WILKES-BARRE/SCRANTON INTERNATIONAL AIRPORT BOARD MEETING MARCH 24, 2016

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A regular meeting of the Wilkes-Barre/Scranton International Airport Joint Board of Control was held Thursday, March 24, 2016 in the Terminal Building Conference Room at the Airport. The meeting was called to order at 10:37 A.M. with Board Member Patrick O Malley presiding. PRESENT: ALSO PRESENT: ITEM 2: PUBLIC COMMENTS. (Chairman) Commissioner Jerry Notarianni Commissioner Laureen Cummings Commissioner Patrick O Malley Councilman Richard G. Williams Acting Council Manager C. David Pedri Councilman Timothy McGinley Carl R. Beardsley, Jr., Executive Director Gary Borthwick, Director of Finance Stephen Mykulyn, Director of Engineering Attorney Don Frederickson, Lackawanna County Solicitor Michael Butera, Luzerne County Solicitor Michelle Bednar, Luzerne County Controller Germaine Helcoski, Lackawanna County Deputy Controller Reggie Mariani, Lackawanna County Chief Internal Auditor None. ITEM 3. APPROVAL OF MINUTES. (Chairman) MOTION: To accept and approve the minutes of the February 18, 2016 Bi-County Airport Board Meeting minutes. Councilman Rick Williams SECONDED BY: Councilman Tim McGinley ITEM 4 AIRPORT ACTIVITY REPORT: (Carl R. Beardsley, Executive Director) Mr. Beardsley began his presentation with an analysis of the amount of people that boarded flights from AVP. Enplanements in February 2016 are significantly higher than what we had in 2015 and 2014, increasing 17.3%. A few variables for this growth are the extra day of leap year, and growth from United, Allegiant and Delta Air Lines. Allegiant s growth increased 118.9% as a result of the new service going to the Tampa Bay area. United put larger equipment going from AVP to Newark Liberty Airport, increasing their growth to 25.8%. Delta has seen an increase of 9.6%, again due to larger aircraft between AVP and Atlanta. Similarly we re seeing an increase in the number of departing seats available from our market here at AVP. Allegiant seats are up 125.8%, Delta seats up AIRPORT ACTIVITY REPORT Cont d

20.5%, and United seats are up 17.2%. Our departing seats are up 19.3%, which is very comparable to the 17.3% increase we see from passenger enplanements. This positive news means the additional seats the airlines are assigning to AVP are being filled, which encourages the airlines to give us even more seats to fill. Our load factor has remained stable in February 2016 as compared to February 2015, staying within 1 percentage point. We do see a slight decrease of about two (2) percentage points from February 2014, but for the most part the numbers are very comparable. With regard to General Aviation, an increase of 79% or an additional 444 flights was realized in the month of February, 2016 at AVP. Weather was certainly a factor, as well as the extra day from leap year. In summarizing, Mr. Beardsley reported that overall, when combining the airlines, corporate jets, and general aviation for the month of February 2016, there was an increase of 88%, or 2,171 more total flights in 2016 as compared to 2015. Year to date we re up 107% to a total of 4,938 flights. Jim Gallagher from our FBO Aviation Technologies reported that the international trip departing from AVP to the Bahamas is outselling a similar trip departing from the Harrisburg Airport by a 3:1 margin. AVP s departure in July has only 40 seats left, which is again more positive news that the public prefers to leave out of the Wilkes-Barre/Scranton International Airport. Mr. Beardsley gave an update on Community Outreach that AVP has done recently with their participation in the Pittston, Scranton and Wilkes-Barre St. Patrick Day Parades. This year our highly talented operations department crafted a full scale aircraft, dubbed AVP1, which was used as our float in this year s parades. The team effort that went into this airplane was incredible and the feedback we received from the community was very positive. We are going to find a place in the terminal for AVP1 so that the public can view it all year long. Mr. Beardsley also gave an update on the State Police Hangar that is going to be built on the south general aviation ramp here at AVP. The developer reports that the site plan has been submitted to the State Police. The FAA paperwork is being processed as well. We will be assisting them with the documents that need to be submitted to the townships and conservation districts. We re looking at a July start date for the hangar with a fourth quarter finish. Mr. Beardsley reported that the release of our new website has received rave reviews on the look and functionality. He displayed the billboard artwork that will be used in Phase 2 of the Marketing plan. Mr. Beardsley introduced the Car Wash Service Facility. The car companies that provide service here at AVP include Budget, Avis, National/Enterprise and Hertz. These companies all have car wash service facilities to not only clean the rental vehicles, but also fuel and provide light maintenance such as oil changes. Two of AIRPORT ACTIVITY REPORT Cont d

ITEM 5: AIRPORT FINANCIAL REPORT: (Gary Borthwick, Director of Finance and Administration) these companies have on-site facilities here at AVP; however two companies do not, thus slowing down turnaround time for vehicle rentals. We ve approached the car rental companies about consolidating these services into one building on site here at AVP. This building is known as a Quick Turn Around (QTA) Facility, and they have been very receptive to this idea. The project would be funded by using money from the CFC program. Financial Report Revenue Expense Report. As noted on the attached profit/loss statements, for the month of February 2016, Airport Operations had a net loss totaling $32,594.00 compared to a net loss of $45,028.00 in February 2015, which is a difference of $12,434.00. Invoices received since the last meeting for supplies and services totaling $530,598.37 are presented on the attached sheets for review and approval of the Board. These invoices include major construction project costs of $182,179.98. Project Invoices. The following Airport Capital Project Invoices and Applications for Payment have been received since the last Board Meeting and are recommended for payment: Taxiway B Extension Leeward Construction $ 60,632.84 Application #17, dated February 29, 2016 for Construction. L.R. Kimball $ 25,699.42 Invoice #533211, dated February 3, 2016 for Inspection: site prep. L. R. Kimball. $ 38,664.09 Invoice #533535, dated March 3, 1016 for Inspection: site prep. L. R. Kimball $ 906.53 Invoice #533212, dated February 3, 2016 for Inspection: NAVAIDs. This project is 91.19% complete. AIRPORT FINANCIAL REPORT Cont d Demolish Old Terminal Building-Design

ACP 13-02 Borton Lawson $ 133.10 Invoice #2014-0787-002-0000009, dated February 11, 2016 for Design. Security Cameras & Card Readers ACP-14-01 Johnson Controls Inc. $ 56,144.00 Application #1, dated February 29, 2016 for Isilion Support Line. The following PFC transfers are recommended for Airport Board approval. PFC Drawdown # 2016/2 (Check #1054). Taxiway B Extension PFC Project #14-11 Leeward Construction $ 3,031.64 CIP 19611-01 L. R. Kimball $ 45.33 CIP 19611-01 L.R. Kimball $ 1,933.20 CIP 19611-01 L. R. Kimball $ 1,284.97 CIP 19611-01 Demolish Old Terminal Building-Design PFC Project #09-015 Borton Lawson $ 66.55 CIP 19613-02 Security Cameras & Card Readers PFC Project #09-011 Johnson Controls Inc $ 56,144.00 CIP 19614-01 ACP 14-01 MOTION: SECONDED BY: Request the Airport Board approve the above transactions and payments. Councilman Tim McGinley Acting County Manager C. David Pedri, Esq. ITEM 6: BID AWARDS (Michael W. Conner, Assistant Airport Director)

A. Heating, Ventilation, and Air Conditioning (HVAC) System Maintenance Recommend the Airport Board approve the Agreement between the Wilkes- Barre/Scranton International Airport and Scranton Electric Heating and Cooling Service, Inc., 107 Middle Street, Scranton, PA 18508. The bid was awarded to Scranton Electric at the February 2016, Airport Board meeting. The Agreement is for a 3 year period expiring on February 28, 2019, at a cost of $30,500 for the first year, $32,500 for the second year, and $34,500 for the third year. This agreement is for the preventive maintenance and repair of all the Airport s HVAC systems. B. Window Cleaning Services Recommend the Airport Board approve the Agreement between the Wilkes- Barre/Scranton International Airport and PJ s Window Cleaning Service, 16 Sand Street, Wilkes-Barre, PA 18705. The bid was awarded to PJ s Window Cleaning at the February 2016, Airport Board Meeting. The Agreement is for a 3 year period expiring on February 28, 2019, at a total cost of $50,000 for the 3 year period. This agreement is for the cleaning of all terminal building windows and also the windows of the parking garage. C. Vending Machine Concession Recommend the Airport Board award the Vending Machine Concession contract to American Food & Vending. Proposals were received on Friday March 4, 2016. The proposals were opened at 1:30 PM on that date by Germaine Helcoski (Lackawanna County Deputy Controller) and Reggie Mariani (Lackawanna County Chief Internal Auditor). Proposals were received from the following two companies: American Food & Vending 124 Metropolitan Park Drive, Syracuse, NY 13088; with a local office located at 20 Stauffer Industrial Park, Taylor, PA 18517. CalMal Vending Services 1503 E. Lackawanna Ave., Olyphant, PA 18447. American Food & Vending s proposal is for the Airport to receive 32% of all soda machine gross revenues and 35% of all coffee machine gross revenues. CalMal Vending Services proposal is for the Airport to receive 15% of all soda machine gross revenues and 20% of all coffee machine gross revenues. Therefore, the Airport recommends the Airport Board award the Vending Machine Concession contract to American Food & Vending. MOTION: To approve the contracts and award agreements. Councilman Rick Williams SECONDED BY: Councilman Tim McGinley ITEM 7: AUTHORIZATION TO BID (Michael W. Conner, Assistant Airport Director)

Recommend the Airport Board approve the solicitation of bids for the following items: 1. Flight Information Display System 2. Rental Car Concessions SECONDED BY: Councilman Rick Williams Councilman Tim McGinley ITEM 8: CAPITAL PROJECT REPORT (Stephen Mykulyn, P.E., Airport Engineer) Mr. Mykulyn gave a report on the status of the following projects: ACP 07-16 Rehabilitate and Extend Hangar Road Design and Construction Monitoring Services - L.R. Kimball. Contractor - Scartelli Construction. Project work is complete and there is NO CHANGE IN STATUS as we continue to work to resolve project closeout issues. Final Project is estimated at $3.21 M Project payments to date represent approximately 93% of total Funding Federal AIP, State Aviation Grant, Airport Generated PFC Funds ACP 12-02 Rehabilitate Airline Apron Design and Construction Monitoring Services McFarland-Johnson Contractor Kriger Construction Project work is complete and there is NO CHANGE IN STATUS. We are working to complete final closeout of the project. Current Project Costs are approximately $750,000 Project payments to date represent approximately 88% of total Funding - Federal AIP, State Aviation Grant, Airport Generated PFC Funds ACP 13-08 Aviation Fuel Farm Expansion Design and Construction Monitoring Services - L.R. Kimball. Contractor Fabcor Inc. CAPITAL PROJECTS Cont d Project work is complete and there is NO CHANGE IN STATUS. We continue to wait for a final Labor and Industry re-inspection of the facility. We continue to work on final closeout of the project.

Current Project Costs are approximately $427,000 Project payments to date represent approximately 95.5% of total Funding - State Aviation Grant, Airport Funds ACP 13-02 Demolition Old Terminal Building Design Services Borton-Lawson Engineering Environmental Remediation Sargent Enterprises, Inc. This project is broken out into three separate construction projects; Environmental Remediation, Building Demolition and Apron Construction. We are completing our review and have a final design meeting schedule for next week with the consultant. Plans will be sent to PennDOT Bureau of Aviation for review. We anticipate bidding before the end of April. Current Project Costs are approximately $709,000 Project payments to date represent approximately 87.9% of total Funding State Capital Fund Grant, Airport Generated PFC Funds ACP 14-03 Parking Garage Maintenance Design Services Desman Associates No major change in status to report as we work to complete our review of the consultants plans. We are working to have a bid package ready for bidding in the Spring. We continue also to wait on word on our state grant funding requests. Current Project Costs are approximately $72,088 Project payments to date represent approximately 69.8% of total Funding - Airport Funds CAPITAL PROJECTS Cont d ACP 15-02 Master Plan Update and Airport Layout Plan (ALP) Update Consultant McFarland-Johnson We are working with the consultant on information gathering and recently conducted what were deemed very successful Stakeholder meetings with our Administrative, Tenant and Business groups at which there was a good measure of positive feedback on existing operations and productive discussions on the needs for the Airport in the future. Current Project Costs are approximately $902,000. Project payments to date represent approximately 6.7% of total Funding - Federal AIP, State Aviation Grant, Airport Generated PFC Funds

Extend Taxiway B (Runway 22 Approach End) Design and Construction Monitoring Services - L.R. Kimball. Construction of this project is to be completed over four construction projects. The first two, Site Preparation and NAVAIDs, have been designed and let for construction. Site Preparation Contractor - Leeward Construction NAVAIDs Contractor Joyce Electric Work on both the Site Preparation and NAVAIDs projects is at substantial completion. Contractors continue to work on punch list items toward final completion. On the remaining two bid packages; Taxiway Paving and Taxiway Lighting & Signage, we are working with the consultant on the completion of the plans and have a meeting scheduled next week to discuss project access and phasing. We are hoping to bid in April or May and it is estimated at this time that we will be able to seek FAA grant funding in June. Current Project Costs are approximately $12.1 M Project payments to date represent approximately 90.8% of total The remaining contracts for the project will be for Taxiway Paving and Taxiway Lighting & Signage. Estimated costs for construction and inspection approximately $3,500,000. Funding - Federal AIP, State Aviation Grant, Airport Generated PFC Funds ACP 15-03 Relocate TSA Checkpoint Preliminary Study & Estimate McFarland-Johnson A Request for Qualifications has been advertised and submittals are due next Thursday, March 31 st. We anticipate review of the following week and scheduling short-list interviews in the week of April 11 th. Current Project Costs are approximately $12,000. Project payments to date represent approximately 100% of total Funding Airport Capital Funds ITEM 9. OTHER MATTERS: (Carl R. Beardsley, Executive Director) ITEM 10. ADJOURNMENT: (Chairman)

MOTION: SECONDED BY: It is recommended to adjourn the meeting. Acting County Manager C. David Pedri Councilman Rick Williams The meeting was adjourned at 11:25 A.M.