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DRAFT Meeting Minutes for:
October Board Meeting
Yuma International Airport, Conference Room
Tuesday, October 08, 2024 at 04:00 PM
Call to Order:
The Yuma County Airport Authority, Inc. (YCAA) Regular Board Meeting of the Board of Directors was called to order at 4:00PM on October 8, 2024, in the Yuma International Airport Conference Room, 2191 E. 32nd Street, Suite 218, Yuma, Arizona 85365. The Presiding officer was Bill Craft, President.
YCAA DIRECTORS PRESENT WERE:
Bill Craft, President
Dean Hager, 1st Vice President
Russell Jones, 2nd Vice President
Stanley Gourley, Treasurer
Juan Guzman, Secretary (joined the meeting at 4:14PM)
William Fox, Director (joined the meeting at 4:02PM)
Ken Scott, Director
Jenny Torres, Director (joined the meeting at 4:02PM)
Dr. Brian Cullen, Director
YCAA DIRECTORS ABSENT WERE:
Reetika Dhawan, Director
Albert Gardner, Director
ALSO PRESENT WERE:
Gladys Brown, Airport Director
Gerald Hinkle, Jr., Chief Financial Officer
Andrea Lopez, Executive Assistant
Greg McShane, MCAS Operations Officer
Silvia Gunderman, 1st Bank Yuma
Ryan Hart, Million Air Yuma
Daniel Hann, Visitor
CALL TO THE PUBLIC
There were no Public Comments.
APPROVAL OF MINUTES
Mr. Craft, the YCAA President, called for a motion to approve the minutes of the September 10, 2024, Regular Board Meeting. Mr. Scott so moved. Mr. Hager seconded the motion. Motion passed unanimously.
Votes in Favor:
Mr. Craft
Mr. Hager
Mr. Jones
Mr. Gourley
Mr. Scott
Dr. Cullen
Votes Opposed: None
COMMITTEE REPORTS
1) Finance Committee Chair, Stanley Gourley, will provide a summary on the October 7, 2024, Meeting.
Stanley Gourley, Finance Committee Chair provided a brief summary of the October 7, 2024, Meeting in which the Committee reviewed and supported both pending action items related to the recent financial investment being made into the airport by Freeman Holdings of Arizona. Mr. Gourley then asked the Airport Director to provide additional details.
Ms. Brown, Airport Director, explained the nature of investment into the airport which included the expansion of aviation fuel storage capacity, a remodel and expansion of the FBO facility, improvements to the Amelia Earhart hangar and a financial commitment of up to $250,000 towards the FBO parking lot expansion project initiated by the YCAA. Ms. Brown continued by addressing the extended lease term requested by the Lessee in return for the investment and explained that the topic would be addressed further in Agenda Item #1.
Ms. Brown also described the Committee’s support for recommending that the Board consider authorize entering into the related the Memorandum of Sublease and Landlord Consent contingent on staff and legal review which will be briefed in Agenda Item #2.
REGULAR AGENDA
1) Discussion and possible action to amend the YCAA’s existing lease with Freeman Holdings of Arizona, LLC for the purpose of expanding the FBO and Fuel Farm Premises footprint and extending the overall lease term as a result of recent significant investments into infrastructure beneficial to the airport.
Ms. Brown, Airport Director, described Freeman Holdings of Arizona, LLC (dba Million Air Yuma) operations at the airport which includes six (6) different Premises with terms extending up to 2032. Ms. Brown continued the discussion of Million Air’s recent investment of almost $4Million in some detail which includes:
·Million Air Yuma's expansion of its fuel storage capacity including two additional 30,000-gallon Jet-A Fuel storage tanks, one 2,000-gallon De-Fuel storage tank which increased fuel storage capacity from 152,000 gallons to 212,000 gallons and expanded their footprint an additional 3,000 square feet.
·Complete remodel of the YCAA owned FBO Facility including new finishes and an expansion of the Line Shack by 234 square feet.
·Improvements to the Amelia Earhart Facility to establish a dedicated equipment maintenance and storage area.
·A financial commitment of up to $250,000 towards the parking lot improvement project intended to expand the overall number of spaces available for customer parking.
Ms. Brown described how one element of the proposed lease amendment accounts for the added rents due to the expanded footprint and the other extends the term.
Ms. Brown described how the Principals of Million Air have requested an opportunity to extend the current term on all six premises, as allowed the airport’s Minimum Standards in recognition of the total investment underway. She then described how the proposed lease amendment would address this issue using a two-step approach. First, the amendment would recognize the Lessee as having authorization to exercise all existing options available to extend the term, followed by the addition of further options which overall would move the termination date as far as forty-six (46) years from now which is in compliance with the FAA’s maximum term of fifty (50) years.
A brief discussion, Mr. Craft, the YCAA President, called for a motion to authorize the President, Airport Director or their authorized representative to execute Freeman Holdings of Arizona, LLC Lease Amendment #9 for the purpose of expanding the FBO and Fuel Farm Premises footprint and extending the overall lease term as a result of recent significant investments into infrastructure beneficial to the airport contingent upon final review and approval by Airport Staff and Airport Legal Counsel. Mr. Fox so moved. Mr. Jones seconded the motion. Motion passed unanimously.
Votes in Favor:
Mr. Craft
Mr. Hager
Mr. Jones
Mr. Gourley
Mr. Fox
Mr. Scott
Ms. Torres
Dr. Cullen
Votes Opposed: None
2) Discussion and possible action to execute a Landlord Consent Agreement between the YCAA, Million Air of Arizona, LLC and Centennial Bank and a Memorandum of Sublease Agreement between the YCAA and Million Air of Arizona, LLC to satisfy lender requirements related to the investment of significant capital into airport facilities.
Ms. Brown, Airport Director, described the purpose of the two agreements requested by Million Air’s lending source which reduce risk by asking the YCAA to allow rights contained in YCAA’s lease with Million Air to transfer to the lender. She stated both agreements are under legal review and are subject to negotiation.
In general, Ms. Brown, described the following key aspects of the agreements:
·Requires the YCAA to give notice to Lender of any breach of our agreement
·Allows Lender the right to to cure the breach on behalf of Million Air
·Allows the Lender to become the tenant or have access to the Premises to retrieve personal property in the case of foreclosure
·Upon the YCAA’s approval, allows Lender to find a new tenant for the premises if they so choose.
She also explained how the Memorandum of Sublease contains terms that stipulate that if the YCAA’s lease with the County is terminated, and the sublease references any provisions in the lease with the County, none of those provisions will continue in the lease with Freeman/Million Air.
A discussion ensued in which Mr. Jones expressed his experience in these matters calling the two agreements “typical” when investing into a capital lease.
Mr. Craft, the YCAA President, called for a motion to authorize the President, Airport Director or their authorized representative to execute a Landlord Consent Agreement between the YCAA, Million Air of Arizona, LLC and Centennial Bank and a Memorandum of Sublease Agreement between the YCAA and Million Air of Arizona, LLC to satisfy lender requirements related to the investment of significant capital into airport facilities. Mr. Hager so moved. Mr. Scott seconded the motion. Motion passed unanimously.
Votes in Favor:
Mr. Craft
Mr. Hager
Mr. Jones
Mr. Gourley
Mr. Guzman
Mr. Fox
Mr. Scott
Ms. Torres
Dr. Cullen
Votes Opposed: None
3) Monthly report by Chief Financial Officer on current financial status.
Mr. Hinkle, Chief Financial Officer, briefed the Board on our current financial status. Mr. Hinkle also provided an update on operations by the airport’s Rent Car Agencies, Airport’s Parking Lot and Brewers restaurant.
MILITARY LIAISON
Greg McShane, MCAS Operations Officer provided updates at MCAS Yuma.
4) Presentation and update regarding current construction projects, associated contracts, grant status, general aviation, marketing efforts, terminal improvements, aviation conferences, meetings, and items of interest with the city and county or other federal or state agencies. This will include, but is not limited to, additional information, FAA and ADOT grant updates, an overview of projects underway, airport operations, Rolle Airfield, airline recruitment and retention efforts, general aviation, future events, and other Airport business.
Ms. Brown, the Airport Director, provided an update on improvements completed since the last meeting including fresh paint on the Airport fire hydrants, property gates, light poles and bollards. She explained the YCAA Maintenance team updated the Finance Office with a beautiful handmade accent wall. Ms. Brown also discussed American Airlines load capacities, the status of IGSA related projects, marketing and community outreach over the past month to include social media.
CALL TO THE PUBLIC
There were no Public Comments.
ADJOURNMENT
There being no further business before the Board the meeting adjourned at 4:44PM.
Juan Guzman
Secretary, Yuma County Airport Authority; Public Relations Committee Chairman | |
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| Mon Oct 7, 2024 -- Finance Committee |
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| Tue Aug 13, 2024 -- August Board |
| Tue Aug 6, 2024 -- Finance Committee |
| Thu Jul 18, 2024 -- Elections ad Personnel Committee |
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| Tue Jan 9, 2024 -- Annual Board Meeting 2024 |
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| Mon Oct 30, 2023 -- Strategic Planning Committee |
| Tue Oct 24, 2023 -- Executive Committee |
| Tue Oct 10, 2023 -- October Board |
| Mon Sep 18, 2023 -- Elections and Personnel Committee |
| Tue Sep 12, 2023 -- September Board |
| Mon Aug 28, 2023 -- Special Board |
| Thu Aug 17, 2023 -- Finance Committee |
| Tue Aug 8, 2023 -- August Board |
| Tue Aug 1, 2023 -- Elections and Personnel Committee |
| Tue Jun 13, 2023 -- June Board |
| Wed Jun 7, 2023 -- Strategic Planning Committee |
| Tue May 9, 2023 -- May Board |
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