STATE OF CONNECTICUT HEALTH AND EDUCATIONAL FACILITIES AUTHORITY Minutes of Authority Annual Board Meeting September 16, 2015

Transcription

1 STATE OF CONNECTICUT HEALTH AND EDUCATIONAL FACILITIES AUTHORITY Minutes of Authority Annual Board Meeting September 16, 2015 The State of Connecticut Health and Educational Facilities Authority met at 1:30 p.m. on Wednesday, September 16, The meeting was called to order at 1:35 p.m. by Barbara Rubin, Chair of the Board of Directors of the Authority. Those present and absent were as follows: PRESENT: Barbara Rubin, Chair John M. Biancamano Patrick A. Colangelo Elizabeth C. Hammer Barbara B. Lindsay, Esq. Dr. Peter W. Lisi, Vice Chair Dr. Estela R. Lopez Sarah K. Sanders (Rep. Honorable Denise L. Nappier) ABSENT: Robert S. Dakers (Rep. Secretary Benjamin B. Barnes) ALSO PRESENT: Jeanette W. Weldon Executive Director Paula L. Herman, General Counsel JoAnne N. Mackewicz, Controller Michael F. Morris, Managing Director Cynthia D. Peoples, Managing Director Debra M. Pinney, Manager of Administrative Services Jennifer Smyth, Legal Specialist David Wasch, Legislative Liaison/ECE Program Specialist of the Connecticut Health and Educational Facilities Authority s:\admin\board - chefa\meetings 2015\september 16 (annual mtg)\minutes\final minutes, docx

2 GUESTS: Michael Andreanna, Esq., Pullman & Comley LLC Jeremy Bass, Managing Director, Public Financial Management, Inc. John Brodsky, Managing Director, Fairmount Capital Advisors, Inc. 1 Bruce Chudwick, Esq., Shipman & Goodwin LLP Stella Gittens, Sr. Director, A. C. Advisory, Inc. 2 Laurie Hall, Esq., Hawkins, Delafield & Wood LLP 3 Edward Samorajczyk, Esq., Robinson + Cole LLP Namita Shah, Esq., Day Pitney LLC Noreen White, Co-President, Acacia Financial Group, Inc. John Yarbrough, Esq., Carmody Torrance Sandak & Hennessy LLP 4 MINUTES Ms. Rubin requested a motion for approval of the amended minutes of the July 22, 2015 Meeting of the Board of Directors. Mr. Biancamano moved for approval of the minutes, which was seconded by Mr. Colangelo. Upon roll call, the Ayes, Nays and Abstentions were as follows: AYES NAYS ABSTENTIONS Barbara Rubin None None John Biancamano Patrick Colangelo Elizabeth Hammer Barbara Lindsay Dr. Peter Lisi Dr. Estela Lopez Sarah Sanders ELECTION OF VICE-CHAIRMAN Ms. Rubin moved to re-elect Dr. Peter W. Lisi as Vice Chair of the Board of Directors. Dr. Lopez seconded the motion. Upon roll call, the Ayes, Nays and Abstentions were as follows: 1 Mr. Brodsky participated in the meeting via conference telephone that permitted all parties to hear each other. 2 Ms. Gittens participated in the meeting via conference telephone that permitted all parties to hear each other. 3 Ms. Hall participated in the meeting via conference telephone that permitted all parties to hear each other. 4 Mr. Yarbrough participated in the meeting via conference telephone that permitted all parties to hear each other. s:\admin\board - chefa\meetings 2015\september 16 (annual mtg)\minutes\final minutes, docx 2

3 AYES NAYS ABSTENTIONS Barbara Rubin None None John Biancamano Patrick Colangelo Elizabeth Hammer Barbara Lindsay Dr. Peter Lisi Dr. Estela Lopez Sarah Sanders CURRENT AND PENDING BOND ISSUES Financing Forecast Mr. Morris reported that Church Homes, Inc. Congregational Issue, Series B, will be presented in October. Church Homes plans to refund their conventional loan debt with two different banks for approximately $16 million. Staff is also in discussion with the Alzheimer s Resource Center regarding a possible issue totaling approximately $10 million. Summary of Financings Mr. Morris reported that the University of Hartford Issue, Series J through M closed in July, which were private placements for approximately $55 million. Miss Porter s School, Series C & D also closed for approximately $22 million, along with Westminster School Issue, Series J, a private placement with TD Bank for approximately $10 million. The Taft School Issue, Series J, another private placement for approximately $10 million with TD Bank also closed last month. Mr. Morris stated that the Quinnipiac University Issue, Series L, will close next Tuesday and Mr. Bass will be presenting the sales report on that issue. Interest Rate Update Ms. Peoples reported on recent market activity, money market rates, economic indices and yield curve trends. Municipal Market Activity and Recent Transactions Mr. Morris presented a report on municipal market activity and recent transactions. s:\admin\board - chefa\meetings 2015\september 16 (annual mtg)\minutes\final minutes, docx 3

4 SALES REPORT Quinnipiac University Issue, Series L Mr. Bass presented the sales report for the Quinnipiac University Issue, Series L. COMMITTEE REPORTS Audit-Finance Committee Mr. Mutone reported that the Committee met to discuss the FY 2015 Draft Audited Financial Statements with Mr. Todd Thiesfeldt, Audit Partner; Mr. William Pomponi, Sr. Audit Manager and Mr. Ryan Deming, Audit Manager, from Crowe Horwath LLP. Pending further discussion with representatives from Crowe Horwath, the Committee agreed to table the approval of the draft Audited Financial Statements. Consultant Committee Mr. Colangelo reported that the Committee held a special meeting on August 27, 2015 to discuss the appointment of a financial consultant to assist in addressing the Legislative requirements of Section 38 of Public Act Section 38 requires that CHEFA, in consultation with the Office of Health Care Access and the Department of Economic and Community Development to develop a capital needs assessment report on community hospitals, and identify potential financing options for the community hospitals by January 1, Mr. Colangelo reported that the Request for Proposal went out to four firms and two firms responded, Melio & Company, LLC and Ponder & Co. Each firm was interviewed by Staff and based on the geographic presence in the State of Connecticut and extensive experience, Staff recommended Ponder & Co. The Committee approved Ponder & Co. as financial consultant to assist with the report. CHEFA FINANCIAL OPERATIONS July 2015 Financial Statements Ms. Mackewicz reported on the financial statements for the one month ending July 31, Revenues were over expenses by approximately $367,000 before program related expenses and approximately $356,000 after program related expenses. Revenues were over budget by approximately $20,000 and expenses are under budget by approximately $4,000. Ms. Mackewicz stated that CHEFA investments have remained relatively the same but they may change as the Authority reserves funds for the State mandates in 2016 and EXECUTIVE DIRECTOR S REPORT Ms. Weldon stated that Saint Francis Hospital will be acquired by a system called Trinity Health, which is headquartered in Michigan. They will be refunding all their outstanding CHEFA debt on October 1, The conditional notice of redemption has already been sent. They have $235 s:\admin\board - chefa\meetings 2015\september 16 (annual mtg)\minutes\final minutes, docx 4

5 million in CHEFA bonds outstanding. There will be $164,000 revenue loss to CHEFA in this fiscal year, reflecting a pro rata share of the $230,000 annual fee. A discussion ensued. Mr. Morris provided an update on the meeting with Ponder & Co. to discuss the scope of the community hospital project. Management will be meeting with each of the nine community hospitals (Waterbury, Bristol, Griffin, Saint Mary s, Charlotte Hungerford, Lawrence & Memorial, Middlesex, Day Kimball and Milford Hospital). Ponder & Co. will be researching financing methods in other states. Ms. Weldon reported that Staff is developing a comprehensive CHEFA/CHESLA Strategic Business Plan for FY , which will be presented to the Board of Directors Meeting in January As part of this process, a Board of Directors Retreat is scheduled for Saturday, October 31. Most board members have indicated that they will be able to attend. Staff is utilizing a facilitator, Ms. Barbara Theurkauf, for the meetings scheduled with Staff and Board members to develop the Authority s core values and develop strategic initiatives for the next three years. Ms. Weldon provided a brief overview on Ms. Theurkauf s background. Ms. Theurkauf s fee is within the consulting line item budget for consultants. Ms. Weldon s plan is to present a finalized draft of the plan to the Board of Directors at the January, 2016 meeting. Ms. Weldon stated that the CHEFA Day of Service will be held on Friday, October 2, 2015 at the Parkville Elementary School, a charter school located in Hartford. The Authority is working with Hands on Hartford, the organization that is organizing the volunteer activities for the morning. Ms. Weldon announced that the 3 rd Annual CHEFA Client Conference will be held on November 4, 2015 at the Hartford Sheraton South Hotel in Rocky Hill. All Board members are invited to attend. This year Mr. Paul Taylor will be our keynote speaker. Mr. Taylor is with The Pew Charitable Trusts, and has written a book entitled, The Next America, which discusses demographic shifts and changes within the United States. He will be speaking specifically on how those changes are affecting higher education and healthcare institutions. Ms. Weldon turned the floor over to Ms. Peoples who provided a demonstration on the new website which has recently been launched. Mr. Biancamano inquired if CHEFA s Official Statements can be posted to the website. Ms. Peoples indicated that they can be posted to the website and next year we may consider posting them. Official Statements can also be found on the EMMA website. Ms. Weldon pointed out that a combined budget summary on the operating accounts was provided as a handout for the twelve months ending June 30, 2015 for CHEFA, CHESLA and CSLF. Ms. Weldon added that there is a CHESLA board meeting scheduled on September 17, Staff will be reviewing plans for a pilot program with regard to a loan refinancing product. CHESLA now has the statutory ability to fund loans that borrowers can use to refinance their existing loans. The proposal that will be presented to the CHESLA Board is to transfer money from the Connecticut Student Loan Foundation to CHESLA so that a pilot program can be put in place. CHESLA s recommendation is to use Education Solutions as the firm to research and develop a loan product for the pilot program. s:\admin\board - chefa\meetings 2015\september 16 (annual mtg)\minutes\final minutes, docx 5

6 Ms. Weldon reported that CHESLA issued $21.4 million in bonds on July 2, 2015, which consisted of half new money, half refunding. The new money portion resulted in a historically low interest rate of 4.95%. The loan rate was very well received. Ms. Weldon stated that over the summer, CHESLA instituted a Scholarship Program with a $2 million transfer from the Connecticut Student Loan Foundation. CHESLA started making distribution of funds to schools that are identifying the students in need. The need is determined by the schools and the schools provide CHESLA with the list of students that are in need of these funds prior to disbursement. Ms. Weldon reported that so far, CHESLA has provided approximately $500,000 in scholarships. The program has been very well received at the schools. ADJOURNMENT There being no further business, at 2:25 p.m. Mr. Mutone moved to adjourn the meeting and Mr. Biancamano seconded the motion. Upon roll call, the Ayes, Nays and Abstentions were as follows: AYES NAYS ABSTENTIONS Barbara Rubin None None John Biancamano Patrick Colangelo Robert Dakers Elizabeth Hammer Barbara Lindsay Dr. Peter Lisi Sarah Sanders Respectfully submitted, Jeanette W. Weldon Executive Director s:\admin\board - chefa\meetings 2015\september 16 (annual mtg)\minutes\final minutes, docx 6