SYNOPSIS OF MEETING. J. Bernardo, W. Howard, J. Stevens, S. Feehan, M. Pinker, D. Marusich, R. Bucci, D. Crocker and J. Peduto

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1 BOARD MEETING FIVE South College Drive; Suite 201, 2nd Floor BROOME COUNTY INDUSTRIAL DEVELOPMENT AGENCY Binghamton, New York Wednesday, November 28, 2018, 12:00 pm SYNOPSIS OF MEETING PRESENT: ABSENT: GUESTS: STAFF: COUNSEL: PRESIDING: J. Bernardo, W. Howard, J. Stevens, S. Feehan, M. Pinker, D. Marusich, R. Bucci, D. Crocker and J. Peduto None Carl Nerlich, Ernst & Young, LLP Shannon Grodotzke, Ernst & Young, LLP David Aubrey, L3 Gary Bass, L3 Steve Wozniak, Track Drive, LLC Jeff Platsky, Press & Sun-Bulletin John Solak, Binghamton Resident Ken Kamlet, HH&K K. McLaughlin, T. Gray, S. Duncan, C. Norton N. Abbadessa and C. Hornbeck J. Meagher J. Bernardo Chairman Bernardo called the meeting to order at 12:00 p.m. ITEM #1. OATH OF OFFICE: Attorney Meagher administered the Oath of Office to Mr. Peduto. MOTION: No motion necessary. ITEM #2. APPROVE MINUTES FOR THE OCTOBER 22, 2018 BOARD MEETING: Chairman Bernardo asked if Board Members had a chance to review the minutes for the October 22, 2018 Board Meeting; hearing no comments or suggested changes, Chairman Bernardo asked for a motion. MOTION: On a MOTION by Mr. Bucci, seconded by Mr. Howard, Chairman Bernardo stated the minutes are accepted. ITEM #3. PUBLIC COMMENT: Chairman Bernardo asked if there were any public comments. At that time,

2 November 28, 2018 Page 2 Mr. Solak, Binghamton, NY, addressed the Board, regarding: Procedure for public hearings, according to Open Meetings Law. PILOT job creation. Delinquent Loans. ITEM #4. EXECUTIVE DIRECTOR S REPORT: Mr. McLaughlin provided updates on the following: BAE Site The Agency is continuing the study of the BAE site; more meetings have been held with Elan, the Stakeholders, and the OEA Project Manager. The Agency anticipates bringing recommendations to the Board in the next six weeks and hopes to generate a Letter of Interest/RFP by the first quarter of L3 Public Hearing A public hearing for L3 was held on November 16 th. Recreation & Day Care Center The Agency continues to work with the Town of Conklin on the proposed Recreation and Day Care Center. Approval for the project was awarded by the State. Delta Engineering was hired by the Town to start the design. Mr. McLaughlin expects to bring more information on this project before the Board in the next days. Chamber of Commerce Luncheon The luncheon was attended by staff, as well as members of the Board. Business Assistance Mr. McLaughlin stated The Agency is encouraged by the inquiries being received for business assistance in Broome County; staff has met with local companies looking to expand. Syracuse Workforce Video Presentation Ms. Duncan and Ms. Abbadessa made a video presentation on Workforce; as a result, they have been

3 November 28, 2018 Page 3 invited to Otsego County to make another presentation on what The Agency has done regarding our Workforce effort. ITEM #5. LOAN FUNDS AVAILABILITY AS OF OCTOBER 31, 2018: The Loan Funds Availability Report was presented to the Board by Mr. Gray. The balances available to lend are $414, (STEED), $327, (BDF) and $150, (BR + E). Mr. Gray stated The Agency is looking at a couple deals which are expected to impact all three loan fund balances within the next month or two. Chairman Bernardo asked Attorney Meagher if his office was handling SpecOp; Attorney Meagher confirmed a Summons and Complaint has been drafted. Attorney Meagher also stated his office is working with the city regarding Mountain Fresh Dairy; the first draft of an action has been drawn. MOTION: No motion necessary. ITEM #6. RESOLUTION AUTHORIZING A LEASE/LEASEBACK TRANSACTION TO FACILITATE THE LEASING, RENOVATION AND EQUIPPING OF AN INDUSTRIAL AND MANUFACTURING SITE, APPOINTING L3 TECHNOLOGIES, INC. AND TRACK DRIVE, LLC (COLLECTIVELY, THE COMPANY ), AGENT OF THE AGENCY, FOR THE PURPOSE OF LEASING, RENOVATING AND EQUIPPING THE PROJECT AND AUTHORIZING THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS WITH RESPECT THERETO, INCLUDING A PAYMENT IN LIEU OF TAX AGREEMENT: Mr. McLaughlin advised that Mr. Wozniak, Track Drive, LLC (and owner of Team World) is in attendance. Mr. McLaughlin disclosed that his son works at Team World. Ms. Duncan stated for the Board s consideration, is the approval of the PILOT application on behalf of L3 Technologies, Inc. (L3) and Track Drive, LLC; representatives from both entities are here today. L3 is seeking to relocate their operations from their current space at 265 Industrial Park Drive to 147 Industrial Park Drive, which is owned by Track Drive, LLC. Both are in the Town of Kirkwood. The existing facility is approximately 80,000 square feet and includes the construction of an additional 20,000 square feet to provide a stateof-the-art, free-standing location for L3. The project has received support from both Empire State Development and the Town of Kirkwood. This relocation will enable L3 to retain approximately 105 existing employees and add an additional 13 higher wage jobs over the next three years, typically in administration and engineering. A public hearing was held November 16 th and a copy of the transcript was provided. Ms. Duncan reiterated that representatives from both companies are in attendance, should Board Members have any questions. Mr. Bucci asked when construction is scheduled to start for the addition. Mr. Bass responded they expect to begin within the next couple weeks, at the beginning of December. Mr. Bucci asked for a completion date; Mr. Bass responded that Mr. Wozniak estimated within six months. Chairman Bernardo asked if there were any other questions of Ms. Duncan or the

4 November 28, 2018 Page 4 representatives. Mr. Feehan commented that 13 employees is a good start and, speaking as a community member, the area has people available to work at L3 s facility, considering the level of school systems in the region. Mr. Aubrey responded that he hopes that number will grow, but wanted to stay conservative that number would depend on funding. Mr. Aubrey continued L3 has a good relationship with local schools. Mr. Bass stated that L3 is planning to have space for 140 employees. Mr. Feehan welcomed L3. Chairman Bernardo asked the Board if there were any additional questions or comments; hearing none, Chairman Bernardo requested a motion. MOTION: To authorize a Lease/Leaseback Transaction to Facilitate the Leasing, Renovation and Equipping of an Industrial and Manufacturing Site, Appointing L3 Technologies, Inc. and Track Drive, LLC (Collectively, The Company ), Agent of The Agency, for the Purpose of Leasing, Renovating and Equipping the Project and Authorizing the Execution and Delivery of Certain Documents with Respect Thereto, Including a Payment In Lieu of Tax Agreement. On a MOTION by Mr. Howard, seconded by Mr. Stevens, the MOTION CARRIED UNANIMOUSLY. ITEM #7: RESOLUTION ACCEPTING AN APPLICATION FROM 600 HIGH AVENUE, LLC, AND/OR AN ENTITY TO BE NAMED, FOR A SALE/LEASEBACK OR A LEASE/LEASEBACK TRANSACTION TO FACILITATE THE FINANCING OF THE ACQUISITION OF A CERTAIN 70-BED ADULT HOME, A 35-BED ASSISTED LIVING PROGRAM, AND A 150-BED RESIDENTIAL HEALTH CARE FACILITY LOCATED AT 600 AND 601 HIGH AVENUE, VILLAGE OF ENDICOTT, TOWN OF UNION, BROOME COUNTY, NEW YORK AND AUTHORIZING THE AGENCY TO SET AND CONDUCT A PUBLIC HEARING WITH RESPECT THERETO: Mr. Feehan declared his conflict with the matter: Mr. Feehan sits on the Board of UHS Hospitals, which is an overseeing entity. Mr. Feehan further stated there is no significant conflict. Chairman Bernardo thanked Mr. Feehan. Ms. Duncan stated the application in consideration for acceptance from 600 High Avenue, LLC, is for the purchase of the Ideal Senior Living Facility. Ideal is currently being operated through Upstate Services Group in conjunction with UHS, as noted by Mr. Feehan. Currently, there is no collection of property tax at the location. The applicant, 600 High Avenue, LLC, will operate the facility as the Pavilion at Ideal Commons and will retain current levels of care at the site, including a 70-bed adult home, a 35-bed assisted living program and a 150-bed residential health care facility. The applicant expects to retain their current level of employees at 286 and add an additional six jobs over the next three years. The applicant is seeking a 20-year deviated PILOT that has been discussed and reviewed with the Town of Union Assessors Office and has the support of the Village of Endicott. A copy of the PILOT is included with your information today, as well as the project summary. Under the new ownership, the town and village will collect property tax revenue for the first time, retain existing employment, while creating new jobs and continue to provide care for low-to-moderate seniors in Broome County. Ms. Duncan opened the

5 November 28, 2018 Page 5 discussion to questions on the project review form. Mr. Bucci asked who would be the actual new owner; Ms. Duncan replied 600 High Avenue, LLC. Mr. Bucci then inquired if 600 High Avenue, LLC, is locallybased. Ms. Duncan advised that Mr. Kamlet is available to answer specific questions. Mr. Kamlet advised that Upstate Services Group is based in Rockland County, but maintain other projects of this type throughout New York State, including the Binghamton area. Mr. Kamlet continued Upstate Services Group is not headquartered here, but they have done other operations here, including the Vestal Nursing Home. Chairman Bernardo asked if there were any other questions. Hearing none, Chairman Bernardo clarified that this resolution is to accept the application and call for a public hearing. MOTION: To Accept an Application from 600 High Avenue, LLC, and/or an Entity to be Named, for a Sale/Leaseback for a Lease/Leaseback Transaction to Facilitate the Financing of the Acquisition of a Certain 70-Bed Adult Home, a 35-Bed Assisted Living Program, and a 150-Bed Residential Health Care Facility Located at 600 and 601 High Avenue, Village of Endicott, Town of Union, Broome County, New York, and Authorizing The Agency to Set and Conduct a Public Hearing with Respect Thereto. On a MOTION by Mr. Stevens, seconded by Mr. Pinker, the MOTION CARRIED (8 to 1 Mr. Feehan abstained.) ITEM #8. RECOMMENDATION FOR TWO NEW STEED ADVISORY LOAN COMMITTEE MEMBERS: Mr. Gray advised that the STEED Advisory Loan Committee (STEED Committee) has two vacancies. Michael Stamm retired from his position in Ithaca and will be replaced by Heather McDaniel, who has agreed to fill his position on that committee. The Agency also lost Bill Willis, who was a representative from the Delaware County Industrial Development Agency. Mr. Gray advised The Agency is looking at Jody Zakrevsky, who would be Mr. McLaughlin s counterpart in Oswego to fill that vacancy. Mr. Gray stated he has discussed both candidates with Mr. Stevens, who is Chairman of the committee, and Mr. Stevens is in agreement they would be excellent candidates. Chairman Bernardo asked Mr. Gray to explain how the committee works, for the benefit of the newest members. Mr. Gray responded that the STEED Committee is a regional committee made up of regional representatives from eight counties, one of which is Broome. Mr. Gray continued that The Agency s local committee, also chaired by Mr. Stevens, reviews The Agency s loan applications. That local committee is only for businesses in Broome County. Chairman Bernardo thanked Mr. Gray for his explanation and asked if there were questions. Mr. Bucci asked if every county had a member on the committee; Mr. Gray replied no, that each committee has five members. In the past, the STEED Committee consisted of upwards of 13 members, however, it was determined that a smaller committee would be more user-friendly and manageable. After a short discussion, Chairman Bernardo asked for a motion to approve. MOTION: On a MOTION by Mr. Howard, seconded by Mr. Stevens, the MOTION CARRIED UNANIMOUSLY.

6 November 28, 2018 Page 6 Chairman Bernardo asked if there was any old business, to which Mr. McLaughlin advised that Ms. Abbadessa recently sent out an article written by Ms. Duncan, which appeared in the New York Real Estate Journal. The publication has a wide readership to large real estate groups, both down in the city and statewide. Mr. McLaughlin advised The Agency has done this on a number of occasions, to highlight Broome County. ITEM #9: ADJOURNMENT: Chairman Bernardo requested a motion for adjournment. MOTION: On a MOTION by Mr. Feehan, seconded by Mr. Bucci, the MOTION CARRIED UNANIMOUSLY, and the meeting was adjourned at 12:25 p.m. The next meeting of The Agency Board of Directors is scheduled for Wednesday, December 19, 2018 at 12:00 p.m. at FIVE South College Drive, Suite 201, Binghamton, NY

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