Committee update. Board members and executive director, thank you once again for allowing us the opportunity to address you. I wanted to alert you to the fact that our last Board Meeting as in previous ones, we have been helping set the agenda, and the staff especially scott bula has been extremely responsive in bringing to our agenda each of these items as we request them. And among, our concerns that we will be watching in the future was with the federal elections kevin mccarthy, of course, becoming House Majority leader, is an opponent to cal and to the high speed rail and as nancy pelosi was our great advocate and that is something that we will keep watching all of the time and in contrast to that the giants ceo and the mayor have addressed an interest in possibly having a San Francisco olympics and so that may further add to the help behind the project and both the vice chair and myself sit on the vision zero team, and so we are very interested in making sure that there is no accidents or incidents as we call them now, around the project once it is developed, but we are very interested in monitoring that and all of us are happy with the supervisors support in that kind of thing and so all of that allow with the idea that we were able, and thanks to scott, having the interim report on from susan g, on the San Francisco steady of all of the possible conflicting issues. And around the i280 and that was wonderful and it is an interim report and obviously nothings that hasz been done yet and we take great pride in the work of staff, and crew. In our celebration of the steel erection and we believe of course, that as the public gets to see above ground and we are coming in and the subpoena power will only continue and so those are the topics that i wanted to address to show you where we were going and to thank once again, scott and the entire staff for helping us and at the end of each meeting, i asked, are there any future topics that you want addressed and scott has been helpful in that and i want going to turn the report over to vice chairman bruce, and he will discuss just a couple of topics, the interim uniform platform, which you will hear in december, and phase one budget and contingency funding and these goes to show you how we are doing the due diligence, so bruce . Good morning, directors and executive director, i am the vice chair of the tcagcac, and the first one is the uniform platforms and we received a update at the most recent meeting on that cal train and high speed rail have been involved in productive meetings on this issue with the executive directors of both agencies present at the meeting on november 6th. We are pleased to hear the agents are working through the issues, options and alternatives, and are preparing to meet with or report to the fta and fra on november 25th. And also, we are pleased to know that this issue will be heard, at an upcoming Land Use Committee meeting of the San Francisco board of supervisors. And we know an opt mal resolution of this issue is key to maximize the operational flexibility, and capacity, and passenger accessibility of these systems and associated infrastructure to effectively meet our Transportation Needs for generations to come. These issues are truly front and center and we look forward to an update at our next cac meeting on december 9th and the second item is a follow up on an update on the phase one budget. And this was an update, that we believe ended in september and we again, we applaud the efforts of the executive director, and the project team, for their focus on cost associated with phase one of this project and however, based on the update provided at the cac we continue to be concerned with phase one coming in the authorized budget of 1. 899 billion dollars and let me explain this follows and i am sure that you will have more detail from the project team today. And at the end of october, as steve mentioned on one of the slides, there is currently 166 Million Dollars, in Program Contingency reserve and three bid packages will be given today and if approved, it will leave, 133 or, 134 million in contingency, remaining bid packages is 214 million and assuming these trends continue, the use of additional will be needed and somewhere between, 50 and 80 Million Dollars, of contingency over the remaining three years of construction and as we all know that is a tight contingency and we understand that there is no, and there are no easy answers, or silver bullet, this is a complete challenge based on a project of this magnitude and the team is working hard, and these bids are truly impacted by Current Conditions with that said, we encourage the team with the support of the board, to continue to identify as many qualified bidders and push the envelope on the bid packages to put us in the best position to receive favorable qualified bids for consideration, the third item is that we want to commend the project team for its proactive engagement, and obvious, best practices working with the community. And night, noise is currently a pretty considerable issue, in the rented hill area with the multiple Development Projects that are currently under way and we understand that the department of Building Inspections has met with the tgpa project team and to learn about the successful, protocol and community out reach strategies, which has allowed the transbay project to move forward and including the necessary use of nighttime work, with the minimal number of complaints in Community Satisfaction and that ends what i have to report, and any questions . Helpful to hear from the cac, first they referenced that they had gotten an update of the Planning Department of the study of the rail yards and alignment and all of that, do we know when we are planning to come back to this body . Well they presented the work that they are doing and they did not give an update in terms of any conclusions and we are waiting to hear from them and i believe that it is january, or is it march now, brian . That they are supposed to be. So in december they will be meeting with us, but as soon as we know what they have. When we are ready to present something determinive we will bring it to the board. The second thing and i dont know if we want to talk about it now, is the contingency draw down and i guess that my question is through the various risk assessments that were done and i think that you had previously told us that the fta came in and gave us one and do they have recommended levels of and can we see how we are tracking relative to what those levels . Er yeah, and we can address them when we hit the package items. Okay, thank you. Okay. Okay. Thank you. Thank you very much. Very good work. Moving into your next item is public comment, which is an opportunity for the members of the public to address you on matters that are not on todays calendar and directors i have not received any indication that a member of the public wants to address you under this item. Mr. Patrick would like to address you. Okay. I am jim patrick with patrick and company in San Francisco and i sat through the Board Meetings for a long period of time and i am. And i went back to the website and i looked at our goals and objective and our plan is to build the Grand Central station, that is a good objective, i believe that we are building the lapetite Grand Central station, in that we are not talking about what is going to go out of the east end on across the bay. I dont see any tjpa involvement, maybe there is i dont know about it. In thinking about new transbay crossings, if there should be one, if there should be one, what role should the tjpa be playing in that effort. And the best that i can see that there is none and i am looking now at ten years down the line and not on what we are going to award the contract this afternoon and how will it move out and where is the improvement and where is the leadership . I believe, we need to make that west end or i am sorry, the east end work and connect across. Should the bart go through our transbay depot . Nobody is talking about that. And should they build another tunnel or should we build another tunnel over to alameda, i will be glad to serve in the committee, no cost and i have my ideas and i think that we need to think forward and the board is missing an opportunity or failing in thinking beyond where we are today. Thank you. I think that mtc is hiring inaudible to do the long range stuff looking at that and i believe that is what i heard, i dont know. I believe. And they have just started. I believe but a study was conducted almost, probably in the late 90s, on a second to, parallel to the tube and just for an fyi for the board, our station is designed to accommodate a rail crossing with a parallel tube to the east bay, i mean that we could accommodate the capitol corridor and assuming that the high speed rail is not in our station yet, but we are designed to accommodate it coming in through a second tube parallel to bater if the region were to so choose. And so we are designed for that. Just relevant, because i was at a meeting at mtc yesterday, and they are kicking off what is called a core capacity study, and they had received most of the funding from the tiger grant that was just released and they have pulled in the key operators and there was discussion to also pull in tjpa so that they could visit the issues about the larger vision and really looking at the core Capacity Network to see what a very long future can hold. What is good about this study is that they are acknowledging that there are different agencies working on different efforts but it is really their purpose to pull that in and to take look at the east bay as well as the peninsula and i believe that the tjpa will get an invite to participate. For my own observation, i thought that it was remarkable for how indifferent it seems to be for the idea of crossing, and i mean that if you just look at them, and i have not heard much talk about it or thinking or pushing and it is all coming in here, and saying, look, we need this. But the east bay, is pretty quiet. Okay. Okay. Thank you. That concludes members of the public that wanted to address you under that item. So we can move into your consent calendar. Okay. Are there any additions or does anyone want to pull anything in particular, is there a motion for approval, if not . Approval. Yeah, we have a motion for approval, and do we have a second second. With the first and the second, and no members of the public wishing to address you, 8. 1, approving the meetings of the october 9, and 9. 2, approval amendment to the nresible benefits and 8. 3, exdid i have director to agreement with aecom. Lee. Yes. Nuru. Aye. Reiskin. Aye. Harper. Aye. And your consent calendar is approved. Moving into your regular calendar item 9 is approving a 171 million direct loan with Goldman Sachs and other to provide interim financing to allow the tjpa to meet its contract certification and the cash flow requirements with the current schedule for the phase one of the Transbay Transit Center program. And sarah will report on this item. Good morning, directors, sarah gilati and i realize that you have a large stack of documents in front of you for this item and i will walk you through the transaction and be happy to answer any questions, our Financial Advisor and our counsel and the outside counsel are here. And as well as representatives from Goldman Sachs, and wells fargo, which is one of the lenders very interested in participating in the loan with Goldman Sachs. So as you know, we have a tifia loan, that closed in 2010, and this is and the state owned parcel and over time, over the next 36 years, until 2050, it is expected that this will generate over 950 million in revenue, and it is a great long term repayment source, for a long term loan like tifia with a 35 year plan and, we have a rating for a 35 year loan with tifia and it is not a mature, credit, yet. Though. And we received our first tax increment this year, about a million and a half dollars over the next four years, until 2018 and it has paid it that we will collect about 9 and a half million in net tax increment and so not enough to go out for a short term loan. On our own and be solely backed by tax increments. And the tifia loan does have conditions for disbursement and the two key conditions are selling 429 Million Dollars worth of the former state owned parcel and we are at 222 million now with the sale of parcel t, last year and 2013 and the block, 6, 7, this year and we anticipate reaching the 429 next fall, when blocks five and eight close in september and october respectively, dem nation of the full funding for the project and you will recall, approving the tifia amendment this past may, and under that amendment, the formation of the cfd, which you have been hearing about, in other Board Meetings is sufficient evidence, for tifia of the full funding for the project and the bonds do not have to be sold yet, but the formation of the district is sufficient to demonstrate the full funding to tifia. The project is defined as phase one. Yes, it is just specific to phase one. And again, the blocks, five and eight closed next fall and we will be able to and we will be able to draw down on tifia at that time, and early 2015, we have the cash flow needs and we need to certify the contracts and keep the project moving on schedule to maintain our schedule and we did as many as you know, did request from tifia has far back as 2012, that we be able to draw down on the loan earlier, and perhaps, in proportion to the amount of land sales that already had been achieved after months of discussions, they were not able to accommodate that request. But they did agree to amend the loans to allow us to pursue a bridge financing to get us to the tifia draw, point. And that was, a key item to be able to bring this transaction to you. We began to talk to tifia in 2012, about this issue. And this, it has allowed tjpa to maximize the sale prices for the former state owned parcels and block 8 that will close next october for 70 Million Dollar Purchase Price was put out to bid, originally in 2011, and received a high bid of 14 Million Dollars. And so, we made the decision at that time, to put off the land sales, and the era of 400 million grant was very fortuitus was allowed us to do that and kept the project going and the construction going on schedule, and it appears to have been a very wise decision and the difference between 14 million and 70 million for the same parcel with the same Development Opportunity. So the proceeds from the bridge financing will be used to certificate the trade packages some that have already been awarded but we will need new to proceed and we need the notices to proceed and they will need new authorizations in the early part of next year as well as the trade packages that will be coming before you in the coming months to award, and some soft costs including inspection and subguard premiums and the contractor reimbursables and our Construction Management over site team. So, concurrently, with talking with tifia about the amendment we were also beginning and going through the procurement process for the bridge financing, and we issued an rfp in february and we received the proposals from 9 banks and investment firms, and they were a wide variety of proposals and we did not put out a prescriptive term sheet but rather encouraged the proposers to be creative and come to us with their ideas and some ideas were more viable than others. And we narrowed it down to 6 firms to interview. Following the interviews with further narrowed it down to three firms and our review panels consisted of tjpa and myself and our financial advicers and our Financial Counsel and nadia from the citys office of public finance. And a direct loan proposal which is the proposal before you today, from Goldman Sachs ranked the highest. It had of all of the proposals the greatest senator of execution, and they, had already gone through several levels of internal bank review and getting the initial approval before they came to us with the proposal. And it was the most Cost Effective of the proposals that we saw, and it is actually a lower rate than the tifia loan is, which is 4. 57 percent, is the loan. This slide and this table shows you a little more detail about those other proposals that we received. And as you can see, in all cases, the cost were potentially higher than the bridge loan in front of you today. And a couple of them would have taken a longer time to execution, and each one either would have required the same collateral that we are going to be talking about today or had other uncertainties associated with it. And again, with the tax increment not being mature and projected to bring in 9 million over the next few years, there is not a great possibility of getting an Investment Grade righting on our own as tjpa with 9 million coming in. And so we have needed to vai stake holder offer a letter of credit or a Credit Guarantee or some other mechanism in order to glide on the capitol market and if it is not Investment Grade rated and then the cost does go up. So the structure of this loan, it is a bank loan and Goldman Sachs will be the lead arranger of the agent and wells fargo, has indicated that they are very interested in being one of the major lenders in this as well. And it will be 171 million loan, and so to the tifia loan, and it has a fouryear term. We do anticipate drawing down on tifia after we close on blocks five and eight next year and being able to pay back the bridge loan at that time and it does have a prepayment, with no pentty out at 12 months after close but we are or it does have a fouryear term and just in case. And you know, land sales, sometimes the close is delayed for various reasons and the developer is not ready to close on a particular date and so they can get pushed out from timetotime. And so, we have got time to deal with anything that may come up with the 4year term. And it is a variable rate based on the three month inaudible as of last week was under a quarter percent and the margin on the loan is 2 and a quarter percent. The interest will be fully funded from the loan proceeds, at close. And so there is no risk of a payment default during the term of the loan because the interest which will be paid out quarterly, is set aside up front. The Interest Rate will be hedged through an Interest Rate cap that protects tjpa for the rising Interest Rates as well as allows us to size that capitalized interest account that we need to fund at close and it allows us to synthetically fix an Interest Rate so we know how much to set aside for interest. This slide shows you the sources, and 171 in total proceeds and these are estimated and based on indicative pricing over the last month or two and the actual numbers we will know, of course, at financial close. And but we anticipate, that over 130 million will be the net proceeds to tjpa, and the capitalized interest account and the premium for the Interest Rate cap would be a bit over 30 million and in our estimate. And transaction fees of approximately 4 and a half million, that includes setting aside an expense reserve account to fund the expenses that come up over the term of the loan. And so, again, totaling 171 million. And if the, if the loan is outstanding for just a year, and then, the issuance cost and the 1year and actually a bit more than a year, of interest costs could be absorbed about our current budget and our professional services and Administration Budget category, if we do go to two or three or four years and then we will need to identify. Cost cutting measures in that category, or seek the funding for a budget increase. So, the security behind the loan, it is on par with the tifia and so that the lender will have the same right and the same revenue that will go to repay the tifia and the certain contributions in the future from actransit. To the extent that those funds are collected while the loan is outstanding and so what is already flowing while the bridge loan is outstanding that it will flow into that reserve account for the benefit of this lender. And the tifia loan and this loan cannot be outstanding at the same time. And so, while they have an equal right to the security, and there is not, there is not an instance in which both loans can be outstanding at the same time. And if the bridge financing is still outstanding in three years after close, and then tjpa covenants to, excuse me. To covenants to undergo the process of doing a long term tax increment take out financing and we would, actually execute that financing, at maturity at the 4year, mark, but we will begin to undergo the process three years after close, if we have not yet paid back the loan. And again, because of the lack of maturity at this time, of the tax increment, there is additional collateral required for the loan and namely two pieces of real estate and what we call parcel f and block four, and parcel f is slated to be a mixed use, mostly office, tower on howard between first and second street. And block four is the northern portion of the temporary terminal and it is slated for the residential development, and significant portion of Affordable Housing on that block. And so, this requires some actions from some of our sister agencies. We have an agreement called the option agreement, with ocii, and the office of community and investment and infrainstruct stur which is the agency for the San Francisco Redevelopment Agency and under the option, agreement, they have the exclusive option to sell market and sell, the former state owned parcels on behave of tjpa and they will come to tjpa to come to fund the construction of the project, in order for goldman to have a First Priority in the collateral. And in addition there are two private parcels the acquisition of which was funded by mtc and the two private parcels sit on either side, and so when that Development Opportunity is released they will be aggregated making it a more valuable parcel and mta funded that back before project was under construction and so we entered into a quitclaim agreement with mtc, such that if something happened in the project and either did not begin the construction or was not completed those parcels could revert back to them so that they could get some of their investments. And so they, will need to amend that quick claim agreement, and their programming and Allocations Committee approved that process yesterday. And it will go to the full Commission Next week, for approval. And cal transneeds to release the power of termination over the state parcels that makeup the pieces of collateral and with working with director sartipi staff and they will be and they are willing to do so, and in return a majority of the net proceeds coming will go into the trust account for land sales proceeds, and as such will fund the hard Construction Costs of phase one. And operating on that parcel right now, there is limited risk to ac transit or tjpa of ac transit of not being able to continue to use the temporary terminal and we expect to pay the bridge financing either late next year or early, 2016 and more than 2 years before the completing of the Transit Center and ac Transit Center is schedule to move because the interest, is funded up front, and there is no possibility of a payment default during the term of the loan and so until if we close in early 2015, we are looking at early 2019 before there is a possibility of a payment default. And as a mentioned before that, before we got to that point, we would have undertaken the process, issue a tax increment and that will return to the bridge financing before returning to the bridge collateral. And so the remaining actions to close, and mtc does have to finalize the approval of the quick claim amendment and as i mentioned that will and should occur next week. The oci, and the city, and the board of supervisors do have to take some legislative actions, and because the city is a party to the option agreement, the board of supervisors has to approve the amendment to the option agreement and because the ci