BOARD OF DIRECTORS MEETING
County of Chautauqua Industrial Development Agency
201 W Third Street, Jamestown, NY
December 9, 2016
10:00 a.m.
Mike Metzger Chairman
Dennis Rak Vice-Chair
Hans Auer Treasurer
Kim Peterson Secretary
David Bryant Member
George Borrello Member
Kelly Farrell DuBois Member
Brad Walters Member
Also in attendance:
Kevin Sanvidge CEO
Rich Dixon CFO
Don McCord Deputy Director PED
Greg Peterson Counsel
Matt Mazgaj Counsel
Michelle Turner VP of Marketing
Carol Rasmussen CCIDA Staff
Lawrie Taylor CCIDA Staff
Sue Casel CCIDA Staff
Tom Mignogna Millennia Housing Development, LTD.
Mark Lyons RES/Ball Hill Wind Energy
Jim McCarthy The Post Journal
Absent Board Member(s): Cory Duckworth
Meeting was called to order by Mike Metzger-Chairman, at 10:05 a.m.
Mike Metzger
I will now call the County of Chautauqua Industrial Development Agency (CCIDA) Board of Director’s meeting to order. We are meeting at CCIDA, 201 W Third Street, Jamestown, NY. Today is December 9, 2016 (10:05 a.m.).
I will now have roll call.
Brad Walters – Here, Hans Auer – Here, George Borrello – Here, David Bryant – Here, Dennis Rak – Here, Kelly Farrell DuBois – Here, Kim Peterson – Here, and Mike Metzger – Here.
We have a quorum and will begin the meeting.
Before we start the meeting, Kevin has an announcement to make.
Kevin Sanvidge
The Annual PGA Tour Meeting was recently held. We were honored as the “Rookie of the Year” for new tournaments. We won over 6 other first year tournaments.
Kevin and the LECOM staff were congratulated and thanked by the Board for doing such an outstanding job their first year.
Mike Metzger
I would like a motion to accept the October 25, 2016, minutes.
George Borrello
So moved.
Dennis Rak
Second.
Mike Metzger
Any discussion? Hearing none – All in favor indicate by saying Aye.
Ayes all around – The minutes are accepted.
*Leah Stow gave a presentation on State Books – an on line economic development tool.
Dennis, the first Resolution.
Dennis Rak
Resolution 12-09-16-01
Authorizing the Appointment of Officers to the Board of Director’s for a One-Year Term.
David Bryant
Second.
Mike Metzger
If there is no discussion, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – Aye, David Bryant – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed. Brad, the next Resolution, please.
Brad Walters
Resolution 12-09-16-02
Authorizing the Reappointment of Kevin M. Sanvidge to Serve as Administrative Director/Chief Executive Officer of the County of Chautauqua Industrial Development Agency.
Hans Auer
Second.
Mike Metzger
Kevin has agreed to serve in this position, and has waived any change in his compensation.
This was approved by the Governance Committee.
If there is no discussion, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – Aye, David Bryant – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed. George, Resolution C, please.
George Borrello
Resolution 12-09-16-03
Authorizing the Chief Financial Officer’s Contract.
This was approved by the Governance Committee.
Kim Peterson
Second.
Mike Metzger
Is there any further discussion, hearing none, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – Aye, David Bryant – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed. David, Resolution D, please.
David Bryant
Resolution 12-09-16-04
Resolution Approving Certain Appointments and Administrative Matters of the Agency.
This was approved by the Governance Committee.
George Borrello
Second.
Mike Metzger
Is there any further discussion, hearing none, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – Aye, David Bryant – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed. Kelly, Resolution E, please.
Kelly Farrell DuBois
Resolution 12-09-16-05
Resolution of the County of Chautauqua Industrial Development Agency Adopting Certain Policies and Procedures and Addressing Other Matters in Connection with Governance.
Kim Peterson
Second.
Matt Mazgaj
As presented to the Governance meeting, there have been changes to the General Municipal Law. Presenting to the Governance Committee, I described the four documents that are part of this resolution, including a new application, a new uniform criteria for evaluating projects, a new sublease agreement, and also a project monitoring compliance policy. These changes will bring the IDA in line with the requirements of the law.
*There was general discussion among the Board.
Another item that came up was the proposal of a Transactions Committee. It will be made up of a couple Board members and either Kevin or Rich, that will be able to sit down with an applicant and as if there were a preliminary resolution. The group can authorize the IDA members to go forward and issue notices of public hearings and act in a more expedient pace rather than requiring everyone to come in, get a quorum, get the project moving. Everything is still within the decision of the Board. This will help alleviate special meetings to get the permission of the board.
Mike Metzger
This was approved by the Governance Committee.
Is there any further discussion, hearing none, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – Aye, David Bryant – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed.
Kim, Resolution F, please.
Kim Peterson
Resolution 12-09-16-06
Resolution Approving Interest Only for CREDC AL Tech Loan through December 31, 2017.
Brad Walters
Second.
Mike Metzger
Is there any further discussion, hearing none, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – Aye, David Bryant – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed.
Hans Auer, Resolution G, please.
Hans Auer
Resolution 12-09-16-07
Resolution of the County of Chautauqua Industrial Development Agency Concerning the Statement of Findings Pursuant to the New York State Environmental Quality Review Act for Ball Hill.
David Bryant
Second.
Matt Mazgaj
There are two resolutions before the Board regarding the Ball Hill Wind project. One is related to the SEQR – Environmental Review; and one the Final Authoring Resolution that will give the agency the ability to close the Tax Lease and PILOT transaction.
Mark Lyon
Spoke briefly on the process of the project. The project has not changed.
Mike Metzger
Is there any further discussion, hearing none, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – No, David Bryant – Aye, Dennis Rak – Abstain, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed. Dennis, Resolution H, please.
Dennis Rak
Resolution 12-09-16-08
Resolution Taking Official Action Toward and Approving the Straight Lease Documents for a Certain Project for Ball Hill Wind Energy, LLC.
Hans Auer
Second.
George Borrello
As I’ve stated, I am not in support of industrial wind projects and expressed his concerns.
Mike Metzger
Is there any further discussion, hearing none, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – Nay, David Bryant – Aye, Dennis Rak – Abstain, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed. Brad, Resolution I, please.
Brad Walters
Resolution 12-09-16-09
Resolution Authorizing the Chief Executive Officer to (A) Send a Letter to the Agency’s Uniform Tax Exemption Policy and (B) Conduct a Public Hearing in Connection with the Covenant Manor Apartments Project.
Dennis Rak
Second.
Carol Rasmussen
Tom is here representing the Millenium Group. They are requesting a 7-year extension.
Tom Mignona
In 2014, we acquired the Covenant Manor Apartments. At that point, we entered into a PILOT Agreement with CCIDA. About a year after that we entered in to a Historic Tax Credit financing arrangement and also a BOND issuance so we could historically rehabilitate that building. Total project cost was roughly $10M – of that $2.3M went in to construction and renovation of the building.
Our request is also associated with timing with how the tax credit – there is a 15 year compliance period. Our 10 year PILOT agreement falls short of those 15 years. Our lenders and partners are insisting that we come and try to extend the PILOT for the remaining 7 years for the full 15 year compliance period. It offers a risk to us financially and to the project financially coupled with construction costs. There is a possibility of incurring $1M worth of financial penalties and construction costs associated with not extending the PILOT to match that compliance period.
Mike Metzger
Is there any further discussion, hearing none, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – Aye, David Bryant – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed. George, Resolution J, please.
George Borrello
Resolution 12-09-16-10
Resolution Authorizing Acceptance of Final Payment of Grant from NYS DOT for Reconstruction of Progress Drive Payable to Chautauqua County.
Kim Peterson
Second.
Mike Metzger
Is there any further discussion, hearing none, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – Aye, David Bryant – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed. David, Resolution K, please.
David Bryant
Resolution 12-09-16-11
Resolutions of the Board of Directors of County of Chautauqua Industrial Development Agency to Sell to Cummins, Inc., Property Located on Baker Street, Town of Busti, New York.
Kelly Farrell DuBois
Second.
Rich Dixon
Briefly discussed the resolution.
Mike Metzger
Is there any further discussion, hearing none, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – Aye, David Bryant – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed. Kelly, Resolution L, please.
Kelly Farrell DuBois
Resolution 12-09-16-12
Resolution Authorizing Subordination Agreement to Approve and Execute a Subordination Agreement with Falconer Enterprises, LLC.
Kim Peterson
Second.
Mike Metzger
Is there any further discussion, hearing none, I will take a roll call vote.
Brad Walters – Aye, Hans Auer – Aye, George Borrello – Aye, David Bryant – Aye, Dennis Rak – Aye, Kelly Farrell DuBois – Aye, Kim Peterson – Aye, and Mike Metzger – Aye.
The Resolution is passed. Rich, the Treasurer’s Report, please.
Rich Dixon
An overview of the balance sheet was given.
Mike Metzger
May I have a motion to accept the Treasurer’s Report?
David Bryant
So moved.
George Borrello
Second.
Mike Metzger
Are there any questions? Hearing none, I will take a vote. All in favor?
Ayes all around. The treasurer’s report is accepted.
I would now like to move for a motion to go in to executive session to discuss the financial and credit history of certain companies and the potential acquisition and lease of real property by the agency.
Hans Auer
I so move.
Kim Peterson
I second.
Mike Metzger
All those in favor.
Board
Ayes all around. We are now in Executive Session.
Executive Session begins at 11:18 a.m.
Executive Session ends at 12:04 a.m.
Mike Metzger
We are now in regular session.
Is there anything more to come before the Board? If not, may I have a motion to adjourn?
Dennis Rak
So moved.
Hans Auer
Second.
Mike Metzger
All those in favor – Ayes all around.
This meeting is adjourned. Meeting adjourned at 12:06 p.m.
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(Assistant) Secretary Chairman