December 17, 2020 Meeting of the Board of Directors

Meeting of the Board of Directors Agenda

Agenda One Maritime Plaza, 2nd Floor, Classrooms A & B Thursday, December 17, 2020, at 8:00 a.m.

Page No.

I. Call to Order

II. Roll Call

III. Public Comment Period

IV. Report and Communications from the Chair: Sharon Speyer

A. Report from Board Officer Nominating Committee 4

V. Report of the President and CEO: Thomas J. Winston

VI. Consent Agenda

A. Approval of Previous Meeting Minutes: November 19, 2020 5-8

B. Consider Expenditures through November 2020 9-19

C. Consider Change Order No. 2 for Eugene F. Kranz Toledo Express 20-21 Airport Rehabilitate Taxiway B -Phase 3

D. Consider Additional Appropriation for Eugene F. Kranz Toledo Express 22-23 Airport Rehabilitate Taxiway B- Phase 4 (Miller Bros. Construction, Inc.)

E. Consider Contract for Design and Bidding Phase Services with RS&H 24-25 for the Reconfiguration of Taxiway C and Associated Pavement Rehabilitation at

F. Annual Credit Card Rewards Report 26

G. Financing Programs Dashboard 27

H. BetterBuildings Dashboard 28

I. Northwest Ohio Bond Fund Trustee Report 29

J. Eugene F. Kranz Statistics 30

K. Seaport Statistics 31

L. Diversified Contractors Accelerator Program Report 32

2 December 17, 2020 Meeting of the Board of Directors Agenda

VII. Recommendations and Reports from Standing Committees

A. Finance & Development Committee: John S. Szuch, chair

1. Consider Acceptance of 2019 Audited Financial Statements 33-34

2. Consider Operating Budget for 2021 and Making Annual 35-38 Appropriations for Current Expenses at the Port Authority

3. Consider Acceptance of U.S. Department of Commerce Economic 39-41 Development Administration Funding and Appropriation of Local Matching funds for Revolving Loan Program

B. Planning & Operations Committee: William J. Carroll, chair

1. Consider Airport Strategic Study Plan 42-44

Government, Community & Human Relations Committee: James M. C. Tuschman, chair

1. Consider Economic Community Development Initiative Grant for 45-47 Greater Toledo Community Foundation, Glass City River Wall Fund

a. Exhibit A 48-55

VIII. Other Business

IX. Executive Session for the Purpose of Considering the Employment of a Public Employee as Authorized by Ohio Revised Code Section §121.22(G)(1)

X. Adjournment

3 December 17, 2020 Meeting of the Board of Directors Agenda Item IV (A)

RESOLUTION NO. ____

APPOINTMENT OF BOARD OFFICERS

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Toledo-Lucas County Port Authority:

That the following slate be and hereby is appointed to serve as officers of this Board for a one-year term commencing January 1, 2021:

Chair:

Vice Chair:

Secretary & Fiscal Officer: Thomas J. Winston

Assistant Secretary & Fiscal Officers: Dawn M. Wenk Kathleen A. Despoth

Assistant Secretary & Fiscal Officer for Bond Lorraine M. Cantrell Programs, Ohio Development Services Agency Craig L. Teamer 166 Direct Loan Program, U.S. Small Business Administration Loan Program, and Grant Purposes Only:

4 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (A)

Meeting Minutes of the Board of Directors November 19, 2020

ROLL CALL

The seventh meeting in 2020 of the Toledo-Lucas County Port Authority Board of Directors was called to order at 8:00 a.m. on Thursday, November 19, 2020, at One Maritime Plaza, 2nd Floor Classrooms A and B, Toledo, Ohio. Attendance was taken by roll call: Chair Speyer- physically present; Vice Chair Fleetwood-physically present; Carroll-present; Cutcher-present; Hall-present; Mann-present, Salem-present; Szuch-present; Tuschman-present; Velasquez- present; and Whitney-present.

Except as noted, members attended the meeting via video conference or teleconference.

Absent was Director Rankin.

PUBLIC COMMENT PERIOD

Chair Speyer requested comments from the public. Hearing none, she proceeded with the order of business.

REPORT AND COMMUNICATIONS FROM THE CHAIR: SHARON SPEYER

Chair Speyer recognized the staff, and Mr. Winston in particular, thanking them and others, including the Board members, for their continued commitment to keep the organization moving forward through the pandemic.

A. Presentation by Dr. Gregory Postel

Director Tuschman introduced Dr. Gregory Postel, Interim President of The .

Dr. Postel shared numerous issues being addressed by UT, including COVID, strategic enrollment, modernization of budgeting, campus racism, and growth of student population.

Dr. Postel stated that he looks forward to working together with the Port Authority and exploring ways to share resources.

Director Cowell joined the meeting in progress.

B. Appointment of Board Officer Nominating Committee

Chair Speyer notified the Board that Directors Salem, Cutcher, and Szuch have agreed to serve on the Board Officer Nominating Committee, with Director Salem serving as Chair.

5 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (A)

REPORT OF THE PRESIDENT AND CEO: THOMAS J. WINSTON

Mr. Winston reported that the staff has continued to work safely through the pandemic, both at the office and remotely.

Mr. Winston presented his report regarding acquisition of goods, equipment, materiel, and services for quarter ending September 30, 2020.

Further, Mr. Winston provided updates on various projects, including the delivery of the new Liebherr crane expected in Spring 2021; the improvements at Two Air Cargo in preparation of cargo operations in Spring 2021; the preparation of the preliminary operating budget as presented to the Finance Committee; and the closing of the Toledo Hospital and the Park Inn bond issuances. Mr. Winston informed the Board that 2020 will result in the highest bond issuances in the Port Authority’s portfolio, with reserves at 42%. Mr. Winston also noted the several visits from the President, Vice President and Governor DeWine at Eugene F. Kranz Toledo Express Airport this year, which requires tremendous coordination with multiple security agencies by the Airport team, but in particular Eric Miller, Operations and Maintenance Supervisor, as well as the fixed base operators at the Airport.

CONSENT AGENDA

Chair Speyer presented the following Consent Agenda, copies having been distributed in advance to all directors, and asked if there were any comments or questions. Hearing none, upon motion made by Director Carroll to adopt the Consent Agenda, and seconded by Director Cutcher, a roll call vote was taken with the following responses: Speyer-yes; Fleetwood-yes; Carroll-yes; Cowell-yes; Cutcher-yes; Hall-yes; Mann-yes; Salem-yes; Szuch-yes; Tuschman-yes; Velasquez-yes; Whitney-yes; thus, the Consent Agenda was adopted as submitted.

A. Consider Approval of Previous Meeting Minutes: September 24, Motion 2020

B. Consider Expenditures through October 2020 Motion

C. Consider Maritime Assistance Program Grant Agreements with Ohio Res. 55-20 Department of Transportation

D. Financing Programs Dashboard

E. BetterBuildings Northwest Ohio Dashboard

F Northwest Ohio Bond Fund Trustee

G. Eugene F. Kranz Toledo Express Airport Statistics

H. Seaport Statistics

I. Diversified Contractors Accelerator Program Report

The resolution in its full text is incorporated in the Resolution Journal of the Port Authority.

6 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (A)

RECOMMENDATIONS AND REPORTS FROM STANDING COMMITTEES

FINANCE & DEVELOPMENT COMMITTEE

CONSIDER LEASE AMENDMENT WITH BRIGHTSIDE ACADEMY AT DR. MARTIN LUTHER KING, JR. PLAZA

Director Szuch, chair of the Finance & Development Committee, reported that an amendment to the existing lease with Brightside Academy for office space on the second floor of Dr. Martin Luther King, Jr. Plaza has been negotiated. Brightside, currently in the second option term of its lease extending through May 31, 2024, leases 6,400 square feet, and has requested to add the additional 2,900 square feet remaining in the suite.

The Finance & Development Committee recommended adoption of a resolution authorizing an amendment to the existing lease with Brightside Academy for the additional office space at Dr. Martin Luther King, Jr. Plaza.

After discussion, on motion by Director Hall and seconded by Director Tuschman, a roll call vote was taken with the following responses: Speyer-yes; Fleetwood-yes; Carroll-yes; Cowell- yes; Cutcher-yes; Hall-yes; Mann-yes; Salem-yes; Szuch-yes; Tuschman-yes; Velasquez-yes; and Whitney-yes; thus,

RESOLUTION NO. 56-20

AUTHORIZING LEASE AMENDMENT WITH BRIGHTSIDE ACADEMY AT DR. MARTIN LUTHER KING, JR. PLAZA

was unanimously adopted. The resolution in its full text is incorporated in the Resolution Journal of the Port Authority.

PLANNING & OPERATIONS COMMITTEE

Director Carroll, chair of the Planning & Operations Committee, reported that at the November Committee meeting, an air service update and planning presentation was given by Rhett Morgan of Ailevon Pacific Aviation Consulting. Mr. Morgan reported that TOL continues to hold up well compared with other Ohio airports due to the Port Authority’s management. Mr. Winston noted that the Airport’s aviation consultant is conducting a thorough review of the Airport and his findings are expected at the end of the second quarter of 2021.

GOVERNMENT, COMMUNITY & HUMAN RELATIONS COMMITTEE

Director Tuschman, chair of the Government, Community & Human Relations Committee, reported that at the last Committee meeting, Andrew W. Herf, President, and Derek Harley,Senior Vice President of Federal Affairs, both of Shumaker Advisors, provided a legislative update and election analysis.

Mr. Tuschman further reported that Holly Kemler provided a detailed overview of the Airport Marketing Campaign and the new branding of the Airport.

7 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (A)

OTHER BUSINESS

None

ADJOURNMENT

There being no further business, and upon motion by Director Whitney, seconded by Director Carroll, and unanimously carried, the meeting was adjourned at 8:55 a.m.

8 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (B)

Consider Expenditures through November 2020

The Operating Statements through November 2020 show $5,028,800 excess

operating revenue over operating expense. This is ahead of budget by $2,164,900 with

expenses falling under budget by $3,045,500 and revenue coming in under budget by

$880,600.

Airport Division revenues of $3,713,700 were $942,900 under budget with most

revenue categories coming in under budget. Airport expenses of $3,397,800 were under

budget by $1,235,900 with all expense categories coming in under budget. Seaport

Division revenues of $1,886,500 were under budget by $56,200 primarily due to budgeted

dredging revenue not materializing. Seaport expenses of $463,400 were under budget by

$165,200 with most expenses coming in under budget. Facilities and Development

Division revenues of $7,477,200 were $118,500 ahead of budget with most revenue

categories coming in ahead of budget. Facilities and Development expenses of

$4,187,500 were under budget by $1,591,500 with most expense categories falling under

budget. The 2020 Operating Budget estimates a fund balance of $2,329,187 by the end

of the year.

9 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (B)

10 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (B)

11 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (B)

Total Operating Budget November 2020

12 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (B)

Airport Operating Budget November 2020

13 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (B)

Seaport Operating Budget November 2020

14 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (B)

Facilities & Development Operating Budget November 2020

15 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (B)

Administration Operating Budget November 2020

16 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (B)

Unappropriated Reserve Funds November 2020

17 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (B)

Passenger Facility Charge (PFC) Activity Through November 2020

18 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (B)

19 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (C)

Consider Change Order No. 2 for Eugene F. Kranz Toledo Express Airport Rehabilitate Taxiway B - Phase 3

In July 2019, the Board authorized a contract with Miller Bros. Construction for the

rehabilitation of Taxiway B – Phase 3 at Eugene F. Kranz Toledo Express Airport, which

project includes the milling and overlay of Taxiway B between 16-34 and Taxiway

B6, construction of new taxiway shoulders, drainage improvements, lighting and signage

improvements and updated pavement markings. The awarded contract included a base

bid amount of $2,975,221 and an Alternate 1 bid amount of $259,409.50. Due to

unforeseen conditions within the project area regarding existing sign base compatibility,

existing pavement conditions, and existing structure construction design, project change

orders will exceed the original application amount. The scope of the change order will

include electrical sign modifications, milled crack repair, and structure adjustments at an

estimated cost of $218,640. The FAA has approved the scope of the proposed change

order and has agreed to reimburse such costs at 90% at the closout of the grant.

The Planning & Operations Committee recommends approval of the following

resolution authorizing Change Order No. 2 and appropriating $218,640.30 from Airport

Reserves, with at least 90% of this amount anticipated to be reimbursed by the Federal

Aviation Administration at grant closeout.

20 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (C)

RESOLUTION NO. _____

AUTHORIZING CHANGE ORDER NO. 2 FOR EUGENE F. KRANZ TOLEDO EXPRESS AIRPORT REHABILITATE TAXIWAY B - PHASE 3

WHEREAS, pursuant to Resolution No. 33-19, the Board authorized a contract with Miller Bros. Construction for the rehabilitation of Taxiway B – Phase 3 at Eugene F. Kranz Toledo Express Airport, which project includes the milling and overlay of Taxiway B between Runway 16- 34 and Taxiway B6, construction of new taxiway shoulders, drainage improvements, lighting and signage improvements and updated pavement markings; and

WHEREAS, the contract included a base bid amount of $2,975,221 and an Alternate 1 bid amount of $259,409.50, ninety percent (90%) of which was anticipated to be paid through a grant from the Federal Aviation Administration (the “FAA”); and

WHEREAS, due to unforeseen conditions within the project area, project change orders are expected to exceed the anticpated project cost by approximately $218,640;

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Toledo-Lucas County Port Authority:

That there be and hereby is appropriated from the Airport Reserve Fund the sum of $218,640.30 to pay the costs the rehabilitation of Taxiway B – Phase 3 Change Order No. 2, ninety percent (90%) of which amount is anticipated to be, and shall be, reimbursed through a grant from the Federal Aviation Administration.

Approved: ______Sharon Speyer, Chair Yeas: ______Nays: Thomas J. Winston, Secretary

21 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (D)

Consider Additional Appropriation for Eugene F. Kranz Toledo Express Airport Rehabilitate Taxiway B- Phase 4 (Miller Bros. Construction, Inc.)

In July 2019, the Board authorized a contract with Miller Bros. Construction for the

rehabilitation of Taxiway B – Phase 3 at Eugene F. Kranz Toledo Express Airport, which

project includes the mill and overlay of Taxiway B between Runway 16-34 and Taxiway

B6, construction of new taxiway shoulders, drainage improvements, lighting and signage

improvements and updated pavement markings.

The awarded contract included a base bid amount of $2,975,221 and an Alternate

1 bid amount of $259,409.50. Because the original grant from the Federal Aviation

Administration covered the base bid amount, but did not include the Alternate 1 amount,

the FAA has requested that the Alternate 1 work be funded with FAA grant funds as an

independent project. It is anticipated that at least 90% of this amount will be reimbursed

through the FAA Airport Improvement Program Grant (FY2021).

The Planning & Operations Committee recommends approval of the following

resolution appropriating $259,409.50 from Airport Reserves to pay the cost of the

Alternate 1 to the rehabilitation of Taxiway B – Phase 4 at Eugene F. Kranz Toledo

Express Airport.

22 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (D)

RESOLUTION NO. _____

AUTHORIZING ADDITIONAL APPROPRIATION FOR EUGENE F. KRANZ TOLEDO EXPRESS AIRPORT REHABILITATE TAXIWAY B - PHASE 4 (MILLER BROS. CONSTRUCTION, INC.)

WHEREAS, pursuant to Resolution No. 33-19, this Board authorized a contract with Miller Bros. Construction for the rehabilitation of Taxiway B – Phase 3 at Eugene F. Kranz Toledo Express Airport, which project includes the milling and overlay of Taxiway B between Runway 16- 34 and Taxiway B6, construction of new taxiway shoulders, drainage improvements, lighting and signage improvements and updated pavement markings; and

WHEREAS, the contract included a base bid amount of $2,975,221 and an Alternate 1 bid amount of $259,409.50. ninety percent (90%) of which was to be paid through a grant from the Federal Aviation Administration (the “FAA”); and

WHEREAS, proceeds from the FAA grant covered the base bid amount, but did not include the costs for Alternate 1; and

WHEREAS the FAA has requested that Alternate 1 be funded as an independent project, ninety percent (90%) of which will be reimbursed through the FAA Airport Improvement Program Grant (FY2021);

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Toledo-Lucas County Port Authority:

That there be and hereby is appropriated from the Airport Reserve Fund the sum of $259,409.50 to pay the costs of the rehabilitation of Taxiway B – Phase 4 Alternate 1, ninety percent (90%) of which amount is anticipated to be, and shall be, reimbursed through the FAA Airport Improvement Program Grant.

Approved: ______Sharon Speyer, Chair Yeas: ______Nays: Thomas J. Winston, Secretary

23 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (E)

Consider Contract for Design and Bidding Phase Services with RS&H Ohio for the Reconfiguration of Taxiway C and Associated Pavement Rehabilitation at Toledo Executive Airport

RS&H Ohio, the Airport’s general consultant, has submitted a proposal to provide

design and bidding phase services for the reconfiguration of Taxiway C and associated

pavement rehabilitation at Toledo Executive Airport per Federal Aviation Administration

(FAA) requirements. The relocation of Taxiway C will alleviate a hotspot at the intersection

of Taxiway A and Taxiway B and will include the removal of excess pavement within the

Runway Safety Area (RSA) adjacent to Runway 14-32, pavement demolition, asphalt

placement, electrical systems, grading and drainage, and pavement markings. RS&H has

submitted a proposal for design and bidding services for this project at a cost not to

exceed $217,000. It is anticipated that 90% of the project costs will be paid by a Federal

Aviation Administration FY2021 grant with the remaining (10%) local share of $21,700 to

be paid from Airport Reserves.

The Planning & Operations Committee recommends approval of the following

resolution authorizing the President to enter into a contract with RS&H Ohio in an amount

of $217,000 for design and bidding phase services as outlined above and further

authorizes an appropriation in the amount of $217,000 from Airport Reserves with a

minimum of 90% of this amount to be reimbursed through an FAA FY2021 AIP Grant.

24 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (E)

RESOLUTION NO. _____

AUTHORIZING CONTRACT FOR DESIGN AND BIDDING PHASE SERVICES WITH RS&H OHIO FOR THE RECONFIGURATION OF TAXIWAY C AND ASSOCIATED PAVEMENT REHABILITATION AT TOLEDO EXECUTIVE AIRPORT

WHEREAS, relocation of Taxiway C would alleviate a hotspot at the intersection of Taxiway A and Taxiway B, and would include the removal of excess pavement within the Runway Safety Area adjacent to Runway 14-32, pavement demolition, asphalt placement, electrical systems, grading and drainage, and pavement markings, and

WHEREAS, RS&H Ohio, the Airport’s general consultant, has submitted a proposal to provide design and bidding phase services for the reconfiguration of Taxiway C and associated pavement rehabilitation at Toledo Executive Airport (the “Project”) at a cost of $217,000; and

WHEREAS, it is anticipated that ninety percent (90%) of the project costs will be paid by a Federal Aviation Administration FY2021 grant;

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Toledo-Lucas County Port Authority:

That the President as Secretary and Fiscal Officer be and hereby is authorized to execute an agreement with RS&H Ohio for the design and bidding phase services for the reconfiguration of Taxiway C and associated pavement rehabilitation at Toledo Executive Airport at a cost not to exceed $217,000, contingent upon the receipt of a grant from the Federal Aviation Administration therefor, and which agreement shall include such terms and conditions as the President deems necessary or appropriate.

That the President as Secretary and Fiscal Officer be and hereby is authorized to execute any other instruments necessary or appropriate, including amendments, in order to implement the terms of this resolution, provided such instruments are in a form approved by Counsel and approved in substance by the Director of Airport Operations.

That there be and hereby is appropriated from the Airport Reserve Fund the sum of $217,000 to pay the costs of the Project, ninety percent (90%) of which amount shall be reimbursed through an FAA FY2021 AIP Grant.

Approved: ______Sharon Speyer, Chair Yeas: ______Nays: Thomas J. Winston, Secretary

25 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (F)

Annual Credit Card Rewards Report December 2020

Pursuant to the Toledo-Lucas County Port Authority Credit Card Policy, a report is submitted on an annual basis to the Board of Directors regarding all credit card rewards received by the Port Authority. The Port Authority utilizes one credit card which earns points that may be redeemed for rewards, an American Express card. In 2020, no points were redeemed for rewards. As of December 4, 2020, the available Port Authority American Express point balance is 223,093. Submitted by:

Kathleen A. Despoth Controller

26 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (G)

Financing Programs Dashboard

27 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (H)

BetterBuildings Northwest Ohio Dashboard

28 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (I)

Northwest Ohio Bond Fund Trustee Report

29 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (J)

Eugene F. Kranz Toledo Express Airport Statistics

30 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (K)

Seaport Statistics

31 December 17, 2020 Meeting of the Board of Directors Agenda Item VI (L)

Diversified Contractors Accelerator Program Report

32 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (A) 1

Consider Acceptance of 2019 Audited Financial Statements

The Ohio Auditor of State has audited the Financial Statements of the Port

Authority for the year ending December 31, 2019. The audit received an unmodified, or

clean opinion.

The Audited Financial Statements, Management Discussion and Analysis, and

related notes were prepared by the Port Authority staff in accordance with Generally

Accepted Accounting Principals (GAAP), which include the effects of depreciation of Port

Authority facilities and equipment.

The monthly statements provided to the Board of Directors are prepared on a

modified cash basis for the Operating and Tax Levy Funds. Those statements reflect the

areas over which the Board and staff have direct control.

The 2019 Audited Financial Statements reflect a “Statement of Net Position”, with

total assets and deferred outflows of $302.3 million, an increase of approximately $16.8

million from the year previous. Total Net Position of $222.6 million at the end of 2019

represents an increase of $9.5 million from 2018.

The Finance & Development Committee has reviewed the Audited Financial

Statements with the Ohio Auditor of State and recommends their acceptance.

33 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (A) 1

RESOLUTION NO. _____

AUTHORIZING ACCEPTANCE OF 2019 AUDITED FINANCIAL STATEMENTS

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Toledo-Lucas County Port Authority:

That the audited financial statements for the fiscal year ending December 31, 2019, as audited by the Ohio Auditor of State, be and hereby are accepted.

Approved: ______Sharon Speyer, Chair Yeas: ______Nays: Thomas J. Winston, Secretary

34 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (A) 2

Consider Operating Budget for 2021 and Making Annual Appropriations for Current Expenses at the Port Authority

The Finance & Development Committee recommends adoption of the following

two resolutions by separate motions. The first resolution authorizes the 2021 Operating

Budget for the Port Authority. The second resolution appropriates the funds for the

Budget.

35 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (A) 2

RESOLUTION NO. _____

AUTHORIZING OPERATING BUDGET FOR 2021

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Toledo-Lucas County Port Authority:

That the Operating Budget for the Toledo-Lucas County Port Authority for the year 2021, as prepared and submitted by the Fiscal Officer, be and the same is hereby approved and adopted.

Said Budget shall be as follows: SEAPORT DIVISION Personnel $148,213 Marketing 21,115 Contractual Services 265,887 Utilities 5,700 Repairs & Maintenance 70,000 Admin Charge/Services to Admin. 311,021 Capital/Development Projects 300,000

Total Seaport Division $1,121,936

AIRPORT DIVISION Personnel $1,763,164 Marketing 186,660 Contractual Services 315,899 Utilities 478,200 Repairs & Maintenance 1,100,260 Other Operating Expenses 5,400 Admin Charge/Services to Admin 557,951

Total Airport Division $4,407,534

FACILITIES DIVISION Personnel $910,293 Marketing 30,303 Contractual Services 2,211,710 Utilities 1,038,100 Repairs & Maintenance 1,147,200 Admin Charge/Services to Admin 937,176 Capital/Development Projects 830,000

Total Facilities Division $7,104,782

36 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (A) 2

ADMINISTRATION DIVISION Personnel $1,269,255 Marketing 104,468 Contractual Services 371,105 Utilities 24,000 Other Expenses 37,320 Admin Charge/Services to Admin (1,806,148)

Total Administration Division $0.00

PROPERTY TAX FUND Contractual Services $125,000 Debt Service 1,882,353 Local Grants 350,000 Capital/Development Projects 42,647 Total Property Tax Fund $2,400,000

That the Fiscal Officer be and hereby is authorized to base his preparation of the appropriation resolutions for the year 2021 on the budget herein approved and as modified from time to time by the Board.

Approved: ______Sharon Speyer, Chair Yeas: ______Nays: Thomas J. Winston, Secretary

37 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (A) 2

RESOLUTION NO. _____

AUTHORIZING ANNUAL APPROPRIATIONS FOR CURRENT EXPENSES

WHEREAS, by Resolution No. _____-20, the Board of Directors of the Toledo-Lucas County Port Authority approved its Operating Budget for the calendar year 2021;

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Toledo-Lucas County Port Authority:

That the following appropriations from the Seaport, Airport, Facilities, Property Tax, and Administration Funds are hereby made for the purposes indicated:

Property Seaport Airport Facilities Tax Admin. Total

Personnel (148,213) (1,763,164) (910,293) - (1,269,255) (4,090,925) Marketing (21,115) (186,660) (30,303) - (104,468) (342,546) Contractual Services (265,887) (315,899) (2,211,710) (125,000) (371,105) (3,289,601) Utilities (5,700) (478,200) (1,038,100) - (24,000) (1,546,000) Repairs & Maintenance (70,000) (1,100,260) (1,147,200) - - (2,317,460) Other Operating Expenses - (5,400) - - (37,320) (42,720) Admin. Cross Charge (311,021) (557,951) (937,176) - 1,806,148 - Debt - - - (1,882,353) - (1,882,353) Local Grants - - - (350,000) - (350,000) Capital/Dev. Projects (300,000) - (830,000) (42,647) - (1,172,647) TOTAL (1,121,936) (4,407,534) (7,104,782) (2,400,000) - (15,034,252)

BE IT FURTHER RESOLVED that the Chair, Secretary-Fiscal Officer of the Port Authority, or such members of the Board of Directors of the Toledo-Lucas County Port Authority as the Chair may designate, are hereby authorized to enter into agreements for and make expenditures in pursuance of the appropriations hereby made.

BE IT FURTHER RESOLVED that the Fiscal Officer is hereby authorized to draw warrants against the appropriations made upon presentation of vouchers therefor.

BE IT FURTHER RESOLVED that the Fiscal Officer is authorized to make such entries on the books of the Toledo-Lucas County Port Authority as are necessary to carry this resolution into effect.

Approved: ______Sharon Speyer, Chair Yeas: ______Nays: Thomas J. Winston, Secretary

38 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (A) 3

Consider Acceptance of U.S. Department of Commerce Economic Development Administration Funding and Appropriation of Local Matching funds for Revolving Loan Program

In August 2020, the Port Authority applied for funding from the U.S. Department of

Commerce Economic Development Administration (EDA) to support the establishment of

a Revolving Loan Fund (RLF) to assist the Port Authority or its affiliate entities launch

new or start up businesses, business expansion, or to circumvent business closure. The

RLF would be used to leverage private investment back into the region and would function

as a tool to support the overall goals of the Comprehensive Economic Development

Strategy (CEDS) for the region.

The Port Authority would work with its partners in economic development to

promote and leverage the program and the RLF would be administered by Port Authority

staff with the establishment of an RLF managing board. The RLF will not be substituted

for available private capital; potential borrowers must demonstrate that credit is not

otherwise available on terms and conditions that would permit the accomplishment of the

project. Allowable and prohibited lending activities, the eligible lending area, financing

policies, terms, fees, loan size, and interest rates are defined and established in the

application and award documentation exchange with the EDA.

The Port Authority recently received indication from the EDA that the Port

Authority’s application has been preliminary selected for funding in the amount of $2.4

million. A corresponding local match of $600,000 has been established by EDA.

39 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (A) 3

The Finance & Development Committee recommends authorizing the President to

execute the award documents and appropriating up to $600,000 from Port Authority

reserves for the match commitment.

40 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (A) 3

RESOLUTION NO. _____

AUTHORIZING ACCEPTANCE OF U.S. DEPARTMENT OF COMMERCE ECONOMIC DEVELOPMENT ADMINISTRATION FUNDING

WHEREAS, the Port Authority applied for funding from the U.S. Department of Commerce Economic Development Administration (the “EDA”) to support the establishment of a revolving loan fund (the “RLF”) to assist new or start up businesses, business expansion, or to circumvent business closure; and

WHEREAS, the Port Authority recently received indication from the EDA that the Port Authority’s application has been preliminary selected for funding in the amount of $2.4 million, which would require a local match of $600,000; and

WHEREAS, the RLF would be used by the Port Authority or its affiliate entities to leverage private investment back into the region and would function as a tool to support the overall goals of the Comprehensive Economic Development Strategy for the region; and

WHEREAS, the Port Authority would work with its partners in economic development to promote and leverage the RLF and the program would be administered by the Port Authority with the establishment of an RLF managing board;

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Toledo-Lucas County Port Authority:

That the President as Secretary and Fiscal Officer be and hereby is authorized to execute an agreement with the U.S. Department of Commerce Economic Development Administration for the establishment of a revolving loan fund to assist the Port Authority or its affiliate entities in launching new or start up businesses, business expansion, or to circumvent business closure, which agreement shall include such terms and conditions as the President deems necessary or appropriate.

That the President as Secretary and Fiscal Officer be and hereby is authorized to execute any other instruments necessary or appropriate, including amendments, in order to implement the terms of this resolution, provided such instruments are in a form approved by Counsel and approved in substance by the Controller.

That there be and hereby is appropriated from the Port Authority Reserve Fund the sum of $600,000 to pay the local match costs.

Approved: ______Sharon Speyer, Chair Yeas: ______Nays: Thomas J. Winston, Secretary

41 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (B) 1

Consider Airport Strategic Study Plan

Discussions regarding the desire to obtain a report from an external subject matter

expert encompassing an operational review and assessment of opportunities at Eugene

F. Kranz Toledo Express Airport have resulted in a proposal to move forward with a study

that includes the following deliverables:

1. A review of financial results and capital deployment to assess the financial health

and sustainability of airport operations.

2. A review of air cargo and industrial development opportunities at TOL.

3. A complete market assessment and airline-specific review of air service at TOL.

The Port Authority received a comprehensive proposal from Ailevon Pacific

Aviation Consulting, which would lead the engagement in partnership with Hubpoint

Strategic Advisors. Highly respected within the airport industry, Ailevon is a global aviation

advisory firm with nearly seventy (70) clients around the world, half of which are in the

United States. Hubpoint brings experience in providing economic and strategic advice to

airports, airlines, planning firms, transportation services providers, governments and

related organizations.

The proposal notes that a final report would be delivered and presented late in the

second quarter of 2021. Ailevon and its partners would begin work immediately by

engaging appropriate stakeholders and sourcing information as necessary throughout the

process.

The Planning & Operations Committee recommends approval of the following

resolution authorizing the President to execute an agreement(s) with Ailevon and/or its

42 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (B) 1

partners and appropriating up to $125,000 from Airport reserves for the study, support

services, and associated work as described above.

43 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (B) 1

RESOLUTION NO. _____

AUTHORIZING AIRPORT STRATEGIC STUDY PLAN

WHEREAS, discussions regarding the desire to obtain a report from an external subject matter expert encompassing an operational review and assessment of opportunities at Eugene F. Kranz Toledo Express Airport (the “Airport”) have resulted in a proposal to move forward with a study therefor; and

WHEREAS, Ailevon Pacific Aviation Consulting has submitted a proposal to perform a comprehensive study of the Airport (the “Project), in partnership with Hubpoint Strategic Advisors;

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Toledo-Lucas County Port Authority:

That the President as Secretary and Fiscal Officer be and hereby is authorized to execute an agreement(s) with Ailevon Pacific Aviation Consulting and/or its partners, for an operational review and assessment of opportunities at Eugene F. Kranz Toledo Express Airport, including:

1. A review of financial results and capital deployment to assess the financial health and sustainability of airport operations;

2. A review of air cargo and industrial development opportunities at the Airport; and

3. A complete market assessment and airline-specific review of air service at the Airport.

That the President as Secretary and Fiscal Officer be and hereby is authorized to execute any other instruments necessary or appropriate, including amendments and change orders, in order to implement the terms of this resolution, provided such instruments are in a form approved by Counsel.

That there be and hereby is appropriated from the Airport Reserve Fund the sum of up to $125,000 to pay the costs of the Project, support services, and associated work.

Approved: ______Sharon Speyer, Chair Yeas: ______Nays: Thomas J. Winston, Secretary

44 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (C) 1

Consider Economic Community Development Initiative Grant for Greater Toledo Community Foundation, Glass City River Wall Fund

The Port Authority Board of Directors appropriated $350,000 of proceeds from the

property tax levy for the purpose of providing funds to economic development projects

undertaken by eligible, neighborhood-based organizations in Lucas County.

An application for $25,000 for funding by the Greater Toledo Community

Foundation, a 501(c)(3) organization, for the funding of The Glass City River Wall

(GCRW), a 160,000 sq ft mural installation, is to be situated at the ADM silos (1306 Miami

Street, Toledo, OH 43605). Scheduled completion is August 2021. It is a collaborative

community endeavor and will impact Toledo on an economic level in multiple ways.

The impact of public art in any community has been quantified across the country

as well as internationally. Looking at it in a holistic sense, art installations can become

anchor institutions that define a city. Creating cultural installations that brand a city, such

as the GCRW, will help attract and stimulate those who create in business and

technology. Utilizing public art to attract both companies and a talented workforce to the

area highlights the importance of addressing critical aspects of marketing including high

quality of life, connectivity, and inclusion. A city that is enriched with public art is a city

that attracts business. A city that has an iconic art installation sends a message of

vibrancy, commitment to growth, and inclusivity by design.

The GCRW has an immediate and measurable impact by employing a support

team of 8-10 local artists and contractors over a period of 10 to 12 weeks. Public art has

both intrinsic and instrumental value. Intrinsic value refers to the aesthetic value of any

work of art. The GCRW will be, to date, the 10th largest mural in the world. According to

45 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (C) 1

ODOT, an average of 82,365 vehicles pass the site daily crossing the I-75 bridge. This

presents an educational opportunity to discuss the significance of Toledo and the site

itself, as it is designated with an historical marker. The GCRW envisions partnering with

support entities, including the Metroparks, the Hollywood Casino and others to further

develop the vacant land next to the site into a park to promote tourism and provide

opportunity for surrounding areas to further elevate land value.

The Government, Community & Human Relations Committee recommends

adoption of the following resolution authorizing a grant for $25,000 to the Greater Toledo

Community Foundation from previously appropriated funds from the Property Tax Fund

for eligible costs.

46 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (C) 1

RESOLUTION NO.____

AUTHORIZING COMMUNITY ECONOMIC DEVELOPMENT INITIATIVE GRANT FOR GREATER TOLEDO COMMUNITY FOUNDATION

WHEREAS, pursuant to Resolution No. 74-19, the Port Authority Board of Directors appropriated $350,000 of proceeds from the property tax levy for the purpose of providing funds to economic development projects undertaken by eligible, neighborhood-based organizations in Lucas County; and

WHEREAS, an application has been submitted by Greater Toledo Community Foundation, a 501(c)(3) organization, for a $25,000 grant to partially fund construction of The Glass City River Wall, a 160,000 sq. ft. mural installation, to be situated at the ADM silos located at 1306 Miami Street, Toledo, OH 43605;

NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Toledo-Lucas County Port Authority:

That the President as Secretary and Fiscal Officer be and hereby is authorized to execute an agreement with Greater Toledo Community Foundation for a grant in the amount of $25,000 to fund partially fund construction of The Glass City River Wall, which funds shall not be released until full funding for the Project is secured, and which agreement shall include such terms and conditions as the President deems necessary or appropriate.

That the President as Secretary and Fiscal Officer be and hereby is authorized to execute any other instruments necessary or appropriate, including amendments, in order to implement the terms of this resolution, provided such instruments are in a form approved by Counsel and approved in substance by the Financing Programs Manager.

That the grant shall be paid from the Property Tax Fund as previously appropriated.

Approved: ______Sharon Speyer, Chair Yeas: ______Nays: Thomas J. Winston, Secretary

47 December 17, 2020 Meeting of the Board of Directors Agenda Item VII (C) 1a

Exhibit A

$25,000

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