Again, the reason for the extensions is to
17 give us an opportunity --
18 TREASURER REESE: Time.
19 MR. WHITE: Time, exactly right, time to do an
20 RFP, to see if we're going to continue with our LOC
21 structure, or if there are some alternative financing
22 opportunities where we can -- as John and I have
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 14
1 talked about for years -- diversify the LOC portfolio
2 perhaps into something more bank bond placements or
3 some other alternative.
4 CHAIRMAN NASH: What do you mean by that?
5 What alternative? Can you describe that?
6 MR. WHITE: I'm not really as astute related
7 to that, but there are various vehicles called FRNs
8 that would allow us to essentially do a private deal
9 with the bank rather than doing an LOC. The interest
10 rate structure is different from your typical LOC. So
11 we are going to get proposals that will get pricing on
12 the LOC. But we will also look at other investment
13 banks or banks that have an alternative structure to
14 see if, in fact, we can do a better deal. Because in
15 some of these vehicles, like the FRNs, you can go out
16 more than just the typical two to three years that you
17 can in the LOCs.
18 TREASURER REESE: Chairman Nash and Jim, I was
19 wondering if, like this year, wouldn't you think it
20 would be, because there are two parts to our finance
21 meetings: one, its operational where we read the
22 numbers; the numbers look great, by the way.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 15
1 MR. WHITE: Right.
2 TREASURER REESE: Outstanding work, in my very
3 short period of time. But, in the second part of the
4 meetings we should also have someone maybe look at the
5 -- I'm going to call it investments, although there is
6 really no investment. There is really more debt here.
7 MR. WHITE: Right.
8 TREASURER REESE: Maybe looking at an economic
9 outlook. Something that –lets me understand how you
10 guys are planning and what are some of the resources
11 that you have, consultants, otherwise, that come in
12 and provide you with insight. Something so we can all
13 sit at the same table at the same time.
14 CHAIRMAN NASH: That's a great idea,
15 Treasurer. In fact, we should talk about that at the
16 meeting or we can talk about it in Harrisburg, if you
17 want. The other thing I would like your involvement
18 with is our management portfolio, which has not been
19 updated --
20 MR. WHITE: In a long time.
21 CHAIRMAN NASH: -- in 20 years.
22 MR. WHITE: Right.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 16
1 TREASURER REESE: Right.
2 CHAIRMAN NASH: That's something that
3 desperately should be looked at. I know our
4 parameters are very narrow, but it doesn't mean that
5 we should not look to see where our investments
6 currently lie and where we can make improvements. At
7 the very least, we should do an RFP to see what other
8 investors have in mind under the strict parameters
9 that we would be employing them.
10 MR. WHITE: Right.
11 CHAIRMAN NASH: That would be a great part of
12 this Committee that I don't personally have the
13 expertise to be directly involved in, but I think you
14 should, Treasurer.
15 TREASURER REESE: That would be great.
16 MR. WHITE: Right. And we've had some
17 discussion on that. Certainly, that is on the table
18 in terms of our finance agenda. The first thing we
19 wanted to do is get the debt piece out of the way, but
20 the investment piece is certainly high on my area of
21 priority.
22 CHAIRMAN NASH: We've been talking about it
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 17
1 for 10 years.
2 MR. WHITE: Yes, we have.
3 CHAIRMAN NASH: I think it's time that we
4 should -- if you're here long enough, you know how
5 long things have been waiting.
6 TREASURER REESE: I'm here from January 13th.
7 CHAIRMAN NASH: But I appreciate your
8 participation in that, Treasurer Reese. All right,
9 are you done with your abbreviated report?
10 MR. WHITE: Was that a softball that you just
11 tossed me? Yes.
12 CHAIRMAN NASH: All right, are there any other
13 issues for Open Session, because we're going to go
14 into Closed Session unless there is something we
15 should discuss in Open Session. There may be some
16 resolutions when we re-open that have to be placed on
17 the public agenda. So, with that, I'll take a motion
18 to go into closed session.
19 COMMISSIONER FENTRESS: Move the motion.
20 COMMISSIONER TAYLOR: Second.
21 CHAIRMAN NASH: All in favor?
22 ALL: Aye.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 18
1 CHAIRMAN NASH: Opposed? All right.
2 (Off the record at 9:26 a.m.)
3 (On the record at 10:39 a.m.)
4 CHAIRMAN NASH: All right, we have one
5 resolution concerning selection of Qualified Counsel
6 to Provide Legal Services to the DRPA. Mr.
7 Santarelli?
8 MR. SANTARELLI: Thank you, Mr. Chairman. We
9 are asking the Committee to approve and move to the
10 Board the Summary Statement and Resolution relating to
11 the Selection of Qualified Counsel to Provide Legal
12 Services to the DRPA and PATCO. A draft copy of the
13 resolution provided was previously provided to the
14 Committee. We will be revising the draft to reflect
15 the rates as currently paid to counsel under the
16 existing resolutions.
17 CHAIRMAN NASH: Thank you. Is there a motion
18 to adopt the resolution as so revised?
19 COMMISSIONER TAYLOR: So moved.
20 COMMISSIONER DiANTONIO: Second.
21 CHAIRMAN NASH: All in favor?
22 ALL: Aye.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 19
1 CHAIRMAN NASH: Opposed? Motion carries.
2 And I believe that is it. Any other issues
3 for the Finance Committee?
4 COMMISSIONER DOUGHTERTY: Again, I just want
5 to go on record saying that there is -- and I know
6 that you've been working around the clock. You were
7 in Trenton last week. I just, you know, as
8 conversation --
9 BOARD CHAIRMAN BOYER: We were in Trenton,
10 yesterday.
11 COMMISSIONER DOUGHTERTY: Yesterday. As we
12 continue to move forward, I just want to place an
13 urgency on labor contract. We approved a new legal
14 team, we need them, but we re-evaluate the fees.
15 We're talking about new construction in the region.
16 We're hoping that we're centered in a boom center for
17 years to come. I just want to make sure the people
18 who work inside the facility, especially the ones that
19 are contractually obligated to get raises, get their
20 raises.
21 CHAIRMAN NASH: I think you have unanimous
22 support for that. What time does the plane land from
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 20
1 Manchester?
2 (Laughter)
3 COMMISSIONER FENTRESS: They should be landing
4 momentarily.
5 CHAIRMAN NASH: Motion to adjourn?
6 COMMISSIONER TAYLOR: So moved.
7 COMMISSIONER DiANTONIO: Second.
8 CHAIRMAN NASH: All in favor?
9 ALL: Aye.
10 CHAIRMAN NASH: Okay.
11 (Whereupon, the Finance Committee Meeting was
12 adjourned at 10:41 a.m.)
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 21
1 CERTIFICATE
2 This is to certify that the attached
3 proceedings before the Delaware River Port Authority
4 Finance Committee on February 10, 2016, were held as
5 herein appears, and that this is the original
6 transcript thereof for the file of the Authority.
7
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10 ______Tom Bowman, Reporter 11 FREE STATE REPORTING, INC.
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 SUMMARY STATEMENT
ITEM NO.: DRPA-16-028 SUBJECT: Selection of Qualified Counsel to Provide Legal Services to DRPA and PATCO
COMMITTEE: Finance
COMMITTEEMEETINGDATE: February10,2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board of Commissioners of the Delaware River Port Authority adopt a resolution implementing uniform processes and procedures to provide legal services to DRPA and PATCO.
PURPOSE: To update the DRPA and PATCO list of qualified law firms to be used by the DRPA.
BACKGROUND: In 2015, seeking to update its list of qualified law firms, the DRPA issued a Request for Qualifications asking that law firms submit their statements of qualifications to DRPA. The law firms shown on the attached list are recommended for inclusion on a list of qualified counsel. Inclusion on this list does not guarantee that a particular firm will be assigned legal work; that decision will depend on the legal needs of the DRPA and decisions made by DRPA General Counsel. In addition, prior to assigning work to any firm on the list, DRPA staff will assure that the firm has submitted all required certifications. Compensation for legal work will be at rates set forth herein, or determined on a case-by-case basis by the Board.
SUMMARY: Amount: N/A Source of Funds: N/A Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 3 years GC/IG Review: OK Other Parties Involved: N/A DRPA-16-028 Finance Committee: February 10, 2016 Board Date: February 17, 2016 Selection of Qualified Counsel to Provide Legal Services to DRPA and PATCO
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority hereby approve the attached list of law firms to be considered qualified to provide legal services to DRPA and PATCO over the forthcoming three (3) year period; and be it further
RESOLVED: That assignment of work will depend on actual legal needs and will be made by the General Counsel following appropriate consultation; and be it further
RESOLVED: That compensation of legal counsel will be at rates established by the DRPA Board of Commissioners; and be it further
RESOLVED: That certain law firms listed on the attached may serve as counsel within particular specified areas of practice and are hereby approved to provide legal services to the DRPA and PATCO in those areas over the next three (3) years. Counsel on any issuance of DRPA debt, selected by the General Counsel, after consultation with the Chief Financial Officer, will be paid a negotiated fee from the proceeds of the debt issue for which they are engaged. Counsel who provides services in the area of bond, finance and tax outside of a specific debt issuance will be compensated at the then applicable hourly rate as determined by the Board of Commissioners.
SUMMARY: Amount: N/A Source of Funds: N/A Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 3 years GC/IG Review: OK Other Parties Involved: N/A Legal Services RFQ Approved Firms All firms must comply with DRPA Political Contribution Certification Requirement prior to being awarded any legal work. Firm ContactPerson MailingAddress Ahmad Zaffarese Wadud Ahmad One South Broad St., Suite 1810 Philadelphia, PA 19107 Archer & Greiner Christopher R. Gibson P.O. Box 3000 Haddonfield, NJ 0803-0968 Ballard Spahr Kevin R. Cunningham 1735 Market Street, 51st Fl. Philadelphia, PA 19103 Bennett Bricklin Saltzburg Kevin M. Blake 1601 Market Street, 16th Fl. Philadelphia, PA 19103 Brown & Connery William M. Tambussi P.O. Box 539 Westmont, NJ 08108 Burns White Jeffrey S. Adler 1001 Conshohocken State Rd W. Conshohocken, PA 19428 Capehart Scatchard Glen R. Paulsen 142 West State Street Trenton, NJ 08608 Cooper Levenson Kenneth Calemmo,Jr. 1125 Atlantic Avenue Atlantic City, NJ 08401 Cozen O’Connor Peter J. Fontaine 1650 Market St, Suite 2800 Philadelphia, PA 19103 Deasey Mahoney & Valentini Carla Maresca 1601 Market St., Suite 3400 Philadelphia, PA 19103 Dilworth Paxson Michael Tierney 1500 Market St., Ste 3500E Philadelphia, PA 19102 Drinker Biddle & Reath Kenneth A. Murphy One Logan Square, Ste 2000 Philadelphia, PA 19103 Duane Morris Alan C. Kessler 30 South 17th Street Philadelphia, PA 19103 Elliott Greenleaf John P. Elliott 925 Harvest Drive, Suite 300 Blue Bell, PA 19422 Florio Perrucci Steinhardt & Fader Louis Cappelli, Jr. 1010 Kings Hwy, Bldg 2 Cherry Hill, NJ 08034 Gawthrop Greenwood Sandra L. Knapp 17 East Gay Street, Ste 100 West Chester, PA 19390 Genova Burns James Bucci 2 Riverside Dr, Suite 502 Camden, NJ 08103 Jackson Lewis Michael S. Friedman 1601 Cherry St, Suite 1350 Philadelphia, PA 19102 Kleinbard George R. Burrell 1650 Market St, 46th Fl. Philadelphia, PA 19103 Lamb McErlane Joel L. Frank 24 E. Market St. West Chester, PA 19381 Lauletta Birnbaum Gregory A. Lomax 591 Mantua Blvd. Sewell, NJ 08080 Long Marmero Douglas Long 44 Euclid Street Woodbury, NJ 08096 Mattioni Michael Mattioni 399 Market St, Suite 200 Philadelphia, PA 19106 Mattleman Weinroth &Miller Michael R. Mignogna 401 Route 70 East, Suite 100 Cherry Hill, NJ 08034 McCann & Duffy Patricia S. Duffy 128 Pottstown Pike Chester Springs, PS 19425 Legal Services RFQ Approved Firms All firms must comply with DRPA Political Contribution Certification Requirement prior to being awarded any legal work. Firm ContactPerson MailingAddress Montgomery McCracken Paul H. Zoubek 457 Haddonfield Rd, Suite 600 Cherry Hill, NJ 08002 Naples Law Bethann R. Naples 1515 Market St., Suite 1200 Philadelphia, PA 19102 Obermayer Louis Kupperman 1617 JFK Blvd., 19th Fl. Philadelphia, PA 19103 Parker McCay Philip A. Norcross 9000 Midatlantic Dr., Suite300 Mt. Laurel, NJ 08054 Raffaele & Puppio Michael V. Puppio,Jr. 19 West Third St. Media, PA 19063 Rubin Fortunato Wendy R. Hughes 10 South Leopard Road Paoli, PA 19301 Shaff & Young Barbara L. Young One So. Broad St., Suite 1650 Philadelphia, PA 19107 Stevens & Lee William J. Payne 620 Freedom Business Ctr. King of Prussia, PA 19406 Stradley Ronon William R. Sasso 2005 Market St., Suite 2600 Philadelphia, PA 19103 Swartz Campbell Michael A. Cognetti 50 S. 16th St., 28th Fl. Philadelphia, PA 19102 Weber Gallagher Paul M. Fires 2000 Market St., Suite 1300 Philadelphia, PA 19103 Weir & Partners John C. Eastlack 457 Haddonfield Road Cherry Hill, NJ 08002 Zarwin Baum Darwin R. Beauvais 1818 Market St., 13th Fl. Philadelphia, PA 19103 Zeller & Wieliczko Matthew B. Wieliczko 120 Haddontowne Court Cherry Hill, NJ 08034
Rates:
1. Legal Counsel for general and personal injury matters (excluding Workers’ Compensation or other matters specifically approved by the Board at a different rate) – a blended rate for all attorneys at $225/hr. General Counsel, at his discretion, may deem particular specialty matters to warrant a blended rate for all attorneys not to exceed $250/hr. 2. Workers’ Compensation - a blended rate for all attorneys at $175/hr. 3. Paralegal personnel - $100/hr. 4. The Authority does not pay for the services of clerical/secretarial personnel. 5. The Authority does not pay for travel expenses to and/or from meetings at the Authority’s premises, including but not limited to attorney’s travel time, mileage and tolls. 6. The Authority requires advance notice and approval for all expenses in excess of $500.00. 7. The Authority must approve the retention of any expert witnesses or consultants. 8. The Authority shall not pay the costs of on-line legal research without prior approval. 9. All expenses must be documented and reasonable. AUDIT 1 DELAWARE RIVER PORT AUTHORITY
2 Audit Committee Meeting
3 One Port Center 2 Riverside Drive 4 Camden, New Jersey
5 Wednesday, January 13, 2016
6 Committee Members:
7 Ricardo Taylor, Audit Committee Vice Chairman (Chairing for PA Auditor General Eugene DePasquale) 8 Victoria Madden, Chief of Staff (for Auditor General Eugene DePasquale) (via telephone) 9 Marian Moskowitz Charles Fentress 10 Elinor Haider Rohan Hepkins 11 Others Present: 12 Amy Herbold, Senior Counsel, New Jersey 13 Governor's Authorities Unit Chelsea Guzowski, Director of Economic and 14 Strategic Initiatives, Pennsylvania Office of the Budget 15 David Rapuano, Esq., Archer & Greiner (New Jersey Counsel) 16 Stephanie Kosta, Esq., Duane Morris, (Pennsylvania Counsel) 17 David Dix, Assistant to DRPA/PATCO Chairman Ryan Boyer 18 DRPA/PATCO Staff: 19 John Hanson, Chief Executive Officer 20 Maria Wing, Deputy Chief Executive Officer Raymond J. Santarelli, General Counsel & Corporate 21 Secretary Kristen K. Mayock, Deputy General Counsel 22 Stephen Holden, Deputy General Counsel
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 DRPA/PATCO Staff: (continued)
2 Kathleen P. Vandy, Assistant General Counsel James White, Chief Financial Officer 3 Toni Brown, Chief Administrative Officer David Gentile, Inspector General 4 Christina Maroney, Director, Strategic Initiatives Kyle Anderson, Director of Corporate Communications 5 John Rink, General Manager, PATCO Sheila Milner, Administrative Coordinator 6 Elizabeth McGee, Acting Records Manager Yvette Martelli, Administrative Coordinator 7
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 INDEX
2 Page
3 Roll Call 5
4 Open Session
5 Update from Outside Counsel:
6 Audit Committee Charter 6
7 Ethics Policy 7
8 Update from Inspector General:
9 Bridge Operations Management Audit 10
10 Cycle for future Management Audits 11
11 Proposed OIG 2016 agenda items
12 Procurement process (Contract Administration, Engineering & 13 Purchasing) 18
14 Revenue Audit/Toll Violations 19
15 Disability/FMLA program abuse 27
16 Timekeeping (SAP implementation) 32
17 Annual Financial Audit/Bowman & Company 35
18 Compliance Issues (in progress) 41
19 Pre-implementation Review of SAP ERP System 20 Review of PACC Revenue 21 Review of NJEDA Ground Lease - Rent 22 Calculation
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 INDEX (Continued) 2 Page 3 Executive Session 45 4 Adjournment 46 5
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 PROCEEDINGS
2 (11:08 a.m.)
3 VICE CHAIRMAN TAYLOR: I would like to call to
4 order the meeting of the Audit Committee of the
5 Delaware River Port Authority and ask the Corporate
6 Secretary to call the roll.
7 MR. SANTARELLI: Good morning, Mr. Chairman.
8 Vice Chairman Taylor?
9 VICE CHAIRMAN TAYLOR: Here.
10 MR. SANTARELLI: Commissioner Moskowitz?
11 COMMISSIONER MOSKOWITZ: Here.
12 MR. SANTARELLI: Commissioner Fentress?
13 COMMISSIONER FENTRESS: Here.
14 MR. SANTARELLI: Commissioner Haider?
15 COMMISSIONER HAIDER: Here.
16 MR. SANTARELLI: Commissioner Madden?
17 COMMISSIONER MADDEN: Here.
18 MR. SANTARELLI: Commissioner Hepkins is here
19 as well. We have a quorum.
20 VICE CHAIRMAN TAYLOR: There are two items for
21 open session. The first item is an update from
22 outside counsel regarding two matters. Number 1 is the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 Audit Committee Charter and the Ethics Policy.
2 MR. SANTARELLI: Ms. Kosta and Mr. Rapuano are
3 here to address any questions.
4 MS. KOSTA: Hi, Stephanie Kosta, Duane Morris,
5 Pennsylvania counsel. We are continuing to collect
6 the Commissioners' comments on the Audit Charter to
7 review. I welcome your comments and your revisions.
8 Again, we want the Charter to reflect what is actually
9 happening here in the Committee. We don't actually
10 think the document reflects that at this moment. So
11 if everybody could get their comments to either New
12 Jersey counsel or me, we'll continue the revisions.
13 MR. RAPUANO: Dave Rapuano, New Jersey
14 counsel. I really urge -- especially the New Jersey
15 Commissioners on the Committee -- that if you have
16 comments or questions, to direct them to us so that we
17 get a sense of where the Committee wants to go.
18 This whole process started out, I think,
19 without any direction from the Committee and,
20 therefore, right now we're still trying to figure out
21 what is the Committee's view on the various proposed
22 changes. So, that's where we are with that.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 On the Ethics Policy, we have a draft that is
2 up for review today. If you have any questions about
3 it, that would be fine. But, otherwise, I think
4 that's ready for a vote from this Committee to send it
5 to the full Board for adoption.
6 VICE CHAIRMAN TAYLOR: Are there any questions
7 from anyone on the Committee, including anyone on the
8 phone, about the Ethics Policy before we take a motion
9 to send it to the full Board?
10 MR. GENTILE: Commissioner Taylor, if I could
11 ask just one question? David, we prepared the SS&R.
12 However, part of the proposed Ethics Policy stipulates
13 that the Board shall form and select members of an
14 Ethics Committee. Is that something that has been
15 addressed with any Committee or with the Board
16 previously as to who is going to constitute membership
17 on that Committee?
18 MR. RAPUANO: Can you point me to the specific
19 section that you're talking about?
20 MR. GENTILE: Yes, page 7(e), Ethics
21 Committee.
22 MR. RAPUANO: No. I mean I don't think the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 8
1 Board has talked about that. Again, this is something
2 that we've been talking about for months, but I don't
3 think there has been any specific discussion with
4 respect to who would be on the Committee.
5 VICE CHAIRMAN TAYLOR: Well, what would be the
6 best way to formulate a Committee? Volunteers, or
7 would the Chairman suggest -- ?
8 MR. SANTARELLI: The Chairman usually appoints
9 the Committees.
10 VICE CHAIRMAN TAYLOR: So, we would ask the
11 Chair to appoint an Ethics Committee. Is everyone
12 okay with that?
13 COMMISSIONER HAIDER: And/or would it not be
14 unreasonable for the Audit Committee to head the
15 Ethics Committee until such time as the Chair has an
16 opportunity to just integrate it into what we do?
17 VICE CHAIRMAN TAYLOR: Very good point. Any
18 other comments?
19 MR. GENTILE: I would hope that the Inspector
20 General would also be asked to serve on that
21 committee.
22 COMMISSIONER HAIDER: It's stated there in the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 9
1 “Ethics Committee” section of the Ethics Policy.
2 VICE CHAIRMAN TAYLOR: Yes, it's there. Any
3 other comments?
4 MS. KOSTA: Just so we’re clear; the limited
5 function of the Ethics Committee is to review the
6 Ethics Policy on an annual basis.
7 VICE CHAIRMAN TAYLOR: Right.
8 COMMISSIONER HAIDER: So, in some ways it
9 doesn't make sense to set up a separate committee.
10 VICE CHAIRMAN TAYLOR: That's a very good
11 point. Any other comments? All right, I will accept
12 a motion to move the Ethics Policy to the Board for
13 its consideration.
14 COMMISSIONER FENTRESS: Move the motion.
15 COMMISSIONER MOSKOWITZ: Second.
16 VICE CHAIRMAN TAYLOR: Can we have a roll
17 call?
18 MR. SANTARELLI: Vice Chairman Taylor?
19 VICE CHAIRMAN TAYLOR: Yes.
20 MR. SANTARELLI: Commissioner Fentress?
21 COMMISSIONER FENTRESS: Yes.
22 MR. SANTARELLI: Commissioner Moskowitz?
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 10
1 COMMISSIONER MOSKOWITZ: Yes.
2 MR. SANTARELLI: Commissioner Haider?
3 COMMISSIONER HAIDER: Yes.
4 MR. SANTARELLI: Commissioner Madden?
5 COMMISSIONER MADDEN: Yes.
6 MR. SANTARELLI: Commissioner Hepkins?
7 COMMISSIONER HEPKINS: Yes.
8 MR. SANTARELLI: Treasurer Reese, are you
9 still on the line? It's unanimous.
10 VICE CHAIRMAN TAYLOR: All right. The second
11 item is an update from the Inspector General regarding
12 five matters. Mr. Gentile?
13 MR. GENTILE: Thank you, Commissioner Taylor.
14 The first matter that I'd like to address is the
15 Bridge Operations Management Audit. As you all know,
16 we have just completed the PATCO Management Audit and
17 we have begun discussions with our colleagues with
18 regard to the scope of services that we would like to
19 utilize in formulating the RFP.
20 On December the 17th, we met with Dan Auletto
21 and his team to review our proposed scope of services.
22 On January the 4th, we met with Mike Venuto to review
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 11
1 again the scope of services and to solicit their
2 recommendations for additions, deletions,
3 modifications. On January 22nd, the entire team will
4 reconvene for the purposes of trying to come to
5 consensus as to what will constitute the scope of
6 services that we will utilize in preparation for the
7 Bridge Operations Management Audit RFP.
8 We'll start to put the other integral parts of
9 the RFP together once we have agreement on
10 specifically what we want our management consultant to
11 focus on. That would be contained in the scope of
12 services.
13 MR. HANSON: Can I just make a comment and
14 perhaps a request, if you're willing to entertain it?
15 The Board changed the approach to management audits
16 some time ago. The Compact requirement used to be
17 that we do one comprehensive management audit every
18 five years. Now, we've broken it up into several
19 pieces. This is one piece.
20 In my professional opinion as a certified
21 public accountant and with my experience here on the
22 Board, that is not a good way to accomplish these
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 12
1 audits. It's very difficult to evaluate, for
2 instance, the administrative department independent of
3 the operational outputs. It's very difficult to
4 evaluate the bridges independent of the administrative
5 and public safety effort that support them.
6 I would ask at some point, when the Audit
7 Committee feels comfortable with and if they agree
8 with this approach, to direct either myself or
9 Inspector General Gentile to prepare a resolution to
10 put management audits on a four or five-year cycle for
11 a comprehensive audit. I think we have discussed
12 that, and I think we're in agreement.
13 VICE CHAIRMAN TAYLOR: So, in other words,
14 break it down from the five and do it in intervals so
15 we don't jam ourselves up --
16 MR. HANSON: Right now we're doing an audit
17 every couple of years.
18 VICE CHAIRMAN TAYLOR: Right, right.
19 MR. HANSON: We're in a constant state of
20 audit and preparation for audit. It's hard for us to
21 respond to the audit requirements. In addition, when
22 you audit the administrative department independent of
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 13
1 what's going on at the bridges and PATCO, how can you
2 evaluate their effectiveness if you can't consider
3 what's the core mission of the business. And, by the
4 same token, how do you really evaluate the
5 effectiveness of the bridges and the PATCO line if
6 you're not considering the administrative effort that
7 goes into it?
8 My belief is, and I think David and I agree on
9 this, is that if we put it all together we'd be in a
10 better position. First of all, it's probably going to
11 be cheaper in the long run. Secondly, we'll have time
12 to actually implement some of these functions before
13 we discuss them, figure out how to fund them, and
14 truly improve the Authority.
15 We've discussed it a few times. But now, I'm
16 taking it to the next level and asking you to consider
17 taking some action at some point.
18 VICE CHAIRMAN TAYLOR: What would we need to
19 do as far as the Audit Committee? We'd have to
20 present it to the full Board?
21 MR. HANSON: I think you should discuss it.
22 And if you agree, you could instruct Inspector General
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 14
1 Gentile or myself or both of us to prepare a
2 resolution that would put us on a different cycle with
3 a comprehensive audit.
4 VICE CHAIRMAN TAYLOR: Any other comments?
5 COMMISSIONER HAIDER: So, would it be prudent
6 to table the Bridge Operations Audit until we have
7 this discussion about a more comprehensive audit?
8 MR. HANSON: I think we have to do the Bridge
9 Operations Audit at this time in order to complete
10 this cycle. Then, once we've completed this last
11 audit under the two-year cycle, we can start doing a
12 comprehensive audit going forward.
13 MR. GENTILE: That, of course, is one
14 discussion that we have addressed, the second being
15 the other option. Being that while the compact
16 originally called for five years and the most recent
17 SS&R every two years, then maybe we go to a four-year
18 cycle to handle the four projects that are contained
19 within the management audit.
20 MR. HANSON: That was the Inspector General's
21 idea and I concur with it. By doing the audits all
22 together we could really make more of a difference.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 15
1 MR. GENTILE: Commissioner Taylor and
2 Commissioners, it takes at least two years to procure
3 the services and perform the audit, and really it does
4 not allow a lot of time subsequently to look at
5 management's recommendations, like many of which are
6 emanating from the PATCO audit. We're still dealing
7 with that, and yet we're in the midst of trying to put
8 together the RFP for the Bridge Operations Management
9 Audit, which I think is not doing justice to many of
10 the recommendations contained within that PATCO audit.
11 So however the Committee and the Board wants
12 to reframe these management audits, I'm certainly open
13 to whatever recommendations are provided.
14 VICE CHAIRMAN TAYLOR: Well, I would ask you
15 and John to get together and give your recommendation
16 to us, and the Audit Committee will review it. And
17 then we will present it to --
18 MR. SANTARELLI: I want to point out that
19 Pennsylvania is considering putting a requirement for
20 biennial audits for this Authority into the pending
21 legislation that we talked about during the Finance
22 Committee meeting. Again, it's something that we would
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 16
1 be opposed to.
2 I talked to Representative Keller, who is the
3 Minority Chairman on the Transportation Committee. He
4 understands that it is our position that biennial
5 audits, for all the reasons that you and the Inspector
6 General have stated, make it very difficult for us to
7 complete an audit, evaluate it and implement any of
8 its suggestions.
9 MR. HANSON: Sometimes, when people who aren't
10 intimately familiar with the operation of the
11 Authority make recommendations like the Pennsylvania
12 legislature has made, some terms get used in different
13 ways. We already do an annual financial audit. We do
14 a biennial inspection of all of our facilities, and
15 then we've got the management audit as well. So, we
16 have no shortage of audits, inspections, and things
17 like that, and we do them on different cycles.
18 At one time, one of those groups recommended
19 we have a biennial financial audit. That wouldn't work
20 for us; we need to do it annually for our bond
21 trustees. So, I'm not sure what that legislation
22 says. I'll have to take a look at it.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 17
1 MR. SANTARELLI: I just raised it so that you
2 understand what they are thinking, but I don't know
3 where it's going.
4 MR. GENTILE: Well, I'd like to underscore
5 again that we are involving our Authority colleagues
6 in the development of the scope of services that
7 ultimately will be the framework for implementation of
8 the proposal for the next management consultant that's
9 brought in.
10 I would also add that we learned a lot from
11 this last PATCO Management Audit that I believe will
12 help guide us as we prepare for the implementation of
13 this next audit.
14 COMMISSIONER HAIDER: So, this Bridge
15 Operations Audit is the last of the stand-alone audits
16 until we review this more comprehensive proposal?
17 MR. GENTILE: That's correct, Commissioner
18 Haider.
19 COMMISSIONER HAIDER: Which would be at the
20 next meeting?
21 MR. GENTILE: Correct.
22 COMMISSIONER HAIDER: Okay.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 18
1 VICE CHAIRMAN TAYLOR: Any other comments?
2 Okay, the next item?
3 MR. GENTILE: As the Committee knows, we're a
4 little short-staffed at the present time. In lieu of
5 conversations that I've had with Commissioner Taylor
6 and also with our CEO, we're going to look at some
7 short-term initiatives rather than more substantive
8 issues until we can come to an understanding based
9 upon the Committee that you have put together,
10 Commissioner Taylor, with some of the colleagues here
11 both on the Audit Committee and on the Board as to
12 where our primary focus should reside.
13 So taking that into consideration and also
14 taking into consideration that we're trying to do much
15 with the recommendations contained in the PATCO audit,
16 getting ready for the annual financial audit,
17 preparing for the RFP of the Bridge Operations Audit,
18 it was my recommendation that we look at short-term
19 initiatives over the next two to three months pending
20 the inclusion of others on this Board and on this
21 Committee with regard to OIG's overall agenda.
22 So, with that, I had indicated with regard to
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 19
1 the procurement process, now I know finance had a
2 rather comprehensive discussion of the procurement
3 process, but we will be engaged in a separate
4 direction associated with what they're proposing. We
5 simply will review documentation of sample procurement
6 transactions for compliance and consistency. That
7 data will help us to develop statistics, thus allowing
8 us to focus on contracts above a developed threshold
9 for further analysis and possible audit.
10 Of course, SAP is going to help us
11 significantly with Excel spreadsheets with regard to
12 the procurement process. But, again, this is not an
13 investigation. It's not an audit. It's simply a
14 review of sample procurement transactions that allow
15 us to report back to the Committee with regard to our
16 findings and how they are being addressed with regard
17 to their use. Okay?
18 VICE CHAIRMAN TAYLOR: Any comments?
19 MR. GENTILE: Anybody have any comments on
20 that?
21 This next one I don't know quite how to
22 address or how to propose a solution. I have included
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 20
1 a Revenue Audit of Toll Violations. I did a little
2 bit of digging, and I was provided with some data that
3 suggested that this Authority is losing between
4 $800,000 and $1 million a year vis-à-vis toll evaders.
5 To me that's quite a bit of money. And I don't know
6 what the resolution to that dilemma might be. I don't
7 know if we need to work in collaboration with the
8 Division of Motor Vehicles, if we need to turn the
9 matter over to legal for litigation purposes, or if we
10 need to use the media to identify some of our chronic
11 abusers, most of which are commercial entities.
12 But, I think this is a problem, and I'm
13 prepared to initiate any action that the Committee or
14 the Board deems appropriate in terms of remediating
15 what I consider to be a significant loss of money on
16 an annual basis.
17 VICE CHAIRMAN TAYLOR: I would like to ask for
18 any comments, because I know I have some ideas. I
19 don't know how legal or illegal they are, but I think
20 that's a significant amount of money. I think we need
21 to have a game plan on how we go about recovering
22 those losses. And I don't know the ins and outs of
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 21
1 the DMV. Legal, I would ask what our parameters are,
2 what we can and cannot do.
3 But, interestingly, in talking to Mr. Gentile,
4 a lot of the toll evaders are commercial vehicles.
5 Say we find out that trucks belonging to a major motor
6 freight company are going over our bridges and not
7 paying. Do we publicize it? Do we embarrass people?
8 Certainly a company doesn’t want to be in the
9 newspaper as a violator of tolls when other people are
10 paying.
11 Let me know any ideas that you may have and
12 I'll ask our legal department to tell us what we can
13 and cannot do.
14 MR. HANSON: Just from a foundational
15 perspective, I found that this data on violations can
16 be hard to chase sometimes. There are some
17 complexities to it. For instance, say you have an
18 E-ZPass account and you've registered your car and
19 your license plate. If your transponder is dead, what
20 happens is that when you go through the toll gate the
21 arms opens but it reports as a violation. Our cameras
22 then take a picture of your license plate, searches
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 22
1 our database, and ultimately recovers the money from
2 your account.
3 I can tell you that this has been one of our
4 major violation issues. It shows as a violation and
5 we report it as a violation. But those types of
6 technical violations are much higher than actual
7 violations – violations where we never recover the
8 money. You got this information from the Finance
9 Department?
10 MR. GENTILE: Revenue.
11 MR. HANSON: From Revenue Audit. I think a
12 good place to start is that we should get reports of
13 violators from the Finance Department, at least up to
14 some threshold, and determine whether we ultimately
15 recovered the toll.
16 MR. WHITE: Right.
17 MR. HANSON: I think the first step would be
18 for the Finance Department, perhaps in conjunction
19 with the Inspector General, to develop a reporting
20 mechanism that lets us know how many real violators
21 there are and who they are, so that we can begin to
22 address them right away while Legal does their --
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 23
1 VICE CHAIRMAN TAYLOR: Right. You make a good
2 point. We don't want to embarrass ourselves by
3 targeting someone who actually paid their toll. But,
4 talk to Mr. Gentile.
5 MR. SANTARELLI: Absolutely.
6 VICE CHAIRMAN TAYLOR: One of the biggest
7 offenders are car rental people.
8 MR. GENTILE: Yes.
9 VICE CHAIRMAN TAYLOR: Someone renting a car
10 doesn’t care about toll violations because he turns
11 the car in at the airport and is out of there.
12 COMMISSIONER FENTRESS: But, by the same
13 token, when they don’t pay their toll the camera
14 should take a picture of the license plate. What we
15 have to do is have NCIS look it up and send that
16 person the ticket. If it's a car rental agency, you
17 send it to them. They'll get back to the original
18 renter of the car.
19 MR. HANSON: I don't think there is a ticket
20 violation for this.
21 COMMISSIONER FENTRESS: Other agencies, when
22 you do it with other agencies, they get treated that
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 24
1 way. They send you the ticket in the mail.
2 MR. HANSON: I know they do. I don't think,
3 though, that we've got the same statutory powers as
4 agencies that belong to one state or the other.
5 COMMISSIONER FENTRESS: Well, you have to work
6 that out. I'm sure they have something on the books.
7 VICE CHAIRMAN TAYLOR: I don't want us to have
8 to wait for the car rental company to go to the
9 customer that rented the car to get our money.
10 MR. HANSON: No, the owner of the car owes us
11 the money. So, that would be --
12 VICE CHAIRMAN TAYLOR: That would be the car
13 rental company. So, the car rental company has to pay
14 us the money and they would have to pursue the money
15 from their customer.
16 MR. HANSON: That's their problem.
17 VICE CHAIRMAN TAYLOR: That's their problem,
18 correct.
19 MR. SANTARELLI: I think they actually have
20 that in rental contracts now.
21 MR. HANSON: They do.
22
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 25
1 MR. GENTILE: The bureaucracy of that is
2 complicated.
3 COMMISSIONER MOSKOWITZ: Is there any system wherein
4 an E-ZPass violation voids the E-ZPass transponder?
5 MR. HANSON: Well, if they have an E-ZPass,
6 they don't typically violate, particularly if they've
7 registered their license. Either the E-ZPass works
8 or, if it doesn’t, we take a picture of their license
9 plate and we go to the database and get the money from
10 --
11 COMMISSIONER MOSKOWITZ: I thought you were
12 saying that some of these companies violate using
13 E-ZPass.
14 MR. HANSON: No. Well, what happens if you
15 pull up to the E-ZPass gate and you don't have an E-
16 ZPass, or your E-ZPass isn't working, is that the gate
17 goes up and the sign indicates ‘Unpaid, call E-ZPass.’
18 We take a picture of the license plate and that goes
19 through our back office channels and they send them a
20 --
21 MR. WHITE: Citation.
22 MR. HANSON: Well, we send them a bill, not a
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 26
1 citation. If we sent a ticket, even if there is a
2 violation, the fine money would not go to DRPA. It
3 would go to whichever jurisdiction we've written the
4 ticket in, either Philadelphia or whatever town. We
5 do not statutorily have the legal right to suspend
6 registrations the way municipalities have. At least
7 that's what we have been advised in the past.
8 MR. GENTILE: Well, I'll be more-than-happy to work
9 with Revenue and certainly with Finance, if I can save
10 this Authority $1/2 million or so a year.
11 MR. HANSON: That would be awesome.
12 MR. GENTILE: Put that in Mr. White's coffers,
13 then maybe I can come back to him and he can find the
14 money for one of my projects that's currently on hold.
15 VICE CHAIRMAN TAYLOR: You had something else?
16 COMMISSIONER FENTRESS: No, that was it. They
17 take a picture of the license plate and also you.
18 They take a picture of you, too.
19 VICE CHAIRMAN TAYLOR: All right, so that's
20 something we'll address. And Legal, once again, if
21 you'll just follow up on what our cans and cannots --
22 MR. SANTARELLI: Will do.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 27
1 MR. WHITE: I think part of the solution here
2 is a combination of OIG, Legal, and Finance getting
3 together. There have been different attempts over the
4 years. As part of the processing with E-ZPass, there
5 are notices that go out to try and recoup the toll.
6 But, we need to reevaluate the whole process. The
7 combination of those groups is important to do that.
8 VICE CHAIRMAN TAYLOR: Anything we can do to
9 stop losing money is certainly all right.
10 The next item?
11 MR. GENTILE: Again, I'm a little -- I have to
12 be somewhat circumspect about this because the
13 Disability/FMLA Programs are designed to help many of
14 our colleagues that are definitely in need of the time
15 that is required for recuperation or for family
16 related issues. But there are occasions when
17 individual abuse does occur.
18 I've recently had two allegations that I'm
19 going to define simply as allegations. We're going to
20 look into those. I don't believe that there is
21 widespread abuse of either the disability or the FMLA
22 programs across the Authority. I have asked one of our
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 28
1 colleagues on the 10th floor to provide me with a
2 listing of those receiving FMLA and/or on disability
3 for a one-year period of time.
4 I did this to shield the identity of the two
5 individuals that have been referred to us for possible
6 abuse. Again, I say that in a somewhat circumspect
7 manner, inquiry. But, I think it's something if there
8 are allegations that there is abuse of either program;
9 the integrity of these programs must be maintained at
10 the highest level.
11 And so we're going to take a brief review of
12 both of these programs over a one-year period of time.
13 If there is data that suggests abuse -- beyond the
14 marginal level that we believe might exist -- then
15 we'll extend that to possibly a three- or five-year
16 period of time. But, for the time being, it's going
17 to be a limited review.
18 MR. SANTARELLI: David, since that's part of
19 the department that I oversee, just let me know with
20 whom you're speaking and what it is that you want and
21 I'll make sure that we help you do what you need to do
22 to review that.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 29
1 MR. GENTILE: Yes, will do, Ray. As has been
2 the case with some other allegations involving ethical
3 or possibly quasi-criminal behaviors, it's the source
4 of the information that concerns me --
5 MR. SANTARELLI: Sure.
6 MR. GENTILE: -- first and foremost in terms
7 of motive, in terms of --
8 MR. SANTARELLI: I understand all that. It's
9 just that I want to make sure that if you're getting
10 something from people under my supervision, that they
11 give you what you're asking for.
12 MR. GENTILE: Absolutely.
13 MR. SANTARELLI: And I can help to facilitate
14 that.
15 VICE CHAIRMAN TAYLOR: Good, thank you.
16 MS. KOSTA: I'm sorry, I need to jump in here.
17 As outside counsel, I just want to caution about
18 questioning employees about FMLA; your questions could
19 actually be a violation of the FMLA. So reviewing the
20 programs is acceptable, but once you direct questions
21 at people, I think you do need to get counsel involved
22 to see what questions can and cannot be asked.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 30
1 MR. GENTILE: Well understood, Stephanie,
2 thank you. The information that we've asked for is
3 simply name and department and whether they are on
4 FMLA or on disability. We have not asked for any
5 other information that possibly could be a HIPAA
6 violation or in any way impugn the integrity of both
7 of those programs.
8 We understand that there are certain
9 parameters in which we need to operate. If there is
10 something based on the source of the information,
11 that's the person that will be interviewed, not
12 necessarily the individual that's been identified.
13 That will take us into the realm of the Legal
14 Department for further adjudication.
15 MR. RAPUANO: I'm concerned as New Jersey
16 counsel and also as someone who does employment law
17 and FMLA. FMLA isn't a program, it's a federal law
18 which we must comply with whether we like it or not.
19 I'm not saying that there aren't FMLA abuses by
20 employees, but this is not some sort of benefit
21 program to be audited other than for compliance
22 purposes. So the idea that we're going to be looking
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 31
1 into who is on FMLA may be fine, but it's really from
2 a perspective of either whether there is abuse or
3 whether the FMLA is being complied with.
4 In my view, FMLA compliance should really go
5 under HR or under the GC's office because it's really
6 not an ethics issue, it's a legal issue of whether the
7 claims are being handled correctly legally. It's
8 either being done right or it's being done wrong, in
9 the same way that contracts could be done right or
10 done wrong. We want to make sure that, of course, the
11 people approving FMLA claims have the proper knowledge
12 to do it. But, I get concerned when I hear about
13 reviewing of FMLA as an ethics issue.
14 MR. GENTILE: Counselor, we're not talking
15 about an audit of FMLA or our disability programs. If
16 there are issues associated with abuse of either
17 program, we have an obligation to at least make an
18 inquiry as to the information that has been forwarded
19 to us on a singular basis. If that information can
20 somehow be corroborated from the complainant --
21 MR. SANTARELLI: Maybe we should continue this
22 conversation in Executive Session. I think we're
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 32
1 getting a little far afield.
2 MR. GENTILE: Well, all I'm saying is that if
3 there is something substantive associated with either
4 program, we would not be involved. It would be then
5 referred on to our Legal Department for whatever
6 action is deemed appropriate.
7 The final proposed item, again being somewhat
8 circumspect, is the implementation of our new SAP
9 system. We are all now responsible for including our
10 own time on a daily basis. I'm not saying this could
11 potentially be an integrity issue. It may be an
12 integrity issue. There may be some that are not
13 properly recording their time. There might not be
14 situations or there may be situations where managerial
15 oversight is lacking with regard to safeguarding the
16 integrity of the timekeeping process.
17 Again, as part of the SAP implementation, we
18 will do a cursory review of several of the departments
19 within the Authority that do recording of time on a
20 daily basis, weekly basis, monthly basis to ensure
21 that what is being recorded is consistent with the
22 expectations of the program.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 33
1 MR. HANSON: What's the idea of a lack of
2 managerial oversight on that, because this system
3 requires management approval; recorded time doesn't go
4 forward for payment without management approval.
5 MR. GENTILE: Well, again, management approval
6 could be occurring without the understanding that some
7 may not be recording their time accurately. Some,
8 instead of an eight-hour day, might have indicated a
9 four-hour day, might not have cleared that with their
10 manager. I don't know, John. I don't know if there
11 is potential for any type of problems related to
12 recordkeeping with regard to time. All I'm saying is
13 that maybe this is something we ought to look at to
14 ensure the integrity of the program.
15 MR. HANSON: Right now, I think we're still in
16 a situation where we're still working the bugs out of
17 the system. We're doing what we have to do in order to
18 get the time in and get people paid. It's not that I
19 object to you looking at the process, but I think the
20 system will be tighter under SAP because it requires
21 everybody to put their own time in and certify that
22 their time is accurate. Then their supervisor has to
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 34
1 approve the time and certify that it's accurate.
2 Is it possible that somebody is just
3 automatically approving their subordinates’ time
4 record without review? I suppose that's possible.
5 But the requirement is that the employee is
6 responsible to enter their own time and enter it
7 correctly or they can be disciplined. The supervisor
8 is responsible to for reviewing it and making sure
9 that it's correct; they should know what the right
10 time is because they are the one supervising them.
11 Then the supervisor approves it.
12 I'm not objecting to it, but I think the
13 purpose of this approach is to make time entry more
14 accountable than it is, so everybody is responsible
15 for recording their own time.
16 VICE CHAIRMAN TAYLOR: All right.
17 MR. GENTILE: I do not disagree with you.
18 It's a new program. Again, I'm suggesting simply a
19 limited review of multiple departments to ensure that
20 everyone is recording their time consistent with what
21 the program demands.
22 MR. HANSON: And I'm not opposed to it once we
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 35
1 get the bugs out of the system.
2 VICE CHAIRMAN TAYLOR: So we still have bugs
3 that have to be addressed, and we'll go from that
4 point, okay. Next?
5 MR. GENTILE: This, of course, is quite
6 significant. The Annual Financial Audit with Bowman &
7 Company. I met with them back in August of 2015, and I
8 took the opportunity to go over with the auditors
9 their Comprehensive Financial Report for the years
10 ending 2014 and 2013.
11 I really thought that they did a very, very
12 good job with regard to our operating and capital
13 budgets. There were some issues that I brought up
14 with them that I am going to address with them when we
15 reconvene on January the 19th. And, of course, this
16 Financial Audit will be done in collaboration with our
17 colleagues from Finance. I would certainly invite
18 them to sit in on our January 19th meeting.
19 But I brought up with Bowman whether, based on
20 the last audit -- and that's the only one I had at my
21 disposal – the audits that had been done previously
22 were free from material misstatement, meaning any
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 36
1 fraud or errors. And I homed in on material
2 weaknesses or any significant deficiencies that they
3 found. They said that they did not find any in the
4 last annual financial report. But I did address the
5 fact that they were not -- they were expressing
6 opinions on our internal controls. I felt that maybe
7 they needed to be a little bit more definitive with
8 the internal controls associated with our operating
9 and capital budgets.
10 Now, that's a matter for all of us to discuss.
11 I'm not trying to introduce another dimension to their
12 work or a dimension that's outside the scope of their
13 responsibility. But they state that their standard
14 operating procedures do not require expressing
15 anything but an opinion on our internal controls and I
16 was hoping that maybe something a little bit more
17 definitive would fall within their purview with regard
18 to their engagement with us. That is something that I
19 intend to discuss with them again when we meet on the
20 19th.
21 MR. HANSON: I'm not sure what you have in
22 mind, but that would be highly unusual. That would be
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 37
1 problematic from a number of standpoints. The purpose
2 of these audits is for the auditor to express an
3 opinion on our Financial Statements. That's it. And
4 the opinion is not that the Financial Statements are
5 free from fraud, but that, to the best of the
6 auditors' opinions, the Financial Statements represent
7 accurately and fairly the financial position of the
8 Authority.
9 It's what CPAs are trained to do. It's what
10 they do. There are Special Purpose Reports that I
11 suppose you can get, but they wouldn't be part of this
12 audit. The ‘opinion’ is the opinion of the Financial
13 Statements. As a part of that, they test internal
14 controls to determine their audit plan. If internal
15 controls are considered to be weak, then they may do
16 more of what they call ‘substantive testing,’ which
17 means they'll look at more individual records and more
18 individual transactions to arrive at their opinions.
19 Things have changed a little bit since I
20 became licensed, but essentially it still does get to
21 this. They used to say that an opinion letter from an
22 accountant has three opinions, three paragraphs. And
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 38
1 if you look at it and it has more than three
2 paragraphs, there is a problem.
3 What you're asking them to do is something
4 separate from the opinion on the Financial Statements.
5 Their purpose is not to detect fraud. It is to
6 provide a reasonable assurance that there is no fraud
7 and there are no material weaknesses in the internal
8 controls system. But even if those weaknesses did
9 exist, the auditors would compensate for that by doing
10 more substantive testing.
11 MR. GENTILE: Well, that's what I'm asking
12 for, John. I'm saying simply that if there is
13 evidence of material weakness or significant
14 deficiency, that possibly additional testing would be
15 required. Now whether that's going to fall within the
16 scope of their work once they get underway, that's
17 purely speculative on my part. I don't know.
18 I'm simply talking to them or asking them to
19 establish potentially a higher threshold with regard
20 to what we're asking them to do, if it's necessary.
21 MR. HANSON: Any material weaknesses or
22 deficiencies that they find, they're required to
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 39
1 report to management and management has to deal with
2 them. There are three types of opinions that one can
3 get: a ‘clean opinion’ that says that, to the best of
4 the auditor’s knowledge and ability and based on the
5 audit, the Financial Statements are free from material
6 mistake. That's the type of opinion we want. That's
7 the one that we always get.
8 On the other end of the spectrum, if they find
9 so many deficiencies that they can't state that the
10 Financial Statements are free from a material
11 misstatement, then they would say so in a ‘negative
12 opinion.’ Or, if they say things are such that they
13 can't express an opinion, they ‘disclaim an opinion.’
14 And they have their own procedures for that.
15 If we get a clean opinion but there are
16 material problems, they report that. That comes out in
17 the Exit Conference with Jim and I and the Audit
18 Committee. Anything else that they're asked to do in
19 this regard would impair their independence, and then
20 they wouldn't be able to express an opinion on the
21 Financial Statements.
22 So you can talk to them, but I have serious
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 40
1 reservations about it. I can tell you that at one
2 time a former Chairman of the Audit Committee,
3 Commissioner Teplitz, tried to go down this path with
4 McGladrey. McGladrey said they were required to
5 follow their own procedures in order to maintain their
6 independence.
7 They will report material issues. The thing
8 is that neither McGladrey, which is one of the largest
9 firms in the country, nor Bowman, have found any in
10 the last -- I don't know how many years it has been --
11 9 years, 12 years. We haven't had any. There was one
12 year in there when we had them. So, I'll be
13 interested to hear what the result of that is.
14 VICE CHAIRMAN TAYLOR: All right, Mr. Gentile,
15 you can speak to them, but I would like you to confer
16 with John and find out just what --
17 MR. GENTILE: When we meet on the 19th, I'm
18 not going to reinvent the parameters and the
19 methodology used for the Annual Financial Audit.
20 That's not my intent. My intent, again, is with the
21 entire issue of internal controls. That any of their
22 findings may move into the arena of the Office of
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 41
1 Inspector General.
2 I'm trying to establish a partnership and working
3 relationship with them, not to detract from their
4 independence or to reinvent a relationship that is
5 outside the purview of their engagement.
6 VICE CHAIRMAN TAYLOR: All right. Next?
7 MR. GENTILE: Jim, are you okay with what I
8 just said with regard to convening on the 19th?
9 MR. WHITE: Yes, we'll certainly be there.
10 The only thing I was going to add is that Bowman's
11 been our auditor for the last year. We had McGladrey
12 three years prior. I don't know if you were looking
13 for something, but for Bowman, this was basically was
14 just their first year.
15 As part of their process, they certainly do
16 have conversations with and ask me, my staff, etc.,
17 about fraud. So there is some review of that, but
18 we'll certainly look forward to the meeting so we can
19 see what's happening.
20 VICE CHAIRMAN TAYLOR: All right. Next?
21 MR. GENTILE: Thank you. I want to move onto
22 the compliance issues.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 42
1 MR. SANTARELLI: If I can just interject, if
2 these involve any progress audits or investigations, I
3 would make the recommendation that any discussion
4 about those be put into the Executive Session.
5 MR. GENTILE: Before you make that
6 recommendation, Mr. Santarelli, with regard to the
7 PACC revenue, I simply have a handout to present to
8 the Committee members.
9 MR. SANTARELLI: That was a confidential
10 document you e-mailed around to the Committee
11 yesterday; is that correct?
12 MR. GENTILE: Correct. I have no intent to
13 discuss that in open session.
14 MR. SANTARELLI: Fine.
15 MR. GENTILE: Or, necessarily in Executive
16 Session. I wanted to get that out to members of the
17 Committee so that if it is an issue we need to address
18 in our February Audit Committee meeting, we can do so
19 in Executive Session.
20 MR. SANTARELLI: Yes, sir.
21 MR. GENTILE: As far as the NJEDA, I do concur
22 with you, sir; I would like to move that into
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 43
1 Executive Session. Okay?
2 But regarding the pre-implementation review of
3 our SAP/ERP system; I did send that out to members of
4 the Committee and tried to provide an overview of what
5 the Office of Inspector General did in support of that
6 program.
7 As you all know, the SAP is replacing our
8 former legacy systems. The Banner system has been
9 used by the DRPA for Budget, Finance, HR, Inventory,
10 and so on and so forth, and PATCO used I believe the
11 Unisys system --
12 MR. WHITE: Yes.
13 MR. GENTILE: -- for Finance and Inventory. I
14 really would like to use this opportunity to extend
15 kudos to Kevin LaMarca, his team, the project
16 managers, and all the other individuals that
17 participated in what I thought was a very, very smooth
18 transition in the launching of the ERP/SAP system on
19 January the 4th.
20 Now, there are still some issues, still some
21 kinks to be worked out. There are still some
22 problems. But, I outlined for you what our role in
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 44
1 the pre-implementation of that system entailed. In
2 the last paragraph -- and this is what I wanted to
3 call to your attention – I also indicated that
4 recommendations for implementation to address process
5 and control gaps were also presented to Mr. LaMarca. I
6 would like to report on the status of those
7 recommendations and the project management's responses
8 to those recommendations at our February Audit
9 Committee meeting. Okay.
10 VICE CHAIRMAN TAYLOR: Any other questions for
11 the Committee?
12 MR. GENTILE: But, again, I just thought that
13 the transition was handled in an extraordinarily
14 competent manner by our key people and project
15 managers and everyone else associated with that
16 program.
17 VICE CHAIRMAN TAYLOR: I'd like to call for a
18 motion to go into Executive Session.
19 COMMISSIONER FENTRESS: Move the motion.
20 VICE CHAIRMAN TAYLOR: The decisions made in
21 Executive Session will be made available to the public
22 when the issues are resolved.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 45
1 A motion has been made. I need a second.
2 COMMISSIONER MOSKOWITZ: Second.
3 VICE CHAIRMAN TAYLOR: All those in favor?
4 ALL: Aye.
5 VICE CHAIRMAN TAYLOR: Any opposed? All
6 right, we will now move into Executive Session.
7 (Off the record at 12:00 p.m.)
8 (On the record at 12:27 p.m.)
9 VICE CHAIRMAN TAYLOR: We are back into open
10 session.
11 MR. GENTILE: Commissioner Taylor, when I
12 spoke to you privately before today’s Audit Committee
13 meeting, I asked that you and your colleagues on the
14 Audit Committee and/or on the Board give some
15 consideration with regard to an evaluation criteria
16 that could be used for judging the effectiveness of
17 this department or ineffectiveness of this department
18 during the course of Calendar Year 2016. And I hope
19 that you will give that some consideration.
20 VICE CHAIRMAN TAYLOR: Not only are we going
21 to give it consideration, after we break I'm going to
22 set up a meeting with a group on the Audit Committee.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 46
1 We're going to set up some criteria, some standards,
2 and give you a better roadmap. So, we will have that
3 ready to go. We'll run it by Legal. And we'll go
4 from there.
5 MR. GENTILE: The last thing I have is that in
6 light of Mr. White's list of accomplishments in 2015,
7 I plan at the February Audit Committee meeting to have
8 an appropriate list of what we have done in terms of
9 the OIG during the course of Calendar Year 2015. And
10 I'll have that for you in advance of the Audit
11 Committee meeting.
12 VICE CHAIRMAN TAYLOR: Thank you.
13 I'll take a motion to adjourn.
14 COMMISSIONER FENTRESS: Move the motion.
15 VICE CHAIRMAN TAYLOR: Second?
16 COMMISSIONER HEPKINS: Second.
17 VICE CHAIRMAN TAYLOR: All those in favor?
18 ALL: Aye.
19 VICE CHAIRMAN TAYLOR: Any opposed? All
20 right.
21 (Whereupon, the Audit Committee Meeting was adjourned
22 at 12:28 p.m.)
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 47
1 CERTIFICATE
2 This is to certify that the attached
3 proceedings before the Delaware River Port Authority
4 Audit Committee on January 13, 2016, were held as
5 herein appears, and that this is the original
6 transcript thereof for the file of the Authority.
7
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10 ______Tom Bowman, Reporter 11 FREE STATE REPORTING, INC.
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 1 DELAWARE RIVER PORT AUTHORITY
2 Audit Committee Meeting
3 One Port Center 2 Riverside Drive 4 Camden, New Jersey
5 Wednesday, February 10, 2016
6 Committee Members:
7 Ricardo Taylor, Audit Committee Vice Chairman (Chairing for PA Auditor General Eugene DePasquale) 8 Ryan Boyer, Chairman of the DRPA/PATCO Boards Victoria Madden, Chief Counsel, Pennsylvania Auditor 9 General Eugene DePasquale Auditor General (via telephone) 10 Marian Moskowitz Charles Fentress 11 Richard Sweeney
12 Others Present:
13 Christopher Howard, Chief Counsel, New Jersey Governor's Authorities Unit 14 Chelsea Guzowski, Director of Economic and Strategic Initiatives, Pennsylvania Office of the 15 Budget David Dix, Assistant to DRPA/PATCO Chairman Ryan Boyer 16 DRPA/PATCO Staff: 17 John Hanson, Chief Executive Officer 18 Maria Wing, Deputy Chief Executive Officer (via 19 Telephone) Raymond J. Santarelli, General Counsel & Corporate 20 Secretary Kristen K. Mayock, Deputy General Counsel 21 Stephen Holden, Deputy General Counsel Kathleen P. Vandy, Assistant General Counsel 22 James White, Chief Financial Officer DRPA/PATCO Staff: (continued)
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 Toni Brown, Chief Administrative Officer David Gentile, Inspector General 2 Christina Maroney, Director, Strategic Initiatives Kyle Anderson, Director of Corporate Communications 3 John Rink, General Manager, PATCO Sheila Milner, Administrative Coordinator 4 Elizabeth McGee, Acting Records Manager
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 INDEX
2 Page
3 Roll Call 4
4 Executive Session 4
5 Open Session
6 Frequency of Audit Committee Meetings 5
7 Adjournment 7
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 PROCEEDINGS
2 (10:49 a.m.)
3 VICE CHAIRMAN TAYLOR: I'd like to call to
4 order the meeting of the Audit Committee of the
5 Delaware River Port Authority and ask the Corporate
6 Secretary to call the roll.
7 MR. SANTARELLI: Thank you. Good morning.
8 Chairman Taylor?
9 VICE CHAIRMAN TAYLOR: Here.
10 MR. SANTARELLI: Commissioner Sweeney?
11 COMMISSIONER SWEENEY: Here.
12 MR. SANTARELLI: Commissioner Fentress?
13 COMMISSIONER FENTRESS: Here.
14 MR. SANTARELLI: Commissioner Madden?
15 COMMISSIONER MADDEN: Here.
16 MR. SANTARELLI: Commissioner Moskowitz?
17 COMMISSIONER MOSKOWITZ: Here.
18 MR. SANTARELLI: I believe that's everyone,
19 and you have a quorum.
20 VICE CHAIRMAN TAYLOR: I'd like to call for a
21 motion to go into Executive Session. The decisions
22 made in Executive Session will be made public when the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 issues are resolved. I need a motion.
2 COMMISSIONER FENTRESS: Move the motion.
3 VICE CHAIRMAN TAYLOR: I need a second.
4 COMMISSIONER MOSKOWITZ: Second.
5 VICE CHAIRMAN TAYLOR: All right, we will now
6 move into Executive Session. And we'll clear the
7 room.
8 (Off the record at 10:50 a.m.)
9 (On the record at 11:31 a.m.)
10 VICE CHAIRMAN TAYLOR: All right, we are back
11 in Open Session. There is one item for consideration:
12 the frequency of the Audit Committee meetings. I
13 think, first of all, the Inspector General's Office is
14 understaffed at this point and until such time as it
15 is fully staffed, it puts undue pressure on the
16 Inspector General and Mr. Aubrey to hold the meetings
17 monthly.
18 I would like to go back to having Audit
19 Committee meetings every three months, with
20 additional, emergency meetings if necessary. But I
21 don't know that there is a need to have a monthly
22 Audit Committee meeting.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 MR. SANTARELLI: I would just point out to the
2 Commissioners that in the Audit Charter which is in
3 effect -- I know there is also a revised draft that is
4 circulating, but there is an Audit Charter currently
5 in effect.
6 VICE CHAIRMAN TAYLOR: Yes.
7 MR. SANTARELLI: It was adopted in 2010, when
8 the Audit Committee was created. It says that the
9 Audit Committee shall meet at least four times a year,
10 which would be every three months.
11 VICE CHAIRMAN TAYLOR: Right.
12 MR. SANTARELLI: With the expectation that
13 additional meetings may be required. So, you're only
14 required by the Charter to meet four times a year.
15 VICE CHAIRMAN TAYLOR: Right, yes. So if an
16 emergency necessitates, we can meet, we can call a
17 meeting.
18 MR. SANTARELLI: Yes, there are procedures
19 that we need to employ to advertise and give notice of
20 those meetings.
21 VICE CHAIRMAN TAYLOR: Right.
22 MR. SANTARELLI: But subject to that, sure,
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 you can have four regular meetings a year and then
2 other meetings, as needed.
3 VICE CHAIRMAN TAYLOR: I need a motion.
4 COMMISSIONER SWEENEY: Move the motion.
5 COMMISSIONER FENTRESS: Second.
6 VICE CHAIRMAN TAYLOR: All those in favor?
7 ALL: Aye.
8 VICE CHAIRMAN TAYLOR: Any opposed? All
9 right.
10 MR. SANTARELLI: If you can give me the dates
11 of when those remaining meetings will be, we can make
12 sure that they get advertised and noticed publicly so
13 everyone knows that those will be the Audit meetings
14 for the remainder of the year.
15 VICE CHAIRMAN TAYLOR: Very good. Thank you,
16 Ray. All right, there is no further business for the
17 Audit Committee. May I have a motion to adjourn?
18 COMMISSIONER FENTRESS: Move the motion.
19 VICE CHAIRMAN TAYLOR: Second?
20 COMMISSIONER SWEENEY: Second.
21 VICE CHAIRMAN TAYLOR: All those in favor?
22 ALL: Aye.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 8
1 VICE CHAIRMAN TAYLOR: Any opposed? Thank you
2 very much for your time.
3 (Whereupon, the Audit Committee Meeting was
4 adjourned at 11:29 a.m.)
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 9
1 CERTIFICATE
2 This is to certify that the attached
3 proceedings before the Delaware River Port Authority
4 Audit Committee on February 10, 2016, were held as
5 herein appears, and that this is the original
6 transcript thereof for the file of the Authority.
7
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10 ______Tom Bowman, Reporter 11 FREE STATE REPORTING, INC.
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 NEW BUSINESS SUMMARY STATEMENT
ITEM NO.: DRPA-16-029 SUBJECT: Consideration of Pending DRPA Contracts (Between $25,000 and $100,000)
COMMITTEE: New Business
COMMITTEEMEETINGDATE: N/A
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board consider authorizing staff to enter into contracts as shown on the Attachment to this Resolution.
PURPOSE: To permit staff to continue and maintain DRPA operations in a safe and orderly manner.
BACKGROUND: At the Meeting held August 18, 2010 the DRPA Commission adopted Resolution 10-046 providing that all DRPA contracts must be adopted at an open meeting of the DRPA Board. The Board proposed modifications to that Resolution at its meeting of September 15, 2010; specifically that all contracts between $25,000 and $100,000 be brought to the Board for approval. The contracts are listed on the Attachment hereto with the understanding that the Board may be willing to consider all of these contracts at one time, but if any member of the Board wishes to remove any one or more items from the list for separate consideration, each member will have that privilege.
SUMMARY: Amount: N/A Source of Funds: See Attached List Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A DRPA-16-029 New Business: February 17, 2016 Board Date: February 17, 2016 Consideration of Pending DRPA Contracts (Between $25,000 and $100,000)
RESOLUTION
RESOLVED: That the Board authorizes and directs that subject to approval by the Chair, Vice Chair, General Counsel and the Chief Executive Officer, staff proceed to negotiate and enter into the contracts listed on the Attachment hereto.
SUMMARY: Amount: N/A Source of Funds: See Attached List Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A CONSIDERATION OF PENDING DRPA CONTRACTS (BETWEEN $25,000 - $100,000) – FEBRUARY 17, 2016 DRPA
Item # Vendor/Contractor Description Amount ProcurementMethod BidsReceived BidAmounts SourceofFunds 1 Networkfleet, Inc. One (1) Year Service $55,030.80 In accordance with Federal GSA 1. Networkfleet, Inc. 1. $55,030.80 Revenue Fund SanDiego, CA Contract to provide Contract #GS-07F-5559R. SanDiego, CA maintenance to the Authority's Fleet GPS Units.
2 Luminous Strategies Not-To-Exceed Contract to $75,000.00 Request for Proposals - Request for 1. Luminous Strategies 1. $75,000.00 (n-t-e) Revenue Fund Philadelphia, PA provide Board Support and (n-t-e) Proposals was publically advertised and Philadelphia, PA Development Services. issued on September 10, 2015. Two (2) technical proposals were received 2. Paradigm Group Consultants 2. Non-Responsive from Luminous Strategies and Philadelphia, PA Paradigm Group Consultants. An evaluation committee reviewed only Luminous Strategies proposal because Paradigm Group Consultants proposal was deemed non-responsive. Luminous Strategies was deemed the most responsive firm.
3 ePlus Technology, Inc. Purchase of Ladder Racks $29,490.00 In accordance with New Jersey State 1. ePlus Technology, Inc. 1. $29,490.00 General Fund Newtown, PA for One Port Center Data Contract #M-7000, Vendor Award Newtown, PA Center. #87720
4 SAP America, Inc. SAP On-Site Technical $35,155.00 Sole Source Provider - see attached 1. SAP America, Inc. 1. $35,155.00 (n-t-e) Revenue Fund Newtown Square, PA Training and Education for (n-t-e) Sole Source Justification Memo marked Newtown Square, PA the Authority's I.S. staff. as "Exhibit 1".
SUMMARY STATEMENT
ITEM NO.: DRPA-16-030 SUBJECT: Strategic Planning Facilitation and Advisory Services
COMMITTEE: NewBusiness
COMMITTEE DATE: N/A
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate an agreement with VantagePoint Associates based in Philadelphia, to advise and assist the Authority in the planning and facilitation of a series of strategic planning sessions and the preparation of a five-year strategic plan that reflects the strategic priorities of the Board of Commissioners and management, includes broad-based stakeholder input, emphasizes implementation and performance metrics, and that is in alignment with the Authority’s planning and budgeting processes.
Amount: Not to exceed $190,446
Consultant: VantagePoint Associates
Other Consultants: Demosophia LLC JJA Consultants Management Partners, Inc. Maverick & Boutique Transpro Consulting LLC TransTech Management WSP Parsons Brinkerhoff
PURPOSE: The Authority is committed to using the strategic planning process to facilitate an open dialogue and to build community among the Board, staff and other stakeholders. The plan will be used to ensure continuity in decision making and resource allocation and to move us toward realizing the organization’s vision.
Through the strategic planning process the Authority seeks to become more effective at strategy formulation and implementation and in ensuring alignment across all divisions through the integration of the strategic planning and budgeting processes with measurement and accountability systems.
BACKGROUND: The Authority regards stewardship and public service as the root of its mission and purpose. As stewards of important transportation assets SUMMARY STATEMENT Strategic Planning Facilitation and Advisory Services ______
that the Authority holds in trust for the public, it is committed to operating transportation services and facilities safety, efficiently, and in a manner that creates value for the public it serves.
The Authority is succeeding in accomplishing its mission and is steadfast in its efforts to build even greater capacity to improve and sustain the quality and efficiency of the services we deliver.
To accomplish this, the Authority desires to systematically evaluate how it meets the needs and expectations of its customers and stakeholders and how best to strategically address the critical challenges it faces such as succession planning and workforce development, maintaining and improving aging transportation infrastructure, and increased public demand for transparency and accountability.
The Authority believes that a wide-ranging strategic planning process is the most effective systematic approach to define the critical issues, set its strategic direction for the future and identify strategic priorities that are essential to achieving its stewardship mission and vision and that ensure effective governance and decision making.
Toward this end, in December 2015, the Authority publically advertised its intent to retain a consultant to support the DRPA’s efforts to develop a strategic planning process. Eight (8) firms submitted proposals on January 22, 2016. A Proposal Evaluation Committee of five (5) evaluated the proposals against the evaluation criteria and VantagePoint Associates was the highest ranked firm.
VantagePoint Associates is a local firm based in Philadelphia. Founded in 2002, VantagePoint is co-owned by principals Arlene Friner and Walt Desiderio. Ms. Friner is the proposed project manager and will be responsible for overall planning and implementation support processes. She was formerly the Executive Vice President and Chief Financial Officer at Amtrak. Mr. Desiderio formerly held positions as Vice President, Finance and Chief Finance Officer of Amtrak’s Northeast Corridor. He will lead the planning and analytical efforts related to the financial components of the strategy.
The team proposed for this engagement also includes two subcontractor firms: Econsult Solutions, Inc. based in Philadelphia, and Global Synergies, LLC, of Merion Station, PA. Stephen Mullin, President and SUMMARY STATEMENT Strategic Planning Facilitation and Advisory Services ______
Principal of Econsult will lead the facilitation of the Board and management planning sessions and the development of the strategic plan. Carol Smith, Principal at Global Solutions will be the lead for public outreach and external focus groups.
Together, this particular team possesses broad Transportation experience with consultants who have held peer level positions in organizations similar to DRPA and PATCO such as Amtrak, DVRPC, City of Philadelphia and PECO. They have also conducted similar engagements for the Pennsylvania Transportation Funding & Reform Commission, PennDOT, Columbia University (aligning budgets with strategic plans), SEPTA, Montgomery County, Pennsylvania Convention Center Authority, VISIT Philadelphia and the City of Philadelphia.
Vantage Point’s proposal was extremely comprehensive and clearly and specifically delineated tasks including accountability systems and budget alignment. They recommend employing the balanced scorecard approach in the Authority’s planning process to ensure that strategic objectives, performance measures and capital investment decisions are determined by a broad set of financial, operational, customer and organizational capacity factors or perspectives. This will also ensure the strategic plan is a “living document” guiding the action s of the DRPA on an ongoing basis rather than a static snapshot in time.
The competitive selection process was qualifications-based and while price was included as part of the weighted proposal evaluation criteria several firms included option pricing as respondents were encouraged to propose additional or alternative phases or approaches based on their experience and success with comparable engagements with similar organizations.
The Proposal Evaluation Committee found VantagePoint Associates pricing to be fair and reasonable based on their proposed alternative scope of work and phasing which we found to be the most comprehensive and efficient of all the proposals. SUMMARY STATEMENT Strategic Planning Facilitation and Advisory Services ______
SUMMARY: Amount: $190,446 Source of Funds: General Fund Capital Project #: N/A Operating Budget: 2016 Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 months Other Parties Involved: N/A DRPA-16-030 New Business: February 17, 2016 Board Date: February 17, 2016 Strategic Planning Facilitation and Advisory Services
RESOLUTION
RESOLVED: That the Board authorizes staff to negotiate an agreement with VantagePoint Associates based in Philadelphia, to advise and assist the Authority in the planning and facilitation of a series of strategic planning sessions and the preparation of a five-year strategic plan that reflects the strategic priorities of the Board of Commissioners and management, includes broad-based stakeholder input, emphasizes implementation and performance metrics, and that is in alignment with the Authority’s planning and budgeting processes.
RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of the DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of the DRPA.
SUMMARY: Amount: $190,446 Source of Funds: General Fund Capital Project #: N/A Operating Budget: 2016 Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: 12 months Other Parties Involved: N/A DELAWARE RIVER PORT AUTHORITY & PORT AUTHORITY TRANSIT CORP.
BOARD MEETING
Wednesday, February 17, 2016 9:00 a.m.
Board Room One Port Center Camden, NJ
John T. Hanson, Chief Executive Officer PATCO BOARD PORT AUTHORITY TRANSIT CORPORATION BOARD MEETING
Wednesday, February 17, 2016 at 9:00 a.m. One Port Center, 11th Floor, Board Room
ORDER OF BUSINESS
1. Roll Call
2. Report of the General Manager – February 2016
3. Approval of January 20, 2016 PATCO Board Meeting Minutes
4. Monthly List of Previously Approved Payments – Covering Month of January 2016
5. Monthly List of Previously Approved Purchase Orders and Contracts of January 2016
6. Approval of Balance Sheet and Equity Statement dated December 31, 2015
7. Approval of Operations & Maintenance Committee Meeting Minutes of February 2, 2016
8. Adopt Resolutions Approved by Operations & Maintenance Committee of February 2, 2016
PATCO-16-001 Approval of Title VI Submission to Federal Transit Administration
PATCO-16-002 Weed Control and Vegetation Management for 4 Bridge Facilities and PATCO
PATCO-16-003 Temporary Transit Ambassadors
9. Unfinished Business
10. New Business
PATCO-16-004 Consideration of Pending PATCO Contracts (Between $25,000 and $100,000)
11. Adjournment GENERAL MANAGER’S REPORT
REPORT OF THE GENERAL MANAGER
As stewards of public assets, we provide for the safe and efficient operation of transportation services and facilities in a manner that creates value for the public we serve.
February 17, 2016
To the Commissioners:
The following is a summary of recent PATCO activities, with supplemental information attached.
HIGHLIGHTS
STEWARDSHIP
Completion of Bicycle Rack Installations in Subway Station Concourses – Thanks to CAC and Bicycle Coalition member John Boyle, PATCO has implemented recommendations from the DVRPC’s “PATCO Concourse Level Bicycle Improvement Evaluation” study. Using FTA funding under a Transit Enhancement Grant, PATCO purchased 33 bicycle racks. Cyclists are able to lock up their bikes at concourse level, with the first units installed at Locust Street Stations last year in areas visible to surveillance cameras. With the installation of additional cameras at City Hall and the Chestnut Street Concourse that serves 8th/Market Street Station, bike racks have now been installed at those two stations, completing the project. Bike racks are now available at all 13 stations.
General Manager’s Report – for February 17, 2016 Meeting
City Hall Station Tour & Blog – At the request of several individuals interested in transit and the history and development of Camden, PATCO hosted tours of our full City Hall concourse, including the tunnels that have long been closed off to the public. The Courier Post published a feature titled “What Lies Beneath Camden?” and in just two days, over 1500 people viewed a blog and photos on https://southjerseyist.wordpress.com/2016/01/12/ghosts-of-city-hall-the-patco-station-youve-never-seen/.
Safety Slogan Contest – DRPA/PATCO invites all employees to submit entries in the annual safety slogan contest. This competition reminds everyone of our commitment to safety. PATCO Station Supervisor Fran Egolf won the contest this year with the following
Escalators / Elevators – In January we again exceeded our goals. Availability of all escalators was 97.8%, and elevator availability was 98.9%.
Operational Percentage – January, 2016 Favorable / Equipment Target Actual Variance Unfavorable Escalators (14) 90% 97.8% +7.8% F Elevators (11) 97% 98.9% +1.9% F
SERVICE
Service throughout the Snow Storm – On January 23 and 24, our region was hit with the fourth largest snow storm in history. PATCO implemented our snow plan, utilizing snow trains to keep running rails clear, an ice train dispensing de-icer, and numerous third rail and switch heaters. With the help of a snow plowing contractor at three stations, PATCO cleared all the parking lots; platforms and sidewalks were shoveled to serve our customers over the weekend and in preparation for the return of commuters on Monday morning. Positive feedback included comments such as “thank you for running through blizzards,” “Great job by PATCO getting me to work hassle free,” and “In my 33 years of taking PATCO to/from work, this is the BEST job I’ve ever seen relating to the clearing of the parking lots and sidewalks of snow!”
General Manager’s Report – for February 17, 2016 Meeting
COMMUNITY
The Food Bank of South Jersey / White Horse Rotary Food Distribution – Despite procedural and weather challenges, we were able to host the monthly distribution of food to those in need at our Lindenwold Station. Thanks to our responsive Legal and Risk Management Departments, a 2016 Right of Entry Agreement was executed in time to kick off this year’s community service program.
Girl Scouts Return to PATCO – Last year we received at least a dozen thank you notes from troops whose programming relies on the proceeds of cookie sales. With the permission of our Board and a Right of Entry Agreement in place, the Girl Scout Council has again coordinated Friday afternoon/evening sales at many of our stations. Scouts even greeted our passengers on the first day of our major January snow storm, undeterred by the weather.
FINANCE
Reports do not include some year end adjustments which are still pending. These reports are unaudited and are marked as “Preliminary Only”.
PATCO Income year to date (through 12/31/15) amounted to $27,232,998 compared with a Budget Anticipated Income of $26,007,575, a favorable variance of $1,225,423 or 4.71%.
Operating expenses during December 2015 amounted to $4,497,126, compared with a Budget Anticipated Expense of $4,147,114, an unfavorable variance of $350,012 or 8.44%. Year to date expenses totaled $48,534,448, compared with a Budget Anticipated Expense of $52,260,293, a favorable variance of $3,725,845 or 7.13%.
During the month of December 2015, PATCO experienced a Net Operating Loss (excluding rental and non-recurring charges) of $1,809,460. The cumulative Net Operating Loss (excluding rental and non- recurring charges) through 12/31/15 totaled $21,301,450. Total Cumulative Loss year to date (including Lease Rental charges) equaled $27,423,450.
Net Transit Loss (including lease expense) for the month ending 12/31/2015 was $2,319,627.
2015 2015 Through December 31, 2015 Budget Actual Variance Income $26,007,575 $27,232,998 $1,225,423 F Expenses $52,260,293 $48,534,448 $3,725,845 F Operating Ratio .4977 .5611
Passengers 10,200,000 10,169,487 30,513 U Car Miles 4,749,088 4,475,610 273,478
General Manager’s Report – for February 17, 2016 Meeting
The passenger count for the month of December 2015 totaled 872,108, an increase of 57,523 (+7.06%) when compared to December 2014. A comparison of calendars reveals that each December contained the same number of Saturdays and Sundays, but the holiday in 2015 was on a Friday, compared to the holiday in 2014 being on a Thursday, which may have contributed at least partially to the very positive variance in December of 2015.
Ridership for all of 2015, including December totaled 10,169,487, an increase of 162,231 compared to 2014, a 1.62% increase in ridership.
PERSONNEL TRANSACTIONS
The following personnel transactions occurred in January, 2016:
NAME POSITION DEPT. DATE
APPOINTMENT(S)
Damon Green Dispatcher Trainee Transit Services 1/25/16 Phillip Pritchett Dispatcher Trainee Transit Services 1/25/16 Nancelis Serrano Dispatcher Trainee Transit Services 1/25/16
APPOINTMENT(S) – TEMPORARY - None
PROMOTION(S)
Rachel Green From: Customer Service Agent Transit Services 1/23/16 To: Dispatcher Trainee Transit Services
UPGRADE - None
TEMPORARY ASSIGNMENT TO HIGHER CLASSIFICATION
Phil P. Olivo, Jr. From: Foreman Fare Collection To: Acting Manager, Fare Collection Fare Collection 1/01/16 – 3/31/16
William R. Gobeler From: Technical Supervisor Transit Services To: Acting Director Transit Services 1/16/16 – 7/16/16
Patrick M. McBride From: Director Transit Services To: Acting Assistant General Office of the Manager General Manager 1/16/16 – 4/29/16
TRANSFER(S) - None General Manager’s Report – for February 17, 2016 Meeting
RESIGNATION(S) - None
RETIREMENT(S)
Raymond Lewis Manager, Mechanical/ Custodial Equipment 1/15/16
Carmella Monteleone Administrative Secretary Safety 1/21/16
DECEASED – None
PURCHASING & MATERIAL MANAGEMENT
During the month of January, 172 purchase orders were issued with a total value of $704,864. Of the $637.60 in monthly purchases where minority vendors could have served PATCO needs, $598 was awarded to MBEs and $39.60 to WBEs. The $637.60 total MBE/WBE purchases represent 0.09% of the total spent and 100% of the purchases available to MBE/WBEs.
With the implementation of SAP, we are not yet able to report the number of storeroom transactions and the book value of inventory on hand but expect to provide this information at the March Board Meeting.
TRANSIT SERVICES
The on-time performance for the 5,316 scheduled trips in January was 94.66%.
A single incident accounted for 27% of annulled and 11% of delayed trains, and 71% of stations bypassed this month. At the beginning of our evening peak on January 13, we were informed that a tree on an adjoining property was damaged and the trunk was actively cracking, posing an imminent threat to our tracks and power lines and to any trains and passengers in the area. We suspended all service between Haddonfield and Woodcrest Stations from 4:35 p.m. until 6:30 that evening while tree removal experts worked quickly to cut down the tree and remove the hazard. During the service suspension, we sought assistance from NJ Transit, who provided as much shuttle service as they could and cross-honored our tickets. This one incident accounted for 21 annulments, 21 late trains, and 172 stations bypassed. If we recalculate on-time performance to remove the annulments and scheduled trains during the tree incident, on-time performance for January would be 95.68%.
Cold, wintry weather also presents special challenges to keeping trains running. Although we perform maintenance diligently to make repairs and have sufficient trains available to run our frequent schedule, lack of equipment accounted for 11% of the incidents of delay this January, mirroring January of last year. The chart below provides additional details regarding the causes of delays and annulments in January, 2016:
General Manager’s Report – for February 17, 2016 Meeting
Transit Deer/Animals, 1% Operations, 7% Other, 2% Weather, 1% January 2016 Public Safety Issues, Incidents 5% Equipment Defect, Trespasser, 2% 60% Brake/Comp 16 Passenger Issues, 2% Doors 7 Window 6 Propulsion 4 W&P Track - Wayside, OLCB 4 6% Misc 15
W&P Elec - Signal - Radio, 2% Lack of Equipment, 11%
MAINTENANCE
The following significant maintenance initiatives progressed in January:
Eleven (11) rebuilt motors one (1) quality used motor are available for installation as needed. Fifty-eight (58) motors are at vendors for repair, and thirteen (13) are being processed for shipment. We have established a goal of 50 truck overhauls in 2016. One (1) truck was assembled in January. We will be swapping four (4) small wheel trucks with Alstom. One (1) rebuilt gearbox is currently available. Two (2) wheelsets are assembled and ready for truck building. We are still relying heavily on UTC to support our gearbox overhaul program, but Penn Machine has started to deliver some gearboxes under the contract. Fifty-eight (58) gearboxes are at vendors for repair with 24 at UTC and 34 at Penn Machine. In January during night shifts, we completed 48 exterior washes. Upon receipt of Vapor cleaners, interior “scrubs” will be moved to Track 3 in the annex building, freeing up the car wash during the day shift. In the interim, we cleaned 140 windshields and performed heavy cleaning of the interior of 12 cars. General Manager’s Report – for February 17, 2016 Meeting
Car overhaul - We have 28 overhauled cars on-site and 24 have been conditionally accepted. Car Overhaul – Alstom-supplied test equipment – With respect to the S500 automated test station, resolution of the fault detection within the propulsion equipment is still pending. Software work stations are still pending. Car Overhaul – In January, one Manager, two Foremen, seven Electronic Technicians and four AC Electricians completed diagnostic system training provided by Alstom. Low voltage power supply training is scheduled for February. Our Mean Distance Between Failures continues to compare favorably with our goal. (See the blue dot below that represents January of 2016.)
6000 CAR MEAN DISTANCE BETWEEN FAILURES
5000
4000
Goal
3000 2014 2015 2016
2000
Miles
1000
0 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
SAP – The resource system went live on January 4, and the Equipment Department opted to run SAP in a test environment while maintaining our historical maintenance data in Unisys. Response to snow storm of January 23-24, 2016 – Staff assisted with snow related conditions during the blizzard as well as residual snow issues through the end of the month. Ties were replaced along #1 and #2 loops in Lindenwold Yard. New LED Mongoose lighting fixtures within the Camden Yard storage/track area were installed. General Manager’s Report – for February 17, 2016 Meeting
Right-of-way and signal inspections were performed. Relay testing and repairs at interlockings and substations were performed. Stations, subway tunnels, and parking lots were relamped as necessary. Support services were provided as required for the following projects: o Testing of refurbished cars o Maintenance of fire-alarm systems o Maintenance of and enhancements to the 800 MHz radio system o Maintenance and repairs of escalators and elevators o Ben Franklin Bridge track structure inspections and repairs – provided flagging, scheduling and guidance o Wiring modifications applied to the Camden Yard signal case (Contract 21E)
SAFETY
The monthly report of the Safety Department is enclosed with this report.
Respectfully submitted,
John D. Rink General Manager
MEMORANDUM
PORT AUTHORITY TRANSIT CORPORATION of Pennsylvania & New Jersey
TO: John Rink
FROM: David Fullerton SUBJECT: Monthly Report: Safety Department – January, 2016
DATE: February 3, 2016
1. Staff was involved in the following activities concerning Contractor Safety: Conducted Contractor’s Safety Briefings and created the necessary follow-up reports of safety briefings as shown below:
NUMBER PATCO DATE CONTRACTOR PROJECT/WORK AREA IN CONTRACT NO. ATTENDANCE 01/04/16 AECOM BFB 5 01/04/16 Jacobs Engineering All PATCO sites 2 01/04/16 Jacobs Engineering Westmont 1 01/04/16 RCC 28-2007 Westmont 1 01/11/16 Simplex Grinnell PO 134852 All PATCO sites 1 01/11/16 Oliver Communications PO 134852 All PATCO sites 2 01/21/16 KS Engineers BRB Walkway 1 01/21/16 HNTB 21-E BFB 1 Transit Svc-Dispatcher 01/25/16 PATCO New Hires 4 Trainees 01/26/16 RCC 28-2007 Westmont 1
Drug & Alcohol Tests – for January 2016 Random Drug only 10 Random Alcohol only 0 Random Drug & Alcohol 1 Reasonable Suspicion Drug only 0 Reasonable Suspicion Alcohol only 0 Post-Accident 0 TOTAL TESTS COMPLETED 11
2. Internal PATCO Safety Activities: Conducted and participated in monthly SACC/Joint Workplace Committee meetings. Conducted Bloodborne Pathogens/Defensive Driver Training (Transit Services Re- Instruction) Conducted Security Drills (Equipment and Way & Power Depts)
3. Involvement in Authority Activities: Participated in Programs & Activities subcommittee Participated in Transit System Security Training (Houston, TX) Participated in Incident Accident Investigation Committee
4. Outside Agency Involvement. Not Applicable General Manager’s Report
SERVICE o Snow storm – Jan. 23 & 24 – 4th largest in region o Snow trains, ice trains, plowing by PATCO & contractor o Lots of Positive Feedback such as: “Great job getting me to work hassle free” “Thanks for running through blizzards” “In my 33 years of taking PATCO, this is the BEST job … clearing of the parking lots and sidewalks” General Manager’s Report
• Escalator / Elevator Availability o Escalators 97.8% 7.8% above goal o Elevators 98.9% 1.9% above goal General Manager’s Report STEWARDSHIP o Bike Racks • 2015 – installed in areas with camera surveillance • Added cameras & racks at City Hall and 8th/Market-South • Now at ALL stations General Manager’s Report
o Safety Slogan – PATCO Winner General Manager’s Report
COMMUNITY o City Hall Tour “SouthJerseyist” Blog and Courier Post Feature on Camden’s Past Positive Response o 2016 Food Bank / White Horse Rotary Club food distribution began at Lindenwold Station – one Saturday each month o Girl Scout Cookie Sales at 7 stations PATCO BOARD MINUTES 1 PORT AUTHORITY TRANSIT CORPORATION
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3 BOARD MEETING
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5 One Port Center 2 Riverside Drive 6 Camden, NJ Wednesday, January 20, 2016 7
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 2
1 PRESENT
2 Pennsylvania Commissioners
3 Ryan Boyer, Chairman of DRPA/PATCO Board Rohan K. Hepkins 4 Antonio Fiol-Silva John Dougherty (for Pennsylvania Auditor General 5 DePasquale) Timothy Reese, Pennsylvania State Treasurer 6 (via telephone)
7 New Jersey Commissioners
8 Jeffrey Nash, Esq., Vice Chairman E. Frank DiAntonio 9 Charles Fentress Albert Frattali 10 Richard Sweeney Tamarisk Jones 11 Ricardo Taylor
12 DRPA/PATCO Staff
13 John Hanson, President (PATCO)/Chief Executive Officer DRPA) 14 Maria Wing, Deputy Chief Executive Officer Raymond Santarelli, General Counsel and 15 Corporate Secretary Kristen Mayock, Deputy General Counsel 16 Stephen Holden, Deputy General Counsel Kathleen P. Vandy, Assistant General Counsel 17 James White, Chief Financial Officer Dan Auletto, Acting Chief Operating Officer 18 Toni Brown, Chief Administrative Officer Michael Venuto, Chief Engineer 19 Steve Reiners, Director, Fleet Management William Shanahan, Director, Government Relations 20 Barbara Holcomb, Manager, Capital Grants Gary K. Smith, Captain of Police, Public Safety 21 Mike Reher, Sergeant, Public Safety John Rink, General Manager, PATCO 22 Susan Squillace, Manager, Procurement and Stores
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 3
1 DRPA/PATCO Staff (continued) 2 David Gentile, Inspector General 3 Kyle Anderson, Director, Corporate Communications Fran O'Brien, Manager, Customer and Community 4 Relations Amy Ash, Contract Administrator, Contract 5 Administration Kevin LaMarca, Director, Information Services 6 Larry Walton, Construction & Maintenance Manager, Walt Whitman Bridge 7 Sheila Milner, Administrative Coordinator Elizabeth McGee, Acting Records Manager 8 Nancy Farthing, Executive Assistant to the CEO Dawn Whiton, Administrative Coordinator to the 9 Deputy CEO
10 Others Present
11 Amy Herbold, Esq., Senior Counsel, New Jersey Governor's Authorities Unit 12 Chelsea Guzowski, Director of Special Projects, Pennsylvania Governor's Office of the Budget 13 David Dix, Assistant to Chairman Boyer Victoria Madden, Chief Counsel (for Pennsylvania 14 Auditor General DePasquale) (via telephone) Christopher Gibson, Esq., Archer & Greiner, 15 (New Jersey Counsel) Alan Kessler, Esq., Duane Morris LLP 16 (Pennsylvania Counsel) Stephanie Kosta, Esq., Duane Morris LLP 17 (Pennsylvania Counsel) William Hosey, President, IBEW 351 18 Richard Franzini, Business Agent, IUOE 542 Olivia C. Glenn, Regional Manager, New Jersey 19 Conservation Foundation Craig Hrinkevich, Wells Fargo 20 Tara Chupka (Assistant to John Dougherty) Brian Stevenson 21
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 4
1 INDEX
2 Page
3 Roll Call 5
4 Report of the General Manger - January 2016 6
5 Approval of December 9, 2015 PATCO Board Meeting Minutes 9 6 Monthly List of Previously Approved Payments 7 Covering the Month of December 2015 and Monthly List of Previously Approved Purchase Orders and 8 Contracts of December 2015 10
9 Approval of Balance Sheet and Equity Statement dated November 30, 2015 10 10 Unfinished Business 11 11 New Business 11 12 Executive Session 11 13 Adjournment 11 14
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 5
1 PROCEEDINGS
2 CHAIRMAN BOYER: Can we have a roll call?
3 MR. SANTARELLI: Chairman Boyer?
4 CHAIRMAN BOYER: Present.
5 MR. SANTARELLI: Vice Chairman Nash?
6 VICE CHAIRMAN NASH: Here.
7 MR. SANTARELLI: Commissioner Dougherty?
8 COMMISSIONER DOUGHERTY: Present.
9 MR. SANTARELLI: Commissioner DiAntonio?
10 COMMISSIONER DiANTONIO: Present.
11 MR. SANTARELLI: Commissioner Fiol-Silva?
12 COMMISSIONER FIOL-SILVA: Present.
13 MR. SANTARELLI: Commissioner Fentress?
14 COMMISSIONER FENTRESS: Here.
15 MR. SANTARELLI: Commissioner Hepkins?
16 COMMISSIONER HEPKINS: Present.
17 MR. SANTARELLI: Commissioner Frattali?
18 COMMISSIONER FRATTALI: Here.
19 MR. SANTARELLI: Treasurer Reese?
20 TREASURER REESE: Present.
21 MR. SANTARELLI: Commissioner Jones?
22 COMMISSIONER JONES: Here.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 6
1 MR. SANTARELLI: Commissioner Sweeney?
2 COMMISSIONER SWEENEY: Here.
3 MR. SANTARELLI: Commissioner Taylor?
4 COMMISSIONER TAYLOR: Present.
5 MR. SANTARELLI: You have a quorum.
6 CHAIRMAN BOYER: Thank you. Report of the
7 General Manager. John Rink, do you have any comments
8 on your report?
9 MR. RINK: Yes, thank you, Mr. Chairman and
10 Commissioners. Good morning. My report stands as
11 submitted, but I'd like to highlight the positive
12 direction in how PATCO ended the year 2015.
13 In regards to service, the bridge project
14 completed its daily weekday outages. Currently, they
15 are working weekends on punch list items. But we were
16 able, on January 4th, to return to our traditional
17 service on weekdays for the first time in two years.
18 We were able to increase our headways to our day base
19 to 12 minutes from 15, and improve service on
20 Saturdays from a 30-minute to a 25-minute headway.
21 As you'll see in my report, our on-time
22 performance for 2015 ended with a highlight. For the
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 7
1 month of December, our on-time performance was 98.63
2 percent. For the year, if we remove the storm that
3 occurred in June, our on-time performance for the
4 entire year was 97.03 percent.
5 We also ended on a positive note in regards to
6 five-year trends for our ridership. For the first
7 time since 2011, our ridership ended the year on an
8 upward trend. We were able to come in 162,000 over
9 our 2014 ridership, a 1.6 percent increase. We were
10 under our budget by approximately 30,000 riders, but
11 if you remove the fact that we lost almost 27,000
12 riders on the day of the June 24th storm, we were
13 within budget of 3 percent.
14 I'd like to also highlight our stewardship for
15 our elevators and escalators. We ended our year at
16 94.8 percent availability for escalators and 98.7
17 percent for elevators for the year.
18 Also, if you look at the chart under ‘mean
19 distance between failures,’ we ended 2015 on a
20 positive trend by exceeding our goal of 4,600 miles
21 between failures.
22 That's all, Mr. Chairman.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 8
1 CHAIRMAN BOYER: Thank you. John, I would
2 like to say that your guys did a great job removing
3 that tree off the track in record time and coming up
4 with an alternative way to get our passengers home
5 safely.
6 But I guess I have a question. Did we then
7 look at the route that our train travels and see if
8 there are any more imminently dangerous trees? Can we
9 take some proactive measures, not just reactive ones,
10 next time?
11 MR. RINK: Yes, actually, just for the Board's
12 -- and I do have pictures, if you're interested in
13 seeing afterwards. This was not a tree on PATCO
14 property. It was actually a tree in a park in the
15 Borough of Haddonfield. If not for the neighbor who
16 happened to be walking his dog that day and heard the
17 tree crackling, we would not have been advised of the
18 situation.
19 We do inspections, Mr. Chairman and the Board,
20 twice on our track, for our track inspections and also
21 our management team, so we do look along the railway
22 for issues such as this. Also, our train operators
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 9
1 are very diligent as they operate the trains. We will
2 have reports that they notice something on the
3 outskirts of our right of way, and we'll move to
4 address that.
5 CHAIRMAN BOYER: I'm sure we have a robust
6 plan for the snow that may or may not come. I
7 remember last year they had all this “The Great
8 Nor'easter” talk and it was a great nothing. But do
9 we have plans for the snow they're speaking of?
10 MR. RINK: Correct, Mr. Chairman. We'll be
11 ready for the snowstorm.
12 MR. HANSON: Both at PATCO and the bridges,
13 Mr. Auletto is prepared, as well.
14 MR. AULETTO: Yes, sir, we're prepared.
15 CHAIRMAN BOYER: Any more comments on the
16 report? If not, I'll entertain a motion?
17 COMMISSIONER DiANTONIO: So moved.
18 COMMISSIONER FRATTALI: Second.
19 CHAIRMAN BOYER: All those in favor?
20 ALL: Aye.
21 CHAIRMAN BOYER: All opposed? Ayes carry.
22 Approval of December 9, 2015, PATCO Board
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 10
1 Meeting Minutes.
2 COMMISSIONER FENTRESS: Move the motion.
3 COMMISSIONER FRATTALI: Second.
4 CHAIRMAN BOYER: All in favor?
5 ALL: Aye.
6 CHAIRMAN BOYER: All opposed? Ayes have it.
7 Monthly List of Previously Approved Payments
8 and Monthly List of Previously Approved Purchase
9 Orders and Contracts Covering the Month of December
10 2015. I will accept a motion to receive and file the
11 Monthly List of Previously Approved Payments and
12 Monthly List of Previously Approved Purchase Orders
13 and Contracts Covering the Month of December 2015.
14 COMMISSIONER FRATTALI: So moved.
15 COMMISSIONER TAYLOR: Second.
16 CHAIRMAN BOYER: All in favor?
17 ALL: Aye.
18 CHAIRMAN BOYER: All opposed? Ayes carry.
19 Balance Sheet and Equity Statement Dated
20 November 30, 2015. I'll accept a motion to receive
21 and file the Balance Sheet and Equity Statement Dated
22 November 30, 2015.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 11
1 COMMISSIONER HEPKINS: So moved.
2 COMMISSIONER SWEENEY: Second.
3 CHAIRMAN BOYER: All in favor?
4 ALL: Aye.
5 CHAIRMAN BOYER: All opposed? Ayes have it.
6 There are no items for Unfinished Business for
7 the PATCO Board.
8 There are no items for New Business for the
9 PATCO Board.
10 I will now call for a motion to go into
11 Executive Session.
12 COMMISSIONER FENTRESS: Move the motion.
13 COMMISSIONER SWEENEY: Second.
14 CHAIRMAN BOYER: All in favor?
15 ALL: Aye.
16 CHAIRMAN BOYER: All opposed? Ayes have it.
17 Will you please have everyone leave the room
18 that should not be here?
19 (Off the record at 10:11 a.m.)
20 (On the record at 11:09 a.m.)
21 CHAIRMAN BOYER: We are now back in Open
22 Session. I'll take a motion for Adjournment.
FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 12
1 COMMISSIONER FENTRESS: Move the motion.
2 COMMISSIONER DiANTONIO: Second.
3 CHAIRMAN BOYER: All in favor?
4 ALL: Aye.
5 CHAIRMAN BOYER: All opposed? Meeting
6 adjourned.
7 (Whereupon, the meeting ended with a Motion to
8 adjourn both DRPA and PATCO Board meetings on
9 Wednesday, January 20, 2016 at 11:10 a.m.)
10 Respectfully Submitted, 11
12 Raymond J. Santarelli 13 General Counsel and Corporate Secretary 14
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 13
1 CERTIFICATE
2 This is to certify that the attached
3 proceedings before the Port Authority Transit
4 Corporation on January 20, 2016, were held as herein
5 appears, and that this is the original transcript
6 thereof for the file of the Authority.
7
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10 ______Tom Bowman 11 FREE STATE REPORTING, INC.
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FREE STATE REPORTING, INC. Court Reporting Transcription D.C. Area 301-261-1902 Balt. & Annap. 410-974-0947 PATCO MONTHLY LIST OF PREVIOUSLY APPROVED MONTHLY LIST OF PAYMENTS PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDERS & CONTRACTS PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - JANUARY 2016
Purchase Order Number Item Resolution Vendor Name Item Description Net Order Value (P=PATCO) 4500000404 1 25KTHRES 100620 BILLOWS ELEC SUPPLY CO I NC ELEC EQP/SUPP-NO CBL $250.00 4500000404 2 25KTHRES 100620 BILLOWS ELEC SUPPLY CO I NC ELEC EQP/SUPP-NO CBL $1,250.00 4500000404 3 25KTHRES 100620 BILLOWS ELEC SUPPLY CO I NC ELEC EQP/SUPP-NO CBL $2,000.00 4500000404 4 25KTHRES 100620 BILLOWS ELEC SUPPLY CO I NC ELEC EQP/SUPP-NO CBL $1,500.00 4500000404 $5,000.00 4500000405 1 25KTHRES 100022 ACE PLUMBING & ELECTRICAL SUPPLIES BLDGS/GRNDS- MAINT. $110.67 4500000405 2 25KTHRES 100022 ACE PLUMBING & ELECTRICAL SUPPLIES BLDGS/GRNDS- MAINT. $106.31 4500000405 $216.98 4500000411 1 25KTHRES 100669 LINDLEY ELECTRIC SUPPLY BLDGS/GRNDS- MAINT. $1,630.15 4500000411 $1,630.15 4500000418 1 25KTHRES 100832 D.M DIRECT OFFICE SUPPLIES $136.08 4500000418 2 25KTHRES 100832 D.M DIRECT OFFICE SUPPLIES $136.08 4500000418 3 25KTHRES 100832 D.M DIRECT OFFICE SUPPLIES $118.86 4500000418 4 25KTHRES 100832 D.M DIRECT OFFICE SUPPLIES $0.01 4500000418 5 25KTHRES 100832 D.M DIRECT OFFICE SUPPLIES $0.01 4500000418 6 25KTHRES 100832 D.M DIRECT OFFICE SUPPLIES $73.20 4500000418 $464.24 4500000439 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $8,520.00 4500000439 $8,520.00 4500000440 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $8,520.00 4500000440 $8,520.00 4500000441 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $4,768.00 4500000441 $4,768.00 4500000442 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $4,768.00 4500000442 $4,768.00 4500000443 1 P-14-028 101323 SHERWOOD ELECTROMOTION INC. TRANS CAR EQUIP-ELEC $19,666.00 4500000443 $19,666.00 4500000444 1 P-14-028 101323 SHERWOOD ELECTROMOTION INC. TRANS CAR EQUIP-ELEC $19,666.00 4500000444 $19,666.00 4500000445 1 P-14-028 101323 SHERWOOD ELECTROMOTION INC. TRANS CAR EQUIP-ELEC $19,890.00 4500000445 $19,890.00 4500000447 1 P-14-028 101323 SHERWOOD ELECTROMOTION INC. TRANS CAR EQUIP-ELEC $19,666.00 4500000447 $19,666.00 4500000448 1 P-14-028 101323 SHERWOOD ELECTROMOTION INC. TRANS CAR EQUIP-ELEC $19,666.00 4500000448 $19,666.00 4500000449 1 P-14-028 101323 SHERWOOD ELECTROMOTION INC. TRANS CAR EQUIP-ELEC $19,666.00 4500000449 $19,666.00 4500000450 1 25KTHRES 100147 ECHELON FORD INC AUTO MAINT/RPR PRTS $5,000.00 4500000450 $5,000.00 4500000451 1 25KTHRES 100516 WINNER FORD AUTO MAINT/RPR PRTS $5,000.00 4500000451 $5,000.00 4500000452 1 25KTHRES 100918 HOME DEPOT HARDWARE & RELATED $15,000.00 4500000452 $15,000.00 4500000453 1 25KTHRES 100977 LOWE'S COMMERCIAL SERVICES HARDWARE & RELATED $15,000.00 4500000453 $15,000.00 4500000455 1 25KTHRES 100463 TIRE CORRAL AUTO MAINT/RPR PRTS $5,000.00 4500000455 $5,000.00 4500000458 1 25KTHRES 100762 BLAESE'S TIRE SERVICE INC. AUTO MAINT/RPR PRTS $5,000.00 4500000458 $5,000.00 4500000460 1 25KTHRES 100219 HOOVER TRUCK CENTERS AUTO/RELATED TRANSPO $5,000.00 4500000460 $5,000.00 4500000461 1 25KTHRES 100207 HARRY'S SUPPLY LLC. PLUMBING EQP & SUPP $5,000.00 4500000461 $5,000.00 4500000463 1 25KTHRES 100167 ENGINEERED HYDRAULICS, INC AUTO SHOP EQUIP. $5,000.00 4500000463 $5,000.00 4500000464 1 25KTHRES 100950 JOSEPH FAZZIO INC. HARDWARE & RELATED $5,000.00 4500000464 $5,000.00 4500000465 1 25KTHRES 100201 HADDON LOCKSMITH LOCKS/LOCKSMITH SRVS $5,000.00 4500000465 $5,000.00 4500000466 1 25KTHRES 100079 BROWN MACHINE WORKS INC PLUMBING EQP & SUPP $2,500.00 4500000466 $2,500.00 4500000467 1 25KTHRES 100808 COLONIAL ELECTRIC SUPPLY CO.,INC. ELEC EQP/SUPP-NO CBL $5,000.00 4500000467 $5,000.00 4500000468 1 25KTHRES 100111 CONROY, INC. BUILDER'S SUPPLIES $5,000.00 4500000468 $5,000.00 4500000469 1 25KTHRES 100428 SOUTH JERSEY WELDING SUPPLY CO WELDING EQP & SUPP $5,000.00 4500000469 $5,000.00 4500000470 1 25KTHRES 100512 WHARTON HARDWARE & SUPPLY HARDWARE & RELATED $5,000.00 4500000470 $5,000.00 4500000471 1 25KTHRES 100966 LAUREL LAWNMOWER SERVICE AGRICULT. REPAIR PTS $5,000.00 4500000471 $5,000.00 4500000472 1 25KTHRES 100231 INDCO INC APPLIANCES AND EQP $2,500.00 4500000472 $2,500.00 4500000474 1 25KTHRES 100884 FRANKLIN TRAILERS, INC. AUTO MAINT/RPR PRTS $5,000.00 4500000474 $5,000.00 4500000475 1 25KTHRES 101353 UNITED REFRIGERATION, INC. HVAC $5,000.00 4500000475 $5,000.00 4500000476 1 25KTHRES 100038 ALL SEASONS RENTAL & REPAIR INC MAINT/REPAIR-GEN.EQP $5,000.00 4500000476 $5,000.00 4500000477 1 25KTHRES 100200 H.A. DEHART & SON, INC. AUTO MAINT/RPR PRTS $5,000.00 4500000477 $5,000.00 4500000478 1 25KTHRES 101333 GARDEN STATE PAVING COMPANY RD&HWY EQP (ASPHALT) $5,000.00 PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - JANUARY 2016
Purchase Order Number Item Resolution Vendor Name Item Description Net Order Value (P=PATCO) 4500000478 $5,000.00 4500000479 1 25KTHRES 101021 NAPA AUTO PARTS - BLACKWOOD AUTO MAINT/RPR PRTS $5,000.00 4500000479 $5,000.00 4500000480 1 25KTHRES 101299 CONSOLIDATED ELECTRICAL DISTRIBUTOR ELEC EQP/SUPP-NO CBL $5,000.00 4500000480 $5,000.00 4500000481 1 25KTHRES 100647 EASTERN LIFT TRUCK CO INC AUTO MAINT/RPR PRTS $2,500.00 4500000481 $2,500.00 4500000482 1 25KTHRES 100151 ED'S RENTAL AND TOOLS INC. HARDWARE & RELATED $5,000.00 4500000482 $5,000.00 4500000483 1 25KTHRES 100620 BILLOWS ELEC SUPPLY CO I NC ELEC EQP/SUPP-NO CBL $5,000.00 4500000483 $5,000.00 4500000484 1 25KTHRES 101303 INDUSTRIAL SERVICES HARDWARE & RELATED $5,000.00 4500000484 $5,000.00 4500000485 1 25KTHRES 101302 JAMES DOORCHECK INC. HARDWARE & RELATED $2,500.00 4500000485 $2,500.00 4500000486 1 25KTHRES 101329 JB & SON'S CONCRETE PRODUCTS, INC. RD&HWY EQP (ASPHALT) $5,000.00 4500000486 $5,000.00 4500000487 1 25KTHRES 101325 JUST CERAMIC TILE FLOOR COV & INSTALL $5,000.00 4500000487 $5,000.00 4500000488 1 25KTHRES 101293 NAT ALEXANDER CO INC FIRE PROTECTION EQP $5,000.00 4500000488 $5,000.00 4500000489 1 25KTHRES 101338 NATIONAL AUTOMATED SOLUTIONS FENCING $5,000.00 4500000489 $5,000.00 4500000490 1 25KTHRES 101332 ONE CALL CONCEPTS CONSTR SRVS GENERAL $1,500.00 4500000490 $1,500.00 4500000491 1 25KTHRES 101310 PELLEGRINO CHEVROLET AUTO MAINT/RPR PRTS $5,000.00 4500000491 $5,000.00 4500000492 1 25KTHRES 101308 PERRONE DOOR CO BLDGS/GRNDS- MAINT. $2,500.00 4500000492 $2,500.00 4500000493 1 25KTHRES 100925 HUNTER TRUCK SALES & SERVICE AUTO MAINT/RPR PRTS $5,000.00 4500000493 $5,000.00 4500000495 1 25KTHRES 101319 SAR AUTOMOTIVE AUTO SHOP EQUIP. $1,000.00 4500000495 2 25KTHRES 101319 SAR AUTOMOTIVE AUTO SHOP EQUIP. $4,000.00 4500000495 $5,000.00 4500000498 1 25KTHRES 100601 V.E.RALPH & SON,INC. 1ST AID & SAFETY EQP $280.80 4500000498 2 25KTHRES 100601 V.E.RALPH & SON,INC. 1ST AID & SAFETY EQP $174.20 4500000498 3 25KTHRES 100601 V.E.RALPH & SON,INC. 1ST AID & SAFETY EQP $286.00 4500000498 4 25KTHRES 100601 V.E.RALPH & SON,INC. 1ST AID & SAFETY EQP $115.00 4500000498 5 25KTHRES 100601 V.E.RALPH & SON,INC. 1ST AID & SAFETY EQP $439.40 4500000498 6 25KTHRES 100601 V.E.RALPH & SON,INC. 1ST AID & SAFETY EQP $717.60 4500000498 $2,013.00 4500000507 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $4,768.00 4500000507 $4,768.00 4500000508 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $5,194.00 4500000508 $5,194.00 4500000509 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $4,768.00 4500000509 $4,768.00 4500000510 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $7,968.00 4500000510 $7,968.00 4500000511 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $4,478.00 4500000511 $4,478.00 4500000512 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $0.01 4500000512 $0.01 4500000513 1 25KTHRES 100677 PEIRCE-PHELPS, INC HVAC $5,000.00 4500000513 $5,000.00 4500000516 1 25KTHRES 101140 SOUTH JERSEY SHORT LOAD RMC BUILDER'S SUPPLIES $5,000.00 4500000516 $5,000.00 4500000517 1 25KTHRES 101137 SOUTH CAMDEN IRON WORKS HARDWARE & RELATED $5,000.00 4500000517 $5,000.00 4500000518 1 25KTHRES 101176 TOZOUR ENERGY SYSTEMS, INC. HVAC $5,000.00 4500000518 $5,000.00 4500000519 1 25KTHRES 101318 WEINSTEIN INDUSTRIAL PLUMBING EQP & SUPP $5,000.00 4500000519 $5,000.00 4500000520 1 25KTHRES 101239 WILLIER ELECTRIC COMPANY ELEC EQP/SUPP-NO CBL $5,000.00 4500000520 $5,000.00 4500000521 1 25KTHRES 100252 JOHNSTONE SUPPLY HVAC $5,000.00 4500000521 $5,000.00 4500000522 1 25KTHRES 100939 IRVINE FIRE & SAFETY FIRE PROTECTION EQP $2,500.00 4500000522 $2,500.00 4500000524 1 25KTHRES 100079 BROWN MACHINE WORKS INC PLUMBING EQP & SUPP $2,500.00 4500000524 $2,500.00 4500000525 1 25KTHRES 100835 DAMON K. LACEY FERT/SOIL CONDITION. $5,000.00 4500000525 $5,000.00 4500000526 1 25KTHRES 100879 FASTENAL COMPANY HARDWARE & RELATED $5,000.00 4500000526 $5,000.00 4500000527 1 25KTHRES 100648 ERIAL CONCRETE INC. MAINT/REPAIR-BLDG $5,000.00 4500000527 $5,000.00 4500000528 1 25KTHRES 100498 VOORHEES HARDWARE, INC. HARDWARE & RELATED $5,000.00 4500000528 $5,000.00 4500000529 1 25KTHRES 100098 CHERRY VALLEY TRACTOR SALES AUTO MAINT/RPR PRTS $5,000.00 4500000529 $5,000.00 4500000530 1 25KTHRES 100753 BARTON SUPPLY INC. PLUMBING EQP & SUPP $5,000.00 PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - JANUARY 2016
Purchase Order Number Item Resolution Vendor Name Item Description Net Order Value (P=PATCO) 4500000530 $5,000.00 4500000531 1 25KTHRES 100175 FISLER & CASSEDY INC HVAC $5,000.00 4500000531 $5,000.00 4500000532 1 25KTHRES 100900 GRAINGER ELEC EQP/SUPP-NO CBL $5,000.00 4500000532 $5,000.00 4500000533 1 25KTHRES 100908 HAMPTON INN BLDGS/GRNDS- MAINT. $1,200.00 4500000533 $1,200.00 4500000534 1 25KTHRES 100274 LAWNMOWER PARTS, INC. AGRICULT. REPAIR PTS $5,000.00 4500000534 $5,000.00 4500000535 1 25KTHRES 100613 PERFORMANCE DODGE, INC AUTO MAINT/RPR PRTS $5,000.00 4500000535 $5,000.00 4500000536 1 25KTHRES 100902 GRAYBAR ELECTRIC CO. INC. ELEC EQP/SUPP-NO CBL $5,000.00 4500000536 $5,000.00 4500000537 1 25KTHRES 100491 UNIVERSAL ELECTRONIC SUPPLY CO. ELEC EQP/SUPP-NO CBL $5,000.00 4500000537 $5,000.00 4500000538 1 25KTHRES 100291 MERCHANTVILLE OVERHEAD DOOR BUILDER'S SUPPLIES $5,000.00 4500000538 $5,000.00 4500000539 1 25KTHRES 100140 DOOR DEVICE INC BUILDER'S SUPPLIES $5,000.00 4500000539 $5,000.00 4500000540 1 25KTHRES 100949 JOHNSON & TOWERS INC MAINT/REPAIR-HVY EQP $2,500.00 4500000540 $2,500.00 4500000541 1 25KTHRES 100222 HOUPERT TRUCK SERVICE AUTO MAINT/RPR PRTS $5,000.00 4500000541 $5,000.00 4500000542 1 25KTHRES 100306 NATIONAL BATTERY CO. FIRE PROTECTION EQP $2,500.00 4500000542 $2,500.00 4500000543 1 25KTHRES 100947 JESCO MAINT/REPAIR-HVY EQP $5,000.00 4500000543 $5,000.00 4500000545 1 25KTHRES 100287 MAGNUS COMPUTERS COMP ACCESS./SUPP. $2,500.00 4500000545 $2,500.00 4500000548 1 25KTHRES 100712 EDWARD KURTH & SONS INC STEAM&HOT WTR BOILER $5,000.00 4500000548 $5,000.00 4500000550 1 25KTHRES 100796 CHICKS BLOCK CO. BUILDER'S SUPPLIES $2,500.00 4500000550 $2,500.00 4500000551 1 25KTHRES 100713 ALLIED ELECTRONICS AUTO/RELATED TRANSPO $5,000.00 4500000551 $5,000.00 4500000553 1 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $1,025.00 4500000553 2 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $410.00 4500000553 3 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $615.00 4500000553 4 25KTHRES 100664 SAF-GARD SAFETY SHOE COMPANY SHOES AND BOOTS $820.00 4500000553 $2,870.00 4500000554 1 25KTHRES 100479 TRU-FIT FRAME & DOOR CORP. BLDGS/GRNDS- MAINT. $5,000.00 4500000554 $5,000.00 4500000555 1 25KTHRES 100022 ACE PLUMBING & ELECTRICAL SUPPLIES PLUMBING EQP & SUPP $5,000.00 4500000555 $5,000.00 4500000557 1 25KTHRES 100955 KENNEDY CULVERT & SUPPLY CO. PLUMBING EQP & SUPP $2,500.00 4500000557 $2,500.00 4500000558 1 25KTHRES 101367 PRISM ENGINEERING DATA PROC SRVS & SW $1,495.00 4500000558 $1,495.00 4500000560 1 25KTHRES 100911 HD SUPPLY WATERWORKS, LTD. BLDGS/GRNDS- MAINT. $2,028.00 4500000560 2 25KTHRES 100911 HD SUPPLY WATERWORKS, LTD. BLDGS/GRNDS- MAINT. $96.00 4500000560 3 25KTHRES 100911 HD SUPPLY WATERWORKS, LTD. BLDGS/GRNDS- MAINT. $264.00 4500000560 $2,388.00 4500000562 1 25KTHRES 100344 PENN JERSEY MACHINERY BUILDER'S SUPPLIES $5,000.00 4500000562 $5,000.00 4500000569 1 25KTHRES 101047 NORRIS SALES CO. INC. HARDWARE & RELATED $5,000.00 4500000569 $5,000.00 4500000574 1 25KTHRES 101331 CENTRAL JERSEY EQUIPMENT AUTO MAINT/RPR PRTS $5,000.00 4500000574 $5,000.00 4500000575 1 25KTHRES 101362 NATIONAL PAVING ROAD/GRDS/PARK AREA $5,000.00 4500000575 $5,000.00 4500000576 1 25KTHRES 101361 TRAP ROCK INDUSTRIES ROAD/GRDS/PARK AREA $5,000.00 4500000576 $5,000.00 4500000577 1 25KTHRES 101370 TAB INC. PAPER/PLAS-DISPOSE $1,800.00 4500000577 $1,800.00 4500000578 1 25KTHRES 101326 DEJANA TRUCK & UTILITY EQUIPMENT CO AUTO MAINT/RPR PRTS $5,000.00 4500000578 $5,000.00 4500000579 1 25KTHRES 100103 CL PRESSER CO HARDWARE & RELATED $5,000.00 4500000579 $5,000.00 4500000582 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $13,138.00 4500000582 $13,138.00 4500000583 1 P-14-028 100443 SWIGER COIL SYSTEMS, A WABTEC COMPA TRANS CAR EQUIP-ELEC $4,768.00 4500000583 $4,768.00 4500000593 1 25KTHRES 100501 W.B. MASON CO. INC OFFICE SUPPLIES $204.49 4500000593 2 25KTHRES 100501 W.B. MASON CO. INC OFFICE SUPPLIES $41.20 4500000593 3 25KTHRES 100501 W.B. MASON CO. INC OFFICE SUPPLIES $85.65 4500000593 $331.34 4500000601 1 25KTHRES 101369 REDY BATTERY ELEC EQP/SUPP-NO CBL $5,000.00 4500000601 $5,000.00 4500000602 1 25KTHRES 101133 SIMPLEXGRINNELL LP SEC/FIRE/EMER SRVS $600.00 4500000602 $600.00 4500000603 1 25KTHRES 101133 SIMPLEXGRINNELL LP SEC/FIRE/EMER SRVS $4,000.00 4500000603 $4,000.00 PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - JANUARY 2016
Purchase Order Number Item Resolution Vendor Name Item Description Net Order Value (P=PATCO) 4500000604 1 25KTHRES 101363 HALE TRAILER BRAKE & WHEEL, INC. AUTO MAINT/RPR PRTS $5,000.00 4500000604 $5,000.00 BALANCE SHEET PORT AUTHORITY TRANSIT CORPORATION
BALANCE SHEET December 31, 2015 (PRELIMINARY ONLY) ASSETS December 31,2014 December 31, 2015
Cash (Includes $107,460 in Station Escrow Funds) $1,061,666 $955,624 Investments (Note 1) 2,655,000 2,656,176 Accounts Receivable 1,208,970 2,032,060 Inventory at lower of cost (first-in, first-out) or market 5,584,046 5,595,482 Prepaid Expenses 1,430,192 1,449,972 Work Orders in Progress 1,885,433 1,554,513 $13,825,307 $14,243,827
LIABILITIES AND EQUITY Liabilities: Accounts Payable: Trade $ 2,368,155 $1,814,643 Delaware River Port Authority (Note 2) 250,852,000 256,974,000 Accrued Liabilities: Reserve for Other Post Employment Benefits (Note 4) 10,269,503 8,582,810 Deferred Revenue (Note 5) 3,706,376 4,127,648 Wages 756,490 483,475 Payroll taxes 51,842 41,485 Pension and Other 663,315 496,377 Sick Leave Benefits 417,209 333,950 Reserve for Unused Vacation 357,291 398,198 Reserve for contingent liabilities (Note 3) 3,468,561 3,006,564 $ 272,910,742 $ 276,259,150
Equity: Advances from Delaware River Port Authority 385,338,619 409,832,182 Deficit ($ 644,424,054) ($ 671,847,504)
$ 13,825,307 $ 14,243,828 PORT AUTHORITY TRANSIT CORPORATION (A Wholly Owned Subsidiary Of Delaware River Port Authority) STATEMENT OF REVENUES AND EXPENSES AND DEFICIT FOR THE PERIOD INDICATED (PRELIMINARY ONLY) Year to date ended Month ended
December 31, 2015 December 31, 2015 Operating Revenues: Passenger fares $24,920,523 $2,145,228 Passenger parking 822,356 68,832 Passenger - other 116,119 7,597 Advertising 736,499 106,090 Miscellaneous 637,501 359,920 Interest Income From Investments 0 0 $27,232,998 $2,687,667
Operating Expenses: Maintenance of Way and Power 12,429,044 1,160,494 Maintenance of Equipment 7,405,283 724,278 Purchased Power 4,396,253 296,696 Transportation 17,642,659 1,580,140 General Insurance 1,290,294 160,695 Superintendence and General Office 5,370,915 574,822 48,534,448 4,497,125 Rent of Rapid Transit System Facilities (Note 2) 6,122,000 510,167 Other Post Employment Benefits Accrual (Note 4) 0 0 $54,656,448 $5,007,292
Net Income (loss) ( $ 27,423,450) ( $ 2,319,625)
Deficit, December 31, 2014 ($ 644,424,054)
Deficit, December 31, 2015 ($ 671,847,504)
See Notes To Financial Statements PORT AUTHORITY TRANSIT CORPORATION (A Wholly Owned Subsidiary of the Delaware River Port Authority) December 31, 2015
PRELIMINARY ONLY
NOTES TO FINANCIAL STATEMENTS
1. Investments:
The Corporation has set aside $2,655,000. to partially fund its liability for self-insurance with the following limits: (a) Totally self-insured for Voluntary Workers Compensation.
(b) Comprehensive General Liability from the first dollar to $5,000,000 per occurrence.
2. Rent of transit system facilities:
All rapid transit system facilities used by the Corporation are leased from the Delaware River Port Authority, under terms of an agreement dated April 18, 1969 and amended June 3, 1974. The lease requires the Corporation to operate and maintain the Locust-Lindenwold line.
The terms of the amended agreement, which was made retroactive to January 1, 1974, and which is to continue from year to year, provide that the Corporation pay a minimum annual rental of $6,122,000, which approximates the sum of the annual interest expense to the Delaware River Port Authority for that portion of its indebtedness attributable to the construction and equipping of the leased facilities plus the provision for depreciation of the rapid transit facilities as recorded by the Authority. In addition, the lease requires the Corporation to pay to the Authority any net earnings from operations for the Locust-Lindenwold line less a reasonable amount to be retained for working capital and operating reserves.
The rent is payable semi-annually on June 30 and December 31. The Corporation is in default of this agreement as payments totaling $256,974,000 from January 1, 1974 through December 31, 2015 have not been made to the Authority.
3. Reserves for Contingent Liabilities:
Pursuant to a policy of self-insurance, the Corporation has reserved $ 856,411 for Comprehensive General Liability and $ 2,150,153 for Workers' Compensation.
4. Other Post-Employment Benefits:
The Government Accounting Standards Board (GASB) has issued Statement No. 45, “Accounting and Financial Reporting by Employers for Post-Employment Benefits Other than Pensions (OPEB),” which addresses the accountability and disclosure of the costs and obligations, that are associated with post- employment health care and other non-pension benefits to current and future retirees, by governmental entities. Pursuant to this requirement, the Corporation adopted its reporting requirements during the 2007 fiscal year. The OPEB accrual, in recognition of the costs and obligations associated with post- employment health care, represents an actuarial determined amount upon an unfunded assumption under a 30-year amortization period at a discount rate of 5%.
5. Deferred Revenue:
Deferred revenue consists of the prepayment of fares related to the unearned values on passengers’ smart cards for unused trips. OPERATIONS & MAINTENANCE Refer to Operations and Maintenance Minutes in the DRPA Board Packet SUMMARY STATEMENT
ITEM NO.: PATCO-16-001 SUBJECT: Approval of Title VI Program Submission to Federal Transit Administration
COMMITTEE: Operations & Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board approves the Title VI Program and authorizes staff to submit same to the Federal Transit Administration (FTA) by the April 1, 2016, submission deadline as required by FTA Circular, 4702.1B.
PURPOSE: To approve the Title VI Program and authorize its submission to the Federal Transit Administration (FTA).
BACKGROUND: FTA requires that all direct and primary grant recipients document their compliance by submitting a Title VI Program to their FTA regional civil rights officer once every three years or as otherwise directed by FTA. For all transit providers, the Title VI Program must be approved by the transit provider’s board of directors or appropriate governing entity or official(s) responsible for policy decisions prior to submission to FTA.
These requirements apply to all fixed route providers of public transportation service so that no person or group of persons shall be discriminated against with regard to the routing, scheduling, or quality of transportation service furnished as a part of the project on the basis of race, color, or national origin. Frequency of service, age and quality of vehicles assigned to routes, quality of stations serving different routes, and location of routes may not be determined on the basis of race, color, or national origin.
All transit providers shall set service standards and policies for each specific fixed route mode of service they provide. These standards and policies must address how service is distributed across the transit system, and must ensure that the manner of the distribution affords users access to these assets.
Providers of public transportation shall also adopt system-wide service policies to ensure service design and operations practices do SUMMARY STATEMENT -2- Approval of Title VI Program O&M February 2, 2016 Submission to Federal Transit Administration
not result in discrimination on the basis of race, color, or national origin.
In September, 2014, with the support of John T. Hanson, DRPA CEO and PATCO President, and CAO Toni P. Brown, the Authority established a Cross-Functional Title VI Team to prepare the Title VI Program submission. The Cross-Functional team was led by Ann DuVall, Project Analyst in the Office of the CAO. Staff members from the following departments served on the team: PATCO, the Office of the Chief Administrative Officer, Human Resources Services, the Office of the General Counsel, the Chief Engineer’s Office, the Grants Department, Contracts Administration, and Corporate Communications. Staff from the Print Shop also assisted the team. Regular team and team sub-committee meetings occurred over the past year and one half resulting in the submission.
SUMMARY: Amount: N/A Source of Funds: N/A Capital Project #: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: Federal Transit Administration PATCO-16-001 Operations & Maintenance Committee: February 2, 2016 Board Date: February 17, 2016 Approval of Title VI Program Submission to Federal Transit Administration
RESOLUTION
RESOLVED: That the Board hereby approves the Title VI Program; and be it further;
RESOLVED: That the appropriate officers of the Port Authority Transit Corporation be and hereby are authorized to submit to the Federal Transit Administration the approved Title VI Program submission for PATCO; and be it further;
RESOLVED: The Chair, Vice Chair and President must approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of PATCO. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and President and if thereafter, either the Chair or Vice Chair is absent or unavailable, the remaining Officer may execute the said document(s) on behalf of PATCO along with the President. If both the Chair and Vice Chair are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the President shall execute such documents on behalf of PATCO.
SUMMARY: Amount: N/A Source of Funds: N/A Capital Project #: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: Federal Transit Administration DRPA’s Proposed 2016 Title VI Program for Board Approval
PRESENTATION TO COMMISSIONERS
BY TONI P. BROWN, CHIEF ADMINISTRATIVE OFFICER ANN DUVALL, PROJECT ANALYST, OFFICE OF THE CAO
FEBRUARY 2, 2016 OPERATIONS & MAINTENANCE COMMITTEE Title VI: The Guiding Premise
Title VI of the Civil Rights Act of 1964 prohibits discrimination on the basis of race, color, and national origin in programs and activities receiving federal financial assistance.
2 Title VI: Compliance is Essential
DRPA receives federal funding for PATCO.
Title VI Compliance is required for continued funding.
If a recipient of federal assistance is found to have discriminated and voluntary compliance cannot be achieved, the federal agency providing the assistance is required to: initiate fund termination proceedings or refer the matter to the Department of Justice for appropriate legal action.
3 Title VI Program Requirements
As a condition of receiving federal funding, PATCO is required to submit a Title VI Program document to the FTA every three (3) years.
Title VI Programs must include a comprehensive Public Participation Plan and a Language Assistance Plan.
Our next Title VI Program must be submitted to the FTA on or before April 1, 2016, and requires prior Board Approval. O&M Committee – February 2, 2016 Board – February 17, 2016
4 DRPA’s 2016 Title VI Program:Highlights
The DRPA’s 2016 Title VI Program builds on the already approved 2013 Title VI Program and features the following:
Public Participation Plan Language Assistance Plan (LAP) Survey Results on PATCO Customer Demographics
5 DRPA’s 2016 Title VI Program: Public Participation Plan(PPP)Enhancements
In July 2013, at the recommendation of the FTA, DRPA enhanced its PPP. On August 8, 2013, the FTA concurred with the improved PPP. This Title VI Program contains that enhanced PPP.
Our PPP contains steps our agency proposes to follow in advance of a future toll or fare increase.
The PPP focuses on ensuring access to PATCO services for Limited English Proficient (LEP) individuals.
6
Who Are Limited English Proficient (LEP) Individuals?
LEP individuals responded to the 2010 U.S. Census.
They indicated they speak English “less than well” or “not at all”.
7 DRPA’s 2016 Title VI Program: Language Assistance Plan (LAP)
We enhanced our LAP as follows: We surveyed PATCO employees who deal with the public to determine the frequency with which LEP persons come into contact with PATCO services; In March, 2016, we will roll out a new training program to staff who interact with the public to give them tools to assist customers with “Language Assistance Needs.” Four (4) new “tools” to provide language assistance to our customers include: Newly designed “I SPEAK” Language Identification Card; Use of “Google Translate” on a smart phone; Access to “Language Line Solutions”, a 24/7 interpretation and translation service; and Access to bi-lingual staff members at DRPA/PATCO
8 DRPA’s 2016 Title VI Program: Survey Requirement
DRPA is required every three (3) years to survey our customers and report the results to FTA. The Delaware Valley Regional Planning Commission, (DVRPC), which is the federally designated Metropolitan Planning Organization for the Greater Philadelphia Region, helped staff develop a survey that would ensure we collected the Customer Demographic Data required by the FTA. The communication plan for the survey included: DRPA & PATCO websites Seat drops Station posters Tweets & Facebook Press releases
9 DRPA’s 2016 Title VI Program: Survey Requirement
DVRPC advised DRPA that the FTA preferred moving away from paper surveys. We used hand-held tablets provided by DVRPC. The campaign, titled, “It Takes Two”, was very successful. PATCO staff and Transit Ambassadors surveyed a random number of PATCO customers. 3,340 completed surveys. Survey results were tabulated by DVRPC and are contained in the Title VI Program (see pp. 85-110) to be submitted to FTA on or before April 1, 2016.
10 Proposed 2016 Title VI Program: Next Steps
Operations & Maintenance Committee approval of the Summary Statement & Resolution that relates to the 2016 Title VI Program, PATCO-16-xx, Approval of the Title VI Program Submission to Federal Transit Administration.
Board approval of above SS&Res on February 17, 2016, which would include this Power Point presentation.
Following the NJ Governor’s Veto Period, submit our program electronically to the FTA in “TrAMS on or before April 1, 2016.
11 2016 Title VI Program Cross-Functional Title VI Team
Toni P. Brown, CAO , Project Lead Ann DuVall, Project Analyst, CAO Office, Project Coordinator Kelly Forbes, Director HRS John D. Rink, PATCO GM Bennett Cornelius, PATCO Assistant General Manager Kathleen Imperatore, PATCO Director, Fare Collections Phil Spinelli, PATCO Project Manager Karen Dougherty, PATCO Administrative Coordinator Heather Still, PATCO Administrative Coordinator Johanne Corker, HRS Specialist Barbara Holcomb, Manager, Capital Grants Kathleen Vandy, Assistant General Counsel Howard Korsen, Manager, Contract Administration Amy Ash, Contract Administrator Michael Venuto, Chief Engineer Suryakant T. Patel, Associate Engineer Ashok Patel, Manager, Construction & Maintenance Kyle Anderson, Director, Corporate Communications Mike Williams, Corporate Communications 12 SUMMARY STATEMENT
ITEM NO: PATCO-16-002 SUBJECT: Vegetation Management and Weed Control Services for DRPA and PATCO Facilities
COMMITTEE: Operations and Maintenance
COMMITTEE MEETING DATE: February 02, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes DRPA staff to enter into a three (3) year contract with Weeds, Inc. of Aston, PA. for Vegetation Management and Weed Control Services for DRPA and PATCO Facilities.
Amount: $182,100.00 Contractor: Weeds, Inc. Aston, PA
Other Bidders: JC Ehrlich Co., Inc. $184,563.00 Reading, PA Chemsearch Woolwich Twsp., N.J. No Bid (Vendor does not provide product or service.)
PURPOSE: To provide Vegetation Management and Weed Control services for the Ben Franklin Bridge, Commodore Barry Bridge, Walt Whitman Bridge, Betsy Ross Bridge and the PATCO High Speed Rail Line.
BACKGROUND: An invitation to bid was publicly advertised on December, 30, 2015 and issued to twelve (12) firms. Three (3) bids were received and publicly opened on Thursday, January 21, 2016 at 11:00 a.m. Weeds, Inc. has been in business since 1966 with an experienced staff of technicians and applicators. Weeds, Inc. is headquartered in Aston, Pa with regional offices in Pennsylvania, Ohio and Illinois.
The lowest responsive responsible bid was submitted by Weeds, Inc. in the amount of $182,100.00. Therefore, staff recommends that the contract be awarded to Weeds, Inc. SUMMARY STATEMENT -2- Vegetation Management O&M 02/02/2016 and Weed Control Services
______
SUMMARY: Amount: $182,100.00 Source of Funds: Operating Budget - Revenue Fund Capital Project #: N/A Operating Budget: $182,100.00 Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: Three (3) years Other Parties Involved: N/A PATCO-16-002 Operations & Maintenance Committee: February 02, 2016 Board Date: February 17, 2016 Vegetation Management and Weed Control Services for DRPA and PATCO Facilities
RESOLUTION
RESOLVED: That the Board of Commissioners of the Delaware River Port Authority authorize DRPA staff to negotiate a three (3) year contract with Weeds, Inc. of Aston, Pennsylvania to provide Vegetation Management and Weed Control Services to all DRPA Bridges and PATCO High Speed Rail Line.
RESOLVED: The Chair, Vice Chair and the Chief Executive Officer approve and are hereby authorized to approve and execute all necessary agreements, contracts, or other documents on behalf of the DRPA. If such agreements, contracts, or other documents have been approved by the Chair, Vice Chair and Chief Executive Officer and if thereafter either the Chair or Vice Chair is absent or unavailable, the remaining officer may execute the said document(s) on behalf of DRPA along with the Chief Executive Officer. If both the Chair and Vice Chair are absent or unavailable, and if it is necessary to execute the said document (s) while they are absent or unavailable, then the Chief Executive Officer shall execute such documents on behalf of DRPA
SUMMARY: Amount: $182,100.00 Source of Funds: Operating Budget - Revenue Fund Capital Project #: N/A Operating Budget: $182,100.00 Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: Three (3) Years Other Parties Involved: N/A SUMMARY STATEMENT
ITEM NO.: PATCO-16-003 SUBJECT: Temporary Workers - Transit Ambassadors
COMMITTEE: Operations & Maintenance
COMMITTEE MEETING DATE: February 2, 2016
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board authorizes staff to negotiate a three-year contract with Accountants for You, Inc. to supply temporary workers for the position of Transit Ambassador occasionally required by PATCO.
Amount: NTE: $1,125,000
Consultants: Accountants for You, Inc. 1175 Marlkress Road, Suite 1040 Cherry Hill, NJ 08054
PURPOSE: To adopt a resolution authorizing staff to negotiate a contract with Accountants for You, Inc. to supply temporary workers to fill the position of Transit Ambassador in PATCO stations during evening hours and special events.
BACKGROUND: Transit Ambassadors provide a recognizable, professional and courteous presence throughout the PATCO system. They assist customers with navigating and understanding how to use the Automated Fare Collection system in the PATCO stations, including how to purchase fare media from ticket vending machines and how to use that media in fare gates. Transit Ambassadors provide on-site customer service by greeting customers and answering their questions regarding PATCO’s schedule, train arrival times, information related to connections to NJ Transit and SEPTA, and information about local points of interest. When asked, the Transit Ambassador will escort customers from the station to their cars in the parking lot or along the concourse in the Philadelphia stations.
Transit Ambassadors have become a vital part of the communication process during evening and weekend shifts. Transit Ambassadors communicate with Center Tower (PATCO’s Control Center) as required reporting incidents and conditions or situations that may need maintenance or custodial attention, including but not limited to, graffiti, dangerous and/or unsafe conditions, and inoperable station elevators and escalators. SUMMARY STATEMENT -2- Temporary Workers - O&M 02/02/2016 Transit Ambassadors
Transit Ambassadors are stationed in a specific station per shift, or when required, roam the system, riding trains and interfacing with other Transit Ambassadors. The work hours and locations may change or vary based on PATCO needs.
On October 7, 2015, a Request for Proposal was publicly advertised on the DRPA web site. Two proposals were received. Proposals were evaluated on completeness, qualifications of firm, understanding of scope, and hourly bill rate. Staff has reviewed and evaluated Accountants for You, Inc.’s proposal and determined it to be fair and reasonable.
It is recommended that a contract be negotiated with Accountants for You, Inc. to supply temporary workers for Transit Ambassadors. Accountants for You, Inc. is one of the current providers of workers for the Transit Ambassador position.
SUMMARY: Amount: Not to exceed $1,125,000 Source of Funding: General Fund Operating Budget: PATCO - Passenger Services Dept. Capital Project #: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: Three (3) years Other Parties Involved: N/A PATCO-16-003 Operations & Maintenance: February 2, 2016 Board Date: February 17, 2016 Temporary Workers – Transit Ambassadors
RESOLUTION
RESOLVED: That the Board of Commissioners of the Port Authority Transit Corporation authorizes staff to negotiate a contract with Accountants for You, Inc. to supply temporary workers for the position of Transit Ambassador, not to exceed $1,125,000.00; and be it further
RESOLVED: That the Chairman, Vice Chairman and the President must approve and are hereby authorized to approve and execute all necessary agreements, contracts or other documents on behalf of PATCO. If such agreements, contracts, or other documents have been approved by the Chairman, Vice Chairman and President and if thereafter either the Chairman or Vice Chairman is absent or unavailable, the remaining Officer may execute the said document(s) on half of PATCO along with the President. If both the Chairman and Vice Chairman are absent or unavailable, and if it is necessary to execute the said document(s) while they are absent or unavailable, then the President shall execute such documents on half of PATCO.
SUMMARY: Amount: Not to exceed $1,125,000 Source of Funding: General Fund Operating Budget: PATCO - Passenger Services Dept. Capital Project #: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: Three (3) years Other Parties Involved: N/A NEW BUSINESS SUMMARY STATEMENT
ITEM NO.: PATCO-16-004 SUBJECT: Consideration of Pending PATCO Contracts (Between $25,000 and $100,000)
COMMITTEE: New Business
COMMITTEEMEETINGDATE: N/A
BOARD ACTION DATE: February 17, 2016
PROPOSAL: That the Board consider authorizing staff to enter into contracts as shown on the Attachment to this Resolution.
PURPOSE: To permit staff to continue and maintain PATCO operations in a safe and orderly manner.
BACKGROUND: At the Meeting held August 18, 2010 the PATCO Commission adopted Resolution 10-046 providing that all PATCO contracts must be adopted at an open meeting of the PATCO Board. The Board proposed modifications to that Resolution at its meeting of September 15, 2010; specifically that all contracts between $25,000 and $100,000 be brought to the Board for approval. The contracts are listed on the Attachment hereto with the understanding that the Board may be willing to consider all of these contracts at one time, but if any member of the Board wishes to remove any one or more items from the list for separate consideration, each member will have that privilege.
SUMMARY: Amount: N/A Source of Funds: See Attached List Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A PATCO-16-004 New Business: February 17, 2016 Board Date: February 17, 2016 Consideration of Pending PATCO Contracts (Between $25,000 and $100,000)
RESOLUTION
RESOLVED: That the Board authorizes and directs that subject to approval by the Chair, Vice Chair, General Counsel and the Chief Executive Officer, staff proceed to negotiate and enter into the contracts listed on the Attachment hereto.
SUMMARY: Amount: N/A Source of Funds: See Attached List Capital Project #: N/A Operating Budget: N/A Master Plan Status: N/A Other Fund Sources: N/A Duration of Contract: N/A Other Parties Involved: N/A CONSIDERATION OF PENDING PATCO CONTRACTS (BETWEEN $25,000 - $100,000) – FEBRUARY 17, 2016
Item# Vendor/Contractor Description Amount ProcurementMethod BidsReceived BidAmounts SourceofFunds 1 SimplexGrinnell One (1) Year Service $58,975.00 In accordance with Commonwealth of 1. SimplexGrinnell 1. $58,975.00 General Fund Horsham, PA Contract for PATCO PA Contract #4400010438. Horsham, PA Hardening Project - Access Control System Service Call Coverage and Inspections.
2 Grant Thornton Provide assistance and $89,700.00 In accordance with Federal GSA 1. Grant Thornton 1. $89,700.00 General Fund Philadelphia, PA subject matter expertise Contract #GS-35F-5461H. Philadelphia, PA for the Authority's Automated Fair Collection System, including assessment and remediation of the Payment Card Industry Data Security Standard (PCI DSS), assistance in the creation of the PCI Self-Assessment Questionnaire for the bank processor, and cybersecurity penetration testing.