construction finance oversight minutes - february 2, 2021

On Tuesday, February 2, 2021, the CONSTRUCTION FINANCE OVERSIGHT COMMITTEE of the Greater Orlando Aviation Authority met in SAC Conference Room Bravo/Alpha/Echo, at 11344 Termi nal C Service Road , Orlando, FL 32824 . Following some t echnical difficulties Chairperson Sharman called the meeting to order at 9 : 37 a.m. The meeting was pos t ed in accordance with Florida Statues with quorum participating . Office of the Governor , Executive Order Number 20 - 69 .

Committee Members Present: Kathleen Shar man , CFO and Chair Davin Ruohomaki , Senior Director , Planning/Engineering & Constr uct ion Tom Draper , Senior Director of Airport Operations Brad Friel , Director of Planning

Also Present: Karen Ryan , Legal Counsel Deborah Silvers , GOAA Risk Management Director Rob Brancheau , Anser Advisory Alex Sorondo , HNTB Ksenia Merck , K Merck & Assoc . Nils Johnson , GCI Karen Kosciusko , GOAA, Recording Secretary

LOBBYIST DISCLOSURE For individuals who conduct lobbying activities with Aviation Authority employees or Board members, registration with the Aviation Authority is required each year prior to conducting any lobbying activities. A statement of expenditures incurred in connection with those lobbying instances should also be filed prior to April 1 of each year for the preceding year. As ofJanuary 16, 2013, lobbying any Aviation Authority Staff who are members of any committee responsible for ranking Proposals, Letters of Interest, Statements of Qualifications or Bids and thereafter forwarding those recommendations to the Board and/or Board Members is prohibited from the time that a Request for Proposals, Request for Letters of Interests, Request for Qualifications or Request for Bids is released to the time that the Board makes an award. As adopted by the Board on September 19, 2012, lobbyists are now required to sign-in at the Aviation Authority offices prior to any meetings with Staff or Board members. In the event a lobbyist meets with or otherwise communicates with Staff or a Board member at a location other than the Aviation Authority offices, the lobbyist shall file a Notice of Lobbying (Form 4) detailing each instance of lobbying to the Aviation Authority within 7 calendar days of such lobbying. As of January 16, 2013, lobbyists will also provide a notice to the Aviation Authority when meeting with the Mayor of the City ofOrlando or the Mayor ofOrange County at their offices. The policy, forms, and instructions are available in the Aviation Authority's offices and the web site. Please contact the Chief Administrative Officer with questions at (407) 825-7105.

COVID-19 ANNOUNCEMENT Due to COVID-19 pandemic and our ongoing focus on safety, the Greater Orlando Aviation Authority will be following the Centers for Disease Control (CDC) guidelines regarding events and gatherings. Seating at sunshine committee meetings will be limited according to space and social distancing. Attendance is on a first come, first serve basis. All attendees must wear a face covering.

Chairperson Sharman asked the Committee to report any conflicts of interest or violations of the Aviation Authority's Code of Ethics and Business Conduct; lobbying activities policy; or the Florida Sunshine law with regard to any agenda item. No Violations were reported.

1. MINUTES AND OLD BUSINESS

A. Minutes of the January 5, 2021 CFOC Meeting

The Committee reviewed the meeting minutes from January 5, 2 02 1 . No comments or concerns were provided .

The Committee reached a consensus to approve the meeting minutes of the January 5, 2021 CFOC Meeting as presented.

MINUTES OF THE CONSTRUCTION FINANCE OVERSIGHT COMMITTEE MEETING February 2, 2021 of 10

B. Old Business Update

Resolved I ssues

Chairperson Sharman stated that the Negotiated Settlement issue was resolved during the last meeting .

Issues Pending Resolution

Roadway Signage

On February 2 , 2021 , Chairperson Sharman stated that item SC presented at today' s meeting will address this issue and it will be moved to resolved next month.

CIP Update

On February 2, 2021, Chairperson Sharman stated that after the CMC meeting last week , a new schedule will be circulated for review and comment .

The Committee reached a consensus on the Old Business Update.

2. START-UP PACKAGES AND RATIFICATION ITEMS

Start-Up Packages

A . DEFERRED - BP-00045 - ORL Taxiways F & G Rehabilitation & Taxiway E4 Construction

B. H-00337 - Aircraft Parking Apron Rehabilitation - Phase I (Airside 1)

The Committee reached a consensus on the Start-up Packages.

3 . ACTION ITEMS

A . Recommendation to Approve the Budget Transfer Request for BP-Sl00A -Airsides 1 and 3 Automated People Mover Operating System

Mr . Johnson presented the memorandum dated February 2, 2021, requesting to transfer $29 , 832 of previously approved 2015A AMT GARB funds from project ZC- 217 to project BP- Sl00A for additional OAR services for coordinating project close out of open items and final acceptance of the APM system.

Chairperson Sharman stated that while there is no fiscal impact to the Airsides 1 & 3 APM operating system program this will reduce the CIP Unallocated amount to zero . She asked Mr . Johnson if the team was confident that there was enough to finish the project . Mr. Johnson replied yes .

The Committee reached a consensus to approve the transfer of $29 , 832 of previously approved 2015A AMT GARB Bond funds from ZC-217 - Airsides 1 & 3 Automated People Mover Structure/ Guideway and Soft Costs Capital Improvement Plan Unallocated to BP-Sl00A - Airsides 1 and 3 Automated People Mover Operating System.

MINUTES OF THE CONSTRUCTION FINANCE OVERSIGHT COMMITTEE MEETING February 2 , 2021 of 10

B. DEFERRED - Recommendation to Approve Cost Transfer Requests and Cost Allocation Methodology for W-00396 - Virtual Ramp Control, North Terminal/ South Terminal

C . Recommendation to Approve Budget Transfer Request for BP-S00178 - GMP 19S Airfield Civil , Apron, Airfield and Utilities , South Terminal C Phase 1 Expansion

Mr . Brancheau presented the memorandum dated February 2 , 2021 , requesting the approval to transfer $898 , 286 of GARB funds from H- S00021 to BP- S00178 - GMP 19S to complete the excavation and hauling of embankment materials . BP- S00178 was o r ig i nally an "H" proj ect but due to some coordination issues it has been deter mi ned that it ma kes more sense to combine scopes and complete the project using a CM .

Mr . Ruohomaki provi ded c l arification that when the project was started it did make sense to go about it in the manner initially planned as there were so many projects occurring simultaneously .

There is no fiscal impact to the overall STC- PIX program.

The Committee reached a consensus to approve the transfer of (a) $654 , 222 of GARB funds from H-S00021X - Relocation of Rapid Infiltration Basins Material , Apron to BP-S00178X - GMP 19S Airfield Civil, Apron, Airfield , and Utilities , Apron; and (b) $244 , 064 of GARBS funds from H-S00021X, AFG to BP-S00021X , AFG to BP-S00178X , AFG to complete the excavation and hauling of embankment materials .

D . Recommendation to Approve Budget Transfer Requests for W-S00145 - Owner Furnished Furniture/Fixtures/Equipment and Information Technology Items , Changing Regulatory Requirements

Ms . Merck presented the memorandum, dated February 2 , 2021, requesting t he Committee approve the Changing Regulatory Requirements Program set aside releases and budget transfers of GARB funds of $1 , 500 , 000 from ZC - 252CBP and $750 , 000 from ZC - 252TSA for a total of $2 , 250 , 000 . These transfers are to support the TSA and OPD required changes/modifications to their FFE &

IT needs . The requested budget transfers will have no fiscal impact on the Changing Regulatory Requirements Program.

Mr . Ruohomaki stated that , based on our lessons learned from AS4 , this request should capture 95 % of the CBP and TSA requirements . Ms . Sharman additionally asked for confirmation that this request is funded by Changing Regulatory Requirements . Ms . Merck confirmed on both counts .

The Committee reached a consensus to approve the Changing Regulatory Requirements Program set aside releases and budget transfers of GARB funds in the amount of (a) $1 , 500 , 000 from ZC-252CBP - Set Aside for South Terminal C U.S.Customs and Border Protection (CBP) Changes to W-S00145CBP - Owner Furnished Furniture , Fixtures , and Equipment/ Information Technology CBP; and (b) $750 , 000 from ZC-252TSA - Set Aside for South Terminal C Transportation Security Administration (TSA) Changes to WS00145TSA - Owner Furnished Furniture , Fixtures , and Equipment/ Information Technology TSA.

E. Recommendation to Approve Budget Transfer Request for Builders Risk Insurance Premium Extension , South Terminal Complex , Rental Car Projects , and Changing Regulatory Requirements


Mr . Brancheau presented the memorandum dated February 2 , 2021 , requesting approval of a Budget Transfer in the amount of $1,734,469 for a Builders Risk Insurance Premium Extension .

While the builders risk insurance coverage period for the STC- Pl program and related projects expires in June 1 , 2021 , the STC-PlX program is covered through to June 1 , 2022 . With the end goal being to provide full protection for all STC projects , it is recommended that the builders risk insurance period of performance be extended to provide coverage for all projects to May l , 2022 . The breakdown of budget transfers are shown in Exhibit 1 .

Ms . Sharman inquired as to the expiration date of the PlX . Mr . Brancheau responded that it expires May 1 , 2022 . Mr . Ruohomaki provided additional background on the thought process for the timing of the insurance needs during

1 s tconstruction . Ms. Silvers did mention that May is the Authority ' s regular renewal date and there is the possibility that the extension could end earlier with a true - up after the policy expires .

As the requested budget revis ions result in an i ncrease to the STC-Pl budget in t he amount of $1 , 734 , 469 and a decrease to the STC- PlX budget and soft cost reserves by the same amount, coupled with a decrease to CIP Unallocated in the amount of $28,559 and $18 , 177 within the RAC and Changing Regulatory Requirements (CRR ) programs, respectively there is no overall impact to the program budgets .

The Committee reached a consensus to approve the transfers as reflected in Exhibit 1.

F. Recommendation to Approve Budget Transfer Request Among Guaranteed Maximum Price 6S Series Airside Concourse Projects , South Terminal C Phase 1

Mr . Brancheau presented the memorandum dated February 2, 202 1, requesting approval for a Budget Transfer among Guaranteed Maximum Price 6S Series Airside Concourse Projects , South Terminal C Phase 1 as indicated in Table 2 of the memorandum .

This request is related to the Interim Negotiated Settlements for scopes of work that include masonry, building concrete, plumbing, HVAC, and low voltage systems .

The purpose of the transfers is for Additional Owner Contingency is needed as noted below :

• Airside Structure Enclosure (BP-S00143 ) - $1.SM • Interior Finishing Specialties (BP-S00168 ) - $2 . 0M • Combined Total of $3.SM to be applied to those projects .

The intention is to take funding from several different areas of ZC- 256 to accommodate this request in order to provide sufficient budget to support GMP amendments that will be presented at future Cons truction Committee Meetings (see Table 2) .

Ms . Sharman pointed out that this action wi ll reduce the Program Pricing Allowance to less than $1 million . Mr . Ruohomaki responded that this is not an unusual course o f acti on and should not present any issues.

There is no fiscal impact to the overall STC-Pl program. However , the PPA is reduced by $3.5 million, leaving a balance of $719 ,552 .

https://BP-S00143)-$1.SM


The Committee reached a consensus to approve the transfer of (a) $300,000 of Capital Expenditure funds from ZC-256 - Program Price Allowance, Terminal to BP-S00143 - GMP 6S.l Airside Structure and Enclosure; (b) $570,000 of PFC funds from ZC-256, Terminal to BP-S00143 , Terminal; (c) $760,526 of PFC funds from ZC-256 , Terminal to BP-S00168 - GMP 6S.4 Airside Interior Finishes and Specialties , Terminal; (d) $630,000 of GARB funds from ZC-256, Terminal to BP-S00143, Terminal; (e)$50,046 of GARB funds from ZC-256, Terminal to BP-S00168, Terminal; (f) $302,635 of GARB funds from ZC-256 Program Price Allowance , Apron to BP-S00168, Terminal; and (g)$886,793 of GARB funds from ZC-256 - Program Price Allowance, Site to BP-S00168,Terminal.

F. Recommendation to Rescind January 5, 2021, Construction Finance Oversight Committee Item 3C and Approve Revised Budget Transfer Request for H-00299SPE - Airport Operations Area Security Fence Upgrade, Security Program Enhancements Program

Ms . Sharman presented the memorandum dated february 2 , 2021 , request i ng rescission of the January 5 , 202 1 , Construction finance Oversight Committee Item 3C and approval of a revised Budget Tr ansfer Request for H-00299SPE - Airport Operations Area Security fence Upgrade , Security Program Enhancements Program.

This action will maximize the use of the fDOT grant funds received and can be used in conjunction with the GARB funds currently identified for this p r oj e ct .

The budget for H- 002 99SPE will increase by $227 , 547 .

Chairperson Sharman stated that the change from the rescinded action to this item was $6 . 00 .

The Committee reached a consensus to rescind the January 5 , 2021 , CFOC recommendations and to approve (a) the use of the 'Completion of Perimeter Fence Upgrade 'sub-item in the Security Program Enhancement Capital Improvement Plan program to supplement H-00299SPE - Airport Operations Area Security Fence Upgrade in order execute this scope of work; (b) approve the transfer of $158,685.59 of GARB funds from ZC-310 -Security Program Enhanceme nts Capital Improvement Plan Unallocated to H-00299SPE - Airport Operations Area Security Fence Upgrade; and (c) approve the transfer of $68,860.95 of FDOT funds from TBD-Future Projects to H-00299SPE.

4. PROGRAM BUDGET STATUS WORKSHEETS

A. Airsides 1 & 3 APM Guideways/Structure

The variance column ref l ects Item 3A presented at today ' s meeting.

The Committee reached a consensus to proceed with the Program Budget Status worksheet as presented.

B. Access Control Security Enhancements

There have been no changes to the budget .


https://68,860.95

https://158,685.59


C. Baggage System - Additional Projects



D. ORL Active Projects

This item is cur rently undergoi ng revisions and is not presented today .

E. North Terminal Security Checkpoints

There have been no changes to the b udget .


F. North Terminal Security Systems Biometrics

There have been no adjustments to the budget .


G. South Terminal C

1) STC Phase 1

The adjustments to budget column reflects items lA a nd 30 that were presented during l as t month ' s CFOC meeting .

The variance column reflects item 30 and 3F presented at today' s meeting .

2) STC Expansion

The adjustments to budgets column reflects item 30 presented at the January 5 , 2021 CFOC meeting .

The variance column reflects items 3E and 3C presented at today' s meeting . There is also an EAC in the Soft Costs t hat wil l be moved to unallocated Soft Costs .

The Committee reached a consensus to proceed with the Program Budget Status worksheets as presented.

H. Closed Circuit Television Improvements



I . Airfield Taxiway Rehab



The Committee reached a consensus Status worksheet as presented.

J. North Terminal Signage

There have been no adjustments to


K. Fiber Infrastructure

to proceed with the Program Budget

the budget .


There have been no changes to the budget.


L. Rail Infrastructure Oversight

There have been no adjustments to


M. Airsides 2 & 4 APM System Update


the budget .




N. Changing Regulatory Requirements

The variance column reflects items 3E and 3D presented today .


0. North Terminal Building System Replacement



P. Hyatt Regency Hotel



Q. Rental Car Projects

The variance column reflects item 3E presented a t t oday' s mee ting . There is an EAC that wi ll be moved to CIP Unallocated .



R. Airline Terminal Rebalancing Projects

There have been no adjus tments to the budget . The i ndividual projects are on the Avia tion Authority Boar d Agenda s cheduled for later today .


S . North Terminal Baggage Handling System MAC Projects



T. Security Program Enhancements

The var iance column r e f lects i tem 3G p r esented at today' s meeting . Mr . Ruohmaki asked about the po s sible scenario in which Security needs to add items after we have opened . Chairperson Sharman indicated that there is FOOT & GARB uFuture Projectu funding available and stated t o keep in mind FOOT procurement requirements in order to use the funding .


U. North Terminal Building Updates

There have been no adjustment s to the budget .


V. Campus Wide Enhancements

Ther e have been no adjustments to the budget .


W. Ticket Lobby CUSS/ CUPPS

Ther e have been no changes to the budget .

The Committee reached a consensus St atus wo rksheet as p r esent ed .

X . Roadway Si gna g e 2018-2025

There have been no adjustments to addressing this subject .

The Committee reached a consensus Status wo rks heet as prese nted .


the budget but there is an info item



Y. Health & Safety Renovations 2018-2025

There have been no adjustments to the budge t . Informational item 5D on today' s age nda clarifies the fiscal impact that the program is that avai lable GARB f unds will be reduced but CAPEX will b e available to u s e elsewhere .

The Committee reached a consensus to proceed with the Program Budget Status worksheet as presented .

5. INFORMATIONAL/DISCUSSION ITEMS

A. 2021 CFOC Meeting and Memo Deadline Schedule

Ms . Sharman mentioned the next schedul ed CFOC meeting will be held Tuesday , March 2 , 2021 , at 9 : 30 a . m. The CFOC memorandum deadline i s February 16 , 2021 , at 10 : 00 am . CFOC memos should be submitted to cfocSubmi s sions@goaa . org . The CFOC agenda review meeting wil l be held on February 18 , 2021, at 11: 00 a . m. via GoToMeet ing .

B. 2021 CFOC Meeting and Deadline Calendar

The 2021 CFOC meeti ng ca l endar was previously provided for t he Committee ' s information .

C . Roadway Signage 2018-2025 Pro gram Status Update

Mr . Friel remarked that Mr . Sorondo and the signage team have come up with a solid funding plan . Mr . Sorondo stated that the intention is to utilize $ 1 . 75M of grants that have been awarded for the STC . Within that STC project some of the eligible scope i ncludes sig_nage . At this time , there is no scope that has been awarded for signage in the STC work program . Because the STC signage must be in place before the STC opens , we are proposing to use $1 . 75M of FOOT grant money that has already been awarded and use that $1 . 75M as a match for GARB funds that we currently have for a total of $3 . SM which will be the cost of the Phase I signage scope . We anticipate rece i ving $6M in FOOT grant funding in the July/August time frame for signage projects . Upon receipt of that fundi ng , we would replenish the $1 . 75M that we are taking from the grant today leaving $4 . 25 for Phase II in addition to any GARB match money . See Table 4 for a breakdown . If we do not receive the grant money in July/August we would use $1 . 75M of GARB money that we already have and replenish the STC work p r ogram wi th those funds . In this event , Phase II of the signage project would have to be reduced . Conversely , we could fund the entire $3 . SM project with GARB money and not use any grant money but then , i f we DO get the grant money in J uly we will not have the money for the match . This would equa t e to a $3 . SM loss for s i gnage . To avoid this , the recommendation is to "repurpose" $1 . 75M of grant funds to match the $1 . 7 5M of GARB funds that we have to get to the $3 . SM . If the grant funding comes through in July we can use i t to replenish the "repurposed" funds . Mr . Ruohomaki wanted to clarify that we are discussing roadway signage vs . interior signage . Chairperson Sharman discussed grant matching possibilities and opportunities to l everage funding . She asked Mr . Ruohomaki if he was comfortable with the numbers . He replied yes . Mr . Sorondo s t ated that an action item will be presented to the CFOC once final estimates are received .


ADJOURNMENT

Having no further business to conduct , the meeting was adjourned at 10 : 23 AM .

Kathleen M. Sharman , Chairperson Construction Finance Oversight Committee Chief Financial Offi cer

construction finance oversight minutes - february 2, 2021

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