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BPMC Sept 29, 2017
BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE MEETING REGULAR MEETING Alaska Energy Authority,Anchorage,Alaska s\September 29,2017 oF) 1.CALL TO ORDER Chair Janorschke called the regular meeting of the Bradley Lake Hydroelectric Project Management Committee to order at 2:00 p.m. 2.ROLL CALL FOR COMMITTEE MEMBERS Brad Janorschke (Homer Electric Association [HEA]);Cory Borgeson (Golden Valley Electric Association [GVEA]);Bryan Carey (Alaska Energy Authority [AEA]);Lee Thibert (Chugach Electric Association [CEA]);Tony Izzo (Matanuska Electric Association [MEA]);and Mark Johnston (Anchorage Municipal Light &Power [ML&P)). 3.PUBLIC ROLL CALL Brenda Applegate,Katie Conway,Tom Erickson,Jocelyn Garner,Jessica Houston,Valerie Leavitt,Kirk Warren,Teri Webster,Brandi White (AEA);Crystal Enkvist (Alaska Power Association (APA));Renee Curran,Brian Hickey,Sherri Highers,Mark Johnson,Burke Wick (CEA);Brian Bjorkquist (Department of Law);Leo Quiachon,Ron Woolf (phone)(GVEA);Rick Baldwin,Bob Day,Emily Hutchinson,Larry Jorgensen (HEA);Kirk Gibson (McDowell Rackner Gibson,PC);Jim Brooks,Gary Kuhn,David Pease (MEA);Jeff Warner (ML&P);Fred Eoff (PFM Group Consulting);TW Patch (Public);Jay Layne (RCA);Chuck Sensiba (VNF);and Ladonna Lindley (Accu-Type Depositions). 4.PUBLIC COMMENTS None. 5.AGENDA APPROVAL MOTION:Mr.Johnston made a motion to approve the agenda.Motion seconded by Mr. Thibert. The agenda was unanimously approved. 6.APPROVAL OF PRIOR MINUTES -July 28;August 18;and September 6,2017 MOTION:Mr.Thibert made a motion to approve the minutes of July 28,2017.Motion seconded by Mr.Johnston. The motion passed unanimously. MOTION:Mr.Borgeson made a motion to approve the minutes of August 18,2017. Motion seconded by Mr.Thibert. The motion passed unanimously. BPMC Minutes 9/29/17 Page 1 of 5 MOTION:Mr.Borgeson made a motion to approve the minutes of September 6,2017. Motion seconded by Mr.Izzo. The motion passed unanimously. 7.NEW BUSINESS A.FERC Land Fees Federal Energy Regulatory Commission (FERC)issued a Notice of Proposed Rulemaking (NOPR)to change the method for determining the per-acre fee for federal lands at FERC- licensed projects in Alaska.Mr.Carey informed the FERC fee group savings is $20 an acre, totalling $108,000 per year.Mr.Sensiba noted the group consists of BPMC,AEL&P,Copper Valley Electric,Ketchikan Public Utilities,SEAPA,and CEA.Mr.Sensiba explained the group's issues currently before FERC that were detailed in an email recently sent to Committee members. Mr.Borgeson inquired if the FERC land fees discussion should take place under executive session or during the open public meeting.Mr.Bjorkquist suggested executive session be utilized to discuss any attorney/client privileged information.Mr.Gibson concurred with Mr. Bjorkquist's advice and noted previous FERC land use fee discussions have been public. Mr.Borgeson discussed the possibility of submitting all of the issues to FERC,due to the change in Commissioners.Mr.Sensiba noted two of the three Commissioners are new and two additional new Commissioners are awaiting Senate confirmation.Mr.Sensiba believes further detailed discussion regarding a Commissioner outreach strategy would be appropriate in executive session. MOTION:Mr.Borgeson made a motion authorizing VNF to provide responsive comments to FERC as outlined in the September 11,2017,email from Mr.Sensiba on behalf of the BPMC and the group.Motion seconded by Mr.Johnston. Mr.Borgeson encouraged Mr.Carey to comment on all three matters. The motion was unanimously approved. B.Battle Creek Project: Battle Creek Update;Financing;Bradley Lake Water Scheduling & Allocation Mr.Carey informed the application for the Clean Renewable Energy Bonds (CREBs)was sent out and the Invitation to Bid for the Battle Creek Project was publically advertised on September 15th.The prebid meeting for contractors was held.The first site visit with 14 contractors occurred and the second site visit with 10 contractors is scheduled.An addendum to the electrical engineering is anticipated to be sent to contractors within three weeks.The scheduled due date for bids is November 15th.The bid costs will be public and are believed to be good for 90 days.The scheduled date for the Notice of Intent to Award is January 2nd.Mr.Carey discussed the remaining projected timeline,including the possible final completion date of August 31,2020. BPMC Minutes 9/29/17 Page 2 of 5 Mr.Carey explained AEA continues to work on financing.He asked Ms.Applegate to discuss the draft construction financing schedule for Battle Creek.Ms.Applegate reviewed the dates of the schedule and provided explanation of the information outlined. Mr.Bjorkquist informed the AEA Board expressed a desire to hear support from the utilities regarding two issues;1)support of optional project work and agreement for the allocation of cost,and 2)approval of financing. Ms.Applegate reported the analysis of the financial details and timing is ongoing.She requested Mr.Eoff deliver the financing presentation.Mr.Eoff gave a detailed review of the five financing options available.He noted Option 1 CREBs solution remains the most favorable cost of finance.Mr.Eoff believes the CREBs subsidy could apply to Option 3,4,or 5.Mr.Eoff reported the potential best alternative could be the utilization of a short-term facility and a long- term permanent option. Chair Janorschke requested Mr.Wick to present on the Bradley Lake water scheduling and allocation.Mr.Wick gave detailed definitions of commonly used terms,such as initial allocation of water,carryover pond,storage capacity,minimum use requirement,and spill.Mr.Wick walked the Committee through examples of the spill calculator and resultant procedures for use. Chair Janorschke requested Mr.Gibson to present on Battle Creek participation.Mr.Gibson discussed the status of the red-lined resolution and attachment regarding the Battle Creek Diversion Project provided to Committee members.He noted the vote on the resolution is anticipated to be brought before the Committee soon.Mr.Thibert informed additional discussions occurred and a subsequent red-lined resolution will be circulated and finalized. Cc.Bradley O&M Contract Mr.Carey informed HEA was given notice the existing O&M contract would end on December 31,2018.Mr.Carey requested input from Committee members regarding the possibility of allowing all qualified companies or utilities to participate in the request for proposal (RFP), including out of state companies and non-railbelt utilities. Mr.Johnston expressed his understanding the decision and change to statute was already made for non-railbelt utilities to participate in the RFP.Mr.Carey noted the statute does not qualify whether or not the contractor has to be Alaskan.Mr.Thibert stated the BPMC determined it was in the best interest to allow both utilities and contractors to participate in the RFP. Mr.Carey requested the utilities who propose to be the operator communicate with AEA.The utilities proposing on the operator will not provide input to the contractor scope or contractor evaluation criteria.The remaining utilities will meet to develop the scope and evaluation criteria. The RFP is expected to be advertised next spring. Mr.1zzo commented the document behind Tab 7C suggests AEA believes the utilities are not interested in providing the lowest cost operation.Mr.Izzo took exception to that belief.He confirmed the cost conscious intent of utilities is stated in numerous ways.Mr.Izzo suggested AEA address the utilities directly regarding any concerns of disfunction.He considered it counterproductive for AEA to communicate a negative message about the utilities.Mr.Carey stated AEA supports long-term lower costs for the rate payers and long-term safety and maintenance of the asset at Bradley Lake. Mr.Johnston encouraged the proposal be amended to require all proposed contractors to demonstrate their management capability ability,technical ability,and experience with projects BPMC Minutes 9/29/17 Page 3 of 5 of similar type,size,license,status,complexity and technology to operate and maintain a power project. D.2018 BPMC Meeting Schedule Chair Janorschke advised the 2018 BPMC Meeting Schedule has been provided.One meetingisscheduledeachmonth.If a specific month's meeting is not necessary,it will be cancelled in a timely manner. 8.COMMITTEE REPORTS Mr.Thibert informed CEA and HEA were requested at the last meeting to suggest an approach for non-participating utilities to opt in at a future date and become participating utilities in Battle Creek.Mr.Thibert invited Ms.Highers and Ms.Curran to present the recommended methodology.Ms.Highers gave a detailed review of the provided model and assumptions.She stated comments on the methodology were received from the Budget and Finance Subcommittees. Ms.Garner presented the unaudited Fourth Quarter Report.The audit is scheduled for the first week of November.Audit approval and refunds are expected in December.Ms.Garner informed the current liabilities is high this year because of the SVC project bills that will be paid during the next fiscal year. 9.OPERATOR REPORT Mr.Day submitted and reviewed the September 2017 Operator Report. 10.COMMITTEE ASSIGNMENTS Chair Janorschke assigned himself and Mr.Thibert to follow-up on the Soldotna SVC O&M agreement and to bring it before the BPMC for approval. Chair Janorschke assigned Mr.Thibert to coordinate efforts on Resolution 2017-02 (Battle Creek Optional Project Work). Chair Janorschke assigned AEA to provide a procurement schedule for the operator O&M process. Chair Janorschke assigned the Finance Committee to follow up and provide a prudent utility insurance review at the next meeting. 11.MEMBERS COMMENTS Chair Janorschke expressed appreciation to the O&D Committee for their work on the Battle Creek water allocations.Chair Janorschke thanked the Finance Committee for their efforts on the Battle Creek cost allocations.Chair Janorschke expressed gratitude to AEA for keeping Battle Creek moving forward. Mr.Borgeson expressed appreciation for the work today and welcomed Mr.Quiachon to Alaska and to GVEA. Mr.1zzo informed Mr.Kuhn will be retiring.An alternate will be named in the near future. 12.NEXT MEETING DATE-Friday,November 3,2017 BPMC Minutes 9/29/17 Page 4 of 5 The next meeting will be coordinated by Ms.Webster and is tentatively scheduled for October 10th.The meeting in November is scheduled for Friday,November 3rd. 13.ADJOURNMENT There being no further business for the committee,the meeting adjourned at 4:03 p.m. BY:<=oerBradJanorschke,Chait_ Attest:7A i LoeBryanYHAlaskaEnergyAuthority,Secretary BPMC Minutes 9/29/17 Page 5 of 5 12. 13. BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE REGULAR MEETING Friday,September 29,2017 2:00 P.M. Alaska Energy Authority,Board Room 813 W.Northern Lights Boulevard,Anchorage,Alaska To participate VIA TELECONFERENCE-1-888-585-9008 -Conference room code 467-050-126 AGENDA CALL TO ORDER ROLL CALL FOR COMMITTEE MEMBERS PUBLIC ROLL CALL PUBLIC COMMENTS AGENDA APPROVAL APPROVAL OF PRIOR MINUTES --July 28;Aug 18;and Sept 6,2107 NEW BUSINESS A.FERC Land Fees AEA/VNF B.Battle Creek Project i.Battle Creek Update AEA ii.Financing AEA iii.Bradley Lake Water Scheduling &Allocation CEA iv.Battle Creek Participation Kirk G C.Bradley O&M Contract AEA D.2018 BPMC Meeting Schedule Chair COMMITTEE REPORTS OPERATOR REPORT COMMITTEE ASSIGNMENTS MEMBERS COMMENTS NEXT MEETING DATE -Friday,Nov 3,2017 ADJOURNMENT BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE MEETING REGULAR MEETING Alaska Energy Authority,Anchorage,Alaska July 28,2017 1.CALL TO ORDER Chair Borgeson called this telephonic meeting of the Bradley Lake Hydroelectric Project Management Committee to order at 10:01 a.m.aan 2.ROLL CALL FOR COMMITTEE MEMBERS er aeCoryBorgeson(Golden Valley Electric Association [GVEA]);Michael Lamb (Alaska Energy Authority [AEA]);Lee Thibert (Chugach Electric Association [CEA]);Tony Izzo (Matanuska Electric Association [MEA]);Mark Johnston (Anchorage Municipal Light &Power [ML&P]);Brad Janorschke (Homer Electric Association [HEA]);and John Foutz (Seward). OM e Nan3.PUBLIC ROLL CALL A anieet mo Ny FdBryanCarey,Kirk Warren,Brandi White.'Amy Adler,Brenda Applegate and Teri Webster,(AEA);Brian Bjorkquist (Attorney General's Office);Crystal Enkvist (ARECA Insurance Exchange and Alaska Power Association);Paul Risse,Sherri Highers and Mark Johnson,(CEA);Bob Day,Emily Hutchinson and Larry Jorgensen (HEA);Kirk Gibson (McDowell Rackner Gibson,PC);Gary Kuhn (MEA);eft Warner and Molly Morrison (MLP);Ron Wolfe (GVEA);Bernie Smith. 'wo '\r io ,4.PUBLIC COMMENTS ';*.Mr.Day heard from AEA that HEA's O&M contract would not support HEA doing any BattleCreekrelatedworkbecauseitisoutsideoftheO&M Bradley Lake.He would like to request anamendmenttothecontracttoallowHEAtoassistinanyBattleCreekwork.Mr.Lamb statedthatthebrushingworkisrelatedtotheBattleCreekprojectandperprocurementlaws,any workdoneforBattleCreekwouldneedtobecompetitivelybid.AEAis aware of the urgency and isworkingonthis.Chair Bergeson aasked the O&D Committee to look into it with AEA.”,5.AGENDA APPROVAL ,MOTION:Mr.Lamb niade 4amotion to approve the agenda.Motion seconded by Mr.Johnston."ae The agenda was unanimously approved. 6.NEW BUSINESS A.Annual Election of Officers The Bylaws call for an annual election of officers on the first meeting of the fiscal year. Mr.Foutz nominated Cory Borgeson from GVEA.Mr.Lamb asked if any utility has not served as chair yet.Homer Electric and City of Seward has not served as chair as far as anyone can recall.Mr.Lamb nominated Brad Janorschke from Homer Electric. BPMC Minutes 7/28/17 Page |of4 A vote was taken:MEA -Cory;Seward -Cory;AEA -Brad;ML&P -Brad;CEA -Brad;HEA - Brad;GVEA -Cory. Brad Janorschke was named the new Chair.Chair Janorschke took over the meeting.He thanked Cory for his work the last couple of years and for keeping the BPMC going in the right direction. Nominations were taken for the Vice Chair and Cory Borgeson was nominated and elected.The office of Secretary/Treasurer remains with AEA under the bylaws. B.|BATTLE CREEK BUDGET AMENDMENT co Motion:Mr.Johnston made the following motion and wass seconded by Mr.Thibert.Move that the Bradley Lake Project Management Committee (BPMC)directs the Alaska Energy Authority (AEA)to proceed with completing the design bid documents,bidder site visit,bid evaluations,survey flagging for brushing contractor,and brushing whichalsoincludesacontingencyandAEAstafftimefortheBattleCreekDiversionProject(Work),with a total cost of $400,000.Except as noted in this Motion below,this workshallbepaidbytheutilitiesdesiringtopromotethefurtherdevelopmentoftheBattle Creek Diversion Project to AEA:Chugach Electric Association,Inc.;Homer ElectricAssociation,Inc;and City of Seward;hereinafter referred to in this Motion as the "BattleCreekParticipatingUtilities.”*%%og,ae=Be,<a a And,further moved that the'amended FY2018 budget iis approved as presented and thefundsprovidedbytheBattleCreekParticipatingUtilitiesbedepositedintheBattleCreekParticipatingUtilitiesFundheldbyAEA.After the Work is complete,the Battle CreekParticipatingUtilitieswillberefundedtheunspentfundsusingthesamepercentages astheirrespectivecontributions.Alternatively,AEA may use funds that any of the BPMCParticipantshavealreadyindividuallycontributedtotheFY2018Budgettopayforthe Battle Creek Diversion costs.Any such amounts borrowed from the FY2018 BPMC Budget must be repaid by 1the respective utility affected.NeosAnd,further moved that Golden Valley Electric Association,Inc.,Matanuska ElectricAssociation,Inc.,and Municipal Light &Power,the BPMC member(s)choosing not to fund the Work at this time,will have the opportunity to fully participate in the BattleCreekDiversionProjectinthefuturesolongastheyfirstprovidenotice,at some future date,of its wish to participate in the Battle Creek Diversion Project and reimburse the utilities participating in the Battle Creek Diversion Project their respective proportional _share for the amounts paid to fund the Work. There was a discussion regarding when a non-participating utility can opt in.The group decided to negotiate the terms later on the timeline to opt in.Mr.Thibert asked MEA to reconsider participating so there would be a majority participation when this project is brought to the AEA board on August 10 for approval. Mr.Izzo stated he reviewed the cost and had a discussion with Mr.Thibert earlier in the morning and has a better understanding and does support the project. BPMC Minutes 7/28/17 Page 2 of4 Mr.Izzo proposed an amendment to the motion to reflect Matanuska Electric Association as a participant.The motion was seconded by Mr.Lamb. Mr.Foutz asked for each participants share.Mr.Thibert calculated it as follows: Chugach Electric 53.15%$212,587;Matanuska Electric 24.12%$96,504;Homer Electric 20.98%$83,916;City of Seward 1.75%$6,993. Mr.Foutz expressed his concerns that this power might be taken away in the future by a utilitydecidingtonotparticipantanymore.Chair Janorschke stated an agreement between the participating utilities would need to be made later regarding notice time.He suggested a one or two-year notice so the remaining utilities have time to budget for the adjustment. Mr.Foutz asked what commitment is being made by the passing of this motion?Mr.Carey stated the motion would provide the funds to complete the design bid documents,evaluationsandcompletethebrushing.ket Ss"ee e AMr.Borgeson stated he needs to get his Boards"approval to participate iin the project but GVEAisnotreadyyettocommitsoheiswillingtowait.Heis concerned the projectis being rushed.Mr.Lamb explained the urgency is due to the NCREB allocation poolis dwindling from the IRSTreasury.The fundis down to $150M.-. . 'ay* baMr.Thibert stated his Board has approved the participation iin the project and does see theurgencytogettheCREBfinancinginplaceassoonaspossible.,hyMr.Lamb called for question.Seconded by.Mr.Thibert..aMotionamendmentacceptedbyMe.Johnston.;7 "as+A vote was done to approve the'following motion:Move that the Bradley Lake Project Management Committee (BPMC)directs the AlaskaEnergyAuthority(AEA)to proceed with 'completing the design bid documents,bidder site visit,bid evaluations,survey flagging for brushing contractor,and brushing whichalsoincludesacontingencyandAEAstafftimefortheBattleCreekDiversionProject (Work),with a total cost of $400,000..Except as noted in this Motion below,this workshallbepaidbytheutilitiesdesiringtopromotethefurtherdevelopmentoftheBattle Creek Diversion Project to AEA:Chugach Electric Association,Inc.;Homer Electric Association,Inc;Matanuska Electric Association,Inc.,and City of Seward;hereinafter referred to in this Motion as the "Battle Creek Participating Utilities.”': And,further moved that the amended FY2018 budget is approved as presented and the funds provided by the Battle Creek Participating Utilities be deposited in the Battle Creek Participating Utilities Fund held by AEA.After the Work is complete,the Battle Creek Participating Utilities will be refunded the unspent funds using the same percentages as their respective contributions.Alternatively,AEA may use funds that any of the BPMC Participants have already individually contributed to the FY2018 Budget to pay for the Battle Creek Diversion costs.Any such amounts borrowed from the FY2018 BPMC Budget must be repaid by the respective utility affected. And,further moved that Golden Valley Electric Association,Inc.,and Municipal Light & Power,the BPMC member(s)choosing not to fund the Work at this time,will have the BPMC Minutes 7/28/17 Page 3 of4 opportunity to fully participate in the Battle Creek Diversion Project in the future so long as they first provide notice,at some future date,of its wish to participate in the Battle Creek Diversion Project and reimburse the utilities participating in the Battle Creek Diversion Project their respective proportional share for the amounts paid to fund the Work. The motion passed unanimously. 7.COMMITTEE ASSIGNMENTS Chair Janorschke assigned the O&D Committee to review the O&M agreement to see if HEA can support the Battle Creek project without going out to bid.«° roe Z : 8.MEMBERS COMMENTS oeras a"Mr.Lamb stated heis working diligently to get thefifinancing done as soon as possible andworkingcloselywithCEA.He would like Sherri Highers at CEA to be the disbursement ofinformationcontacttoAEAandbethecontactforfinancingquestions.She will work closely withthefinancecommitteechair,Ron Wolf.hoe Sea2%eo.«ee Mr.Thibert confirmed Sherri will work closely with Ron Wolf and the finance committee.He thanked Cory for all his work the last couple of years as chair of the BPMC."x.aMr.Izzo stated he has not brought Battle Créek fifinancing |to his board yet.He needs the finalnumbersfirst.Mr.Janorschke stated once the AEA board approves the project on August 10ththeteamwillworkongettingthefinalfinancingplaniinplacefortheutilitiesboardtoreview.Mr. Lamb stated the fifinancing,plans being presented to the board will be shared ASAP to all of theutilities.foe 7 :yy ee erMr.Foutz stated he algo heeds topresent the project to the city council and is waiting on the finalfinancing plan.He also would like to request to have some utility CFO's present at his citycouncilmeetingtohelpexplaintheprojectandfifinancingplan.Chair Janorschke stated thateithersomeCFO's or finance committee members can go to Seward for the presentation.Mea "s,om fF9.NEXT MEETING DATE -August 18,2017ThenextmeetingdateiisAugust18,2017.Jisa10.ADJOURNMENT 2 /#*weTherebeingnofurther'business for the committee,the meeting adjourned at 11:05 a.m. BY: Brad Janorschke,Chair Attest: Bryan Carey Alaska Energy Authority,Secretary BPMC Minutes 7/28/17 Page 4 of4 BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE MEETING REGULAR MEETING Alaska Energy Authority,Anchorage,Alaska August 18,2017 1.CALL TO ORDER Chair Borgeson called the regular meeting of the Bradley Lake Hydroelectric ProjectManagementCommitteetoorderat10:17 a.m.am, 2.ROLL CALL FOR COMMITTEE MEMBERS a . Cory Borgeson (Golden Valley Electric Association [GVEA]);Michael Lamb (Alaska Energy Authority [AEA]);Burke Wick (Chugach Electric Association [CEA]);Tony Izzo (Matanuska Electric Association [MEA]);Mark Johnston (Anchorage Municipal Light &Power [ML&P]);Bob Day (Homer Electric Association [HEA]);and John Foutz (phone)(City of Seward). 2t3.PUBLIC ROLL CALL tn "ata, a So .'OSAmyAdler,Bryan Carey,Jessica Houston,Jocelyn Garner,Kirk Warren,Teri Webster,BrandiWhite(AEA);Brian Hickey,Sherri Highers (phone),Mark Johnson (CEA);Brian Bjorkquist (Department of Law);Ron Woolf (phone)(GVEA);Emily Hutchinson (phone),Larry Jorgensen(HEA);Kirk Gibson (McDowell Rackner Gibson,PC);Gary Kuhn,David Pease (phone)(MEA);Molly Morrison,Jeff Warner (ML&P);Fred Eoff (phone)(PFM Group Consulting);TW Patch, Bernie Smith (Public);and Sydney Hamilton (Aco:Type Paposqions).4.PUBLIC COMMENTS eo ;"is None.«*"+,A nA wow,ae ONaeoyelleo,a8,co :&7 :Se a oe a 5.'AGENDA APPROVAL Note Ogee MOTION:Mr.Johnston made a motion to approve the agenda.Motion seconded by Mr.Lamb.eo,aes ttfe The agenda was$unanimously approved.'6.APPROVAL OF PRIOR MINUTES-June 28,2017MOTION:Mr.Lamb made :a.motion to approve the minutes of June 28,2017,with the correction on page three to read,"The diversion project could begin at the end of 2019." Motion seconded by Mr.Johnston. The motion passed unanimously to approve the minutes of June 28,2017,with the | correction on page three to read,"The diversion project could begin at the end of 2019." 7.NEW BUSINESS A.Battle Creek Update DRAFT BPMC Minutes 8/18/17 Page 1 of4 Mr.Carey informed minor comments have been received from Federal Energy Regulatory Commission (FERC)Dam Safety regarding the plans and specifications,and could be addressed within two weeks.Both the Army Corps of Engineers 404 Permit and Department of Environmental Conservation (DEC)401 Permit have been received.The amendment to the land lease with Department of Natural Resources (DNR)remains outstanding and the decision will be final as long as no new information is received within the next week. Mr.Carey stated the completion of the bid documents and site showing is ongoing.The bid opening for the brush clearing contractor occurred yesterday.Mr.Carey stated the brush clearing bid is considerably less than expected at under $100,000.Mr.Carey reviewed the schedule for the invitation to bid,pre-bid conference,contractor site visit,bid due date,andtentativeawarddate.<aAAcdMr.Lamb informed he has the completed draft of the Clean Renewable Energy Bonds (CREB)application and intends to review it before submittal to Internal Revenue Service (IRS)for approval.Mr.Lamb explained the possibility of asecond CREB application.B.BPMC Management of Battle 'Creek -oo Mr.Gibson described to the members the provided memo 'and resolution,including a revisionattachment.He noted the resolution has been reviewed by Mr.Bjorkquist.Mr.Johnston commented,in order to support the resolution,ML&P would require no limitation on non- participating parties'ability to come back into the project.Mr.Johnston requested the definitionofequitablecoststobepaidbynonparticipatingpurchasersbedetermined.Mr.JohnstonstatedML&P believes there should be an allocation of the project's cost based on kilowatt hoursproducedandnotbasedonthecurrentarbitrary|number of 1/10 cent.an %Mr.Gibson noted the Committee makes the decisions concerning theissues raised.Discussionoccurredregardingthebuy-in cost formula and reasonable notice to be established for current nonparticipants who may want to participate in the future.Other issues discussed include BattleCreekwaterpayingitspro-rata share of Bradley costs and line losses,utilities bearing the costofspill,andsettling the Homer tigation and transmission costs. ' Chair Borgeson assigned L.Lee Thibert and Brad Janorschke to coordinate a meeting to addresstheissuesdiscussed.we Cc,Procuirement of Bradley OperatorMr.Lamb reported on thetimeframe and process for the procurement of a Bradley operator. The development of the scoping should begin moving forward.Mr.Lamb noted utilities who decide to bid should not be part of writing the scope.Mr.Lamb requested Mr.Gibson or Mr. Bjorkquist create a reporting structure for the utilities to communicate their intent to not bid so we can proceed with developing the scope of work. Mr..Borgeson asked what the definition of an eligible bidder is for this contract.Do they need a CPCN in AK? Mr.Bjorkquist stated a qualified contractor does not have to be a certified contractor regulated by the RCA because operators do something different than sell power.What needs to be DRAFT BPMC Minutes 8/18/17 Page 2 of4 decided is what is going to be looked at for this particular project and what the scope is with the regulation is not necessarily the scope that will be chosen for this particular procurement. Mr.Lamb stated the AEA board would like the broadest definition of a qualified contractor to allow more potential bidders but they should be a qualified entity.The statutes and regulation standards can be tightened by this committee of who is qualified for this project. Mr.Bjorkquist stated the other utilities should be asked what they suggest is a qualified contractor to assist AEA in answering the question. Mr.Lamb and Mr.Carey will start a draft on what they think is a qualified contractor and then send it out to the utilities for discussion.Once that defi nition is established then the utilities canmakeaninformeddecisiononiftheywillbidornot.Lo &. Mr.Borgeson clarified this a state procurement decision and theutilities can't be a majority oftheevaluationcommitteetocontrolwhoischosen.Mr.Lamb concurred and stated the utilitieswillhavemuchinputwiththedevelopmentofthescopeandparticipationirintheevaluationoftheresponses.as &y a Parsleaha i =&Ed orcas%é :ep 8D.Disposal of Old Bradley Drawings s,28 ve 23 Mr.Carey informed the Committee of duplicate mylar Bradley construction drawings housedinAEA's offices.Many drawings are out dated 'and the accurate drawings have been transferredtoelectronicformatandanadditionalduplicatesetoforiginaldrawingsarehousedatBradley.Mr.Carey stated AEA's request for disposal of the mylar drawings was approved by the O&DCommittee.Mr.Carey requested BPMC approve of the disposal.\e°MOTION:Mr.Johnston made a 'motion to authorize AEA to dispose of their copy of theoldBradleydrawings.Motion,seconded by Mr.Day.et ye .sora baoThemotionwas'unanimously approved:sat.Ny Oe "E..*_Quartz Creek to Soldotna Right of Way Clearing*%"gMr.Wick informed certain portions of the right-o f-way that had not been clearedin the refuge area due to permitting issues have since been cleared.Areas of the right-of-way near the highway crossings that have visual barriers will be reviewed by linemen to ensure appropriateclearance.Ro eSge8.COMMITTEE REPORTS Mr.Warner reported on the assignments from the Chair to the O&D Committee.The consideration of leasing equipment versus purchasing equipment was reviewed.The O&D Committee recommends the purchase of the loader and crane as the most cost effective solution.Mr.Warner suggested the Finance Committee create a cost comparison spreadsheet for the potential option of a lease-purchase agreement.Mr.Warner reviewed the accounting for work related at Battle Creek.The O&D determined an account could be set up for HEA to invoice and segregate costs during the construction phase. DRAFT BPMC Minutes 8/18/17 Page 3 of 4 Mr.Warner informed the BPMC has previously approved the operating procedures.Since then, Mr.Gibson has reviewed and commented on those procedures,including non-substantive changes.The O&D examined Mr.Gibson's comments and made some responding non- substantive changés.The initial approval by the BPMC should stand.Mr.Gibson requested more information on how the current procedures need to be modified to include Battle Creek. Chair Borgeson assigned the review of the Bradley procedures and how they might need to be adjusted to accommodate Battle Creek water. Mr.Woolf noted the Finance Committee was requested to report on the cost of an insurance maximum probable loss study.The study cost estimate came in at $10,000.The Finance Committee recommends an RFP be developed.Chair Borgeson assigned Mr.Woolf to providetheFinanceCommittee's recommendation in writing at the next meeting. Ed9.OPERATOR REPORT are«*A)Mr.Day submitted and reviewed the Operator Report for June and July.They operated the lasttwomonthsonasingleunitduetoSVCwork./AllUnits are now running and there are noproblemstoreport.hea Nae ao "ee *x °Pra10.COMMITTEE ASSIGNMENTS a Seo & oe «._EChairBorgesonassignedtheO&D Committee to integrate the Battle Creek water into theprojectprocedures.'Ye a"te,Be EaChairBorgesonassignedMr.ThiberttandMr,Janorsohke to organize a meeting to discuss thetermsandconditionsregardingBattleCreekparticipatingandnon-participating utilities.-4 at oF,Chair Borgeson assigned the Finance Commies fo bring a 'proposal to the next BPMC meetingregardingthetotallossanalysis.ri ; £11.MEMBERS COMMENTS.tele 2Seo-'Chair Borgeson expressed appreciation to stata)12,NEXT MEETING DATE -TBD:SeThenextmeetirigwillbescheduledatalater date.13.ADJOURNMENT.There being no further posi for the committee,the meeting adjourned at 11:30 a.m. BY: Brad Janorschke,Chair Attest: Bryan Carey Alaska Energy Authority,Secretary DRAFT BPMC Minutes 8/18/17 Page 4 of4 BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE MEETING SPECIAL MEETING Alaska Energy Authority,Anchorage,Alaska September 6,2017 4 * 1.CALL TO ORDER ,LosadooChairJanorschkecalledthistelephonicmeetingoftheBradleyLakeHydroelectric ProjectManagementCommitteetoorderat9:00 a.m.a”,ae "A .a . %oe ;2.ROLL CALL FOR COMMITTEE MEMBERS 'A _ Brad Janorschke (Homer Electric Association [HEA)):Cory Borgeson (Golded Valley ElectricAssociation[GVEA]);Bryan Carey (Alaska Energy Authority [AEA]);Burke Wick (ChugachElectricAssociation[CEA]);Tony Izzo (Matanuska Electric Association [MEA]);and JeffWarner(Anchorage Municipal Light &Power IML&P)).*ey%a gi gee as :4 oe ee3.PUBLIC ROLL CALL,BO rartefon"Tom Erickson,Michelle Hope,Rich Wooten,Kirk Warreen,Brenda'Applegate and Teri Webster,(AEA);Brian Bjorkquist(Attomey General's Office);Mark Johnson (CEA);Bob Day,EmilyHutchinsonandLarryJorgensen(HEA);Kirk Gibson (McDowell Rackner Gibson,PC);GaryKuhn,David Pease (MEA);Molly Morrison we Lo Quiachon (GVEA);Jay Thom,Brad "Le ae an Melocik (DOWL);and Bernie Smith.em4.PUBLICCOMMENTS »NS.Re None Ne ,Ny 'MS 5.AGENDA APPROVAL IiX'woosMOTION:Mr.Izzo made'a motion to approve the agenda.Motion seconded by Mr.Wick.Se Mr.Borgeson asked to add a Battle Creek bidding document update to the agenda.This meeting was noticed as a special meeting with a single topic of Battle Creek procurement and Mr. Bjorkquist stated adding a bidding update to the procurement discussion is valid.The agenda was unanimously approved. 6.NEW BUSINESS Mr.Carey is sending draft bid documents to the utilities today for their review with edits due back in one week.The bid will go out to the public Sept.15 with a contractor site visit Sept 27. BPMC Minutes 9/6/17 Page |of3 The construction of the Battle Creek Diversion Project falls under DOT&PF construction procurement authority.The Procurement Code used authorizes a number of procurement methods and each of these procurement methods allow for different methods of payment. The development of the solicitation is still in progress but it will be solicited as an Invitation to _Bid (ITB). The method of payment for the project is written as a combination of lump sum items and unitpriceitemsTheengineerhasestimatedquantitiesthatgoesintothebidscheduleforthe contractors.There will be variances due to the unknown depth of bedrock,overburden,etc,sotheunitpriceisusedforthoseitemsandthelumpsumwillbeusedforitemsthathaveverylittlevariances.This method reduces risk for the Contractor and 'adds flexibility for the owner.a rd Seg aMr.Izzo asked if we have an idea of how many contractors will bid.Mr.Catey estimates it willbemanyduetoinquiresreceivedlately.This job can be done by many construction contractorsastheyareallskilledtobuildaroadinmountainousterrain.ey va ee +h bsBem%2foneee"4 ¥tee "'.Bom atte hoe wk * i Motion:Mr.Wick made the following motion:.aTheBradleyProjectManagementCommittee(BPMC)has reviewed the proposedproceduresincludedinthedraftmemofromAEAtoitsBoarddatedSeptember6,2017,detailing the procurement procedures for the Bradley Lake Hydro,West Fork UpperBattleCreekDiversionProject(Project),that will be followed and the BPMC confirms itsconcurrencewiththemethodsselecteddbyAEAand'd expected to be used to procure theProjectwork._2 :The motion was seconded by Mr.Warner.”%'MeMr.Borgeson asked how faugh of this bid will be unit priced vs.fixed priced?Mr.Thom statedaround$7 million or 25 percent \will be lump sum.They incorporated a 15 percent variance.Thisis in line with the general practice of DOT&PF and other heavy civil projects with=significant unknown fi eld conditions.°Sat <>Mr.Borgeson asked howhaving a unit priced method reduces the risk of the cost.Mr.Thomrepliedstatingitisthebestwaytoprovidethecontractorswithabasisfortheirbid.DOWL hasdeterminedthroughLIDARwhatthe'ground surfaceis.Also the upper and lower road sectionshavedifferentcutslopes.By giving the contractors an estimate in unit priced quantities they can calculate the unknowns more accurately.This method of payment is the standard used for DOT Highways projects and has worked well. Mr.Erickson confirms this method is the best method to get the best cost and the assume little risk.Mr.Wick confirmed the lump sum items are the most difficult to work with and he agrees the right way to proceed is by using the unit pricing. A vote was called and the motion passed 5-1 with GVEA opposing. 7.MEMBERS COMMENTS None. BPMC Minutes 9/6/17 Page 2 of3 8.NEXT MEETING DATE -September 29,2017 9.ADJOURNMENT There being no further business for the committee,the meeting adjourned at 9:52 a.m. .'an . BY:Pe .a YBradJanorschke,Chair a €. .vw X oe ar 'rs xAttest:eo. Bryan Carey ws :xAlaskaEnergyAuthority,Secretary SO se af 7 an 'N "3 *'."*. a 7 &\Ss SS ..eoXt7<a®wy *'& -_\«im ow 4 ry wf ot.\.a wo: Lf a e Vo4 eo f .«2 *s .. 'QO. a .;% a *% er By . : me te wom . °..''*5?°'5 Ly s .* & *xX - '\ ! A ,-BPMC Minutes 9/6/17 Page 3 of 3 FA From:Charles Sensiba [mailto:crs@vnf.com] Sent:Monday,September 11,2017 3:58 PM To:'Trey Acteson'<tacteson@seapahydro.org>;Bryan Carey <bcarey@aidea.org>;Thibert,Lee <lee_thibert@chugachelectric.com>;'Mike_Brodie@chugachelectric.com' <Mike_Brodie@chugachelectric.com>;Betsy McGregor <BMcGregor@aidea.org>;'John Duhamel' <heidelberg @cvea.org>;Michael E.Lamb <mlamb@aidea.org>;'AndrewD@City.Ketchikan.Ak.Us' <AndrewD@City.Ketchikan.Ak.Us>;'Connie Hulbert'<Connie.Hulbert@aelp.com>;Brian Bjorkquist <brian.bjorkquist@alaska.gov> Cc:Sharon White <slw@vnf.com>;Mike Swiger <mas@vnf.com> Subject:FERC Rulemaking on Alaska Federal Land Fees:Recommended Next Steps Members of the Alaska FERC Land Fees Group: As you know,on August 17,FERC issued a Notice of Proposed Rulemaking (NOPR)to change the method for determining the per-acre fee for federal lands at FERC-licensed projects in Alaska.Although we circulated a copy of the NOPR when it initially was issued,for convenience a copy is attached to this email message. Now that we've had a chance to review FERC's NOPR in detail,we are generally pleased that FERC has adopted this Group's proposal to establish a statewide per-acre fee that will apply throughout the State, except for projects located in the Aleutian Islands area (which will not be affected by FERC's new fee schedule). Unfortunately,however,FERC didn't adopt our suggestion that the statewide per-acre fee should include NASS census data from the Aleutian Islands,Kenai,and Fairbanks areas.Instead,FERC's NOPR (if adopted)will exclude the Aleutian Islands area from the statewide calculation.Under FERC's proposal,for fiscal year (FY)2017,FERC will impose a statewide per-acre fee of about $37 for Alaska (consistent with our previous intel received before FERC issued the NOPR).If adopted,FERC's proposed change will result in a substantial savings for each project involved in our effort.For our group,the 2015 rate was $33.28/acre.Our appeal and challenge to FERC's rule came in 2016,when FERC hiked the rate to $56.78/acre-and increase of nearly 71%.If FERC adopts the proposal in its NOPR,the rate for 2017 will be slightly higher than 2015,but substantially lower than the rate FERC had tried to impose in 2016.According to our calculation,FERC's proposal,if adopted,will save group members $19.78/acre-or roughly a 35%reduction from what we would have paid if we had not challenged FERC's fee structure! While this is a good result for the Group,we should note that FERC's NOPR-by not adopting our proposal to include the Aleutian Islands area in the statewide calculation-does not result in as much of a benefit as we had hoped.If FERC had accepted our proposal to include the Aleutian Islands area in its per-acre calculation,the 2017 rate would have been approximately $6.86/acre.Obviously,this would have been a tremendous discount from even the 2015 rate.We believe that FERC was trying to strike a balance to respond to our concerns by reducing the impact of the NASS Census changes to Alaska licensees,but without extending a significant reduction in the status quo. At this point,the Group needs to decide whether to file comments on the NOPR.The Group's comments could raise one or more of the following issues: 1.First,the Group could decide to continue to press FERC to include the Aleutian Islands area in its calculation of the statewide average.As mentioned in our previous email,FERC did not provide a justification for this change to our proposal,except that it is "not persuaded that the Aleutian Islands Area values,which are lower than land values elsewhere in the state,should be used in calculating a statewide average...”If the Group raises this issue,our comment must be able to provide further justification for why the Aleutian Islands area should be included. 2.Second,while FERC's calculations for this year appear to work in the group's favor,we don't know how the numbers will change over time under future NASS Censuses.The Group's comment could set a placeholder for further refinements in future years by again reminding FERC that the NASS Census does not reasonably reflect the value of government lands on which hydropower projects in Alaska are located.Laying this groundwork in a comment would make it easier for the Group to pick up this issue again in the future,if future application of the NASS Census again results in unreasonable per-acre rates at Alaska projects. 3.Third,FERC's NOPR does not specify the effective date of the new rule.A comment from the Group could request,as we did in our comments on the Notice of Inquiry,that FERC apply any new rule beginning with charges assessed for FY 2015-the year in which the Group brought these issues to FERC's attention.We would argue that it is not equitable for the group to be required to pay annual charges in FY 2015 at a rate which FERC has now found to be unreasonable.We would request refunds for FY 2015,and request that FERC issue FY 2016 bills to Alaska licensees under the new rate. If the Group decides to file a comment with FERC on any of these issues,we would not expect a significant budget to prepare the comment letter.Although we would need some assistance from Group members regarding the Aleutian Islands area issue,we have commented extensively on the NASS Census problems in the past. If the Group would like to consider filing a comment on FERC's NOPR,the comment deadline is October 30.If helpful,we would be happy to schedule a conference call to talk through the issues and help the Group decide how to proceed.As a starting point,we would ask Group members to respond to this email message to indicate whether you'd like us to move forward with preparing the comments,or whether you'd like to first schedule a conference call to discuss.We would appreciate your response by next Friday,September 22. |look forward to seeing many of you at the hydropower meetings in Girdwood next week,and as always, please let us know if you have any questions. Thanks, Chuck Charles R.Sensiba |Partner VanNess Feldman up 1050 Thomas Jefferson Street,NW Washington,DC 20007 (202)298-1801 (0)|(202)361-5636 (c)|crs@vnf.com |vnf.com This communication may contain information and/or metadata that is legally privileged,confidential or exempt from disclosure.If you are not the intended recipient,please do not read or review the content and/or metadata and do not disseminate,distribute or copy this communication.Anyone who receives this message in error should notify the sender immediately by telephone (202-298-1800)or by return e-mail and delete it from his or her computer. TR BPMC Meeting September 29,2017 Battle Creek Update september e Mailed New Clean Renewable Energy Bond (NCREB)application. e Pre-bid meeting for contractors held Friday Sept 22"at AEA.Attended by 20-25 contractors. e Contractor Site visit for the 26 had many contractors on waiting list so an added site visit October 6".Contractors paying for use of helicopter. e AEA working on financing. ¢Nonew contracts or encumbrances. e Brushing cost was less than estimated. e Existing funding expected to last until contract award. Schedule Sept 8 --Route flagged and Lower Access Road brush cut Sept 15 --Advertised ITB Sept 22 -Pre Bid at AEA Sept 26 -Contractor Site visit Oct 6-Alternate Contractor Site Visit October -NCREB decision received Nov 15-Bids due Jan2-Award 2018 Break ground June 19. "TR /BALASKA@K-ENERGY AUTHORITY Alaska Energy Authority Battle Creek Schedule-Construction Financing-DRAFT Rolew Party) Issuer/Borrower Alaska Energy Authority AEA Bond Counsel JDO Law BC AEA AG Office of the Attorney General |AG Financial Advisor PFM Financial Advisors LLC FA Underwriter/Lender }TBD UW Underwriter Counsel }TBD UC [Datel BTask!Responsible Party al Sept 14 Submittal of NCREB application AEA Sept 29 BPMC Meeting-BPMC approve Battle Creek as BPMC Optional Project Work and approve cost/benefit agreement between utilities (October 12 deadline) Oct 15 NCREB decision received (optimistic estimate)AEA Oct 26 AEA Board Meeting AEA Oct 15-Dec 1 |(Very fast track document drafting during this period)All Novi 60 Day Notice to Governor and Legislature/LB&A AEA (AS44.83.910 Nov 3 BPMC Meeting BPMC Nov 1-8 Provide firm financing alternatives/plan PFM Nov 15 Special BPMC Meeting to approve interim financing BPMC Dec1.Notice to State re Moral Obligation Pledge AEA Dec 7 AEA Board Meeting (Interim financing documents in AEA near final form for approval) Dec 8 BPMC Meeting .BPMC Jan1 Notice of Intent provided to Contractor AEA Jan 18 Notice to proceed provided to Contractor AEA Feb 18 Contractor submits Erosion Control,HazMat,and Bear AEA Safety Plan to AEA Mar 3 AEA reviews plans and sends to agencies AEA April 3 Agency responses Agencies April 18 AEA send plans,comments,&responses to FERC.AEA April 25 Contractor brush cutters to Bradley Contractor May 15 Contractor barge w camp to Bradley (high tides)Contractor June 18 FERC Plan Response FERC June 19 Break ground Contractor pfm 7 Alaska Energy Authority Battle Creek Diversion Project Financing Options Update September 29,2017 PFM Financial Advisors LLC 1200 Fifth Avenue 206.858.5370 Suite 1200 Seaitle,WA 98101 Se mem ately Qed Rath me ele enaaoe QO Battle Creek Diversion Project Analysis Overview @ Financing options are updated from original overview provided on August 9,2017 @ Option 7: -Public offering of $40 million of CREBs at earliest opportunity (application submitted 9/14/17) *Companion non-subsidized taxable bond series to complete financing and pay transaction costs @ Option 2: ¢Public offering of taxable bonds to fund project and pay transaction costs @ Option 3: *USDA Rural Utility Services loan for project and transaction costs @ Option 4: ¢«NRUCFC Loan for project and transaction costs @ Option 5: ¢CoBank Loan for project and transaction costs QO Power Cost Comparison a a |WEAEA |NCREB|FAEATaxable aa &[NRUCFC]|CyForecastedAIC%1.873%|4.162%i 2.706%3.919%3.939% | Principal $47,060,000.$47,060,000 |$46,710,004 $46,710,745 '$46,710,036 Interest |$11,943,992.|$30,567,834 |$18,474,287 $28,093,085,28,249,977.Total Debt Service”$59,003,002."$77,627,834"$65,184,201"$74,803,830"«$74,960,013"AnnualMWh Generated _|37,000 |37,000 |37000".:__37,000 _37,000 30 Year Power Statistics if 7 7 'Total O&M $3,512,975|$3,512,975 |__$3,512,975 |'«$3,512,975 |$3,512,975TotalCostofPower$62,516,967,|$81,140,809 7 $68,697,266 "$78,316,805 $78,472,988TotlMWho__1,110,000,1,110,000;1,110,000;1,110,000 1,110,000 S/MWh $56.32 :STB AO $61.89i$70.56)$70.770.| 50 Year Power Statistics |ip i v4 'Total O&M :$7,324,117)|$7,324,117;|$7,324,117,|$7,324,117)|«$7,324,117, Total Cost of Power $66,328,109 |$84,951,951)7 $72,508,408."$82,127,947"$82,284,130 iTotal MWh 1,850,000 $1,850,000 :$1,850,000 |$1,850,000 _$1,850,000 $/MWh $35.85 $45.92 _$39.19 $44.39 __344,48: :||'': 100 Year Power Statistics [|7 :7 Total O&M !$27,037,623 $27,037,623 |$27,037,623|$27,037,623 ==-=ss-_-$27,037,623 'Total Cost ofPower $86,041,615.$104,665,457,|$92,221,914 C -$101,841,453 |$101,997,636'Total MWh 3,700,000,|3,700,000 |3,700,000i 3,700,000_"3,700,000'YMWh |$23.25 $28.29 "|$24.92)$27.52"$27.57. #Debt is amortized over 30 years (post construction)for all cost determinations »Debt service is net of NCREB subsidy (Option 1)and DSRF notional value and interest income a =Option 5 (CoBank)debt service is net of 48 bp patronage return ©PEM ao .«O&M costs are projected assuming $80,000 base year estimate adjusted annually at 2.0% ee ao reer ees ars Alig, Net Debt Service Comparison §105,000,000 $95,000,000 $85,000,000 $75,000,000 $65,000,000 $55,000,000 $45,000,000 $35,000,000 $25,000,000 NCREB AEA Taxable mame Principal Mag Interest USDA RUS NRUCFC -@-Ave Annual DS CoBank $2,600,000} $2,400,000] $2,200,000} $2,000,000 $1,800,000 $1,600,000] $1,400,000 $1,200,000 $1,000,000 Option 1 Summary (ncres Public offering) L Term Summary!J Earliest Closing Date 1/1/2018 Sources First Maturity W1/2022 Chugach Taxable $46,710,036 Final Maturity 11/2054 Utility Cash Contribution 3,388,000 Total Sources $50,098,036 All-In Interest Cost (AIC)1.873% Average Life (years)18.486 Uses Par Amount $47,060,000 Project Cost $46,600,000 Total Interest (net)$15,863,414 Debt Service Reserve 3,388,036 Total Debt Service (net)$62,923,414 col 110,000 Average Annual Debt Service $1,906,770 Total Uses $50,098,036 FFerencesa Option 2 Summary (Taxable Public Offering) [ftient:| Earliest Closing Date 1/1/2018 Sources First Maturity 1/1/2022 NCREB Series $47,060,000 Final Maturity 4/1/2054 Utility Cash Contribution 3,360,000 Total Sources $50,420,000 All-In Interest Cost (AIC)4.162% Uses Average Life (years)18.491 Project Cost $46,600,000 Debt Service Reserve 3,360,997 Par Amount $47,060,000 col 175,000 Total Interest (net)$36,147,089 UW Discount 282,360 Total Debt Service (net)$83,207,089 Rounding 1,643 Average Annual Debt Service $2,521,427 Total Uses $50,420,000 oe|©PFM -- i.cee cbt emi ee i en nn i Mi Option 3 Summary (uspa Rural utility Service Loan) |.Prin Earliest Closing Date 1/1/2018 First Maturity 1/1/2022 Final Maturity 1/1/2051 All-In Interest Cost (AIC)2.706% Average Life (years)18.500 Par Amount $46,710,004 Total Interest (net)$18,474,287 Total Debt Service (net)$65,184,291 Average Annual Debt Service $1,975,282 L Sources Taxable Series $46,710,004 Utility Cash Contribution 2,822,000 Total Sources $49,532,004 Uses Project Cost $46,600,000 Debt Service Reserve 2,822,004 col 110,000 Total Uses $49,532,004 Option 4 Summary (neucrc Loan) Sars j Earliest Closing Date First Maturity Final Maturity All-In Interest Cost (AIC) Average Life (years) Par Amount Total Interest (net) Total Debt Service (net) Average Annual Debt Service 1/1/2018 1/1/2022 1/1/2051 1.873% 18.486 $46,710,745 $28,093,085 $74,803,830 $2,266,783 Sources and Uses Sources Taxable Series $46,710,745 Utility Cash Contribution 3,378,000 Total Sources $50,088,745 Uses Project Cost $46,600,000 Debt Service Reserve 3,378,744 col 110,000 Total Uses $50,088,744 Option 5 Summary (CoBank Loan) Earliest Closing Date 1/1/2018 Sources First Maturity 11/2022 Chugach Taxable $46,710,036 Final Maturity 17172051 Utility Cash Contribution 3,388,000 Total Sources $50,098,036 All-In Interest Cost (AIC)3.939% Average Life (years)18.500 Uses Par Amount $46,710,036 Project Cost $46,600,000 Total Interest (net)$28,249,977 Debt Service Reserve 3,388,036 Total Debt Service (net)$74,960,013 col 110,000 Average Annual Debt Service $2,271,516 Total Uses $50,098,036 "FBii Bradley Lake Water Allocation and Scheduling september 29,2017 De#INITIONS o Initial Allocation e@ Allocation of water to participants based on NOAA annual inflow forecast o Carry Over Pond . o Water not used by a participant during the water year and carried forward in tothenextwateryear ©Battle Creek Allocation o Share of water allocated to participants in the Battle Creek Diversion project o Storage Capacity o Participant share of reservoir storage capacity per Bradley Agreements o Minimum Use Requirement o The minimum volume of water each participant must use so as not to exceedtheirshareofthereservoirstoragecapacity o Spill o Volume of water that may be spilled form time-to-time when the reservoir levelexceeds1,180 feet Reservoir factors o Reservoir Storage Capacity -284,181acre-feet o Participant Share of Storage Capacity o GVEA --48,020 acre-feet Oo ML&P -73,593 acre-feet o HEA -34,097 acre-feet o Chugach -86,379 acre-feet o MEA -29,778 acre-feet 0 SES --2,841 acre-feet Spill Calculator Use o Populate the cells highlighted in gray with known values o Calculator will calculate volume of any spill allocated to pond and/or current year value Example | °Initial inflow before spill -450,000 acre-feet °chugach share of inflow-30.4%or 136,800 acre-ee o Chugach share of storage --86,379 acre-feet o Chugach Minimum Use -50,421 acre feet o Min Use =136,800 -86,379 =50,421 acre-feet o Chugach Actual Use before spill -48,000 o Chugach Pond at Risk-2,421 acre-feet o Pond at Risk =50,421 -48,000 =2,421 0 If Spill volume is greater than 2,421 acre-feet thedifferenceisallocatedtoeachparticipantbasedonparticipantshare Example 2 with Battle Creek Oo0Initial inflow before spill -450,000 acre-feet Chugach share of inflow -30.4%or 136,800 acre-feet Battle Creek Inflow -37,000 acre-feet o Chugach share assumed at 100%of Batile Creek Chugach share of storage -86,379 acre-feet Chugach Minimum Use -87,421 acre feet o Min Use =173,800 -86,379 =87,421 acre-feet Chugach Actual Use before spill -48,000 acre-feet Chugach Pond at Risk-39,421 acre-feet o Pond at Risk =87,421 -48,000 =39,421 lf opt volume is greater than 39,421 acre-feet thedifferenceisallocatedtoeachparticipantbased onparticipantshare Acre-feet Initial June/Oct inflow ”450,000 Universal spill calculator Maximum Storage Capacity 284,141 Battle Creek Inflow : 0 LAKE DATA GVEA ML&P HEA Chugach MEA SES ; Participant Project Share 0.169 0.259 0.12 0.304 0.138 0.01 100%Spill Volume .1,000 Battle Creek Project Share a o.0°oO °° Oo - o oO 0% Initial Allocation 76,050 116,550 $4,000 136,800 62,100 4,500 450,000 Battle Creek Allocation 0 (0)0 0 0 0 0 Total allocation 76,050 116,550 54,000 136,800 62,100 4,500 450,000 Pond Carry Over aoe 0°"O°0 0”oO...0 0 Total June/October Allocation 76,050 116,550 54,000 136,800 62,100 4,500 450,000 Share of Storage 48,020 73,593 34,097 86,379 39,211 2,841 284,141 Min June/Oct Usage 28,030 42,957 19,903 50,421 22,889 1,659 165,859 Actual June/Oct Usage *"47,000 47,000 20,000 48,000 «42,000 - -S 2,000 206,000 Current Pond at Risk 0 0 0 2,421 0 0 2,421 Percent of pond at risk 0%0%0%100%0%0%100% POND SPILL Pond Spill 0 0 0 1,000 0 0 1,000 Current Water Year Allocation Spill 0 ie)0 0 0 oO 0 13 4V SMRG McDOWELL RACKNER GIBSON PC MEMORANDUM TO:BPMC FROM:Kirk Gibson DATE:September 28,2017 RE:Updated Resolution 2017-02;BPMC Management of the Battle Creek Diversion Project This memorandum updates the earlier memorandum that addressed the management of the Battle Creek Diversion Project ("BCD Project')by the Bradley Lake Project Management Committee ("BPMC”). Accompanying this memorandum are redline versions of draft Resolution No. 2017-02 and Attachment 1 to Resolution No.2017-02,Battle Creek Diversion Framework.The redlines update the materials for decisions made or showing where decisions need to be made The governing provisions for the BPMC rise under the authority granted the BPMC for Optional Project Work under the Power Sales Agreement.These documents provided the structure of the arrangements;much of the detailed work will occur each year during the Annual Cost determination process of the BPMC. The basic assumptions underlying the conceptual approach for managing the BCD Project are as follows: 1.The provisions of the Power Sales Agreement and any of the documents, agreements,and understandings generally referred to as the Bradley Lake Agreements,where applicable,will be used to manage the energy generatedanddeliveredfromtheBCDProject. 2.The financing of the BCD Project will be handled separately from the Bradley Lake Project financing. main:503 595 3922 |fax:503 595 3928 |www.mrg-law.com 419 SW 11th Ave,Suite 400 |Portland,Oregon 97205-2605 September 28,2017 3.The Purchasers choosing to participate in the development of the BCD Project will hold harmless the Non-Participating Purchasers from any costs associated with the development of the BCD Project. 4.Any Purchaser not wanting to participate or not doing anything are treated the same,i.e.,their respective shares are reserved for a period of years to be determined by the BPMC. 5.Shares in Battle Creek can only be reserved for [TBD]years following the date of the Resolution...then they are forfeited. The issue that is not expressly addressed is how the financing folks will look at the Battle Creek Project being done with less than the whole.|have not specifically addressed that issue,but instead waiting to hear from the discussions with potential financiers,etc. |will be prepared to discuss at the BPMC meeting on the 29". 2 -BCD Project Development Framework For Discussion Purposes 9-29-17 RESOLUTION OF BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE RESOLUTION NO.2017 -02:Battle Creek Diversion Project Introduction:The Bradley Lake Project Management Committee ("BPMC'”)is considering the development of a project to divert the water flows of Battle Creek into Bradley Lake to increase the water for use by the Bradley Lake Hydroelectric Project ("Bradley Lake Project').Alll Purchasers are supportive of the expansion of the capabilities of the Bradley Lake Project through the development of the Battle Creek Diversion Project ("BCD Project”).While all Purchasers wish for the BCD Project to move forward,all Purchasers may not want to participate in the BCD Project.The activities of the BPMC regarding the BCD Project are authorized as Optional Project Work under the Power Sales Agreement. Purpose of Resolution No.2017-02:Resolution No.2017-02,and Attachment 1 to Resolution No.2017-02 Battle Creek Diversion Project Framework,set forth the terms and conditions under which participation in the costs and benefits of the BCD Project as Optional Project Work under the Power Sales Agreement will be managed by the BPMC. Definitions:In addition to the definitions contained in Power Sales Agreement,the following definitions are used as part of this Resolution 2017-02 and Attachment 1: "Non-Participating Purchaser”means a Purchaser that is not participating in the BCD Project. "Participating Purchaser'means a Purchaser participating in the development of the BCD Project. RESOLUTION NO.2017-02 WHEREAS,Chugach Electric Association,Inc.("Chugach”),Golden Valley Electric Association,Inc.("GVEA”),Homer Electric Association,Inc.("HEA”),the Municipality of Anchorage d/b/a Municipal Light and Power ("ML&P”),Matanuska Electric Association,Inc. ("MEA”),and the City of Seward ("Seward”),are the purchasers of the power generated by Bradley Lake Project under the Power Sales Agreement (hereinafter referred to jointly as the "Purchasers”and individually as a "Purchaser'); WHEREAS,the Purchasers along with the Alaska Energy Authority ("AEA”)constitute the BPMC; WHEREAS,the BPMC has authorized preliminary work comprised of completing design, environmental,and bid-related documents on the BCD Project as Optional Project Work under the Power Sales Agreement; {00029348.1}Page 1 of 4 -Resolution 2017-02;Battle Creek Diversion Project WHEREAS,the BCD Project is designed to supplement the water available for the Bradley Lake Project and the BCD Project will be using the facilities of the Bradley Lake Project, the BPMC will oversee and manage all aspects of the use of facilities of the Bradley Lake Project under the BPMC's authority provided by the Power Sales Agreement; WHEREAS,all Purchasers support the development of the BCD Project; WHEREAS,AEA is now moving forward with obtaining financing of the BCD Project; WHEREAS,not all Purchasers may want to participate in the development and resulting benefits of the BCD Project at this time; WHEREAS,Purchasers desire an arrangement under which a Purchaser not wishing to participate in the BCD Project now can preserve the ability to participate in the BCD Project at a later date; WHEREAS,the Participating Purchasers wish to hold harmless the Non-Participating Purchasers from incurring any costs associated with the development of the BCD Project; WHEREAS,the Participating Purchasers shall reimburse the Non-Participating Purchasers for any amounts previously advanced by a Non-Participating Purchasers;and, WHEREAS,the Participating Purchasers wish to provide an opportunity for the Non- Participating Purchasers to participate in the BCD Project later so long as the Non-Participating Purchasers reimburse the Participating Purchasers for an equitable portion of the reasonable costs incurred to develop the BCD Project prior to the time their respective participation begins; WHEREAS,the development and financing of the BCD Project will be required to have no effect on the Bradley Lake Project Power Revenue Bond Resolution ("Bond”)and related bond covenants associated with the Bradley Lake Project; WHEREAS,[placeholder for a recital addressing effect of the development and financing of the BCD Project on the RCA exemption,if any] WHEREAS,this Resolution No.2017-02 along with the Power Sales Agreement and the BPMC Bylaws provide the authorization for the BPMC to manage the allocation of costs and benefits of the BCD Project including the determination of the equitable costs to be paid by a Non-Participating Purchaser to a Participating Purchaser should the Non-Participating Purchaser choose to participate in the BCD Project at a later date; WHEREAS,approval for financing the BCD Project as Optional Project Work under the Power Sales Agreement will require the affirmative vote of at least four (4)representatives of the Purchasers,whose percentage shares of the output from the Bradley Lake Project_are qreater than fifty-one percent (51%),plus the affirmative vote of the AEA:and, WHEREAS,approval for financing the BCD Project as Optional Project Work under the Power Sales Agreement will require the affirmative vote of members whose percentage shares of the output from the Bradley Lake Project _are equal to or exceed eighty percent (80%)of project capacity and annual project costs:and, {00029348.1}Page 2 of 4 -Resolution 2017-02;Battle Creek Diversion Project NOW,THEREFORE,IT IS HEREBY RESOLVED BY THE BPMC,that the costs and benefits of the BCD Project shall be managed and allocated in accordance with this Resolution No.2017-02 and Attachment 1 to this Resolution No.2017-02;Battle Creek Diversion Project Framework,as part of the BPMC process for determining Annual Project Costs for the Bradley Lake Project;and, BE IT FURTHER RESOLVED BY THE BPMC,that the BCD Project is approved as is Optional Project Work under the Power Sales Agreement and this Resolution No.2017-02 and BE IT FURTHER RESOLVED BY THE BPMC,that the above Recitals be incorporated and made part of to this Resolution No.2017-02;and, BE IT FURTHER RESOLVED BY THE BPMC,that the right to the capacity of the BCD Project shall initially be allocated to all Purchasers in accordance with their respective shares of Bradley Lake Project capacity (hereinafter referred to as their "BCD Share'). BE IT FURTHER RESOLVED BY THE BPMC,that the costs and benefits of the BCD Project should not affect the rights,duties,and obligations of the Purchasers as set forth in the Power Sales Agreement and Bond;and, BE IT FURTHER RESOLVED BY THE BPMC,that the costs and benefits associated with the BCD Project shall be allocated by the BPMC to only those Purchasers choosing to participate in the BCD Project (i.e.,Participating Purchasers);and, BE IT FURTHER RESOLVED BY THE BPMC,that Purchasers wishing to participate in the BCD Project shall expressly notify the BPMC of their election to participate in the BCD Project,and the percentage level of their BCD Share at which it would like to participate in the BCD Project;and, BE IT FURTHER RESOLVED BY THE BPMC,that any Purchaser failing to expressly notify the BPMC (or notifying the BPMC that it does not wish to participate in the BCD Project) by (Date)shall be deemed to be choosing to not participate in the BCD Project and that Purchaser's share of the BCD Project (i.e.,its respective BCD Share)shall be reallocated by the BPMC between the Participating Purchasers;and, BE IT FURTHER RESOLVED BY THE BPMC,that a Non-Participating Purchaser having its BCD Share reallocated shall continue to have its ability to participate in the BCD Project reserved for ten-_xyears from the date of this Resolution No.2017-02;and, BE IT FURTHER RESOLVED BY THE BPMC,that the Non-Participating Purchasers will not bear any costs or suffer any adverse effect due to the BCD Project;and, BE IT FURTHER RESOLVED BY THE BPMC,that in lieu of overhead allocations and other costs incidental to the operation and maintenance of the BCD Project,the ParticipatingPurchasersshallpayasure {00029348.1}Page 3 of 4 -Resolution 2017-02;Battle Creek Diversion Project Projectfor-each_kVV/h-generated-by-annual O&M Fee for the use of the Bradley Lake Project facilities as determined by the BPMC;and, BE IT FURTHER RESOLVED BY THE BPMC,that the Non-Participating Purchaser must elect to be a Participating Purchaser on or before the ternth--_x_anniversary of this Resolution No.2017-02,or permanently forfeit the ability to participate;and, BE IT FURTHER RESOLVED BY THE BPMC,that the Non-Participating Purchasers choosing to participate in the BCD Project at a later date shall contribute an equitable portion of the reasonable costs incurred to develop the BCD Project which amount shall be determined by the BPMC at the time the Non-Participating Purchaser chooses to participate in the BCD Project;and, f f t BE IT FURTHER RESOLVED BY THE BPMC,that any changes to the terms and conditions of this Resolution 2017-02 and Attachment 1 that directly affect the rights and obligations of the Participating Parties to receive their respective benefits from the BCD Project shall require the unanimous consent of the Participating Parties. Dated at Anchorage Alaska,this 48"-xday of August October 2017. Chair Attest: Secretary {00029348.1}Page 4 of 4 -Resolution 2017-02;Battle Creek Diversion Project For Discussion Purposes ATTACHMENT 1 TO RESOLUTION NO.2017-02 OF BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE Battle Creek Diversion Project Framework The costs and benefits of the Battle Creek Diversion Project ("BCD Project”)shall be managed in accordance with Resolution No.2017-02 and this Attachment 1 to Resolution No.2017-02 Battle Creek Diversion Project Framework ("Attachment 1”),as follows: A.General Applicability of Bradley Lake Project Provisions: 1.The provisions of the Power Sales Agreement and any of the documents,agreements, and understanding generally referred to as the Bradley Lake Agreements,where applicable,will be used to manage the energy generated and delivered from the BCD Project. Subject to the rights held by the Alaska Energy Authority,the BPMC will be the final arbiter on any issue involving the BCD Project and the Bradley Lake Project and/or the Purchasers,and any such issues.shall be resolved in accordance with the voting requirements set forth in Resolution No.2017-02 and the Dispute Resolution provisions of the BPMC Bylaws. For purposes of governance of any conflicts,the terms and conditions of Resolution No. 2017-02,will control over this Attachment 1,which will control over the BPMC Bylaws. B.BCD Project Capacity: 1.The original shares of Bradley Lake Project capacity,i.e.,Chugach (30.4%),GVEA (16.9%),HEA (12.0%),ML&P (25.9%),MEA (13.8%),and Seward (1.0%)will not change in any manner by Resolution 2017-02 and Attachment 1. Each Purchaser shall have the right to participate in the BCD Project at the same percentage that it holds capacity in the Bradley Lake Project subject to Resolution No. 2017-02 and this Attachment 1. The right to the capacity of the BCD Project shall initially be allocated to all Purchasers in accordance with their respective shares of Bradley Lake Project capacity (hereinafter referred to as their "BCD Share”). {00029349.1}Page 1 of 4--Attachment 1 to Resolution 2017-02 4.To participate in the BCD Project each Purchaser must expressly so notify the BPMC in writing indicating it wants to maintain its allocated BCD Share (or a specific percentage of its total allocated BCD Share)of BCD Project capacity. 5.Any Purchaser that notifies the BPMC that it does not want to participate in the BCD Project,or a Purchaser that fails to provide any notice regarding participation,shall be deemed by the BPMC to have declined its initial opportunity to participate in the BCD Project and thereafter such Purchaser shall be a Non-Participating Purchaser.A Non- Participating Purchaser shall have the right to participate at their BCD Share reserved for a period of teA{40}x years from the date of Resolution No.2017-02. 6.The BCD Share for any Non-Participating Purchaser shall be placed into a share pool ("BCD Pool”)reallocated by the BPMC in accordance with the respective percentage of original shares of Bradley Lake Project capacity held by the Participating Purchasers.The Participating Purchasers may allocate their BCD Share and/or the redistributed BCD Shares from the BCD Pool by agreement. 7.The Purchasers desiring to maintain their respective share (or a percentage of their respective shares)of BCD Project capacity but not immediately participate in the BCD Project (i.e.,Non-Participating Purchasers)shall have the right to call back their respective BCD Share by providing written notice to the BPMC ("Call Back Notice'). 8.A Call Back Notice must be provided to the BPMC by a Non-Participating Purchaser on or before December 31*of the calendar year prior to the start of the fiscal year (July 1") that such Non-Participating Purchaser wants to be a Participating Purchaser to be effective for participation in the BCD Project to begin at the start of the next fiscal year.A Call Back Notice provided after December 31*shall be effective for participation in the BCD Project to begin one year from the start of the next fiscal year.A Call Back Notice must be made on or before August 18,2027,the tenth-¢10th"}x anniversary of the date of this Resolution No.2017-02. 9.The Non-Participating Purchaser providing a Call Back Notice and complying with all other obligations and responsibilities set forth in Resolution 2017-02 and this Attachment 1 shall be able to participate at the level equal to the capacity percentage it holds in the Bradley Lake Project (i.e.,their initial BCD Share).The BPMC shall make the necessary adjustments to the BCD Shares held by the other Participating Purchasers to accommodate the return of the Non-Participating Purchaser providing a valid Call Back Notice. 10.Any Non-Participating Purchaser providing a Call Back Notice must reimburse the Participating Purchasers then participating in the BCD Project for the equitable portion of the reasonable costs incurred to develop the BCD Project as determined by the BPMC. This reimbursement must be paid to the Participating Purchasers by the Non-Participating Purchaser providing a Call Back Notice on or before June 1*prior to the fiscal year in which that Non-Participating Purchaser shall be eligible to participate in the BCD Project. 11.Any BCD Share of a Non-Participating Purchaser not issuing a Call Back Notice as to the shares within the ter-xyears provided in this Resolution No.2017-02,shall be permanently {00029349.1}Page 2 of 4 -Attachment 1 to Resolution 2017-02 forfeited by that Non-Participating Purchaser and the BCD Share at issue will be reallocated by the BPMC in accordance with Resolution No.2017-02 and this Attachment 1. 12.Exhibit A to this Attachment 1 illustrates the manner which the BCD Pool will reallocate shares of BCD Project capacity not taken. 13.Exhibit B to this Attachment 1 sets forth the manner which the BPMC shall calculate the reimbursement required by a Purchaser providing a Call Back Notice and wishing to participate in the BCD Project. C..BCD Project Cost Responsibility: 1.The amounts contributed to date towards the development of the BCD Project by the Non- Participating Purchasers shall be reimbursed by the Participating Purchasers in amounts determined by the BPMC within forty-five (45)days following the financing for the BCD Project.The responsibility of payment of such costs associated with this reimbursement shall be allocated by the BPMC to the Participating Purchasers in accordance with their respective BCD Shares,adjusted by the amount of the BCD Share allocated from a Non- Participating Purchaser ("Adjusted BCD Share”). 2.The Operator for the Bradley Lake Project will be required to develop and propose for BPMC approval,the methodology and procedures for tracking all costs involved or associated with the BCD Project;such approval by the BPMC shall be in accordance with the voting requirements set forth in Resolution No.2017-02.The methodology and procedures for tracking all costs involved or associated with the BCD Project will be approved by the BPMC and included as Exhibit C to this Attachment 1. 3.In lieu of overhead allocations and other costs incidental to the operation and maintenance of the BCD Project,there will be annual O&M Fee for the use of asurcharge-of $0.004/k Wh for-each_kWh-of generation-for the BCD-ProejectBradley Lake Project facilities.These amounts will be periodically distributed by the BPMC to the Purchasersin accordance with their respective percentage share of the capacity of the Bradley Lake Project. 4.-Participating Purchasers will hold harmless the Non-Participating Purchasers from all of the costs (including cost of financing)associated with the BCD Project as follows: a.The Participating Purchasers,in accordance with their Adjusted BCD Shares,will pay all of the costs (including cost of financing)associated with the BCD Project. b.The BPMC shall determine and allocate the BCD project costs to the Participating Purchasers during the determination of the Annual Project Costs for the Bradley Lake Project. c.The costs associated with the BCD Project will be invoiced to Participating Purchasers as a separate surcharge amount shown on a schedule similar in form to the Schedule C accompanying the Bradley Lake Project determinations of "Monthly Utility Contributions.” {00029349.1}Page 3 of 4 -Attachment 1 to Resolution 2017-02 d.Any amounts received from Participating Purchasers for the costs associated with the BCD Project in excess of the actual costs associated with the BCD Project in a given fiscal year will be distributed to the Participating Purchasers in accordance with their respective Adjusted BCD Shares for that fiscal year. e.Any additional amounts required for more than the budgeted costs associated with the BCD Project in each fiscal year shall be the responsibility of the Participating Purchasers in accordance with their respective Adjusted BCD Shares for that fiscal year.. D.BCD Project Water Tracking &Allocation: 1.The Operator for the Bradley Lake Project will be required to develop for BPMC approval the methodology and procedures for the tracking and allocation of water;such approval by the BPMC shall be in accordance with the voting requirements set forth in Resolution No.2017-02.The methodology and procedures for tracking and allocating water associated with the BCD Project will be included as Exhibit D to this Attachment. 2.A Participating Purchaser's water rights in each fiscal year from the BCD Project will be allocated based upon its Adjusted BCD Share. {00029349.1}Page 4 of 4 -Attachment 1 to Resolution 2017-02 The Bradley Project Management Committee,under the Power Sales Agreement Section 13,has the responsibility for arranging for the operation and maintenance of the Project.AEA would like to hear from the utilities their thoughts on whether the RFP should be open to proposals from all qualified contractors or only to qualified utilities. The Alaska Energy Authority (AEA)Request for Proposals for the Bradley Hydroelectric Project Operator could be open to any "qualified contractor”or more narrowly to a "qualified utility”. AEA believes the better approach is to open the procurement to both qualified contractors and qualified utilities.AEA believes providing for more competition with a larger pool of potential proposers is more likely to produce the most qualified operator with competitive costs.AEA is interested in the Bradley Hydroelectric Project being operated in the best interests of Railbelt ratepayers.A contractor needs to be experienced such that short -term lower costs do not cause increased long-term cost,nor reduced reliability or safety.As such,the lowest cost contractor must also be demonstrate their management capability,technical ability,and experience with projects of similar type,size,license status,complexity, and technology ,to operate and maintain the power project (3 AAC 105.300). A qualified utility could prevail ina more open competitive procurement.A qualified utility may be more cost conscious as it will pay a portion of the operator cost and suffer from any project reliability or safety problems. D Proposed 2018 BPMC Meetings Friday,January 19 Friday,February 16 Friday,March 16 Friday,April 20 Friday,May 18 Friday,June 15 Friday,July 20 Friday,August 17 Friday,September 21 Friday,October 19 Friday,November 16 Friday,December 21 All meetings are proposed to start at 10 a.m.and be two hours. ALASKA ENERGY AUTHORITY BRADLEY LAKE HYDROELECTRIC PROJECT FY 2017 4th QUARTER REPORT REVENUES,EXPENSES &CHANGES IN SURPLUS REVENUES UTILITY CONTRIBUTIONS INTEREST INCOME EXPENSES OPERATIONS RENEWAL/REPLACE (R&C REPAYMENTS) R&C INTEREST APPLIED AS REPMT NON R&C CAPITAL PURCHASES-See A1 TRANSFER TO OPERATING RESERVE DEBT SERVICE (net of Capital Reserve Reduction) TRANSFER TO ARBITRAGE CURRENT YEAR SURPLUS(DEFICIT) PRIOR YEAR SURPLUS (DEFICIT) BEGINNING SURPLUS (DEFICIT) COMMITTED CY EXP &DEBT SVC ENDING SURPLUS (DEFICIT) BALANCE SHEET ASSETS REVENUE FUND OPERATING FUND DUE FROM R&C RECEIVABLE PREPAID LIABILITIES &SURPLUS CURRENT LIABILITIES DUE TO R&C COMMITTED CY EXP &DEBT SVC PAYABLE TO UTILITIES O&M PAYABLE TO UTILITIES R&C OTHER INFORMATION OPERATING RESERVE MONTHLY CONTRIBUTIONS FY2016 FY2017 FY2017 ACTUALS AMENDED ACTUALS BUDGET 17,828,513 19,543,371 17,172,295 1,930,547 1,755,000 1,991,554 19,759,060 21,298,371 19,163,850 4,273,633 5,154,110 4,011,783 2,405,630 3,262,783 2,115,125 287,081 -361,781 26,444 250,000 89(9,747)(85,531)(85,531) 12,494,600 12,426,200 12,426,200 281,419 290,809 334,404 19,759,060 21,298,371 19,163,850 385,309 -1,338,657 1,403,738 -2,431,121 1,055,961 -1,147,663 85,194 -- 2,930,202 :4,917,442 809,828 -2,546,369 1,064,413 -1,223,409 1,055,961 -1,147,663 2,930,202 4,917,442 1,116,353 1,030,822 1,030,822 1,654,119 1,628,614 1,628,614 1 of7 ALASKA ENERGY AUTHORITY BRADLEY LAKE HYDROELECTRIC PROJECT Schedule A-1 FY16 FY16 FCAPITALPURCHASESNOTFUNDEDBYR&C FUND pupcer |ACTUALS BUDGET ACTUALS Replace Fish Water Valve Actuators -26.444|250,000].- -=89| Weather Stations 15,000 --- DCS Security interface for Data Access ---- Generator Partial Discharge Monitor ---- Lube Oil Purification System ---- Replace 1998 Chevrolet Crew Cab Vehicle ---- Replace 1990 Ford Single Cab Vehicle ---- Total Non R&C Capital Purchases 15,000 26,444 250,000 89 2 of7 ALASKA ENERGY AUTHORITY BRADLEY LAKE OPERATIONS &MAINTENANCE SCHEDULE B BUDGET TO ACTUAL EXPENSES FOR THE PERIOD 07/01/2016 THROUGH 06/30/2017 FY 17 FY 16 BUDGET % FY17 Approved 07/01/2016 -(Over)Under FY16 Approved Budget 06/30/2017 HEA Actual CEA Actual AEA Actual Total Actual]Budget to Date Budget FY16 Actual y by exp type Labor &Benefits 2,005,079 2,005,079 1,381,502 151,868 <1,533,371 471,708 2,143,222 1,738,336 Travel 132,950 132,950 27,009 -:27,009 105,941 98,600 13,796 Training 49,300 49,300 35,736 :-35,736 13,564 38,731 10,819 Contractual 1,217,418 1,217,418 618,215 3,447 228,522 850,184 367,234 1,180,759 813,606 Supplies &Materials 229,358 229,358 109,302 3,848 -113,150 116,208 275,760 97,508 Other Costs 381,744 381,744 35,696 30,688 231,064 297,447 84,297 451,846 375,357 Equipment,Furniture and Machinery 11,500 11,500 10,137 --10,137 1,363 33,130 6,051 Maintenance Projects -:-----37,900 1,900 Administrative Costs 1,126,761 1,126,761 52,279 .1,092,470 1,144,749 (17,988)1,321,817 1,216,261 5,154,110 $,154,110 2,269,877 189,851 1,552,055 4,011,783 1,142,327 5,581,765 4,273,634 FERC 535 -Operation Supervision &Engineering Operations Sup/Eng Bradley Lake Operating Labor &Benefits 299,649 299,649 266,820 -=266,820 32,829 304,235 321,664 Travel 10,450 10,450 9,452 :-9,452 998 9,500 9,281 Training 9,300 9,300 11,171 ;:11,171 (1,871)7,904 2,080 Contractual 1,400 1,400 300 ::300 1,100 1,445 : Supplies &Materials 4,100 4,100 5,781 :-5,781 (1,681)6,203 346 Bradley Lake Operating Total 324,899 324,899 293,523 --293,523 31,376 329,287 333,371 FERC 535 -Operation Supervision &Engineering Total 324,899 324,899 293,523 ::293,523 31,376 329,287 333,371 FERC 537 -Hydraulic Expenses Hydraulic Expenses Bradley Lake Operating Labor &Benefits 92,745 92,745 65,670 .-65,670 27,075 95,273 81,677 Contractual 4,000 4,000 5,647 :-S,647 (1,647)17,180 - Supplies &Materials 2,900 2,900 886 -=886 2,014 2,608 1,277 Bradley Lake Operating Total 99,645 99,645 72,202 :-72,202 27,443 115,061 82,954 FERC 537 -Hydraulic Expenses Total 99,645 99,645 72,202 --72,202 27,443 115,061 82,954 FERC 538 -Electric Expenses Electric Expenses Bradley Lake Operating Labor &Benefits 242,940 242,940 193,058 --193,058 49,882 257,107 215,439 Travel 7,000 7,000 8,638 ::8,638 (1,638)-- Training 25,000 25,000 23,737 °:23,737 1,263 30,827 8,739Contractual2,000 2,000 1,400 --1,400 600 3,342 1,400 Supplies &Materials 8,500 8,500 4,672 :-4,672 3,828 12,232 6,241 Bradley Lake Operating Total 285,440 285,440 231,505 --231,505 $3,935 303,508 231,820 FERC 538 -Electric Expenses Total 285,440 285,440 231,505 ::231,505 53,935 303,508 231,820 FERC 539 -Misc.Hydraulic Power ian Exp Misc Hydro Power Exp Bradley Lake Operating Labor &Benefits 178,991 178,991 137,740 ->137,740 41,251 189,473 158,532 Training 15,000 15,000 829 :-829 14,171 >- Contractual 297,048 297,048 214,899 *-214,899 82,149 315,249 285,812 Supplies &Materials 17,900 17,900 19,695 ::19,695 (1,795)22,000 19,041 Bradley Lake Operating Total 508,939 508,939 373,163 :-373,163 135,776 526,722 463,385 BRADLEY CIRCUITS/RADIO TO BERNICE LK Other Costs 35,695 35,695 35,696 ::35,696 (1)30,000 31,059 BRADLEY CIRCUITS/RADIO TO BERNICE LK Total 35,695 35,695 35,696 :-35,696 (1)30,000 31,059 BRAOLEY CIRCUITS BERNICE LK TO ANCH Other Costs 29,773 29,773 :29,540 -29,540 233 28,746 29,864 BRAOLEY CIRCUITS BERNICE LK TO ANCH Total 29,773 29,773 -29,540 -29,540 233 28,746 29,864 FERC S39 -Misc.Hydraulic Power Generation Expenses Total 574,407 574,407 408,859 29,540 -438,398 136,009 585,468 524,308 FERC 540 -Rents FERC Land Use Fee Bradley Lake Operating Other Costs 312,176 312,176 :-230,614 230,614 81,562 183,000 279,876 Bradley Lake Operating Total 312,176 312,176 >:230,614 230,614 81,562 183,000 279,876 FERC 540 -Rents Total 312,176 312,176 ::230,614 230,614 81,562 183,000 279,876 FERC 541 -Maintenance Supervision &Engineering Maint Supervision/Eng Bradley Lake Operating Labor &Benefits 224,283 224,283 229,602 :°229,602 {5,319}222,118 239,299 Bradley Lake Operating Total 224,283 224,283 229,602 :-229,602 {S,319)222,118 239,299 FERC 541 -Maintenance Supervision &Engineering Total 224,283 224,283 229,602 -.229,602 (5,319)222,118 239,299 30f7 ALASKA ENERGY AUTHORITY BRADLEY LAKE OPERATIONS &MAINTENANCE SCHEDULE B BUDGET TO ACTUAL EXPENSES FOR THE PERIOD 07/01/2016 THROUGH 06/30/2017 FY 17 FY 16 BUOGET% FY17 Approved 07/01/2016 - , (Over)Under FY16 Approved Budget 06/30/2017 HEA Actual CEA Actual AEA Actual Total Actual |Budget to Date Budget FY16 Actual FERC 542 -Maintenance of Structures Maintenance of Structures Bradley Lake Operating Labor &Benefits 92,746 92,746 65,629 :65,629 27,117 95,273 89,890 Contractual 10,000 10,000 :=:10,000 :- Supplies &Materials 53,713 $3,713 42,233 a 42,233 11,480 61,273 23,398 Equipment,Furniture and Machinery 11,500 11,500 8,318 :8,318 3,182 11,500 6,051 Maintenance Projects --bd >-=4,000 1,827 Bradley Lake Operating Total 167,959 167,959 116,180 a 116,180 51,779 172,046 121,166 FERC S542 -Maintenance of Structures Total 167,959 167,959 116,180 =116,180 51,779 172,046 121,166 FERC $43 -Maintenance of Reservoirs,Dams &Waterways Maint Res,Dams,WWays Bradley Lake Operating Labor &Benefits $0,409 50,409 50,035 -50,035 374 51,276 42,849 Contractual $,200 5,200 63,704 :63,704 (58,504)5,200 9,080 Bradley Lake Operating Total 55,609 $5,609 113,739 -113,739 (58,130)|56,476 51,929 BRADLEY NUKA REPAIR Contractual 15,000 15,000 980 :980 14,020 :- Equipment,Furniture and Machinery ::::.°21,630 - BRADLEY NUKA REPAIR Total 15,000 15,000 980 -980 14,020 21,630 - BRADLEY POWER TUNNEL MAINT (Dam) Contractual 15,000 15,000 9,431 <9,431 5,569 20,000 3,673 BRADLEY POWER TUNNEL MAINT (Dam)Total 15,000 15,000 9,431 :9,431 5,569 20,000 3,673 BRADLEY POWER TUNNEL DRAIN CLN/INSP (P/House} Supplies &Materials :>:::°+1,557 Maintenance Projects ---==2 9,000 - BRADLEY POWER TUNNEL DRAIN CLN/INSP (P/House)Total >-----9,000 1,557 FERC 543 -Maintenance of Reservoirs,Dams &Waterways To 85,609 85,609 124,151 -124,151 (38,542)107,106 57,158 FERC 544 -Maintenance of Electric Plant Maintenance of Elec Plant Bradley Lake Operating Labor &Benefits 370,983 370,983 266,161 :266,161 104,822 381,093 336,417 Travel 4,500 4,500 740 :740 3,760 3,500 3,270 Contractual 79,000 79,000 36,844 :36,844 42,156 91,443 69,651 Supplies &Materials 27,245 27,245 13,081 :13,081 14,164 27,245 10,142 Bradley Lake Operating Total 481,728 481,728 316,825 2 316,825 164,903 $03,281 419,480 FERC 544 -Maintenance of Electric Plant Total 481,728 481,728 316,825 -316,825 164,903 503,281 419,480 FERC 545 -Maintenance of Misc.Hydraulic Plant Maint of Mise Hydr Piant Bradley Lake Operating Labor &Benefits 92,746 92,746 66,129 :66,129 26,617 95,273 94,654 Contractual 3,900 3,900 5,274 .5,274 (1,374}3,900 + Supplies &Materials 43,000 43,000 20,631 -20,631 22,369 43,000 28,044 Bradley Lake Operating Total 139,646 139,646 92,033 .92,033 47,613 142,173 122,697 BRADLEY FISH WATER DSGN/MIDDLE FORK SHACK IMPR Contractual 20,000 20,000 :--20,000 :: Maintenance Projects --=---24,900 - BRADLEY FISH WATER OSGN/MIDDLE FORK SHACK IMPR Tq 20,000 20,000 :--20,000 24,900 - FERC 545 -Maintenance of Misc.Hydraulic Plant Total 159,646 159,646 92,033 -92,033 67,613 167,073 122,697 FERC 556 -System Control &Load Dispatching System Cnt!&Load Disp Bradley Lake Operating Labor &Benefits 49,502 49,502 27,294 -27,294 22,208 49,000 10,479 Contractual 60,500 60,500 66,135 -66,135 (5,635)8,500 31 Supplies &Materials 6,000 6,000 2,229 :2,229 3,771 6,199 4,090 Bradley Lake Operating Total 116,002 116,002 95,657 2 95,657 20,345 63,699 14,599 BRADLEY POWERHOUSE PC'S Contractual a 2 -:a -50,000 37,261 BRADLEY POWERHOUSE PC'S Total -:-°:50,000 37,261 Snow Measurement Bradley Lake Operating Contractual 10,000 10,000 :>10,000 10,000 .10,000 10,000 Bradley Lake Operating Total 10,000 10,000 --10,000 10,000 -10,000 10,000 Seismic Service Bradley Lake Operating Contractual 60,370 60,370 ::61,358 61,358 (988)62,000 60,370 Bradley Lake Operating Total 60,370 60,370 :+61,358 61,358 (988)62,000 60,370 Streamguaging Serv Bradley Lake Operating Contractual 310,000 310,000 -:157,164 187,164 152,836 296,000 301,338 Bradley Lake Operating Total 310,000 310,000 -+17,164 157,164 152,836 296,000 301,338 40f? ALASKA ENERGY AUTHORITY BRADLEY LAKE OPERATIONS &MAINTENANCE SCHEDULE B BUDGET TO ACTUAL EXPENSES FOR THE PERIOD 07/01/2016 THROUGH 06/30/2017 FY 17 FY 16 BUDGET % FY17 Approved 07/01/2016 -(Over)Under FY16 Approved Budget 06/30/2017 HEA Actual CEA Actual AEA Actual Total Actual Budget to Date Budget FY16 Actua! Permits Bradley Lake Operating Other Costs 100 100 .+450 450 {350}100 350 Bradley Lake Operating Total 100 100 -:450 450 (350)100 350 FERC 556 -System Control &Load Dispatching Totat 496,472 496,472 95,657 -228,972 324,629 171,843 481,799 423,918 FERC 562 -Station Expenses Station Expenses Bradley Lake Operating Labor &Benefits 130,414 130,414 -151,868 -151,868 (21,454)251,852 147,344 Travel 6,000 6,000 -°=6,000 26,000 (31} Contractual 4,000 4,000 +3,447 -3,447 $54 6,500 1,244 Supplies &Materials 16,000 16,000 :3,848 -3,848 12,152 95,000 2,118 Other Costs 4,000 4,000 :1,148 -1,148 2,852 .9,208 Maintenance Projects --===-":73 Bradley Lake Operating Totat 160,414 160,414 :160,311 *160,311 103 379,352 159,956 FERC 562 -Station Expenses Total 160,414 160,414 -160,311 -160,311 103 379,352 159,956 FERC 571 -Maintenance of Overhead Lines Maint of OH Lines Bradley Lake Operating Labor &Benefits 179,671 179,671 7,014 2 .7,014 172,657 146,320 94 Travel 95,000 95,000 8,179 .-8,179 86,821 $4,600 1,276 Contractual 50,000 50,000 2 :--$0,000 90,000 33,746 Supplies &Materials 50,000 50,000 95 .:95 49,905 -1,255 Equipment,Furniture and Machinery a -584 .=584 (584)-- Bradley Lake Operating Total 374,671 374,671 15,872 ::15,872 358,799 290,920 36,371 BRADLEY JUNCTION SWITCH REMOVAL Travel 5,000 5,000 2 =-=$5,000 -- Contractual 70,000 70,000 73,076 -:73,076 (3,076)+- Other Costs 7 2 --=--210,000 25,000 BRADLEY JUNCTION SWITCH REMOVAL Total 75,000 75,000 73,076 :-73,076 1,924 210,000 25,000 BRADLEY MARKER BALL REPLACEMENT Labor &Benefits .:6,352 =-6,352 (6,352)}4,929 - Travel 5,000 5,000 .-::5,000 5,000 - Contractual 200,000 200,000 140,526 ::140,526 59,474 200,000 - Equipment,Furniture and Machinery :-1,235 ::1,235 (1,235)-- BRADLEY MARKER BALL REPLACEMENT Total 205,000 205,000 148,113 -.148,113 56,887 209,929 : FERC $71 -Maintenance of Overhead Lines Total 654,671 654,671 237,061 --237,061 417,610 710,849 61,371 FERC 920 &930 -Administrative Expense AEA Bradley Fixed Admin Fees Bradley Lake Operating Administrative Costs 200,000 200,000 ::200,000 200,000 :200,000 200,000 Bradley Lake Operating Total 200,000 200,000 .-200,000 200,000 :200,000 200,000 Operating Committee Exp-Audit Bradley Lake Operating Administrative Costs 16,494 16,494 :-16,500 16,500 (6)116,250 101,530 Bradley Lake Operating Total 16,494 16,494 -16,500 16,500 (6)116,250 101,530 Operating Committee Exp-Legal Bradiey Lake Operating Administrative Costs 25,000 25,000 --$7,444 57,444 (32,444)25,000 77,719 Bradley Lake Operating Total 25,000 25,000 --$7,444 57,444 (32,444)25,000 77,719 Operat Committee Exp-Arbitrage Bradley Lake Operating Administrative Costs 3,630 3,630 °:3,630 3,630 =3,630 7,010 Bradley Lake Operating Total 3,630 3,630 "-3,630 3,630 +3,630 7,010 Trust &Account Fees Bradley Lake Operating Administrative Costs 12,000 12,000 :=11,918 11,918 82 12,300 11,918 Bradley Lake Operating Total 12,000 12,000 :-11,918 11,918 82 12,300 11,918 Misc Admin Bradley Lake Operating Administrative Costs ::::10,000 10,000 (10,000):8,375 Bradley Lake Operating Total :-::10,000 10,000 (10,000)8,375 FERC 920 &930 -Administrative Expense Total 257,124 257,124 :-299,492 299,492 (42,368)357,180 406,552 FERC 924 &925 -Insurance Premiums insurance Premiums Bradley Lake Operating Administrative Costs $64,637 564,637 $2,279 :$02,391 554,670 9,967 574,637 530,522 Bradley Lake Operating Total 564,637 564,637 52,279 :$02,391 24,670 9,967 574,637 $30,522 FERC 924 &925 -Insurance Premiums Total 564,637 564,637 52,279 :$02,391 554,670 9,967 574,637 530,522 5of7 ALASKA ENERGY AUTHORITY BRADLEY LAKE OPERATIONS &MAINTENANCE SCHEDULE B BUDGET TO ACTUAL EXPENSES FOR THE PERIOD 07/01/2016 THROUGH 06/30/2017 FY 17 FY 16 BUDGET % FY17 Approved 07/01/2016 -{Over}Under FY16 Approved Budget 06/30/2017 HEA Actual CEA Actual AEA Actual Total Actual Budget to Date Budget FY16 Actual FERC 928 -Regulatory Commission E FERC Admin Fees Bradley Lake Operating Administrative Costs 180,000 180,000 ::122,210 122,210 57,791 210,000 182,885 Bradley Lake Operating Total 180,000 180,000 °-122,210 122,210 57,791 210,000 182,885 FERC Related Prof Services BRADLEY FERC PART 12 INSPECTION Administrative Costs 25,000 25,000 :'24,113 24,113 887 $5,000 35,663 BRADLEY FERC PART 12 INSPECTION Total 25,000 25,000 --24,113 24,113 887 55,000 35,663 BRADLEY CONTRACTUAL ENGINEER-FERC LICENSE ISSUES Administrative Costs 100,000 100,000 +:144,264 144,264 (44,264)125,000 60,638 BRADLEY CONTRACTUAL ENGINEER-FERC LICENSE ISSUES Ti 100,000 100,000 --144,264 144,264 (44,264)125,000 60,638 FERC 928 -¥Ce ission Exp Total 305,000 305,000 -.290,586 290,586 14,414 390,000 279,187 Total Bradley Lake Budget 5,154,110 $5,154,110 2,269,877 189,851 1,552,055 4,011,783 1,142,327 5,581,765 4,273,634 6 of7 BRADLEY LAKE R&C FUND DISBURSEMENTS AND REPAYMENTS SCHEDULE D Actual Actual Actual Actual Budget FY16 TO REPAY @ 6/30/17 TO REPAY FY17 Description Expense 6/30/2016 Expense 6/30/2017 R&C FUND PROJECTS Governor 0.00 4,052,070.14 0.00 4,052,070.14 0.00 Replace RFLS 0.00 251,092.69 0.00 251,092.69 0.00 Replace Runners 0.00 1,946,732.79 0.00 1,946,732.79 0.00 Replace cable from dam to power house 0.00 2,321,922.94 0.00 2,321,922.94 0.00 Replace power system stabilizer 0.00 619,205.10 0.00 619,205.10 0.00 Replace two RTUs 0.00 86,905.27 0.00 86,905.27 0.00 Culvert Repairs 0.00 675,966.79 0.00 675,966.79 0.00 Tower Repair for Jack Frost Heaves 0.00 887 596.62 0.00 887,596.62 0.00 Replace Plant and SCADA Controls 0.00 1,344,683.05 0.00 1,344,683.05 0.00 Vibration Monitoring System 0.00 490.00 0.00 490.00 0.00 Fire Alarm System Replacement 0.00 0.00 0.00 0.00 350,000.00 Battle Creek Diversion 149,683.91 1,144,017.74 25,982.26 1,170,000.00 0.00 '[Bradley Replace Electro-Mechanical Relays 0.00 1,277,197 .06 0.00 1,277,197.06 0.00 Fishwater Screen Debris Removal 290,306.98 312,236.43 0.00 312,236.43 0.00 Turbine Nozzel Repair 1,320,234.57 1,416,658.06 12,203.01 1,428,861.07 0.00 SVC replacement Daves Creek |Soldotna 1,570,577.34 1,570,577.34 §,606,007.81 7,176,585.15 5,665,583.97 3,330,802.80 |17,907 ,352.02 §,644,193.08 |23,651,545.10 6,015 583.97 Current Year R&C Repayment (3,461,591 .16)(3,262,788.00) Adjust to balance to $5million 0.00 0.00 Interest in Fund Applied to Repayment (287,080.93)(361,780.54) Net Transfer from Revenue Fund (3,748,672.09)(3,624 ,568.54) Cumulative Prior Years R&C Repayments (12,716,539.31)(15,409,249.92) Due Back to Utilities 1,055,961.48 1,147,663.37 Adjust Due to R&C Actual 0.00 0.00 (11,660,577.83)(14,261,586.55) NET DUE TO R&C FUND 2.498,102.10 §,665,390.01 R&C FUND CASH FLOW PROJECTION Beginning Investment Balance 3,212,607.32 §,623,509.49 Disbursements-current year -Accrual (1,265,152.32)(2,906 842.05) Disbursements-prior year accrued (22,899.86)(2,065,650.48) Utilities'R&C Repayment (20,211.52)(1,055,961.11) Net other cash inflow(outflow)(29,506.22)0.00 Current year interest earnings 287,080.93 361,780.54 Participants Contributions to R&C Fund 3,461,591.16 3,262,788.00 Ending Investment Balance 5,623,509.49 3.219 624.39 Accrued Due to Utilities (1,055,961.11)(1,147,663.37) Accrued R&C vendor Payable at Year End (2,065,650.48)(2,737,351 .03) PROJECTED NET DUE +ENDING INVESTMENT BALANCE 5.000,000.00 §,000.000.00 REPAYMENT AMOUNT $756,665.11 x 25%all 4 years $1,455,830.05 x 25%all 4 years $1,401,948.53 x 25%all 4 years 4th yr 350,487.13 $1,834,499.92 x 25%yr 1]25%yr 2]50%yr 3 final yr 917,249.96 $789,697.09 x 25%yr 1]75%yr 2 final yr §92,272.82 $3,330,802.80 x 25%yr 1 |32%yr 2|25%yr 3 |18%yr4 1st yr 832,700.70 [2nd yr 1,065,856.90 1,758,886.75 $5,644,193.08 x 25%all 4 years 1st yr 1,411,048.27 1,503,895.99 2.692.710.61 2,476,905.17 3,262.782.74 7of7 Bradley Lake Operator Report BPMC September 29,2017 Unit Statistics:as of 09/26/2017* Generation Unit 1 (MWhrs)Unit 2 (MWhrs)Total (MWhrs) August 2017 19,702 13,190 32,892 Hydraulics Avg.Lake Level (ft.)Usage (ac ft.)Fish water (ac ft.) August 2017 1145 32,727 128.4 AVG Generation Unit 1 (MWhrs)Unit 2 (MWhrs)Total (MWhrs) September*2017 16,925 11,779 28,704 Hydraulics Avg.Lake Level (ft.)Usage (ac ft.)Fish water (ac ft.) September*2017 1163.1 31,994 146.9 AVG Lake Level -1139.0'as of 07/31/2017 Lake Level -1152.6'as of 08/31/2017 Lake Level -1170.8'as of 09/26/2017 Capital Projects: 1) 2) 3) 4) 5) 6) Unit 2 high PD indication -We had a meeting with IRIS in which we discussed the high readings on Unit 2.IRIS is coming to the Plant in early October to assist us with making a further test on Unit 2.The Partial Discharge (PD)tests have come in at levels that are cause for concern.The tests in October could help us identify the possible cause and point us in the direction of potential repairs.Unit 2 continues to be on a "watch”basis. Crew Quarters and Residence Repairs -Repairs to the escape stairway on the Crew's Quarters were completed.The siding was repaired and re-nailed on all the buildings and repainting of the structures is being completed. Fish Water Control Automation -Power Engineers was on site this week and working to completed the data gathering installation on the Lower Bradley River and the North Fork gauging stations.We will then need to re-program the DCS and possibly install some additional valve controls at the dam. Crane Purchase -the plant was able to obtain a 40-ton Mobil crane at auction at a good price.Some minor repairs will be necessary but it will be excellent for the needs of the plant. Repaired Genie Lift -Repairs were completed on the man-lift to correct a leaking hydraulic seal. Camping sites -Annual maintenance on the reactional camping facilities has been completed. Bradley Lake Operator Report Page 1 7)Public Dock -We intend to remove the floating dock in the next week or two. 8)Fish Water valve #3 --We continue to work on the controls for fish water valve #3 which failed.This will be a part of the fish water automation project. Operations,Maintenance,and Inspections: 1)Operations-Operations at the Plant were fairly normal. 2)Annual Vibration testing survey -The survey was completed in August. 3)Nelson Engineering -We received the 90%design plans for the "bus Barn” for review. 4)Annual DSSMP Training -Bryan Carey and DOWL engineers were present at the Plant September 25"to conduct annual DSSMP training.We also flew over the Middle Fork and Nuka Diversions and all looked to be in good shape. 5)Crane Inspections -All cranes and lifting devices have been inspected and certified for the next year.We were unable to test and certify the main lifting slings for the rotor removal due to their size.They will have to go to Anchorage in order to be tested.This requires a barge. 6)Fire Extinguisher Inspection -All fire extinguishers at the plant have been inspected and re-certified for the next year. 7)Barge trip --We are currently making arrangements for a barge to deliver equipment,materials,fuel and the crane this fall. Nuka Glacier Bradley Lake Operator Report Page 2 One of the Bradley Bears Page 3BradleyLakeOperatorReport Bradley Lake Project Management Committee -Alaska Online Public Notices Page 1 of 1 STATUS:Active Bradley Lake Project Management Committee ALASKA ENERGY AUTHORITY (AEA) Bradley Lake Project Management Committee The Bradley Lake Project Management Committee will hold a regular meeting on Friday,September 29,2017 at 2:00 p.m.For additional information contact Teri Webster at 907-771-3074. This meeting will be conducted by electronic media pursuant to AS 44.62.310 at the following location: Alaska Energy Authority Board Conference Room,813 West Northern Lights Boulevard,Anchorage,Alaska; A teleconference line has been set up for those unable to attend in person.Dial 1-888-585-9008,Enter Code 467-050-1 26#. The public is invited to attend.The State of Alaska (AEA)complies with Title Il of the Americans with Disabilities Act of 1990.Disabled persons requiring special modifications to participate should contact AEA staff at 907- 771-3074 to make arrangements. Attachments,History,Details Attachments Details None Department: Revision History Category:. Created 9/21/2017 4:52:41 PM by tawebster Sub-Category: Location(s): Project/Regulation #: Publish Date: Archive Date: Events/Deadlines: https://aws.state.ak.us/OnlinePublicNotices/Notices/View.aspx?id=1 87144 Commerce,Community and Economic Development Public Notices Statewide 9/21/2017 9/30/2017 9/21/2017 12. 13. BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE REGULAR MEETING o Friday,September 29,2017 2:00 P.M. Alaska Energy Authority,Board Room 813 W.Northern Lights Boulevard,Anchorage,Alaska To participate VIA TELECONFERENCE-1-888-585-9008 -Conference room code 467-050-126 AGENDA CALL TO ORDER ROLL CALL FOR COMMITTEE MEMBERS PUBLIC ROLL CALL PUBLIC COMMENTS AGENDA APPROVAL APPROVAL OF PRIOR MINUTES --July 28;Aug 18;and Sept 6,2107 NEW BUSINESS A.FERC Land Fees AEA/VNF B.Battle Creek Project i.Battle Creek Update AEA ii.Financing AEA iii.Bradley Lake Water Scheduling &Allocation CEA iv.Battle Creek Participation Kirk G C.Bradley O&M Contract AEA D.2018 BPMC Meeting Schedule Chair COMMITTEE REPORTS OPERATOR REPORT COMMITTEE ASSIGNMENTS MEMBERS COMMENTS NEXT MEETING DATE -Friday,Nov 3,2017 ADJOURNMENT Bradley Lake Project Management Committee Friday,September 29,2017 @ 2:00 pm. **PLEASE WRITE LEGIBLY*™* NAME ORGANIZATION LEE THEE Clubhe tt (Go Ove?he,/ r <¥%Patol eA,/ LARRY hoytg ©S-2 4 UEh./ pad tare 4 oA / BOE CK CE wf 4 Tet b/pin Lip / MWAiwle Te bute (lee Sek LoexetShemayersCUEAR/ Keinee Cinvyowr CE by Z TW Phsen PUBIC SLenCOwiClogCYEAL JAY LAINE REA J Bryan Casey FEA / Pare da hathe Py pel Vj ATTENDANCE -_BPMC Phone MEETING,Sept 29 @:2:00 pm | oe "COMMITTEEMEMBERS "ALTERNATE|wy,Cory Borgeson,Chair oe "GVEA |Lynn Thompson - -:4beeThibert,ViceCChair CEA ene Wick _Pa --oo ABradJanorschke HEA |7BobDaya|_Bryan Carey,SecretaryT reasurer AEA :|Kirk Warren Z/tony lzzo MEA 7 Gary Kuhn |"- -Atark Johnston MP effWaner "SS i j -John Foutz SEW /Public Members |COUNSEL -_ "CEA JsBrian Hickey (CEA)J //:py Se Gibson,McDowell Rackner &Gibson _ :-;<-Johnson (CEA)Sf es wt Brian Bjorkquist,Dept of Law YY ae Loner Higher (CEA)7 - Paul Risse (CEA)AEA c-Brenda Applegate VA HEA |Rich Baldwin (HEA)7 AmyAde df aff Alan Owens (HEA)_L-jdocelyn Gardner JS eeOn|_|Emily Hutchinson (HEA)//__Brandi White - _ Larry Jorgensen (HEA)WA GermerrNobie MLP -Anna Henderson (MLP)teri Webster wa Molly Morrison (MLP)|David Lockard- PYGVEA 7 Ron Woolf (GVEA)/7KireWaren KY MEA |dim Brooks (MEA)Sf 2 For Erickson y YW Gary Kuhn (MEA)__v i AeJessica Houston 4 _QYV ||David Pease (MEA)©J OPW Chuck Sensibe Public Bernie Smit 1Valere."4Onn.Al Crystal Enkvist (APA)/"|Vahetonway f | |Mel Hutchi ; -LATWPateh feonanilFredEoff(PFM)/a :| |Eric>Myers;(American TITransmission Co);og _-_i a ne wo we ca ear =: BRADLEY LAKE PROJECT MANAGEMENT COMMITTEE First.\/Second First !_ysecoad j First Second First SecondBPMC9/29/17 C*WALNaanNVledKoNISMS ;; Roll Call Agenda Aw/we/\sRollcallfromtoptobottomendingwithChair Yes No Yes No Yes No Yes No Yes No Matanuska Electric Association "; Chugach Electric Association Y NM 7 City of Seward _-_-_(\x Golden Valley Electric Association w4 Nv) Alaska Energy Authority WA Municipal Light &Power " Homer Electric Association WA -ce _ace a First Second First Second First Second First Second First Second Roll call from top to bottom ending with Chair Yes No Yes No Yes No Yes No Yes No Matanuska Electric Association Chugach Electric Association City of Seward Golden Valley Electric Association Alaska Energy Authority Municipal Light &Power Homer Electric Association i hon we Next Meeting:11/3 e lle td tediateMeDiet eat SNC OEMprocLIES oporatore 0 BM ProcesseropoApred(oSS Ingswmance. Gary Hohn cet ring w)an ned alter nute40\pe alto