MINUTES OF

THE INDIANAPOLIS LOCAL PUBLIC IMPROVEMENT BOND BANK

 

Minutes of the Special Meeting of the Board of Directors

 

April 16, 2007

 

 

MEMBERS PRESENT:           MaryTitsworth Chandler   

            Jacob Hall

            Thomas O’Donnell

                                                DeVonne Richburg Pollard

 

                                                BOND BANK PRESENT:    


Barbara A. Lawrence

Katie Aeschliman

Brad Hartz

Kyle Willis

Monica Durrett

Laurie Canatsey

Jacqui Coe


             

OTHERS PRESENT:

 

Dennis Otten, Bose McKinney                    John Righeimer, Maverick Energy

Russ Paluch, Maverick Enery                                  Angie Steeno, Crowe Chizek

Tom Guevara, Crowe Chizek                     Steve Meno, Fifth Third

Jay Ryals, Fifth Third                                              Kostas Poulakidas, Kreig DeVault  


Molly Williams, IDI

Sharon Karst, BNY

Bob Kocher, BNY

David Lewis, Chase                             

George Buskirk, Hoosier Trust

Tom Surgener, Chase

Hans Steck, Bingham McHale

 


                                                                              

 

A Special Meeting of the Indianapolis Local Public Improvement Bond Bank (“Bond Bank”) convened at 12:00 p.m., Monday, April 16, 2007 at the City-County Building, 200 East Washington Street, Suite 224, Indianapolis, Indiana, pursuant to notice given in accordance with IC 5-14-1.5.  Board Chair Mary Chandler called the meeting to order after determining that a quorum was present.

 

Ms. Chandler asked for a motion to approve the minutes from March 19, 2007 and March 21, 2007. Mr. Jacob Hall commented that in the March 19 minutes there was no indication for the approval of the 1998A Refunding. Ms. Monica Durrett stated that it would be corrected.  Mr. Jacob Hall made the motion to approve the amended minutes, seconded by Mr. Thomas O’Donnell upon the above referenced addition. All voted in favor and the motion passed.

 

Chair Chandler first welcomed Mr. Kyle Willis (Bond Bank) back after an extended leave. Mr. Willis stated that it was good to be back.

The first order of business was Resolution No. 4 – Ameriplex Refunding. Mr. Brad Hartz gave a brief summery of the proposed financing . He stated the resolution is a refunding of the 2000 D Series bonds for the Airport industrial economic development area. He stated that the Bond Bank will issue $9.55 million dollars to refund approximately $8.935 million in outstanding bonds. The bonds will mature from 2011 to 2021 and based on the February 20th financial information, savings from the refunding will be approximately $332,000 which will go back to the qualified entities’for capital projects. The Bond Bank will try and match the debt service closely with the existing debt service.

 

Chandler asked for a motion to approve Resolution No. 4. Ms. DeVonne Richburg-Pollard made the motion to approve, seconded by Mr. Tom O’Donnell. All voted in favor and the motion passed.

 

The next order of business was Resolution No. 6 – Airport Swap. Ms. Katie Aeschliman gave a brief summary stating that the resolution authorizes the Bond Bank to negotiate new swap terms with UBS Investment Bank which will change the existing swap that will hedge the 2008 variable rate bond issuance by the Indianapolis Airport Authority. She then explained that the Bond Bank is layering a basis swap to the existing  75% of LIBOR Swap. This  will result in an effective reduction of the interest rate of approximately 70 basis points on an annual basis. Ms. Aeschliman asked if there were any questions. Ms. Barbara A. Lawrence asked if it was all related to the Midfield Terminal Project. Mr. Jerry Wise (Airport) stated that that was correct; it is the 2008 financing for the Midfield project.

Chair Chandler asked for a motion to approve Resolution No. 6. Mr. Thomas O’Donnell made the motion to approve, seconded by Mr. Jacob Hall.  All members, with the exception of Ms. DeVonne Richburg Pollard who recused herself , voted in favor and the motion passed.

 

The next order of business was resolution No. 5 – Fuel Hedge. Ms. Katie Aeschliman gave a brief summary explaining the fuel hedge and its savings for the City of Indianapolis’ gas and diesel budget. Ms. Aeschliman stated that the Bond Bank has been working with the City to find a way to hedge their exposure to the volatile fuel market. The Bond Bank proposes to enter into one or more series of  financial swaps with the underlying hedge  based on the commodity. The hedges will be based on a NYMEX scale. Ms. Aeschliman then stated that the Bond Bank has retained Maverick Energy Control team to help with the process. She then introduced John Righeimer and Russ Paluch from Maverick Energy Consulting. She then explained the process of the issuance of Requests for Proposals (RFP’s) and that the Bond Bank asked for proposals from ten banks, received seven and five of those are financial institutions are worthy transacting with as a counterparty. The Bond Bank is currently going through the approval process as well as the negotiation process with the Banks for documents needed to transact.

 

Ms. Aeschliman then stated that the Bond Bank has already been before the City County Council Public Works Committee on April 5, 2007. The Board of Public Works adopted their resolution in early March 2007. She went on to explained the transaction to the Board mentioning that the Public Works Committee wanted to put a sunset date on the agreement. This typically means that the Bond Bank cannot transact anymore after December 31, 2008 without additional approval for the Bond Bank Board as well as the Council. Chair Chandler asked why the limitation was imposed. Ms. Aeschliman stated that it is looked at as an evaluation point and there is also the chance that the program would not continue on after that point. It will give everyone a chance to evaluate how the hedge program will work. The resolution is being heard by the Full City County Council tonight for final adoption.

 

Chair Chandler asked what would be the Bond Bank’s involvement in the hedge and the cost associated with the program. Ms. Aeschliman explained the process to the Board and stated that they are still in the process of getting the figures. Chair Chandler then asked Mr. Righeimer if Maverick had other municipal clients. He stated that they did not have any with regards to fuel, but the City of Elkhart and Fort Wayne they have as clients but they use natural gas. He then stated that their company has school districts that are diesel clients. He also stated that the fuel piece is somewhat new mostly due to the volatility over the last few years where there can be upwards of a change of 30% for fuel.

 

Chair Chandler then stated that it looks like a great idea. Ms. Lawrence added that one of her concerns was the Department of Public Works which is very fuel driven. She also mentioned that Mr. Robert Clifford (City Controller) came up the idea and the fact that it would bring some stability to the budget which is a very good thing.

 

Chair Chandler asked for a motion to approve Resolution No.5. Ms. DeVonne Richburg Pollard made the motion to approve, seconded by Mr. Thomas O’Donnell. All voted in favor and the motion passed.

 

The next order of business was Resolution No. 7 – Voting machines. Ms. Aeschliman gave a brief summary of the resolution. She stated that in 2003 the Bond Bank issued a 1-year note which had the ability to be rolled up to 5 times over a five-year period. This was for the purchase of 615 new voting machines; the total cost was $11.1 million. The resolution authorizes the Bond Bank to roll the note until 2008; with a balance of $7.15 million and Chase Bank will hold the note. Chair Chandler asked why the Bond Bank chose to roll the note. Ms. Aeschliman stated that ultimately the Clerk and Controller’s office are working through the long-term plan for paying off the note which includes some federal grant dollars. Mr. Jacob Hall asked if there would be other federal dollars coming in. Ms. Aeschliman stated that the Office of Corporation Counsel, the Clerks office and the Controller’s office are involved in the process of finding that out.

 

Chair Chandler asked for a motion to approve Resolution No. 7. Mr. Jacob Hall made the motion to approve, seconded by Ms. DeVonne Richburg Pollard. All voted in favor and the motion passed.

 

The next order of business was the 2007 – 1st Quarter Budget report. Ms. Laurie Canatsey gave a brief summary of the budget. She explained some line items that looked to exceed prior projections and explained why. She also informed the Board that other items that appeared to exceed the budget were items that were paid out for the year in advance. Mr. Hall made mention that the Bond Bank fees were down. Ms. Canatsey stated that several of the fees had not yet been collected.

 

The next order of business was the Union Station update. Mr. Brad Hartz gave a brief summary stating that one of the tenants, El Sol, had recently vacated and the Bond Bank is working toward getting that spaced leased again. The newer tenant, Brothers, is soon to be up and running. He then stated that the City would soon take control of the chillers and the guaranteed energy savings contract work that was done at Union Station. Mr. Thomas O’Donnell asked if El Sol had gone out-of-business. Mr. Hartz stated that El Sol was in bankruptcy and had run into some issues.

 

The next order of business was the discussion of the Hotel Project update. Ms. Lawrence explained that the letter of intent was reached on January 10, 2007. She noted that one of the important  concerns was to the design elements of the project and to incorporating the design element into the project agreement. With the issue of trying to accomplish that.

 

Ms. Lawrence then discussed the rating of the City from the ratings agency. The Bond Bank has been in meetings with each of the ratings agencies over the past six months. The outcome of those meetings is the City’s overall credit rating. Indianapolis is one of a handful  of cities with a population of 500,000 or more that enjoy a triple-A rating. The ratings not only give the City better interest rates and more consideration from local partners, but it is also a prestige that is to be coveted. Ms. Lawrence then stated that Standard & Poor’s affirmed the City’s triple-A rating, which is the good news portion, the bad news is they are looking more closely at other factors that effect The City’s overall fiscal state, which is the operating budget, revenues, and assessed values. She then stated that Standard & Poor’s has given the City consideration for their consolidation, legislative efforts and addressed the City’s ongoing fiscal issues; particularly regarding the unfunded pension obligation. Standard & Poor’s considers those things worthy of note and has put the City on a credit watch status. The credit watch is a sign that a downgrade could be imminent. Therefore, the City is working hard during the legislative session for some local flexibility in terms of revenues and dealing with a few points that will help the Bond Bank use bonding authority for pension obligation bonds as well as continuing the efforts on the consolidation. She stated that she just wanted the Board aware that those considerations could be out there with Fitch Ratings and Moody’s as well. Overall, there is the remaining negative outlook and the fact that the City is on a credit watch.

 

Chair Chandler stated that the City’s effort to address the pension liability is viewed favorably since they are working toward rectifying the issue. Ms. Lawrence stated that it was and added that there is two or three legislative proposals efforts along with the City’s that will give local government more flexibility in terms of their revenue stream and the other is a crime package which will allocate certain new revenues for crime fighting initiatives, the third element is a piece of legislation that will provide flexibility to issue pension obligation. Chair Chandler asked that if the City was allowed more flexibility on the pension when does she think it will come before the Board. Ms. Lawrence stated that it would possibly happen late 2007 or early 2008. They went on to discuss the different scenarios of the issues.

 

Chair Chandler asked for a motion to adjourn. Mr. Jacob Hall made the motion, seconded by Ms. DeVonne Richburg Pollard. All voted in favor and the motion passed.

 

Chair Chandler adjourned the meeting at 12:31p.m.