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Minutes

Committee Hearing, May 13, 2009

Philadelphia City Council Committee HearingsMay 13, 2009

People mentioned

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Organizations mentioned

Councilman Goode

I don't12 understand the phrase "would have come13 from OEO." We've gone through this14 throughout the budget process --15

Mr. Dutchy

Right.16

Councilman Goode

-- where17 departments up and they point to OEO and18 essentially say that OEO, in effect,19 didn't make us set goals or didn't tell20 us to raise the goals, or OEO was okay21 with it.22 The simple question is: Are23 there goods and services that are24 procured under the auspices of this25 64 5/13/09 - FINANCE - 090321-25, 334, 350-521 contract that could create opportunities2 for disadvantaged businesses? And if3 there are, then the fact that OEO gave4 this particular provider a pass is still5 not acceptable.6

Councilman Goode

Thank you,8 Madam Chair.9

Councilwoman Tasco

Maybe you10 thought that because you were doing11 business with an entity that you didn't12 think about including -- or looking at13 who they do business with.14 TREASURER RHYNHART: Right.15

Councilwoman Tasco

You know,16 they're controlling millions of dollars,17 of City dollars --18 TREASURER RHYNHART: Mm-hmm.19

Councilwoman Tasco

-- of a20 diverse workforce. And who do they buy21 their pads and pencils and cups from?22 TREASURER RHYNHART: Right.23

Councilwoman Tasco

Do they24 have a diverse vendor system? What are25 65 5/13/09 - FINANCE - 090321-25, 334, 350-521 their employees? What do the employees2 look like?3 TREASURER RHYNHART: Right.4

Councilwoman Tasco

All of5 those things have to be taken into6 consideration when we do business with7 businesses.8 TREASURER RHYNHART: Okay.9 I'll definitely look into that, and we'll10 get back to you on it.11

Councilwoman Tasco

I'll hold12 that bill.13

Councilman Goode

(Nods head.)14

Councilwoman Tasco

On your15 General Obligation Bonds, I guess we've16 got to ask about the participation on17 that.18 TREASURER RHYNHART: Sure. On19 the General Obligation Bonds, we have --20 the financial advisors are PFM Acacia.21 Acacia is women-owned.22 And then bond counsel, we have23 Cozen.24 And then co-bond Council was25 66 5/13/09 - FINANCE - 090321-25, 334, 350-521 (indiscernible) & Tucker, a minority2 firm, but they dissolved recently.3 So I'm not involved in bond4 counsel selection, but François is. I5 don't think a selection has been made yet6 there.7 And then in terms of the8 underwriters, let me just pull that.9 On the GO deal --10

Councilwoman Tasco

Did you11 submit that information to the Chair?12 Was that information provided to the13 Council?14 TREASURER RHYNHART: No, but15 I'm happy to provide that.16

Councilwoman Tasco

Usually17 when you bring a bond deal to the18 Council, you bring that information19 attached to it.20 TREASURER RHYNHART: Sure. It21 was in the briefing book, but I can22 definitely provide it again.23

Councilwoman Tasco

Well, you24 know, everybody doesn't make the briefing25 67 5/13/09 - FINANCE - 090321-25, 334, 350-521 book, so we'd like to have it when we2 have the hearing.3 TREASURER RHYNHART: Sure.4 I'll make sure to do that next time.5

Councilwoman Tasco

Thank you.6 So you haven't completed your7 team yet?8 TREASURER RHYNHART: So in9 terms of the underwriters, Merrill Lynch10 is the book runner, but then we have11 Seibert as one of the co-seniors, which12 is a minority firm. And we also have13 Loop as a comanager.14 So we have several minority-15 and women-owned firms on this16 transaction.17

Councilwoman Tasco

Okay, all18 right. Any questions?19

Councilman Green

Yeah.20

Councilwoman Tasco

Councilman21 Green.22

Councilman Green

I'm sorry.23 I missed the underwriters.24 TREASURER RHYNHART: Merrill25 68 5/13/09 - FINANCE - 090321-25, 334, 350-521 Lynch is the book runner. We have2 Seibert and CitiGroup as co-seniors. And3 then four comanagers: Loop, Jannie, RBC,4 and PNC.5

Councilman Green

Okay. And6 so why would -- why did we conclude or7 why did the committee conclude that PNC,8 which does offerings of this size all the9 time, as senior or somebody like that,10 whose employees are in Philadelphia,11 who -- if they were to make more on this12 deal, the money would be spent in13 Philadelphia? Why do we keep giving14 these deals to New York firms rather than15 Philadelphia-based firms that are capable16 of doing these deals?17 TREASURER RHYNHART: Well, the18 selection committee looks at a variety of19 factors: The ability to sell the bonds20 in this difficult department, whether21 they have retail or not 'cause that's a22 necessity right now, and presence in23 Philadelphia as well.24 So PNC is leading our Juvenile25 69 5/13/09 - FINANCE - 090321-25, 334, 350-521 Justice Center deal as the book runner,2 which is scheduled for in a few weeks to3 go to market.4 You know, some of these -- some5 of these other banks do have Philadelphia6 offices, such as Merrill and CitiGroup,7 but we look at a variety of factors and8 take all of that into consideration.9

Councilman Green

They don't10 really have many investment banking11 offices or that kind of function or12 trading desks here or things that these13 other firms do.14 TREASURER RHYNHART: Mm-hmm.15

Councilman Green

And I've16 never understood the need to spread it17 around, give Merrill this deal, this18 deal. Okay, Local Bank, we'll give you19 one deal; this is it here. That's there.20 The next time you come before21 us with a GO, in advance, I'd like to22 understand what process the selection23 committee went through and whether or not24 you're looking at what I think need to be25 70 5/13/09 - FINANCE - 090321-25, 334, 350-521 relevant factors.2 Just as we were talking about3 what we put in contracts in terms of4 minority- and women-owned participation,5 I think a major factor in the selection6 process should be companies that are7 capable of doing the work that have more8 employees in Philadelphia than everybody9 else and also have the employees who are10 actually doing this type of work in11 Philadelphia.12 So, I mean, maybe we can look13 at an ordinance where that's a14 requirement for the selection criteria,15 and an explanation has to be given to us16 in detail about why those factors weren't17 more favorable than the other factors18 that were considered. I guess that's19 something I'll look at.20 Thank you.21 COUNCILWOMAN TASCO:22 Councilwoman Brown.23

Councilwoman Brown

You24 indicated in your testimony that there25 71 5/13/09 - FINANCE - 090321-25, 334, 350-521 are a number of factors that you look at.2 TREASURER RHYNHART: That's3 right.4

Councilwoman Brown

Do you5 rate or stack or point to those factors6 like Philadelphia-based, MBE/WBE, et7 cetera?8 TREASURER RHYNHART: Mm-hmm.9 We do discuss those factors when we meet.10

Councilwoman Brown

Is11 Philadelphia-based one of those factors?12 TREASURER RHYNHART: Yes, it13 is.14

Councilwoman Brown

Okay,15 then. Thank you very much.16 TREASURER RHYNHART: Thank you.17

Councilwoman Brown

Thank you,18 Madam Chair.19

Councilwoman Tasco

I think we20 go through this process every eight21 years. Maybe at some point in time, one22 of these administrations will get it.23 Thank you very much.24 Any other questions?25 72 5/13/09 - FINANCE - 090321-25, 334, 350-521 (No further questions.)2

Councilwoman Tasco

Thank you3 very much.4 TREASURER RHYNHART: Thank you.5

Councilwoman Tasco

Next we6 have PGW. You all ready? You heard all7 of these questions asked up here? You8 ready or do you want to come back?9 (Laughter.)10

Councilwoman Tasco

If you're11 not ready to answer these hard questions,12 you better decide to come back another13 day.14 Capital Budget first. Well,15 let's do that -- that's harmless -- right16 now, but we're going to ask some17 questions about that too.18

The Clerk

Bill No. 090325, an19 ordinance approving the Fiscal Year 201020 Capital Budget providing for expenditures21 for the capital purposes of the22 Philadelphia Gas Works (including the23 supplying of funds in connection24 therewith) subject to certain constraints25 73 5/13/09 - FINANCE - 090321-25, 334, 350-521 and conditions, and acknowledging receipt2 of the Forecast of Capital Budgets for3 Fiscal Years 2011 through 2015.4

Councilwoman Tasco

Good5 afternoon. Would you identify yourself6 for the record and begin your testimony.7

Ms. Parrish

Good afternoon,8 Chairwoman Tasco and members of the9 committee. My name is Janet Parrish.10 I'm the Executive Director of the11 Philadelphia Gas Commission. And seated12 to my right is Craig White, who's the13 Executive Vice President and Acting Chief14 Operating Officer of the Philadelphia Gas15 Works.16

Councilwoman Tasco

Proceed.17

Ms. Parrish

I'm here today to18 testify on behalf of the Philadelphia Gas19 Commission whose recommendations to City20 Council with respect to the Fiscal 1021 Capital Budget are reflected in the bill22 and a copy of the Gas Commission's23 resolution in order, which reflects the24 action that the commissioners took at25 74 5/13/09 - FINANCE - 090321-25, 334, 350-521 their meeting on April 13th. It is also2 attached to my written testimony as an3 appendix.4 Both the Gas Commission and PGW5 have submitted written testimony; I'm not6 going to read that.7 I would just briefly highlight8 the fact that the Gas Commission, in sum,9 made adjustments to the budget submitted10 by PGW, which have a net effect of11 reducing the initial budget proposal by12 about $2 million, from about $74 million13 to about $72 million. And those are14 identified in the attachments to my15 testimony.16 PGW's testimony touches on some17 pieces of the budget and components of18 the budget in more detail. Just to19 highlight a couple of issues, if I may.20 The recommended budget does21 reflect the Commission's continued22 support of an 18-mile annual cast-iron23 main replacement program, as PGW24 transitions to a new main replacement25 75 5/13/09 - FINANCE - 090321-25, 334, 350-521 prioritization model.2 Also, the Commission is3 recommending conditional funding be4 approved for several collections-related5 and business transformation initiatives,6 which PGW proposes to implement but7 aren't yet sufficiently developed to8 warrant an immediate spending9 authorization in the Commission's view.10 And, finally, I would note that11 the budget reflects a continued deferral12 of certain facilities investments pending13 an evaluation of a recent real estate14 optimization study, which is being15 evaluated currently, and pending16 development of a more concrete plan that17 may be developed and brought to the PGW18 Board initially and then, of course, to19 the Gas Commission and to Council.20 PGW does hope to downsize its21 real estate footprint, if you will, but22 there are no specific proposals being put23 forward as of yet. We'll probably see24 that reflected in future budgets.25 76 5/13/09 - FINANCE - 090321-25, 334, 350-521 And so, finally, I would simply2 ask that we are requesting a suspension3 of the rules so that first reading can4 occur at the next session of Council.5 And I would be happy to answer in his6 questions you might have.7

Councilwoman Tasco

Mr. White,8 do you have anything you would like to9 say?10

Mr. White

No. I think11 Executive Director Parrish more than12 adequately identified...13

Councilwoman Tasco

Okay,14 thank you very much.15

Mr. White

Thank you.16

Councilwoman Tasco

No17 questions. Okay. Any questions?18

Councilman Goode

Just one19 simple question. What do you think I20 might want to know?21

Mr. White

I think you want to22 know that our target for MBEs is 15 to 1823 percent. And last year, we hit 1424 percent; and the year before, 14 percent.25 77 5/13/09 - FINANCE - 090321-25, 334, 350-521

Councilman Goode

Thank you2 for being prepared.3

Councilwoman Brown

What about4 WBEs?5

Mr. White

That's included in6 that number.7

Councilwoman Brown

Oh, it's8 included?9

Mr. White

Yes. MBE and WBE10 in that number.11

Councilwoman Brown

There12 would be some who might argue that that's13 two different things.14

Mr. White

Yeah, I would argue15 the same, Councilwoman. The numbers that16 I received over the Blackberry after I17 heard the discussion --18 (Laughter.)19

Mr. White

-- with the Water20 Department was aggregated. But, yes,21 they include both.22 But when we put a contract out,23 we ask for criteria at both levels.24

Councilwoman Brown

I see.25 78 5/13/09 - FINANCE - 090321-25, 334, 350-521 All right. So if you ask for criteria at2 different at both levels --3

Mr. White

In both areas, I4 should say.5

Councilwoman Brown

You're6 providing us one number.7

Mr. White

I'm providing you8 the actual aggregated number. That's all9 I have before me today.10 I can certainly provide you11 with that number disaggregated between12 the MBE and the WBE, and I'd be happy to13 provide it.14

Councilwoman Brown

That would15 be very helpful.16

Mr. White

Not a problem.17

Councilwoman Brown

I thank18 you.19

Mr. White

Thank you.20

Councilwoman Brown

Thank you,21 Madam Chair.22

Councilwoman Tasco

Thank you23 very much.24 You all are swift.25 79 5/13/09 - FINANCE - 090321-25, 334, 350-521 Next we have Bills...2

The Clerk

Bill No. 090322, an3 ordinance constituting the Ninth4 Supplemental Ordinance to the General Gas5 Works Revenue Bond Ordinance of 1998 (the6 "1998 General Ordinance"); authorizing7 the City to sell, either at public or8 private sale, Gas Works Revenue Bonds,9 Eighth Series, to pay the cost of10 refunding or redeeming certain11 outstanding Gas Works Revenue Bonds and12 other Project Costs; authorizing the City13 to obtain credit enhancement and14 liquidity for all or a portion of the15 Eighth Series Bonds; authorizing the City16 to enter into or amend one or more17 Qualified Swap Agreements or to relate18 all or a portion of a different series of19 outstanding Gas Works Revenue Bonds;20 making certain determinations and21 covenants relating to Gas Works Revenues22 and payment of interest and principal;23 and authorizing covenants and actions in24 order that the Eighth Series Bonds shall25 80 5/13/09 - FINANCE - 090321-25, 334, 350-521 not be arbitrage bonds; all under certain2 terms and conditions.3 And Bill No. 090323, an4 ordinance constituting the 10th5 Supplemental Ordinance to the General Gas6 Works Revenue Bond Ordinance of 1998 (the7 "1998 General Ordinance"); authorizing8 the City to sell, either at public or9 private sale, Gas Works Revenue Bonds,10 Ninth Series, to pay the cost of certain11 capital projects and other Project Costs;12 authorizing the City to obtain Credit13 Facilities for the Ninth Series Bonds;14 making certain determinations and15 covenants relating to Gas Works Revenues16 and the payment of interest and17 principal; and authorizing covenants and18 actions in order that the Ninth Series19 Bonds shall not be arbitrage bonds; all20 under certain terms and conditions.21 (Witness comes forward.)22

Councilwoman Tasco

Good23 afternoon. Would you identify yourself24 for the record, please, and proceed with25 81 5/13/09 - FINANCE - 090321-25, 334, 350-521 your testimony.2

Mr. Bogdonavage

Good3 afternoon, Councilwoman Tasco and members4 of the Committee on Finance. I'm Joseph5 R. Bogdonavage. I'm the Senior Vice6 President for Finance at PGW. And with7 me, to my right, is Mr. 15 These bonds were issued at that16 time on a -- on a -- we're refunding17 fixed-rate bonds. And PGW, along with18 the City, recognized that there may be a19 savings potential by taking these bonds20 into a variable-rate mode and also backed21 by a standby purchase agreement. 21 The original transaction, as it22 was contemplated, was issuing bonds at a23 about 3-3/4 percent currently. 5 percent for those bonds. 11 Investors had stopped buying12 variable-rate weekly reset bonds at that13 point in time. 15 PGW, along with the City, took16 positive steps to try to rectify this17 situation, and, as a result of that,18 asked for a mandatory tender of all bonds19 last January. 22 The problem with doing that is,23 there is an accelerated payment provision24 in the documents that requires, in July25 84 5/13/09 - FINANCE - 090321-25, 334, 350-521 of 2009, a semiannual payment of ten2 semiannual payments. About $31 million3 would need to be made. 5 percent for these13 variable-rate bonds. They have all been14 tendered back. 20 And, currently, our plan of21 finance is that we're going to refund all22 311+ million dollars of the bonds. We23 would like to keep about 200 million in a24 variable-rate mode that will be reset25 85 5/13/09 - FINANCE - 090321-25, 334, 350-521 weekly. 18 In addition to that, PGW19 currently has about $30 million of Fifth20 Series Bonds that are unhedged for an21 interest rate. 25 86 5/13/09 - FINANCE - 090321-25, 334, 350-521 In addition to cleaning up the2 transaction, we're looking to issue about3 $106 million of traditional fixed-rate4 bonds. 10 In addition to that, we would11 terminate the swap that was on these12 bonds that is tied up with the fixed13 rate. 6 million of the14 transaction. 17 The most recent information18 that we have is that the market has19 gotten a little better for the City and20 PGW's behalf. 2 The cost right now is somewhere3 around 43, $44 million. 17 In addition, what we're also18 looking to do is close this transaction19 hopefully early in July. 3 In addition to that, PGW is4 currently looking at finalizing all of5 the transactions. 8 But the plan of finance has9 bond counsel of Blank Rome. It also has10 co-bond counsel of André Dessant. 12 Co-underwriter counsel is Kelly Monaco13 Naples. 16 The lead investment bank on the17 transaction is Goldman Sachs. 21 PGW, along with the City, tries22 to get as much minority participation on23 these transactions as possible. 3 In addition to the transaction,4 PGW, on Bill 090323, is asking for an5 authorization to sell up to $150 million6 of new money. 9 The bond will probably be sold10 within about nine months. One of the11 reasons for the delay -- although we're12 asking for authorization now -- is PGW's13 current bond rating of BBB- has not had a14 whole lot of investor availability in the15 marketplace. 24 The bill, as it was introduced25 90 5/13/09 - FINANCE - 090321-25, 334, 350-521 for the refunding, was an amount not to2 exceed $435 million, I think. That was a3 worst-case scenario. 15 Both of those transactions are16 probably not going to happen now. 25 91 5/13/09 - FINANCE - 090321-25, 334, 350-521 So that we'll take care of not2 having the availability or authorization3 to sell bonds without coming back to4 Council. 12 Currently, PGW has been13 spending about 70 or 72 million dollars a14 year in capital infrastructure15 improvements. 9 In addition, as part of the10 ordinance, Black & Veatch, the11 feasibility consultant, did provide a12 report to the Director of Finance. That13 report was filed with the City Council14 and is available for your perusal. 3

Councilwoman Tasco

Councilman4 Green.5

Councilman Green

Thank you,6 Madam Chair.7 Why are there no investment8 banks that are local?9

Mr. Bogdonavage

The City, as10 part of the process that PGW entered into11 with the City is, we put out an RFP for12 underwriters.13

Councilman Green

Mm-hmm.14

Mr. Bogdonavage

We did get15 some substantial responses from many of16 them, including some of the City banks,17 but my recollection is one of the18 basically City banks, PNC, did not want19 to participate in any of the transactions20 with PGW at that time.21 So we did sit down with the22 City Treasurer, go through the same23 process that she described earlier, where24 we actually go through and rate some of25 94 5/13/09 - FINANCE - 090321-25, 334, 350-521 the underwriters.2 And there was some upheaval in3 the marketplace at that time. Two of the4 bigger investment banks, being Merrill5 Lynch, was in negotiations for merging6 with Bank of America. And also, Wachovia7 was in negotiations with Wells Fargo.8 So we had the uncertainty of9 whether or not they were still going to10 be in that business. So we did go11 through an evaluation process and ended12 up selecting Goldman Sachs as the lead13 investment bank.14

Councilman Green

And when you15 do those ratings, do you do that -- how16 do you do that? Do you do that in17 writing?18

Mr. Bogdonavage

We have19 basically with the City, we sit down with20 the Law Department, and we look through a21 series of five or six different matrices22 that we look at, one of which is being23 whether or not they participate in24 activities in the City, how they25 95 5/13/09 - FINANCE - 090321-25, 334, 350-521 generally relate to retail sales of2 bonds, also looking at some of the hedge3 funds, whether they participate --4 whether they have minority participation5 in the firms.6 So we do go through that whole7 process to evaluate whether or not --8

Councilman Green

And is that9 done in writing?10

Mr. Bogdonavage

Yes, it is.11

Councilman Green

Please12 provide all analysis that you've done of13 all the PGW bonds. And, Miss Rhynhart,14 of the General Obligation Bond issues to15 the Chair for our review.16 TREASURER RHYNHART: I would17 like to add just one point on this.18 One of the major things we're19 looking at is who -- what banks are most20 qualified to sell bonds in this difficult21 market. What we want is the lowest22 interest cost to the City.23 So, you know, that was a big24 part in PGW and as well as other deals25 96 5/13/09 - FINANCE - 090321-25, 334, 350-521 that we looked at over the last few2 months, because of how difficult the3 market has been.4 So I just wanted to make sure5 that that was clear.6

Councilman Green

I mean I7 completely understand that, but I also8 don't necessarily agree with the9 assessment -- that's why I'd like to see10 the material -- that local banks couldn't11 provide the same offering.12 Many of them do have retail13 operations, some of them have trading14 desks in the City. And if you were to15 pay a teeny bit more in interest, you16 might have actually more taxes to make up17 for that in the local economy.18 And I just don't know what kind19 of detailed analysis you want to do, so I20 look forward to looking at the notes, and21 we can talk about it later.22 So I -- you mentioned an23 interest rate of 7-1/4 for -- what series24 was that?25 97 5/13/09 - FINANCE - 090321-25, 334, 350-521

Mr. Bogdonavage

Oh, that's2 probably very close to both series.3

Councilman Green

Both the4 Eighth and Ninth Series.5

Mr. Bogdonavage

That's6 correct.7

Councilman Green

Okay.8

Mr. Bogdonavage

We probably9 have an aggregate of about 7 percent on10 the refunding issue.11

Councilman Green

So12 basically, now with the Sixth Series,13 that's 6-plus percent?14

Mr. Bogdonavage

6.5 currently15 is what we --16

Councilman Green

So it's17 costing us 3/4s of a percent to refinance18 these bonds?19

Mr. Bogdonavage

That's20 correct.21

Councilman Green

Okay. And22 how long are we taking the term out?23

Mr. Bogdonavage

The remaining24 amortization period was 21 years, I25 98 5/13/09 - FINANCE - 090321-25, 334, 350-521 think, on those bonds, so we're not2 extending that at all; we're just3 maintaining the same amortization period4 on the bonds.5

Councilman Green

Okay. And6 you're issuing these in July of 2009?7

Mr. Bogdonavage

That is8 correct.9 Our plan is that we will get10 into the marketplace. And, as the City11 Treasurer points out, we may have to go12 out in subseries because we don't know if13 the marketplace can absorb $300 million14 at one issue in one fell swoop as we go15 out into the market.16 So they may have to be issued17 in subseries over the course of the next18 two to three months. But, hopefully, the19 transaction will close in July of 2009.20

Councilman Green

Okay. So21 this decision to have JP Morgan bring22 them all in really impacted -- did that23 impact the current year's operating24 budget?25 99 5/13/09 - FINANCE - 090321-25, 334, 350-521

Mr. Bogdonavage

Yes. The2 current operating budget, as it was3 approved by the Gas Commission, included4 an interest cost. It did not assume this5 additional interest that we're now paying6 since these bonds have been tendered back7 and are now currently bank bonds.8 Also, the budget at the time it9 was prepared did not contemplate about a10 300 basis point differential between PGW11 paying a fixed rate of about 3.7 percent12 and only earning about 50 basis points or13 a half a percent. So that's the other14 3-1/4 percent.15 So that the budget did not16 contemplate that at that point in time.17 This is one of the reasons, along with18 some other issues, that we went to the19 PUC back in December of 2008 and asked20 for an extraordinary rate increase, which21 was granted by the PUC in the tune of22 about $60 million, because we had23 uncertainty over whether or not we would24 have to make the full swap termination25 100 5/13/09 - FINANCE - 090321-25, 334, 350-521 payment and also to cover the ongoing2 interest costs that had almost doubled at3 that point in time.4

Councilman Green

Thank you.5

Councilwoman Tasco

Thank you6 very much.7 When you come the next time for8 an offering, we would like to see in9 writing the participants on the deal.10

Mr. Bogdonavage

We will do11 that.12

Councilwoman Tasco

Well, let13 me just ask you this question. The bond14 engineers report by Black & Veatch15 assumes that the $60 million emergency16 base rate increase approved by the PUC in17 December will be made permanent and stay18 in place through the five-year forecast19 period.20 What would the dollar-amount of21 the rate decrease PGW customers should22 expect to receive as a result of lower23 interest costs PGW would experience if it24 is able to implement the proposed25 101 5/13/09 - FINANCE - 090321-25, 334, 350-521 distribution system improvement charge?2

Mr. Bogdonavage

Very good3 question, Councilwoman. This currently4 is being discussed by the Commonwealth5 legislature.6

Councilwoman Tasco

Mm-hmm.7

Mr. Bogdonavage

Our8 anticipation of approval, although it may9 be about 12 to 18 months before it's10 implemented, if the (indiscernible) were11 to go into place the way it's12 contemplated by PGW, PGW would not be13 issuing its own bonds at that point in14 time.15 We would probably go through16 the City's conduit agency, either PAID or17 PIDC, who would issue those bonds. Their18 bonds ratings are substantially better19 than PGW's.20 There may not be an excessive21 coverage requirement. PGW's current22 revenue bonds have a one-and-a-half times23 coverage requirement over principal and24 interest. It may be as low as 1.1 at the25 102 5/13/09 - FINANCE - 090321-25, 334, 350-521 time.2 But when we're looking at that,3 the reductions that we would anticipate4 would probably be, on an average customer5 residential customer bill on a yearly6 basis, somewhere between $15 and $207 would be the reduction in the customer8 bill.9

Councilwoman Tasco

And at10 what point -- when would they begin to11 see that decrease?12

Mr. Bogdonavage

Upon the13 issuance of this new debt by the14 third-party conduit issuer. We're15 probably looking for something out maybe16 at least 18 months to two years before17 this would happen.18

Councilwoman Tasco

Well, I19 just got this information the other day20 about this. I really haven't had time to21 discuss it, and I will discuss it, but I22 won't take up too much time here today.23 But I understand that it24 would -- the ratepayers would pay an25 103 5/13/09 - FINANCE - 090321-25, 334, 350-521 upfront cost for this?2

Mr. Bogdonavage

That is3 correct.4

Councilwoman Tasco

There5 would be a surcharge to the ratepayer?6

Mr. Bogdonavage

The way it's7 envisioned by PGW operating, if the8 Commonwealth approves the (indiscernible)9 legislation, it would be approved by the10 PUC, and we would be looking to have a11 irrevocable rate increase to cover this12 fixed component of the principal and13 interest for the third party so that the14 ratepayer would be paying upfront money15 towards the principal and interest for16 these new bonds.17 But since our assumption is18 that they would go out at about 50 to 7519 basis points or almost 3/4 of a point20 less, that the aggregate amount that the21 customer would be paying would be about22 $15 to $20 on an annual basis less.23 But upfront, if PGW had to24 issue these bonds, we would be increasing25 104 5/13/09 - FINANCE - 090321-25, 334, 350-521 our long-term debt, which is contrary to2 our plan, but the customer would be3 paying a reduced amount upfront compared4 to what PGW's interest costs would be.5

Councilwoman Tasco

Okay.6 We'll have a further discussion about7 that with the Gas Commission very8 shortly.9

Mr. Bogdonavage

Yes. PGW10 will be providing its operating budget11 shortly, and we look forward to making a12 presentation, Councilwoman.13

Councilwoman Tasco

Thank you.14 Okay. I think we're finished.15 You have this amendment to Bill16 090322, right? Okay. Let's go here.17 The Chair recognizes18 Councilwoman Blackwell to report out19 Resolution 090334 -- I'm sorry, I'm20 sorry.21 This ends our public hearing.22 We will now go into the public meeting.23

Councilwoman Blackwell

Thank24 you, Madam Chair.25 105 5/13/09 - FINANCE - 090321-25, 334, 350-521 I move that Resolution No.2 090334 be reported out of committee with3 a suspension of the rules.4 (Motion duly seconded.)5

Councilwoman Tasco

It has6 been moved and seconded that Resolution7 090334 be reported out of committee with8 a favorable recommendation and a9 recommendation for a suspension of the10 rules so this bill can be heard at11 Council's next session.12 All in favor will say aye.13 Is there any opposition?14 There being none, this motion15 is carried.16 The Chair recognizes17 Councilwoman Blackwell to report out Bill18 090321.19

Councilwoman Blackwell

I move20 that Bill No. 090321 be reported out of21 committee with a favorable recommendation22 and also a recommendation for a23 suspension of the rules so that it might24 be heard at our next session Council.25 106 5/13/09 - FINANCE - 090321-25, 334, 350-521 (Motion duly seconded.)2

Councilwoman Tasco

It has3 been moved and seconded that Bill No.4 090321 be reported out of committee with5 a favorable recommendation and that the6 rules of Council be suspended so that7 this bill will be heard at Council's next8 session.9 All those in favor will say10 aye.11 Is there any opposition?12 There being none, the motion is13 carried.14 The Chair recognizes15 Councilwoman Blackwell for a motion on16 Bill No. 090350.17

Councilwoman Blackwell

Thank18 you.19 I move that Bill No. 090351 --20 no, 350 be --21

Councilwoman Tasco

I'm sorry.22 There's an amendment to this bill.23

Councilwoman Blackwell

There24 sure is.25 107 5/13/09 - FINANCE - 090321-25, 334, 350-521

Councilwoman Tasco

All right.2

Councilwoman Blackwell

Madam3 Chair, I move that the amendment to Bill4 No. 090350 that has been circulated and5 received by members of the committee be6 adopted.7 (Motion duly seconded.)8

Councilwoman Tasco

It has9 been moved and seconded that the10 amendment to Bill 090350 be adopted.11 All in favor will say aye.12 Any opposition?13 There being no opposition, the14 motion is carried.15

Councilwoman Blackwell

Madam16 Chair, I move that Bill No. 090350, as17 amended, be reported out of committee18 with a favorable recommendation and also19 that the rules of Council be suspended so20 as to permit first reading at our next21 session of Council.22 (Motion duly seconded.)23

Councilwoman Tasco

It has24 been moved and second that Bill No.25 108 5/13/09 - FINANCE - 090321-25, 334, 350-521 090350, as amended, be reported out of2 this committee with a favorable3 recommendation and a recommendation that4 the rules of Council be suspended so as5 to have this bill read at the next6 Council session.7 All in favor will say aye.8 Any opposition?9 There being none, the motion is10 carried.11 The Chair recognizes12 Councilwoman Blackwell for a motion on13 Bill No. 090351.14

Councilwoman Blackwell

Thank15 you, Madam Chair.16 I move that Bill No. 090351 be17 reported out of committee with a18 favorable recommendation and also a19 recommendation that the rules of Council20 be suspended so as to permit first21 reading at our next session.22 (Motion duly seconded.)23

Councilwoman Tasco

It has24 been moved and seconded that Bill No.25 109 5/13/09 - FINANCE - 090321-25, 334, 350-521 090351 be reported out of committee with2 a favorable recommendation and that the3 rules of Council be suspended so that4 this bill can be heard at the next5 Council session.6 All those in favor will say7 aye.8 Any opposition?9 There being no opposition, this10 bill is approved motion is carried.11 Bill No. 090352 will be held12 until June 2nd at which time a hearing at13 1 p.m.14 Councilwoman Brown, Bill15 090324.16

Councilwoman Brown

Madam17 Chair, I move that Bill No. 090324 be18 reported out of committee with a19 favorable recommendation.20 (Motion duly seconded.)21

Councilwoman Tasco

It has22 been moved and seconded that Bill No.23 090324 be reported out of committee with24 a favorable recommendation.25 110 5/13/09 - FINANCE - 090321-25, 334, 350-521 (Motion duly seconded.)2

Councilwoman Tasco

All in3 favor will say aye.4 Any opposition?5 None being heard, the motion is6 carried.7 The Chair recognizes Councilman8 Green for Bill No. 090325.9

Councilman Green

Madam Chair,10 I move that Bill No. 090325 be reported11 out of committee with a favorable12 recommendation and that the rules of13 Council be suspended to permit first14 reading at the next session of Council.15 (Motion duly seconded.)16

Councilwoman Tasco

It has17 been moved and properly seconded that18 Bill No. 090325 be reported out of19 committee with a favorable recommendation20 and a request that the rules of Council21 be suspended so that this bill can be22 heard at Council's next session.23 All those in favor will say24 aye.25 111 5/13/09 - FINANCE - 090321-25, 334, 350-521 Any opposition?2 The bill's carried.3 The Chair recognizes Councilman4 Greenlee for the amendment to Bill No.5 090322.6

Councilman Greenlee

Thank7 you, Madam Chair.8 I move the adoption of the9 amendment to Bill No. 090322.10 (Motion duly seconded.)11

Councilwoman Tasco

All in12 favor of the amendment?13 Those opposed?14 There being no opposition, the15 motion is carried.16 The Chair recognizes Councilman17 Greenlee to report Bill No. 090322 out of18 committee.19

Councilman Greenlee

Thank20 you, Madam Chair.21 I move that Bill No. 090322, as22 amended, be reported out of this23 committee with a favorable recommendation24 and that the rules of Council be25 112 5/13/09 - FINANCE - 090321-25, 334, 350-521 suspended to allow for first reading at2 our next session of Council.3 (Motion duly seconded.)4

Councilwoman Tasco

It has5 been moved and seconded that Bill No.6 090322, as amended, be reported out of7 this committee with a favorable8 recommendation and that the rules of9 Council be suspended so that this bill10 can be read at Council's next session.11 All those in favor will say12 aye.13 There being no opposition, the14 motion is carried.15 The Chair recognizes Councilman16 DiCicco to report out Bill 090323.17 COUNCILMAN DiCICCO: Thank you,18 Madam Chair.19 I move that Bill No. 090323 be20 reported out of this committee with a21 favorable recommendation and that the22 rules of Council be suspended so as to23 permit first reading at our next session24 of City Council.25 113 5/13/09 - FINANCE - 090321-25, 334, 350-521 (Motion duly seconded.)2

Councilwoman Tasco

It has3 been moved and seconded that Bill No.4 090323 be reported out of committee with5 a favorable recommendation and that the6 rules of Council be suspended so that7 this bill can be heard at Council's next8 session.9 All those in favor will say10 aye.11 Is there any opposition?12 There being none, the motion is13 carried.14 Thank you all very much.15 This Council meeting is16 adjourned.17 (Proceedings end at 2:57 p.m.)18 * * *19 114 C E R T I F I C A T E2 I HEREBY CERTIFY that the4 proceedings of the City of Philadelphia5 Council Committee on Finance are contained6 fully and accurately in the stenographic notes7 taken by me on Wednesday, May 13, 2009, and8 that this is a true and correct statement of9 same.10 __________________________________14 JOSEPHINE CARDILLO15 Registered Professional Reporter16 (The foregoing certification of this21 transcript does not apply to any reproduction22 of the same by any means, unless under the23 direct control and/or supervision of the24 certifying reporter.)25