Larry Hilliard– Chairperson Candida Affa- Vice Chairperson Sara Hailstone– Secretary Mary Ellen Koval-Treasurer Ray O’Connell-Assistant Secretary Tamara Dolan - Executive Director Daniel K. McCarthy - APA Solicitor ALLENTOWN PARKING AUTHORITY BOARD OF DIRECTORS MINUTES A regular meeting of the Allentown Parking Authority Board was held August 27th, 2014 at the offices of the Allentown Parking Authority located at 603 W. Linden Street. The following were in attendance: Larry Hilliard-Chairperson Candida Affa-Vice Chairperson Sara Hailstone-Secretary Mary Ellen Koval-Treasurer Also in attendance: Tamara Dolan-APA Executive Director Daniel McCarthy-APA Solicitor Connie Abercrombie-Finance Manager George J. Grazer Jr.-Manager of On-Street Operations Dean Schwartz-Events Operations Manager Marge Hopkins- Minutes Todd Helmer-Tim Haas Tony Ganguzza-Boyle Construction Malcolm Gross-Gross McGinley Law Firm Bruce Loch-Developer Emily Opilo-The Morning Call Larry Hilliard called the Board meeting to order at 12:03 pm Page 1 MINUTES Mr. Hilliard asked for a motion to approve the Minutes from the July meeting as well as the special meeting that was held August 6th, 2014. Candida Affa made a motion to approve the Minutes from both Board meetings, Mary Ellen Koval seconded the motion, all were in favor and the motion was approved. OLD BUSINESS Courtyard Mr. Hilliard addressed the Board to open the discussion regarding options for an extension Mr. Loch had requested regarding the development of the Courtyard property at 9th and Walnut Street. Dan McCarthy stated that certain landmarks were to have occurred within a specific time frame, according to the agreement of sale. One of those landmarks was to secure tenancy, which according to Mr. McCarthy, has not been done. On August 4th, 2014, Attorney Malcolm Gross sent the Allentown Parking Authority a letter indicating there was a series of negotiations going on with perspective tenants, yet none had been secured. The letter also stated that whether or not the developer secured tenancy, he would like to acquire the property. According to the agreement, there would be a period of time to secure tenants, financing, zoning approval, and a certificate of occupancy and purchase the property and begin development. At the time of the certificate of occupancy, the portion of the agreement would begin that concerns the APA providing 250 parking spaces for the development. Since 2013, the APA, continued Mr. McCarthy, has not seen an updated artist rendering of the project, and as such requested specificity and updated plans. Mr. Hilliard stated that the Board is not opposed to selling that parcel of land; however, maintaining the commitment to assist with financial help to expand the parking deck is not feasible given the opportunity to develop parking at other locations in downtown Allentown. Mr. McCarthy stated that the agreement does not require the APA to expand the deck but rather to provide the developer with 250 spaces. The current timeline, continued Mr. McCarthy, for the construction would be May 2015 and extension would push the date to October 2015. Mr. Loch addressed the Board stating that since the last meeting with the APA, his development team has been diligently working on the project and has spent a great deal of money for the architectural and engineering plans as well as recording the plans at the courthouse, Mr. Loch presented the Board with a copy of the brochure. The Landmark building will be the tallest building in 65 counties, according to Mr. Loch and will have 29 floors with a 7030 square foot penthouse on the top floor. Mr. Gross stated that the original agreement had a series of milestones, one of which requires the developer to have a signed tenant letter, not a lease and the developer has the right to have extended the agreement until August 6th, 2014. The agreement, continued Mr. Gross, also permits an inspection period which doesn’t end until November 6, 2014 with a subsequent 30 day period to close. The parking is not needed, Mr. Gross stated, until the certificate of occupancy is obtained and to secure the tenants, parking must be provided. Mr. Gross suggested that the tenant commitment time be extended to November 6th to coincide with the inspection period and asked for a closing date in January 2015. 12:30 pm-The Board went into Executive Session to discuss real estate. 12:49pm -The Board came out of Executive Session Page 2 Courtyard continued Mr. Hilliard addressed the Board stating that the APA had options regarding the Courtyard agreement and turned the discussion over to Mr. McCarthy. According to Mr. McCarthy, the concept of the new agreement would be to extend the agreement until November 6th, 2014 and all provisions of the agreement would remain in full force and effect. Concerning the development, the Board also requested more specificity in regard to the project and the scope of the project and changes. Mr. Loch stated that should the plans change, the parking aspect will remain in proportion to tenancy. Continuing, Mr. McCarthy stated that should construction not begin by a specific date, the Allentown Parking Authority would like to add a provision to purchase the property back from Mr. Loch, less ten percent of the purchase price. Malcolm Gross responded that the two parties could discuss the provisions at a later date. Mr. Hilliard asked Board members for a vote on the extension. Ms. Affa made a motion to approve the extension, Sara Hailstone seconded the motion, all were in favor and the extension was approved. Community Deck Plan Tamara Dolan stated that since the last Board meeting the APA has received preliminary approval from the Planning Commission for the construction of the Community Deck and some changes have been made to the plans presented at the last meeting. According to Ms. Dolan, the main tenant has requested that the elevator lobby be moved from the north west corner to the north east corner; however, under the advice of the architects at Tim Haahs and the construction management team at Boyle Construction, the move is not feasible because moving the elevator to the other corner would cause conflict between the pedestrians in the facility and vehicular traffic. After further review it was suggested that the elevator could be moved toward the middle of the north wall without much impact on the design or budget. The APA continues to review the issue with the architects and construction teams. Ms. Dolan continued stating that she attended a meeting with the Mayor to discuss proposed residential and commercial component to the design to be constructed concurrently. Ms. Dolan presented the suggestion to Todd Helmer and Tony Ganguzza and asked them to address the Board with regard to the effect to the budget and construction timeline and opportunities that can arise from the change. Todd Helmer addressed the Board and stated that the suggestion to make the plan to include a residential wrap to be built concurrently would change both the timeline and budget. Tony Ganguzza stated that having the residential component constructed after the deck is built would result in greater construction costs, and extended timeline, and the closure of the deck at some point and time for the wrap construction; therefore, it would be cost and timeline effective to include the wrap during the initial construction. Ms. Hailstone stated that the planning department would like to see the residential component included in the initial project. Mr. Helmer stated that by doing the wrap at the time of the initial construction, the APA would not have to do the green scape portion twice per the two phases of construction, and the walls would be prepared for the wrap, resulting in a savings to the APA. Tony Ganguzza addressed the Board and stated that even with the cost savings of adding the wrap at the time of construction, the addition of the wrap will impact the budget and timeline. Sacred Heart Hospital Ms. Dolan and Mr. Hilliard met recently with representatives from Sacred Heart Hospital. It was expressed by SHH representatives during the meeting, according to Mr. Hilliard, that the APA manage the facilities. Mr. Hilliard stated that, $2.5 million would be needed to bring the facilities to the operational level of the APA parking structures and although the project is vital to the area and in the range of a parking commitment by the APA, the revenue flow would have to increase to make the Page 3 repairs to the Chew Street deck. The APA made suggestions to SHH on how to manage their expenses and realize savings while operating the structures. Ms. Dolan stated the Connie Abercrombie will meet with SHH to discuss the APA managing the two parking decks. 531 Walnut Street Ms. Dolan stated that the property at 531 Walnut Street was purchased from a third party and the APA is in turn going to purchase the property from the buyer at cost, or $625,000. The closing date for the property is December 1, 2014 and the APA will be able to then begin development of the lot. Mr. McCarthy stated that the agreement defines that the third party has purchased the property for $625,000 and will sign the agreement of sale to sell the property to the APA for the negotiated price determined by third party and after December 1, 2014, the property will be tenant free, allowing the APA to begin construction. Mr. Hilliard stated that the property at 531 Walnut will have to be demolished for construction to begin. In order to have the agreement signed by a Board member, Mr. Hilliard asked the Board for a vote to authorize the agreement, accepting the assignment of the buyer and authorize the purchase of the property at 531 Walnut Street under the terms and provisions of the agreement of sale. Ms. Affa made a motion to approve the motion, Ms. Koval seconded the agreement, all were in favor and the motion was approved. Mr. Hilliard signed the agreement. Pay by Cell Ms. Dolan reported that the Mobile Now trial period was successful and the data reflected 18 sessions in May and by July, the APA was at 115 sessions and she projected continued growth. Ms. Dolan stated that the APA would like to sign a three-year incremental agreement with Mobile Now. Mr. Hilliard stated that through education and marketing parkers were informed on how to utilize the service; however, the usage rate was much higher during comparable trial periods than in neighboring cities. Ms. Dolan stated that the APA had “meter greeters” on site for a period of time to explain how to use the service. Ms. Hailstone suggested that the APA present information to attendees at Community Day and Ms. Dolan stated the she would investigate that option. Mr. Hilliard asked for a motion to enter into an agreement with Mobile Now. Ms. Affa made a motion to approve, Ms. Hailstone seconded the agreement, all were in favor and the motion was approved. NEW BUSINESS None. EXECUTIVE DIRECTOR’S REPORT Spiral Upgrades Ms. Dolan reported that most of the upgrades on the Spiral deck have been completed and with the exception of the elevator, all others will be completed by September 1st, 2014. There was also a minor issue with the wrap for the pedestrian walkway on Lumber Street and the wrap will not arrive on time. The APA addressed the situation by painting the walls the color of the wrap which will be suitable until the wrap arrives. Ms. Dolan stated that the Helix lighting and the generator wiall also not be installed by the opening of the arena. Page 4 Way finding Study The signs to direct the public to available parking facilities are complete and are being installed, according to Ms. Dolan. Lehigh Valley Health Network Ms. Dolan stated that the staff at LVHN has occupied their new facility at the arena facility and have begun parking at the new deck and the APA is close to an agreement to manage the deck. Ms. Dolan stated that it has been a pleasure working with the team at LVHN and other tenants as well and that the APA looks forward to helping the tenants meet their parking needs. Financing Phases Ms. Dolan reported that the APA financing is going well and that the refinancing of outstanding debt will close in two weeks and the new financing for construction will close before the construction begins. FINANCE REPORT July and Year-to Date Ms. Abercrombie presented the Statement of Revenue and Expenses as Compared to Budget for the period ending July, 31, 2014 and reported that revenue and expenses for July were above budget; however total revenue exceeded expenses by $211,495. Ms. Abercrombie explained that the operating expense increase was due largely in part for the preparation for the arena opening and extra staff and supplies. The year-to-date figures indicate that revenue exceeded operating expenses by $1,501, 735 and after debt service and payments to the city; the excess revenue through July 31, 2014 was $364,316. Continuing, Ms. Abercrombie asked the Board members to keep in mind that the APA has not spent a good deal of their capital budget for expenses and some of the larger capital projects currently being undertaken will be paid for later in the year. The projections for the end of the year indicate favorable variance, a direct result of the debt refinancing, according to Ms. Abercrombie. Internal Controls Mr. Hilliard stated that in the next few months the APA will be managing more revenue and Ms. Koval has been working with the APA to develop new processes for internal cash control. Ms. Dolan reported that the APA will adopt the processes, aided by the new finance technician position, and that the suggestion to have a camera in the counting room has been in place for years. Board Meeting Dates Due to a scheduling conflict the September Board meeting will take place on September 30th, 2014, at noon. Mr. Hilliard stated that the historically the Board has not had a November or December Board meeting; however, with the upcoming developments, a meeting will need to be held. Ms. Dolan asked Board members to keep November 20th and December 2nd open for the meeting. Courtesy of the Floor Page 5 None. Adjournment The meeting was adjourned at 1:30pm THE NEXT BOARD MEETING WILL BE HELD AT 12PM ON SEPTEMBER 30th Page 6