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Bradley Lake PMC Meeting Monday, September 22, 1997 1
BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE MEETING MINUTES Training Room ee Chugach Electric Association any tee 5601 Minnesota Drive ine? Anchorage, Alaska VF W Regular Meeting Monday, September 22, 1997 10:00 a.m. ‘1. CALL TO ORDER Vice Chairman Eugene Bjornstad called the meeting of the Bradley Lake Hydroelectric Project Management Committee to order at 11:00 a.m. on Monday, September 22, 1997, in the Training Room of Chugach Electric Association, Anchorage, Alaska, to conduct the business of the Committee per the agenda and public notice. 2. ROLL CALL Roll was called by Shauna Dean. The following members were present, and a quorum was established: Eugene Bjornstad, Vice Chairman Chugach Electric Association Dave Calvert City of Seward Norm L. Story is ad Ae Homer Electric Association Coe bee Dennis McCrohan A Alaska Energy Authority a Wayne Carmony i [Arve Matanuska Electric Association = Mike Kelly Golden Valley Electric Association 3. PUBLIC ROLL CALL Others Present: Valorie Walker, Alaska Energy Authority Cindy Cartledge, Alaska Energy Authority Shauna Dean, Alaska Energy Authority Hank Nikkels, Anchorage Municipal Light & Power Jim Walker, Municipality of Anchorage Bradley Lake Project Mar _ :ment Committee Meeting Minutes Monday, September 22, 1997 Page 2 of 5 Tim McConnell, Anchorage Municipal Light & Power John S. Cooley, Chugach Electric Association Brian Hickey, Chugach Electric Association Joe Griffith, Chugach Electric Association Jim Hall, Matanuska Electric Association Don Stead, Homer Electric Association Bob Hufman, AEG&T Robert Hansen, Golden Valley Electric Association Bradley Evans, Golden Valley Electric Association Steve Haagenson, Golden Valley Electric Association Ron Saxton, Purchasing Utilities Ken Vassar, Wohlforth, Argetsinger, Johnson & Brecht 4. PUBLIC COMMENT There was no public comment. 5. AGENDA COMMENTS Mr. McCrohan asked that Agenda Item 9 be restructured as follows: A. Spinning Reserves Update — Joe Griffith B. Qut-of-Pocket Bond Refunding Costs — Dennis McCrohan C. Budget Subcommittee Bond Refunding Report — Joe Griffith D. Settlement Agreement — Ron Saxton There were no other additions or comments, and the agenda was adopted by unanimous consent. 6. APPROVAL OF MEETING MINUTES - May 20, 1997 MOTION: Mr. Calvert moved to approve the meeting minutes of May 20, 1997. Seconded by Mr. Kelly. There being no changes or additions, a voice vote was taken, and the minutes were unanimously approved as presented. ih BUDGET SUBCOMMITTEE REPORT A. Bond Refunding (Continued from September 4, 1997) Mr. Griffith recapped the status of the bond refunding. He said there was currently approximately $500,000 in unexpended funds still remaining in the account, which would cover the bulk of the expenses associated with the bond refunding transaction. Mr. Evans reported that the Budget Subcommittee had recently approved the audit performed by Pete Raiskums. 8. OPERATION AND DISPATCH SUBCOMMITTEE REPORT Bradley Lake Project Mar _ :ment Committee Meeting Minutes Monday, September 22, 1997 Page 3 of 5 Mr. McCrohan said Mr. Stead would present the O&D report in Mr. Sieczkowski's absence. Mr. Stead reported that the operations and maintenance of the project were running smoothly. He said they were scheduled to fly a shack up to the North Fork today for additional stream gauging, but they were unable to do so due to high winds. Mr. Cooley reported that the lake level was currently at 1,167. He said they had had a significant problem last Wednesday in that the line between Anchorage and Kenai tripped with both Bradley units and a Bernice Lake unit on. One Bradley unit had to be taken off line to stabilize the system, and they were unable to control frequency on the Kenai for about 20 minutes. Homer had shed three feeders during this period. He said the cause of the problem had originated on the Kenai side, but the specific problem had not yet been determined. Discussion was heard. Mr. Hickey reported that the O&D Subcommittee had met on the 5th and had discussed the status of the GPS. The consultant had advised that they were currently working on benchmarking the model, and the report on this phase of the project would be completed next week. 9. OLD BUSINESS A. Spinning Reserves Update Mr. Griffith said the ASCC/RCC economic evaluation was still in progress, and that was all he had to report. B. Qut-of-Pocket Bond Refunding Costs - Dennis McCrohan MOTION: Mr. McCrohan moved that the Committee approve the following on reimbursement: That out-of-pocket expenses for all parties involved in the refunding, other than the underwriters, be reimbursed by the PMC prior to implementation of the pricing stage, and that all parties’ out-of-pocket expenses, including the underwriters, be reimbursed by the PMC for activities prior to document closing. Seconded by Mr. Kelly. Mr. McCrohan asked Ms. Walker to address the motion, and discussion was heard. MOTION: Mr. Kelly moved to table action on this item until after the Committee had taken up Agenda Item 9.D. Seconded by Mr. Griffith. There being no discussion, a voice vote was taken, and the motion passed unanimously. This item was tabled until after Agenda Item 9.D. C. Budget Subcommittee Bond Refunding Report - Joe Griffith Mr. Griffith said Ms. Walker had gone over the first three steps, and he would pick up at that point. He reported that the due diligence was currently being conducted, and the pricing will occur at the completion of the due diligence process. He said after closing, the current estimate was approximately $350,000. Mr. Griffith said the last two steps are secondary offering and final settlement, and by the time they got to that point, they would have incurred an additional $1.3 million, Bradley Lake Project Mar _ :ment Committee Meeting Minutes Monday, September 22, 1997 Page 4 of 5 \ / TN . f but that would be picked up in the refunding issued. )—> | sue $ Mr. Griffith summarized the meeting with Mr. Saxton last week in Seattle. He said action items and topics had been designated to each individual participant. The large action items on the utility side consist of compiling the descriptions of the power purchaser service area, regulations and operations, and financial summaries. He added that the only financial summaries he currently has are Homer's and Chugach's and everyone else needs to submit their audited financial summaries. Discussion was heard. Dz. Settlement Agreement - Ron Saxton Mr. Saxton reported that the settlement agreement remained unchanged. He said he and Mr. Vassar had reached tentative agreement as follows: Mr. Vassar said he would prefer approval by the different boards, but he would accept execution by the managers if an opinion from their counsel could be provided stating the attorney had reviewed the agreement and concurred that execution by the manager or the board was sufficient to bind the utilities to the agreement without further action. Mr. Saxton further explained that the attorney's opinion would not address the merits of the settlement or anything else about Bradley Lake. Mr. Saxton said if the attorneys and/or boards would accomplish execution of the agreement, he and Mr. Vassar would work on revising the settlement agreement so it could be distributed within the next couple of days. Mr. Kelly suggested that Mr. Saxton fax the Committee members a statement outlining his and Mr. Vassar's agreement in that regard. Mr. Saxton responded that they would be provided a form of opinion to provide their attorneys. Discussion was heard. 9. OLD BUSINESS B. Qut-of-Pocket Bond Refunding Costs - Dennis McCrohan MOTION: Mr. Kelly moved to take off the table and place back before the Committee Mr. McCrohan's earlier motion under Item 9.B. concerning reimbursement of out-of-pocket expenses associated with the bond refunding. Seconded by Mr. Story. A voice vote was taken, and the motion passed unanimously. Mr. McCrohan addressed his earlier motion. Mr. Carmony clarified that the estimate was $100,000 for the first part of the motion, with a total of $350,000 through the second part of the motion. Mr. McCrohan said that was correct, and he assumed it would have to be reviewed and approved by the Budget Subcommittee. He added that it did not include PMC or the PMC's counsel's costs. Discussion was heard. MOTION: Mr. Kelly moved to make the $100,000 amount a not-to-exceed amount without prior approval of the Budget Subcommittee. Seconded by Mr. Story. Discussion was heard. There being no further discussion, a voice vote was taken and the motion passed unanimously. - Bradley Lake Project Mat...2ment Committee Meeting Minutes Monday, September 22, 1997 Page 5 of 5 The question was called on Mr. McCrohan's main motion to have all parties' out-of-pocket expenses, excluding underwriters, reimbursed by the PMC prior to pricing, and all parties’ out- of-pocket expenses, including underwriters, be reimbursed by the PMC prior to document closing. A voice vote was taken, and the motion passed unanimously. 10. NEW BUSINESS A. Election of Officers The Chair opened the floor for nominations of Chairman, Vice Chairman, and Secretary/Treasurer. MOTION: Mr. Kelly moved to retain the current slate of officers: Mr. Bjornstad, Chairman; Mr. Story, Vice Chairman; and Mr. McCrohan, Secretary/Treasurer, and he asked unanimous consent. Seconded by Mr. Story. There being no other nominations, the Chair closed nominations. A voice vote was taken, and the motion passed unanimously. 11. COMMITTEE COMMENTS Chair Bjornstad advised that they needed to appoint a Chair for the Budget Subcommittee. MOTION: Mr. Kelly moved to appoint Mr. Brad Evans as Chair. Seconded by Mr. Story. There was no discussion, and a voice vote was taken. The motion passed unanimously. A. Next Meeting Date It was the consensus of the Committee that the next meeting of the Bradley Lake Hydroelectric Project Management Committee be scheduled for a teleconference on October 27, 28, or 29, 1997, at the call of the Chair. Ws let Octoler R9% = ATDEA Board Me 12. © ADJOURNMENT MOTION: Mr. Story moved to adjourn. Seconded by Mr. Kelly. There being no objection and no further business of the Committee, the meeting was recessed at 11:45 a.m. BY: Eugene Bjornstad, Chairman ATTEST: Alaska Energy Authority, Secretary | / BRADLE: LAKE PROJECT MANAGEMENT C_._l!ITTEE , 7 Ip MEETING MINUTES ( cdl Training Room Chugach Electric Association 5601 Minnesota Drive Anchorage, Alaska > Regular Meeting Monday, September 22, 1997 10:00 a.m. 90 1 1. CALL TO ORDER 11:00 c/Chairman Eugene Bijornstad called the meeting of the > ey Lake Hydroelectric Project Management Committee to order at a.m. on Monday, September 22, 1997, in the Training Room of Chugach Electric Association, Anchorage, Alaska, to conduct the business of the Committee per the agenda and public notice. 2. ROLL CALL Roll was called by Shauna Dean. The following members were present, and a quorum was established: . View Eugene BJontisted, /eiateman Chugach Electric Association Dave Calvert City of Seward Norm L. Story Homer Electric Association Dennis McCrohan Alaska Energy Authority Wayne Carmony Matanuska Electric Association Mike Kelly Golden Valley Electric Association 3. PUBLIC ROLL CALL Others Present: Ay 0 yy valerie Walker, Ala Cindy Cartledge, ska Energy Authority aska Energy Authority Shauna Dean, A ka Energy Authority Hank Nikkels, Municipal Light & Power Jim Walker, Municipal Light & Power Tim McConnell, Municipal Light & Power John S. Cooley, Chugach Electric A™* Brian Hickey, Chugach Electric A” Joe Griffith, Chugach Electric 4** Jim Hall, Matanuska Electric Association Don Stead, Homer Electric Ajs~ Bob Hufman, AEG&T Mike Yerkes, AEG&T Robert Hansen, GVEA _ “ Bradley Lake Project ...nagement Committee Meeting Minutes Monday, September 22, 1997 Page 2 of 5 Others Present (Continued): Bradley Evans, GVEA Steve Haagenson, GVEA Ron Saxton, Purchasing Utilities Ken Vassar, Wohlforth, Argetsinger, Johnson & Brecht 4. PUBLIC COMMENT There was no public comment. 5. AGENDA COMMENTS Mr. McCrohan asked that Agenda Item 9 be restructured as follows: Spinning Reserves Update Qut-of-Pocket Bond Refunding Costs - Dennis McCrohan Budget Subcommittee Bond Refunding Report - Joe Griffith Settlement Agreement - Ron Saxton vawp There were no other additions or comments, and the agenda was adopted by unanimous consent. 6. APPROVAL OF MEETING MINUTES - May 20, 1997 MOTION: Mr. Calvert moved to approve the meeting minutes of May 20, 1997. Seconded by Mr. Kelly. There being no changes or additions, a voice vote was taken, and the minutes were unanimously approved as presented. 7. BUDGET SUBCOMMITTEE REPORT A. Bond Refunding (Continued from September 4, 1997) Mr. Griffith recapped the status of the bond refunding. He said there was currently approximately $500,000 in unexpended funds still remaining in the account, which would cover the bulk of the expenses associated with the bond refunding transaction. Mr. Evans reported that the Budget Subcommittee had recently approved the audit performed by Pete Raiskums. 8. OPERATION AND DISPATCH SUBCOMMITTEE REPORT Mr. McCrohan said Mr. Stead would present the O&D report in Mr. Sieczkowski’s absence. Mr. Stead reported that the operations and maintenance of the project were running smoothly. He said they were scheduled to fly a shack up to the North Fork today for additional stream gauging, but they were unable to do so due to high winds. Mr. Cooley reported that the lake level was currently at 1,167. He said they had had a significant problem last Wednesday in that the line . — “Bradley Lake Project ...nagement Committee Meeting Minutes Monday, September 22, 1997 / Page 3 of 5 ‘PD alt Ln” between Anchorage and Kenai txipyed with both Bradley units and a Bernice Lake unit on. One Bradley/had to be taken off line to stabilize the system, and they were unable to control frequency on the Kenai for about 20 minutes. Homer had shed three feeders during this period. He said the cause of the problem had originated on the Kenai side, but the specific problem had not yet been determined. Discussion was heard. Mr. Hickey reported that the O&D Subcommittee had met on the 5th and had discussed the status of the GPS. The consultant had advised that they were currently working on benchmarking the model, and the report on this phase of the project would be completed next week. 9. OLD BUSINESS A. Spinning Reserves Update Mr. Griffith said the ASCC/RCC economic evaluation was still in progress, and that was all he had to report. B. Out-of-Pocket Bond Refunding Costs - Dennis McCrohan MOTION: Mr. McCrohan moved that the Committee approve the following on reimbursement: That out-of-pocket expenses for all parties involved in the refunding, other than the underwriters, be reimbursed by the PMC prior to implementation of the pricing stage, and that all parties’ out- of-pocket expenses, including the underwriters, be reimbursed by the PMC for activities prior to document closing. Seconded by Mr. Kelly. Mr. McCrohan asked Ms. Walker to address the motion, and discussion was heard. MOTION: Mr. Kelly moved to table action on this item until after the Committee had taken up Agenda Item 9.D. Seconded by Mr. Griffith. There being no discussion, a voice vote was taken, and the motion passed unanimously. This item was tabled until after Agenda Item 9.D. Ce Budget Subcommittee Bond Refunding Report - Joe Griffith Mr. Griffith said Ms. Walker had gone over the first three steps, and he would pick up at that point. He reported that the due diligence was currently being conducted, and the pricing will occur at the completion of the due diligence process. He said after closing, the current estimate was approximately $350,000. Mr. Griffith said the last two steps are secondary offering and final settlement, and by the time they , got to that point, they would have incurred an additional $1. million, ys but that would be picked up in the refunding issued. ;... 2~ ae ‘ee i Mr. Griffith summarized the meeting with Mr. ~Saxton last week in Seattle. He said action items and topics had been designated to each individual participant. The large action items on the utility side consist of compiling the descriptions of the power purchaser service Bradley Lake Project nagement Committee Meeting Minutes Monday, September 22, 1997 Page 4 of 5 area, regulations and operations, and financial summaries. He added that the only financial summaries he currently has are Homer’s and Chugach’s and everyone else needs to submit their audited financial summaries. Discussion was heard. D. Settlement Agreement - Ron Saxton Mr. Saxton reported that the settlement agreement remained unchanged. He said he and Mr. Vassar had reached tentative agreement as follows: Mr. Vassar said he would prefer approval by the different boards, but he would accept execution by the managers if an opinion from their counsel could be provided stating the attorney had reviewed the agreement and concurred that execution/by the/manager or the board was sufficient to bind the utilities to the agreemént“weshout further action. Mr. Saxton further explained that the attorney’syopinion would not address the merits of the settlement or Canytiing else about Bradley Lake. Mr. Saxton said if the attorneys and/or\boards would accomplish execution of the agreement, he and Mr. Vassar would work on revising the settlement agreement so it could be distributed within the next couple of days. Mr. Kelly suggested that Mr. Saxton fax the Committee members a statement outlining his and Mr. Vassar’s agreement in that regard. Mr. Saxton responded that they would be provided a form of opinion to provide their attorneys. Discussion was heard. 9. OLD BUSINESS B. Out-of-Pocket Bond Refunding Costs - Dennis McCrohan MOTION: Mr. Kelly moved to take off the table and place back before the Committee Mr. McCrohan’s earlier motion under Item 9.B. concerning reimbursement of out-of-pocket expenses associated with the bond refunding. Seconded by Mr. Story. A voice vote was taken, and the motion passed unanimously. Mr. McCrohan addressed his earlier motion. Mr. Carmony clarified that the estimate was $100,000 for the first part of the motion, with a total of $350,000 through the second part of the motion. Mr. McCrohan said that was correct, and he assumed it would have to be reviewed and approved by the Budget Subcommittee. He added that it did not include PMC or the PMC’s counsel’s costs. Discussion was heard. MOTION: ‘. Mel by moved to make the $100,000 amount a not-to-exceed __- amount without prior approval of the Budget Subcommittee. Seconded by Mr. Story. Discussion was heard. There being no further discussion, a voice vote was taken and the motion passed unanimously. The question was called on Mr. McCrohan’s main motion to have all parties’ out-of-pocket expenses, excluding underwriters, reimbursed by Bradley Lake Project -._.nagement Committee Meeting Minutes Monday, September 22, 1997 Page 5 of 5 the PMC prior to pricing, and all parties’ out-of-pocket expenses, including underwriters, be reimbursed by the PMC prior to document closing. A voice vote was taken, and the motion passed unanimously. 10. NEW BUSINESS As Election of Officers The Chair opened the floor for nominations of Chairman, Vice Chairman, and Secretary/Treasurer. MOTION: Mr. Kelly moved to retain the current slate of officers: Mr. Bjornstad, Chairman; Mr. Story, Vice Chairman; and Mr. McCrohan, Secretary/Treasurer, and he asked unanimous consent. Seconded by Mr. Story. There being no other nominations, the Chair closed nominations. A voice vote was taken, and the motion passed unanimously. 11. COMMITTEE COMMENTS Chair Bjornstad advised that they needed to appoint a Chair for the Budget Subcommittee. MOTION: Mr. Kelly moved to appoint Mr. Brad Evans as Chair. Seconded by Mr. Story. There was no discussion, and a voice vote was taken. The motion passed unanimously. ANG Next Meeting Date It was the consensus of the Committee that the next meeting of the Bradley Lake Hydroelectric Project Management Committee be scheduled for a teleconference on October 27, 28, or 29, 1997, at the call of the Chair. Vi 4 (Mates October. 240 = ALPEA Beard sry. 12. ADJOURNMENT Na MOTION: Mr. Story moved to adjourn. Seconded by Mr. Kelly. There being no objection and no further business of the Committee, the meeting was recessed at 11:45 a.m. BY: Eugene Bjornstad, Chairman ATTEST: Alaska Energy Authority, Secretary SD:Executary/csc 1790bpmc. min 10/05/97 Vat wea 4 ALASKA INDUSTRIAL DEVELOPMENT AND EXPORT AUTHORITY /= ALASKA mm =ENERGY AUTHORITY 480 WEST TUDOR ANCHORAGE, ALASKA 99503 907 / 269-3000 FAX 907 / 269-3044 September 26, 1997 Ms. Cindy S. Carl, Owner Executary 626 Cordova, Suite 104 Anchorage, Alaska 99501 Dear Cindy: Please provide a summary from the enclosed tape for the Bradley Lake PMC meeting minutes (send a disc of the minutes too). The next meeting date has been tentatively set for the third week in October. If you have any questions, please call me. Sincerely, Shauna M. Dean Enclosures fit ee notes Ov+ So we Could read them ensie- # net, y Sephatec JB, \994 @ 10:00 aw: Q atin —Trenining “Reon SF er Die aS Stout mw IE 09 2) &il Gl Os EZ 2‘ )) Rill -A ths We a } Pale. Conasd_ -G- . Finish Ils Bitad ~ Ogpamel Vids Rawk ilk OFD = DvM = Din Steel Fine npr F ywoiA Neth ak. Addict Bivem ge-opeig. | Cole, Aleeeh 0+) a tl reper i ee U U Rs Anrck (94a ad. "250,00 weed), 4 ches cx Mike- Hem thes youl Crone 8850, 00) pwd be) Valens — *100000 Horea +o bm +hpo2— Led on fell, - ree Achim ow MNotis.w utile “one Cable le Apprk wt offs fev. cae v to och sh ob te. prong re. lAuype = or ath hooded tlh? Leg i Fae we dp peed Arne drof* Sntow will henge ¢ geie ob Saredon- ther DD Waove. UN Cromradten hi gach Cee gee (es A 8B Dek Sud. 7 Sty Meh My Dake > O08 2H eleconvens (2 Foesday , ladk , Thearo > aa, RS DRAFT gh 92 BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE MEETING AGENDA Monday, September 22, 1997 - 10:00 a.m. Chugach Electric Association Training Room — 5601 Minnesota Drive 1. CALL TO ORDER Bjornstad 2. ROLL CALL (for Committee members) 3. PUBLIC ROLL CALL (for all others present) 4. PUBLIC COMMENT 5. AGENDA COMMENTS 6. APPROVAL OF MEETING MINUTES — May 20, 1997 7. BUDGET SUBCOMMITTEE REPORT 8. OPERATION AND DISPATCH SUBCOMMITTEE REPORT McCrohan 9. OLD BUSINESS A. Spinning Reserves Update Lovas B. Budget Subcommittee Bond Refunding Griffith C. Construction Fund Closure McCrohan 10. NEW BUSINESS A. Election of Officers Bjornstad 11. COMMITTEE COMMENTS A. Next Meeting Date Bjornstad 13. © ADJOURNMENT ALASKA INDUSTRIAL DEVELOPMENT AND EXPORT AUTHORITY /= ALASKA mq ENERGY AUTHORITY 480 WEST TUDOR ANCHORAGE, ALASKA 99503 907 / 269-3000 FAX 907 / 269-3044 Facsimile Transmittal TO: COMPANY: Fax#:(%7) SGk-679 From: | ug oe Date: Dep - amavis Time: 3°08 Number of pages including cover page: oh Transmittal Contents: Comments RAE ye Notice: This facsimile may contain confidential information that is being transmitted to and is intended only for the use of the recipient named above. Reading, disclosure, discussion, dissemination, distribution, or copying of this information by anyone other than the named recipient or his or her “employees or agents is strictly prohibited. If you have received this facsimile in error, please immediately ~ destroy it and notify us by telephone, (907) 269-3000. 20OOOOOOOOOOOOOOKOOOOO0OK000000000000000000000000000000000000 0000000000000 COOK TOTAL 42S PAGES: 2 JOO OOK KKK KK KK KK KKK KK KKK KK KKK KKK OK KK KKK KKK OK KKK KKK KOK KK KKK OK KK AK KKK x m P01 x x TRANSACTION REPORT x x aa SEP-17-97 WED 03:12 PM x X X x SEND (M) ; x x DATE START RECEIVER TX TIME PAGES TYPE NOTE Mt DP : x x SEP-17 03:11 PM 95626994 42” 2 SEND ( M) OK 169 : x x X Xx X X X Xx x —s ALASKA INDUSTRIAL DEVELOPMENT ‘ * AND EXPORT AUTHORITY /= ALASKA . mm =ENERGY AUTHORITY 480 WEST TUDOR ANCHORAGE, ALASKA 99503 907 / 269-3000 FAX 907 / 269-3044 Facsimile Transmittal To: _ Eva fore H. COMPANY: ( husach- Elecdyice Assoc iect ip Fax#:(%F%) SG2-6994 From: . eee eae Date: - 1 Gat Time: 0S or Number of pages including cover page: oh Transmittal Contents: 10. BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE MEETING AGENDA Thursday, September 4, 1997 - 10:00 a.m. TELECONFERENCE Or, By Electronic Media at AIDEA — 480 W. Tudor Road CALL TO ORDER Bjornstad ROLL CALL (for Committee members) PUBLIC ROLL CALL (for all others present) PUBLIC COMMENT AGENDA COMMENTS BUDGET SUBCOMMITTEE REPORT A. Bond Refunding Griffith OLD BUSINESS NEW BUSINESS COMMITTEE COMMENTS A. Next Meeting Date Bjornstad ADJOURNMENT BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE MEETING AGENDA Monday, September 22, 1997 - 10:00 a.m. Chugach Electric Association Training Room — 5601 Minnesota Drive 1. CALL TO ORDER Bjornstad 2 ROLL CALL (for Committee members) 3. PUBLIC ROLL CALL (for all others present) 4. PUBLIC COMMENT 5. AGENDA COMMENTS 6. APPROVAL OF MB rnc MINUTES — May 20, 1997 @ i. BUDGET SUBCOMMITTEE REPORT fa 5 Bradley So ion Audit Bri Rai 8. OPERATION AND DISPATCH SUBCOMMITTEE REPORT Sigezrowset) Sy a pelta— 9. OLD BUSINESS ¢ =) Spinning Reserves Update Lovas (B. ) Budget Subcommittee Bond Refunding —Pease— Ov the fe (C.) Construction Fund ResidualBalance-© oS ure McCrohan 10. ae ys Ss in nf )o~ f OF By erste 11. C Rei EE COMMENTS A. Next Meeting Date Bjornstad 13. © ADJOURNMENT XC: SES BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE EM MEETING MINUTES Commission Room Anchorage Municipal Light & Power 1200 East lst Avenue Anchorage, Alaska Tuesday, May 20, 1997 10:00 a.m. 1. CALL TO ORDER Chairman Tom Stahr called the meeting of the Bradley Lake Hydroelectric Project Management Committee to order at 10:00 a.m. in the Commission Room of Anchorage Municipal Light & Power, 1200 East 1st Avenue, Anchorage, Alaska, to conduct the business of the Committee per the agenda and public notice. 2. ROLL CALL Roll was called by Shauna Dean. The following members were present, and a quorum was established: Tom Stahr, Chairman x— Ancl+ Municipal Light & Power Eugene Sees Vice Chairman Chugach ectric Association pave Calvert rye Seward nt: & — Norm Story Homer Electric Association Dennis McCrohan Alaska Energy Authority Jin Fall ; Matanus Elect ociation of Wy L wwtd ? S$ — Mike Kelly((In at 11:50 a.m.) >» Stl tur hes ey Ete Association 3. PUBLIC ROLL CALL Others Present: Stan Sieczkowski, Alaska Energy Authority Elaine McCambridge, Alaska Energy Authority Shauna Dean, Alaska Energy Authority Mary Ann Pease?*Municipal Light & Power “/Bob Price,“ffunicipal Light & Power ox Tim McConnell /“Mfunicipal Light & Power John S. Cooley, Chugach Electric Asse Brian Hickey, Chugach Electric Assec “Mike Massin, Chugach Electric fssoc Dora Gropp, Chugach Electric Asse Don Stead, Homer Electric 4, Brad Evans, Golden Valley Electric Association Steve Haagenson, Golden Valley Electric Association Bob Hufman, AEG&T —— Bradley Lake Project inagement Committee Meeting Minutes Tuesday, May 20, 1997 Page 2 of 8 Others Present (Continued): Mike Yerkes, AEG&T on Saxton, Purchasing Utilities iskums, Municipality of Anchorage, Internal Audit ims, Municipality of Anchorage, Internal Audit Arwy Mc Co} lum 4. PUBLIC COMMENT There was no public comment. 5. AGENDA COMMENTS Mr. McCrohan requested that Item A., Draft Resolution Regarding Bradley Lake Completion, be added under Agenda Item 10., New Business. Mr. McCrohan added that Item 9.C., Construction Fund Residual Balance, could be deleted. There being no further additions or corrections, the agenda was adopted by unanimous consent. 6. APPROVAL OF MEETING MINUTES - MARCH 25, 1997 MOTION: Mr. Bjornstad moved, seconded by Mr. Story, to approve the meeting minutes of March 25, 1997. pee In the fourth line of the next-to-the-last paragraph on page 3, the word "potential" was replaced with the word "impact." Mr. Story noted that his name appeared under Agenda Item 9, New Business, Item A., Bond Refunding, on page 5, and twice in the first AW paragraph on page 6. He said he was not in attendance at that meeting. | Mr. Bjornstad said he thought the two on page 6 were attributable to himself. wi ie Update, on page 5, "ASE" was corrected to “ASCC/RCC." said on page 6, in the paragraph beginning "Chair Stahr \p appointed...," the line, "Mr. Kelly said he would check with Mike XK Cunningham...." should be changed to himself as the speaker. In the second line of Agenda Item D., Construction Fund Residual Balance, on page 5, it was noted that, "PMC’s bond counsel, Mr. Vassar" should be corrected to "AEA’s bond counsel, Mr. Vassar." 2 ¢ In the first line under Agenda Item 8., Old Business, Item A., Spinning \ A! 4 FR t e 4 S$ There being no other additions or corrections, a voice vote was taken, and the minutes were unanimously approved as amended. 7. BUDGET SUBCOMMITTEE REPORT A. Bradley Lake Construction Audit Briefing - Pete Raiskums Mr. Raiskums reported that the audit of the AEA costs to the Bradley project had been completed. The costs, covering a period between 1982 Bradley Lake Project nagement Committee Meeting Minutes Tuesday, May 20, 1997 Page 3 of 8 through June 30, 1996, totaled approximately $18 million. Mr. Raiskums said AEA had used the State accounting system to track the costs and then charged them to the appropriate project. Mr. Raiskums briefly recapped how the costs were broken down in the draft audit report and said the costs were detailed out by the year in which they were charged. He said no costs were found to be inappropriate, they were well documented, and AEA had been very cooperative throughout the audit process. 8. OPERATION AND DISPATCH SUBCOMMITTEE REPORT Mr. Sieczkowski reported that the O&D Subcommittee had met the previous day at the Bradley Lake Power Plant. He said AEA had been working with state and federal agencies to reduce the potential fire hazard around the project facilities caused by the spruce-beetle-killed timber. He said a proposal to clear away the hazardous timber was expected within the next month. The general recommendation was that an area 300 feet back from the facilities be cleared, and that an additional 300 feet be selectively cleared to eliminate all potential fire hazards, and that this be done as soon as possible. Mr. Sieczkowski reported that the North Fork flow monitoring project would be completed this summer. He said the-pro ould provide better real-time flow monitoring from the cide “Bows which would enable the project operators to reduce the fish water releases from the reservoir. Mr. Sieczkowski stated that the construction list had been reviewed, and the estimates for project completion had been revised. Homer and Chugach had developed a schedule and projected completion date for egg) He item listed. He said the revised list would be provided to the — within the next 30 days, and the 0&D Subcommittee would formally aa it to the PMC for approval. aes a eos Zee Hoe ness “he Mr. Stead reported that the current intenance was up to date, and the annual maintenance was being performed and was on schedule. He said a problem had been discovered in sofme bolting on the fi he outage. Mr. Stead said the failuré report received from@pDin Hayward, © , California, reflected that the b ailed due to a combination of x (2) overload, and (3) the He said 40 new bolts had been three factors: (1) bolt manufacturing process used on t ° ordered to replace the bolts in both units, and both units will remain out of service until the bolts have been replaced. KC With respect to thé}/fish water debris, Mr. Stead reported that the contract had been Clet) and was completed ahead of schedule and under budget. He said the NTE $500,000 contract would be completed for approximately $305,000. He noted that the divers had found little debris in the intake and trash racks and very few rocks in the rock trap, and they had completed their inspection within two days. Mr. Stead responded to questions regarding the fish water debris project and the bolt failure on the units. Bradley Lake Project nagement Committee Meeting Minutes Tuesday, May 20, 1997 ' (ko Page 4 of 8 VJ HEU ks / doe” cle Mr. Hickey reported/on operations. He stated that lake elevation was back up above the 14080 to 1/082.1. He said they would allow the lake to refill until the 27th when there would be an unscheduled Eklutna outage. He said the units would probably be utilized at that time for about a week, and then they would let the lake refill for another 15 days following that. Mr. Hickey said a FERC inspection was scheduled for the 18th or the 20th of June, and they would return to normal operations after that time. * [gf _/ Mr. Hickey reported that the governors had been reset back to the 2/ E) Be roedie operating mode, and they had been using the units as synchrono ; =— condensers from time to time. Mr. Hickey said Scope 1 of the instability study, which consisted of the evaluation of historical events, had been completed for $22,000. He said the report had been completed and would be distributed on Friday. Scope 2 of the instability study had been awarded to EPS. He said they were the only responsive bidder, with a fixed price proposal of $107,717. Mr. Hickey said the contract schedule and a list of fixed milestone payments had been negotiated with EPS; the first milestone payment was due today, along with t_on_ the analysis of the x governor control system and the . Mr. Hickey reported that a task order contract had also been established with Woodward Governor Company, and they had been issued a notice 7 assist EPS, in an amount not to exceed $10,000, in the er eo Ht control system. A task order contract was also established withCBowffor> ( Technologies for assistance, but they have not yet been utilized on e project. A task order contract established with Stone & Webster had authorized them to obtain from their records correspondence relating to the project to be provided to the O&D Subcommittee. Mr. Hickey noted that $139,717 of the $145,000 had been committed to date. The project completion date is August 30th. Mr. Hickey responded to questions regarding the governor project. Mr. Sieczkowski explained that the construction list he had distributed had been revised by the O&D Subcommittee at its meeting the previous day. Mr. Sieczkowski gave an overview of the revised construction list as compared to the original list approved by the PMC on February 9, 1996. He said it was the O&D Subcommittee’s recommendation that the items and estimates under the new column, "Recommended Estimate Revised" be approved by the PMC so they could proceed with completion of the construction list. Specifically, he said the amount being requested for approval was $1,938,959, with a contingency of $290,844, for a total of $2,229,803. Mr. Sieczkowski responded to questions, and discussion was heard. The requested Committee action on this item was deferred until after discussion of Agenda Item 8.B., Budget Subcommittee Bond Refunding. Bradley Lake Project lagement Committee Meeting Minutes Tuesday, May 20, 1997 Page 5 of 8 9. OLD BUSINESS A. Spinning Reserves Update Mr. Cooley reported that the ASCC/RCC had completed its preliminary economic analysis of changing the spinning reserve requirements. The analysis was currently under Committee review, and a recommendation was expected in about a month. Preliminary results indicate that on a pooled basis, if responsive reserves were required to be carried in either Fairbanks or Kenai, there would be an estimated cost of a million dollars per year to change the spinning reserve criteria. If spinning reserve responsive spin was not required on either end of the system, there would only be a negligible additional cost, on a pooled basis, to change the spinning reserve requirement. Mr. Cooley noted that one assumption that was being taken into consideration included whether any geographic distribution would be required on the spinning reserve, which would be a major factor in whether there would be an additional cost, on a pooled basis, to change the spinning reserve requirement. Mr. Cooley reported that the Committee would meet Thursday of next week to final the NERC recommendations. Mr. Cooley responded to questions. B. Budget Subcommittee Bond Refunding Ms. Pease said she would also provide the Budget Subcommittee report at this time since she had not provided it earlier in the meeting. Ms. Pease reported that two invoices had been received from Ron Saxton at Ater, Wynne, et al., for legal services rendered, the February 1997 invoice in the amount of $2,614.61 and the March 1997 invoice in the amount of $2,085.50. She requested Committee approval for payment of those invoices. MOTION: Mr. Story moved, seconded by Mr. Bjornstad, to approve payment of the February and March 1997 invoices from Ater, Wynne, et al. There being no discussion, a voice vote was taken, and the motion passed unanimously. Referring to the audit completed by Parisena, Stromberg & Company for the period ending 6/30/96 that had been distributed, Ms. Pease noted that the only open issue addressed in the report was contained in Footnote E, labeled "Contingency." She said the issue involves the concurrent audit done by the Municipality’s internal auditor, Mr. Raiskums. She said the bonds issued exceeded the recoverable construction costs by $350,524, resulting in an over-payment of debt service and interest by the PMC. Ms. Pease said the Budget Subcommittee had received updated information from AEA, and it was the Subcommittee’s recommendation that the PMC authorize Mr. Raiskums to finalize the examination of the Bradley Lake bond fund and identify the final amount to be refunded to the participants under the issue. Bradley Lake Project lagement Committee Meeting Minutes Tuesday, May 20, 1997 Page 6 of 8 MOTION: Mr. Story moved to approve the Budget Subcommittee’s recommendation, and that the PMC authorize Mr. Raiskums to finalize the examination of the Bradley Lake bond fund and identify the final amount to be refunded to the participants under the issue. Seconded by Mr. Bjornstad. Upon request, Ms. Pease stated that the audit assignment to Mr. Raiskums would be that he update and finalize the figures contained in his preliminary audit, which Parisena, Stromberg had used in the preparation of its report. Mr. Raiskums’ final report would be as of May 1997. Ms. Pease responded to Committee questions, and Mr. McCrohan and Ms. McCambridge provided iti i l j d om that) they wait-until a LAK C Ms. Pease reported that the Bond Refunding Subcommittee established by the Chair at the previous PMC meeting had met on numerous occasions to discuss the advance refunding of the Bradley Lake First Series bonds. She noted that the last report provided by Goldman Sachs on May 14th reflected that the market had rallied, and a bond refunding at that time would have provided an approximate 5% savings, which translated into about $550,000 per year savings to the PMC, continuing out to the year 2017. Ms. Pease stated that no additional work had been done on the bond refunding, and Mr. Stahr would address the outstanding issues that needed to be addressed before proceeding with any additional work on the bond refunding. There being no further discussion, a voice vote was taken, and the motion passed unanimously. Mr. Saxton addressed the variety of issues associated with the bonds that were still outstanding as they affected the status of physical projects and the construction work that remained to be done. He said those issues would need to be resolved expeditiously if further work was to be done in contemplation of a bond refunding. He noted that in doing any refunding, they should use caution to proceed in a way that would preserve their APUC exemption. Mr. Saxton addressed other issues and problems that would have to be addressed prior to proceeding with a bond refunding. 10. NEW BUSINESS A. Draft Resolution Regarding Bradley Lake Completion Mr. McCrohan reviewed the draft resolution pertaining to project completion. He requested Ms. McCambridge to address the two attached tables which correlated to the construction list reported on by Mr. Sieczkowski earlier in the meeting. Ms. McCambridge gave an overview of the original and updated construction lists and explained the reasons for the additional and revised costs on the updated list. Ms. McCambridge said that assuming the revised estimates were accurate, the revised figure needed from now forward to final project completion would be $2,001,453. Ms. McCambridge stated that the second schedule incorporated the $2,001,453 Bradley Lake Project lagement Committee Meeting Minutes Tuesday, May 20, 1997 Vy Page 7 of 8 15 40% 770,00 to complete the project into the ftotal construction costs incurred to date, for a total of > Ms. McCambridge briefly summarized the breakdown of the categories of costs, interest earnings, and contributions. Ms. McCambridge responded to questions. The Chair called a break at 11:05 a.m. due to construction noise interfering with the meeting. The meeting was reconvened at 11:10 a.m. Mr. McCrohan said the actions called for in the resolution which would be required and/or recommended in order for the bond refunding to go forward were as follows: (1) the requirement that issuance of the bonds in the aggregate initial amount of $165,260,157 must be within the maximum principal amount authorized by the Power Sales Agreement; (2) the requirement that the construction punchlist must be approved by the PMC; and (3) the recommendation that the balance to date of $500,591 be made available to the Bradley Project in the form of reduction in interest payments and that the remaining balance be returned to the State. Mr. McCrohan briefly elaborated on other requirements of the resolution. He noted that this was a draft resolution, and it could be revised, but it addressed the substantive issues. He requested the PMC’s approval of the resolution before the bond refunding activities were resumed. Lengthy discussion was heard regarding AIDEA’s position on the bond refunding issue and the feasibility of proceeding with it in view of the current spinning reserves and other issues. Mr. Saxton drew an outline on the board and elaborated on the various issues under the main headings of: (1) Future Work, (2) Obligation for Bonds, and (3) Refunding. Further discussion was heard regarding the APUC exemption issue and the current state of the bond market. The PMC concurred that Mr. Saxton should research the statutes and any legal restraints and report back to the PMC regarding how the bond refunding would impact the APUC exemption, and also that he meet with AEA'’s attorneys regarding AEA’s position on the refunding. Further discussion was heard regarding other issues, including how projects such as the governor study and the spinning reserves responsiveness, would impact the refunding. Ms. Pease was directed to have the Budget Subcommittee review the bond refunding issue and develop a plan of the steps and costs involved in the process for presentation to the PMC. -It was agreed that a teleconference could k be | scheduled to discuss any results. 8. OPERATION AND DISPATCH SUBCOMMITTEE REPORT (Deferred) With respect to the requested action on the construction punchlist, which was deferred until after the above agenda item was taken up, Mr. Sieczkowski reiterated his earlier recommendation that the PMC act on the revised estimate. Bradley Lake Project ‘agement Committee Meeting Minutes Tuesday, May 20, 1997 Page 8 of 8 MOTION: Mr. Story moved, seconded by Mr. Evans, to approve the revised construction punchlist. There being no discussion, a voice vote was taken, and the motion passed unanimously. 11. COMMITTEE MEMBER COMMENTS There were no Committee member comments. A. Next Meeting Date The next regular meeting of the Bradley Lake Hydroelectric Project Management Committee was tentatively scheduled for the third week in July at the call of the Chair. 12. ADJOURNMENT ry 7 MOTION: Mr. Kelly moved to adjourn. a by —. There being no objection and no further business of the Committee, the meeting was adjourned at 11:55 a.m. BY: om i airman fe 2 Lo / yn] - LV Rve Diornst OL, Vice Chomyrop ATTEST: Alaska Energy Authority, Secretary SD:Executary/csc 1688bpmc.min 06/09/97 SOOO OOOO OOOO COCO O OOOO OOOO OOO OOOO OOO OOOO OOO OOO OO OOO OOOO OOOO OOOO IONON KIO KONIONOKOKON KO NIKONONONOKOKKK x x x x x x x x x x x x x x P, O1 TRANSACTION REPORT noe SEP-15-97 MON 10:41 AM SEND (M) DATE START — RECEIVER TX TIME PAGES TYPE NOTE M# DP SEP-15 10:40 AM 92798170 36" = 2-sSEND (M) OK 122 TOTAL 36S PAGES: 2 JOO KKK KK KKK KKK KK KKK KK KK KK KKK KK KKK KK KKK KKK KKK KK KKK KK KK KKK KKK ALASKA INDUSTRIAL DEVELOPMENT * AND EXPORT AUTHORITY / => ALASKA @mm™ ENERGY AUTHORITY 480 WEST TUDOR ANCHORAGE, ALASKA 99503 907 / 269-3000 FAX 907 / 269-3044 September 15, 1997 FAXED: 9/15/97 2 PAGES Anchorage Daily News 1001 Northway Drive Anchorage, Alaska 99508 ATTENTION: Ms. Eva Kaufmann Legal Classified Subject: Public Notice Account # ALASO709 Enclosed is an advertisement for the Alaska Energy Authority which is to be published under “PUBLIC NOTICE” in the Legal Classified section in column format. This notice needs to be nublished for one dav- Tuesdav Sentemher 16 1997 Dé DE DE DE DME DME DHE ODE DME DME ME ODM HME OME rn ALASKA INDUSTRIAL DEVELOPMENT =, AND EXPORT AUTHORITY {= ALASKA iE _=ENERGY AUTHORITY 480 WEST TUDOR ANCHORAGE, ALASKA 99503 907 / 269-3000 FAX 907 / 269-3044 September 15, 1997 FAXED: 9/15/97 2 PAGES Anchorage Daily News 1001 Northway Drive Anchorage, Alaska 99508 ATTENTION: Ms. Eva Kaufmann Legal Classified Subject: Public Notice Account # ALASO709 Enclosed is an advertisement for the Alaska Energy Authority which is to be published under “PUBLIC NOTICE” in the Legal Classified section in column format. This notice needs to be published for one day: Tuesday, September 16, 1997. After the publication date, please provide an Affidavit of Publication. If you have any questions, please do not hesitate to call me. Thank you, J hou a FA. Lea , Shauna M. Dean Attachment h:all\eva\bradley\bladvizg i ALASKA INDUSTRIAL DEVELOPMENT = AND EXPORT AUTHORITY = ALASKA iE = ENERGY AUTHORITY 480 WEST TUDOR ANCHORAGE, ALASKA 99503 907 / 269-3000 FAX 907 / 269-3044 ALASKA ENERGY AUTHORITY/ALASKA INDUSTRIAL DEVELOPMENT AND EXPORT AUTHORITY Public Notice Bradley Lake Project Management Committee Notice is hereby given that the Bradley Lake Project Management Committee will hold a regular meeting to conduct the affairs of the Committee at Chugach Electric Association’s Training Room, 5601 Minnesota Drive, Anchorage, Alaska. This meeting will commence at 10:00 am., Monday, September 22, 1997. For additional information, contact Eugene Bjornstad, Vice Chairman, at Chugach Electric Association (907) 563-7494. The State of Alaska (AIDEA), complies with Title Il of the Americans with Disabilities Act of 1990. Disabled persons requiring special modifications to participate should contact AIDEA staff at (907) 269- 3000 to make special arrangements. /s/ Alaska Energy Authority Project Management Committee Publish: Tuesday, September 16, 1997 hzall\eva\bradley\bladvtzg, /8 “3% ~~ AFFIDAVIT OF PUBLICATION STATE OF ALASKA, ) THIRD JUDICIAL DISTRICT. ) M. Kauf being first duly sworn on oath deposes and says that he/she is an advertising representative of the Anchorage Daily News, a daily newspaper. That said newspaper has been approved by the Third Judicial Court, Anchorage, Alaska, and it now and has been published in the English language continually as a daily newspaper in Anchorage, Alaska, and it is now and during all said time was printed in an office maintained at the aforesaid place of publication of said newspaper. That the annexed is a copy of an advertisement as it was published in regular issues (and not in supplemental form) of said newspaper on Sept. 16, 1997 and that such newspaper was regularly distributed to its subscribers during all of said period. That the full amount of the fee charged for the foregoing publication is not in excess of the rate charged private individuals. face NOG the State of A! e Third Division. Anchorage, Alaska MY COMMISSION EXPIRES