M I N U T E S PORT AUTHORITY SPECIAL MEETING MONDAY, OCTOBER 19, 2015 7:30 A.M. COUNCIL CHAMBERS Members Present: Commissioners Jerry McCarthy, Jerry Mohrfeld, Michaell Bednar, Jeff Austin, Jeremy Carolan, Lee Bjorndal (until 7:50), and Larry Maus. Members Absent: None. Staff Present: Port Authority Attorney Craig Byram, Executive Director Craig Clark, City Clerk Ann Kasel, HRA Director Jon Erichson, and Port Authority Secretary Tom Dankert. Others Present: Mayor Stiehm, City Council Members Janet Anderson and David Hagen, KIMT TV, KAAL TV, KAUS Radio, and Austin Daily Herald. President McCarthy called the meeting to order at 7:30 am. Item #2. – Review purchase and sale of Oak Park Mall. Mr. Dankert discussed the proposed purchase agreement with Oak Park Mall noting the following highlights: The purchase price has been reduced for a $20,000 rental rebate to Younkers. The rent rebate is not calculated until after January 31, 2016, but this is an estimated amount of what Oak Park Mall would owe them based on prior trends. This cost now becomes a responsibility of the Port Authority. The purchase price is $2,926,000. Oak Park Mall will drop their tax valuation suit against Mower County. All current and delinquent taxes and special assessments will be paid at closing. $62,500 of escrow deposits will remain to cover against any potential litigation costs brought forward by the Theater. Mr. Dankert also discussed the following documents and their highlights: Contract for Private Redevelopment between the Austin Port Authority and Hy-Vee. Development, Pledge, and Interfund Loan Agreement between the Austin Port Authority, City of Austin, and Hy-Vee. Second Easement of Operating Agreement and Access Easement Agreement between Austin Port Authority and Shopko. Fifth Amendment to Lease between the Austin Port Authority and Younkers. Second Amendment to Lease between the Austin Port Authority and Anytime Fitness. Second Amendment to Declaration of Rights and Easements for the out lots. Mr. Dankert also discussed the two resolutions that we are asking the Port Authority Board to approve, as follows: 1. Resolution approving purchase of real property known as Oak Park Mall. 2. Resolution approving sale of real property known as Oak Park Mall. Mr. Dankert noted it would be the intent that be passing these resolutions the Port Authority Board would be authorizing us to sign any and all documents related to the closing of the transaction. Closing cannot happen until a 20 day statutory holding period expires, which would be the week of November 8. Mr. Dankert thanked many individuals that helped out with this project, specifically thanking Ann Kasel, Craig Byram, and Jon Erichson for their excellent service. Additionally, support from The Hormel Foundation was acknowledged as was Hy-Vee’s commitment to this new facility. Motion by Commissioner Austin, seconded by Commissioner Mohrfeld to approve resolution 2015- 1 for the purchase of real property known as Oak Park Mall. Carried 7-0. Motion by Commissioner Austin, seconded by Commissioner Bjorndal to approve resolution 2015-2 for the sale of the real property known as Oak Park Mall. Carried 7-0. Mr. Dankert asked for approval of another resolution that documents the tax increment loan from the Port Authority into the TIF district that will be repaid by tax increments over the next 26 years. Motion by Commissioner Austin, seconded by Commissioner Bednar to approve of resolution 2015- 3 approving the interfund loan for advance of certain costs in connection with tax increment financing. District #13. Carried 7-0. Item #3. – Hormel Institute animal watering system bid approval: Mr. Erichson reviewed the one bid we received for an animal watering system at the Hormel Institute. The one bid from Hydropac/Lab Products Inc. was for $110,508, which is within the overall project budget. Mr. Erichson recommended approval of such bid. Motion by Commissioner Bednar, seconded by Commissioner Austin to approve the bid for the animal watering system to Hydropac/Lab Products Inc. for $110,508. Carried 6-0. Item #4. – Hormel Institute change orders: Mr. Erichson reviewed the current batch of change orders for the Hormel Institute as follows: Item 4a. Fox Electric – Motion by Commissioner Bednar, seconded by Commissioner Maus approving of the change order #1 for ($1,000). Carried 6-0. Item 4b. Innovative Laboratory Systems – Motion by Commissioner Mohrfeld, seconded by Commissioner Austin approving of the change order #2 for $113,697. Carried 6-0. Item 4c. Innovative Laboratory Systems – Motion by Commissioner Bednar, seconded by Commissioner Austin approving of the change order #3 for $2,100. Carried 6-0. Item 4d. Joseph Construction (steel) – Motion by Commissioner Mohrfeld, seconded by Commissioner Austin approving of the change order #3 for $15,750. Carried 6-0. Item 4e. Joseph Company (fit-up) – Motion by Commissioner Austin, seconded by Commissioner Bednar approving of the change order #3 for $16,350. Carried 6-0. Item 4f. Joseph Company (fit-up) – Motion by Commissioner Austin, seconded by Commissioner Mohrfeld approving of the change order #4 for $5,043. Carried 6-0. Item 4g. Knutson Construction – Motion by Commissioner Bednar, seconded by Commissioner Austin approving of the change order #4 for $1,527. Carried 6-0. 2 Item 4h. Merit Contracting – Motion by Commissioner Bednar, seconded by Commissioner Austin approving of the change order #5 for $720. Carried 6-0. Item 4i. Merit Contracting – Motion by Commissioner Mohrfeld, seconded by Commissioner Bednar approving of the change order #6 for $2,448. Carried 6-0. Item 4j. Nietz Electric – Motion by Commissioner Bednar, seconded by Commissioner Austin approving of the change order #3 for $12,814. Carried 6-0. Item 4k. Nietz Electric – Motion by Commissioner Austin, seconded by Commissioner Mohrfeld approving of the change order #4 for $22,170. Carried 6-0. Item 4l. Palmer-Soderberg – Motion by Commissioner Bednar, seconded by Commissioner Austin approving of the change order #4 for $13,908. Carried 6-0. Item 4m. Palmer-Soderberg – Motion by Commissioner Mohrfeld, seconded by Commissioner Bednar approving of the change order #5 for $1,014. Carried 6-0. Item 4n. Pompeii Painting (painting) – Motion by Commissioner Austin, seconded by Commissioner Bednar approving of the change order #1 for $2,851. Carried 6-0. Item 4o. Pompeii Painting (flooring) – Motion by Commissioner Bednar, seconded by Commissioner Austin approving of the change order #1 for $14,215. Carried 6-0. Item 4p. WHV – Motion by Commissioner Bednar, seconded by Commissioner Austin approving of the change order #5 for $112,454. Carried 6-0. Item 4q. WHV – Motion by Commissioner Bednar, seconded by Commissioner Austin approving of the change order #6 for $7,891. Carried 6-0. Item #5. – Business Encouragement/Enhancement Program – El Mariachi: Mr. Erichson reviewed an easement purchase application for the El Mariachi building. El Mariachi is in the process of creating three apartments upstairs. In relation to that, they would like 50% funding from the downtown redevelopment program to cover the cost of windows. For this, we would gain an exterior easement for the entire building. Total cost (our share) would be $11,500. Motion by Commissioner Austin, seconded by Commissioner Mohrfeld approving of the easement purchase for El Mariachi. Carried 6-0. Item #6. – Hormel Institute – microscope update: Mr. Erichson updated the Board on the progress of the Hormel Institute noting we will be coming back in the near future for construction cost changes for the new microscope that will be housed in this facility, but at this time we are still evaluating the needed changes. Mr. Erichson noted the building is about 80% complete. Item #7. – Any other business: Mr. Clark noted he was looking for a volunteer to be on an ad-hoc housing committee. Board members are to let Mr. Clark know if this is something they would like to be part of. Item #8. Adjournment: With no further business, motion by Commissioner Austin, seconded by Commissioner Bednar to adjourn the meeting at 8:15 am. Carried 6-0. Approved: President: Secretary: 3 .