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MINUTES OF REGULAR BOARD MEETING OF SOUTHEASTERN PENNSYLVANIA T:RlUtSPORTATION AUTHORITY SEPTEMBER 17, 2015 The Regular Meeting of the Board of the Southeastern Pennsylvania Transportation Authority was held on Thursday, September 17, 2015 at 3:04 PM, in the Board Room of the Authority, with the Chairman in the Chair. Present Attending the meeting were the following Board members: Pasquale T. Deon, Sr., Chairman Thomas E. Babcock, Vice Chairman Beverly Coleman Rina Cutler Honorable Dwight Evans Robert D. Fox, Esquire Honorable Stewart J. Greenleaf Kevin L. Johnson, P.E. John I. Kane Daniel J. Kubik Kenneth E. Lawrence, Jr. William J. Leonard, Esquire William M. Mcswain, Esquire Honorable Michael A. Vereb Present from the staff: Joseph M. Casey, General Manager Jeffrey D. Knueppel, Deputy General Manager Gino J. Benedetti, Esquire, General Counsel Richard G. Burnfield, Chief Financial Officer/Treasurer Stephen A. Jobs, Controller Carol R. Looby, Secretary Kim Scott Heinle, AGM - Customer Service Ronald Hopkins, AGM - Operations Francis E. Kelly, AGM - Government & Public Affairs Susan VanBuren, AGM - Human Resources Mr. Deon called the Regular Meeting of the Board to order. He stated that if there were speakers who wished to address agenda items they would be called before the Board voted on the i tern and asked that they limit their remarks to three minutes. He said speakers wishing to address items not on the agenda would be called after the regular business of the Board was completed.

MINUTES OF REGULAR BOARD MEETING OF … · SOUTHEASTERN PENNSYLVANIA T:RlUtSPORTATION AUTHORITY SEPTEMBER 17, 2015 ... effective use of Pennsylvania Act 4 4 and Act 8 9 funds; funds

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MINUTES OF REGULAR BOARD MEETING OF

SOUTHEASTERN PENNSYLVANIA T:RlUtSPORTATION AUTHORITY SEPTEMBER 17, 2015

The Regular Meeting of the Board of the Southeastern Pennsylvania Transportation Authority was held on Thursday, September 17, 2015 at 3:04 PM, in the Board Room of the Authority, with the Chairman in the Chair.

Present

Attending the meeting were the following Board members:

Pasquale T. Deon, Sr., Chairman Thomas E. Babcock, Vice Chairman Beverly Coleman Rina Cutler Honorable Dwight Evans Robert D. Fox, Esquire Honorable Stewart J. Greenleaf Kevin L. Johnson, P.E. John I. Kane Daniel J. Kubik Kenneth E. Lawrence, Jr. William J. Leonard, Esquire William M. Mcswain, Esquire Honorable Michael A. Vereb

Present from the staff:

Joseph M. Casey, General Manager Jeffrey D. Knueppel, Deputy General Manager Gino J. Benedetti, Esquire, General Counsel Richard G. Burnfield, Chief Financial Officer/Treasurer Stephen A. Jobs, Controller Carol R. Looby, Secretary Kim Scott Heinle, AGM - Customer Service Ronald Hopkins, AGM - Operations Francis E. Kelly, AGM - Government & Public Affairs Susan VanBuren, AGM - Human Resources

Mr. Deon called the Regular Meeting of the Board to order. He stated that if there were speakers who wished to address agenda items they would be called before the Board voted on the i tern and asked that they limit their remarks to three minutes. He said speakers wishing to address items not on the agenda would be called after the regular business of the Board was completed.

Minutes of Regular Board Meeting September 17, 2015

Approval of Minutes

Mr. Deon entertained a Motion regarding the Minutes of the July 23rd Regular Board meeting, which had been circulated. Mr. Kubik moved, Representative Evans seconded, and the Minutes were unanimously approved.

Financial Report

Mr. Burnfield stated that for the first two months of fiscal year 2016, regional rail ridership continued to increase with ridership up over last year's record setting pace. He reported that City and Suburban Transit daily ridership was approximately one percent below last year. Mr. Burnfield said that for fiscal year-to-date, both revenue and expenses were under budget and after two months, there was a budget surplus of $68,000.

Mr. Burnfield stated that during Mr. Casey's time as Budget Director, Chief Financial Officer and General Manager, the Authority had achieved balanced budgets for 16 years; and, now today, 16 years and 2 months. He announced that this record of balanced budgets was achieved during some very challenging financial times, but most recently by SEPTA's efficient and effective use of Pennsylvania Act 4 4 and Act 8 9 funds; funds which Mr. Casey worked tirelessly to secure, and funding which would provide SEPTA with a bright future. Mr. Burnfield stated that on behalf of the Finance and Planning team, we thank you for your leadership, support and friendship.

Mr. Deon entertained a Motion to adopt the Financial Report. Mr. Johnson moved, Ms. Coleman seconded and it was unanimously adopted.

The August Financial Report is received and filed and is attached to these Minutes as Exhibit "A."

Mr. Deon then called for speakers wishing to address agenda items.

Speakers

Mr. McLaughlin expressed his appreciation to the Board for working with the Frankford Neighborhood Community and Community Development Center in improving the lives of residents and also making it a better place for SEPTA and its employees.

Mr. McLaughlin requested that the Resolution of Finding of Special Opportunities be revised to include the word "Frankford" where the Resolution referenced the Community Development Corporation. He also requested a clarification regarding paragraph 4 on page 3 of the Resolution. Mr. McLaughlin stated that it was their understanding that a Request for Proposal was to be done simultaneously with Lot B. He asked why that change

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Minutes of Regular Board Meeting September 17, 2015

was made.

Chairman Deon asked Mr. Benedetti to respond. Mr. Benedetti stated that the first request concerning the addition of "Frankford" would be made. Mr. McLaughlin then asked if there was a response available now concerning Lot A receiving a later date for the Request for Proposal. Mr. Lund responded and said that was set up so that the Authority would have the option to either have separate RFPs or a combined one. Mr. Lund said the decision would be best economically for the community and the Authority. He said that decision would be determined as the project moves forward. Mr. Lund replied to Mr. McLaughlin and said the language in the Resolution was set so that it gave the greatest flexibility for the project to move forward.

Consent Calendar

Mr. Deon then presented the Consent consisted of:

Calendar, which

"Renewal of All Risk Property Insurance for the Transit, Rail Divisions, and Builders Risk Insurance for Various Projects;"

"Finding of Special Opportunity Approving Use of a Request for Proposal for the Redevelopment to Two Parcels of Property at the Frankford Transportation Center in Philadelphia;"

"Award of a Contract Pursuant to a Request for Proposals;"

"Authorization to Award Contracts for Various Procurements;"

"Award of Various Contracts for Sole Source Procurements;" and

"Authorization to Execute Change Orders."

Mr. Deon stated Calendar were reviewed public session.

that all by the

of the items on the Consent appropriate Board Committees in

Mr. Deon entertained a Motion Mr. Kane moved, Representative Evans Resolutions were unanimously adopted, on Item II.B.2 and Item II.E.1.

to adopt the Resolutions. seconded and the following with Mr. Kubik abstaining

I.A. RENEWAL OF ALL RISK PROPERTY INSURANCE FOR THE TRANSIT, RAIL DIVISIONS, AND BUILDERS RISK INSURANCE FOR VARIOUS PROJECTS

"WHEREAS, SEPTA's current primary layer of all risk property insurance with Ace/West Chester Fire Insurance Company ("Ace/West Chester") and AIG/Lexington Insurance Company ("AIG"), and excess

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Minutes of Regular Board Meeting September 17, 2015

layer of all risk property insurance with Factory Mutual Insurance Company ("Factory Mutual"), at consolidated expiring premiums of $1,738,411, will expire on October 1, 2015; and

WHEREAS, concurrent with SEPTA's renewal of all risk property insurance for 2015-2016, the staff of the Enterprise Risk Management Department and the Risk Management Advisory Committee ( "RMAC") conducted a review of SEPTA' s property loss exposure which included an audit of insured values, an analysis of both concentrated asset values and loss history, and an updating of the values of the rolling stock; and

WHEREAS, the review disclosed that a program limit of liability of $507.5 million, excess of $2.5 million deductible, would be consistent with SEPTA's theoretical maximum loss events, in that there is no single location where the probable maximum losses would exceed $500 million; and

WHEREAS, the Risk Management staff and RMAC solicited two dozen domestic and overseas insurance markets only for renewal of the primary layer of coverage; and

WHEREAS, Ace/West Chester and AIG/Lexington, the incumbent carriers, proposed equally to co-share underwriting the primary layer of all risk property insurance for a $7.5 million limit of liability with a $2. 5 million per occurrence deductible at an annual premium of $522,979, effective on October 1, 2015; and

WHEREAS, Factory Mutual, the incumbent carrier, proposed to underwrite $500 million excess of $10 million in all risk property insurance coverage, plus supplemental coverage for $250 million of SEPTA's rolling stock, at an annual premium of $1,022,537, effective on October 1, 2015; and

WHEREAS, the total costs for the 2015-2016 policy year include the brokerage commissions to the RMAC of 20% or $309,103, and SunCorp Appraisal Fees of $14,000, plus a surplus lines fee of $17, 300 and a Factory Mutual membership credit of $149, 889; and

WHEREAS, the proposed renewal coverages for the existing program, at the expiring terms and conditions as proposed by the carriers, total an annual premium of $1,736,030; and

WHEREAS, the Risk Management staff, with the concurrence of the RMAC, requested that the General Manager recommend that the Board authorize SEPTA (i) to place with Ace/West Chester and AIG/Lexington the $10 million primary layer of coverage of all risk property insurance with a $2.5 million deductible, and (ii) to place with Factory Mutual the $500 million in excess coverage for all risk property insurance, along with the commissions to the RMAC, under such terms and conditions as set forth above and

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Minutes of Regular Board Meeting September 17, 2015

more fully described in the pertinent staff summary, at a combined total program cost not to exceed $1,736,030; and

WHEREAS, the General Manager made the recommendation to the Board.

NOW, THEREFORE, BE IT RESOLVED, that the Board hereby authorizes SEPTA to obtain and place all risk property insurance with (i) Ace/West Chester Fire Insurance Company and AIG/Lexington Insurance Company for $10 million in primary coverage with a $2.5 million per occurrence self-insurance retention, at an annual premium not to exceed $522,979 for one year that will commence on October 1, 2015; and (ii) Factory Mutual Insurance Company for $500 million in coverage in excess of $10 million, at an annual premium not to exceed $1,022,537 for one year that will commence on October 1, 2015.

FURTHER RESOLVED, that the Board hereby authorizes SEPTA to fund in conjunction with the 2015-2016 all risk property insurance renewal program brokerage commissions to the Risk Management Advisory Committee of $309,103, American Appraisal Fees of $14,000, surplus lines and policy fees of $17,300, along with a Factory Mutual membership credit of $149,889.

FURTHER RESOLVED, that the Board hereby authorizes the General Manager and other appropriate officers to execute all documents, in form approved by the Office of General Counsel, and to do any and all other things as shall be necessary and proper, in order to effectuate the purpose of this Resolution."

II.A. FINDING OF SPECIAL OPPORTUNITY APPROVING USE OF A REQUEST FOR PROPOSAL FOR THE REDEVELOPMENT TO TWO PARCELS OF PROPERTY AT THE FRANKFORD TRANSPORTATION CENTER IN PHILADELPHIA

"WHEREAS, pursuant to Section 1741 (a) ( 2 4) of SEPTA enabling act, the Public Transportation Law, the Authority may determine a finding of special opportunity ("FOSO") with respect to prospective real estate related matters; and

WHEREAS, FOSO's are exempt from the competitive bidding process in favor of solicitation via a Request for Proposal, which allows for the negotiation of terms and conditions of the transaction; and

WHEREAS, SEPTA desires to pursue Requests for Proposals for the potential redevelopment to two (2) parcels of property ("Parcel A" and "Parcel B") at the Frankford Transportation Center (FTC) for development compatible with the goals of the Community Development Corporation ("CDC") and SEPTA' s parking requirements; and

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Minutes of Regular Board Meeting September 17, 2015

WHEREAS, Parcel A at the FTC is comprised of a portion of 5110-40 Frankford Avenue and totals approximately 27,300 square feet, while Parcel B is bounded by Griscom, Pratt and Penn Streets, and totals approximately 88,770 square feet; and

WHEREAS, the initial proposed FOSO offering at the FTC will be for Parcel B and has been the subject of considerable discussion with the CDC, resulting in an agreement that the said parcel will be offered for development which will include a food market (with ancillary parking), and retention of 100 parking spaces for SEPTA employees; and

WHEREAS, Parcel B presently provides approximately 298 SEPTA parking spaces, including eight ( 8) being ADA accessible, the balance of which (post-redevelopment) will be moved to other locations at the FTC (including the existing SEPTA parking garage); and

WHEREAS, the selected developer for Parcel B will be responsible for all private development aspects, as well as necessary improvements and management of the SEPTA parking spaces at the site; and

WHEREAS, the Project offering will include required payment to SEPTA to be determined via a valuation and review appraisal; and

a minimum fair-market

WHEREAS, the Request for Proposal with respect to Parcel B will include, inter alia, (i) a long-term lease agreement between SEPTA and the developer; (ii) reuse of the premises (SEPTA parking) recognizing CDC's interest in a food market; (iii) SEPTA' s retention of 100 employee parking spaces; (iv) the developer being responsible for all zoning, permits, design, construction and maintenance of the project; and (v) the developer providing a development timeline for SEPTA's approval; and

WHEREAS, the transaction will conditioned upon FTA requirements consent of the Board; and

be further subject to and concurrence, and

and the

WHEREAS, the FOSO authorized Request for Proposal for Parcel A will be issued at a subsequent date; and

WHEREAS, staff requested that the General Manager recommend that the Board approve a Finding of Special Opportunity based upon the information presented in the pertinent staff summary, to enable the issuance of a Request for Proposal for redevelopment to both Parcels A and B at the FTC; and

WHEREAS, the General Manager made the recommendation to the Board.

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Minutes of Regular Board Meeting September 17, 2015

hereby Section thereby

for the Frankford described

NOW, THEREFORE, BE IT RESOLVED, that the Board approves a Finding of Special Opportunity pursuant to 1741 (a) (24) of the Public Transportation Law, and authorizes SEPTA to issue a Request for Proposal potential redevelopment to two (2) parcels at the Transportation Center as set forth above and more fully in the pertinent staff summary.

FURTHER RESOLVED, that the Board hereby authorizes the General Manager or his designee to execute all documents, in form approved by the Office of General Counsel, and to do any and all other things as shall be deemed necessary and proper in order to effectuate the purpose of this Resolution."

II.B. AWARD OF A CONTRACT PURSUANT TO A REQUEST FOR PROPOSALS

"WHEREAS, SEPTA, which has need for the services as described below, has advertised and solicited proposals from firms wishing to propose; and

WHEREAS, SEPTA staff has requested that the General Manager recommend that the Board authorize the award of a contract to the firm listed below because said firm was the successful proposer in the areas for which the request for proposals was issued; and

WHEREAS, the General Manager recommended that the Board authorize the award of the contract.

NOW, THEREFORE, BE IT RESOLVED, that the Board hereby authorizes SEPTA to award subject to the following conditions and the General Manager to execute the following contracts, in form approved by the Office of General Counsel, subject to the concurrence of the funding agencies, if required, and contingent upon and subject to the proposer satisfactorily meeting all requirements of the terms and conditions of the relevant request for proposals, including the provision of any required insurance certificates and full compliance with any applicable Disadvantaged Business Enterprise (DBE) requirements:

1. To Easton Coach Company, for the operation of ADA Paratransit Service in Bucks County, with services to be provided over a period of five years scheduled to commence on January 8, 2016 through January 7, 2021, as described in the staff summary on this subject, for a total contract amount not to exceed $8, 864, 622, Request for Proposals No. 15-00040-ARLW - Operation of ADA Paratransit Services in Bucks County."

II.C. AUTHORIZATION TO AWARD CONTRACTS FOR VARIOUS PROCUREMENTS

"WHEREAS, SEPTA advertised and invited bids for the supplies identified below; and

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Minutes of Regular Board Meeting September 17, 2015

WHEREAS, the firms listed below were the lowest responsive and responsible bidders to the invitation for bids; and

WHEREAS, staff requested that the General Manager recommend that the Board authorize SEPTA to award the contracts identified below; and

WHEREAS, the General Manager made the recommendation to the Board.

NOW, THEREFORE, BE IT RESOLVED, that the Board hereby authorizes SEPTA to award and for the General Manager or his designee to execute the contracts identified below in form approved by the Office of General Counsel, subject to and contingent upon the concurrence of the funding agencies, if required, and contingent upon and subject to the vendors satisfactorily meeting all requirements of the bid terms and specifications, including full compliance with any applicable Disadvantaged Business Enterprise requirements:

1. To Metropolitan Life Insurance Company, for the purchase of group life insurance for all SEPTA employees, with services to be provided over a period of five years after issuance of Notice-to-Proceed and scheduled to commence on October 1, 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $11, 084, 612. 34, Sealed Bid No. 15-091-JBW - Employee Group Life Insurance.

2. To G. Antonini Construction, Inc., for the provision of asphalt paving and site work construction within SEPTA' s five­county service area, with services to be performed on an "as required" basis over a period of 1,095 calendar days after issuance of Notice-to-Proceed and scheduled to commence on October 1, 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $ 3, 554, 900, Sealed Bid No. 15-00060-ARIB - 3 Year 5 County Asphalt Paving.

3. To PKF-Mark III, Inc., for general construction services, for a total contract amount not to exceed $11,987,895; to Nucero Electrical Construction Co., Inc., for electrical construction services, for a total contract amount not to exceed $1,647,000; and to Lima Company, for mechanical construction services, for a total contract amount not to exceed $445,000, to provide all labor, materials, tools and equipment for the Secane Railroad Station and Tunnel Project, with services to be performed over a period of 665 calendar days after the issuance of Notice-to-Proceed, as described in the staff summary on this subject, Sealed Bid No. 15-00071-AMJP - Secane Railroad Station & Tunnel.

4. To T. Frank McCall's, Inc., for the purchase of 35,000 50-pound bags of calcium chloride to be used for melting snow and

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Minutes of Regular Board Meeting September 17, 2015

ice during for the upcoming winter season, at a unit price of $13, with deli very of material scheduled on an "as required" basis over a period of six months commencing on November 1, 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $455,000, Sealed Bid No. 15-00079-AAXL - Winter Salt Requirement for Calcium Chloride 50 lb. Bags.

5. To High Availability Storage Systems, Inc., for Items Nos. 1-8, for the purchase of NetApp San Capacity Expansion Hardware to accommodate the storage of Police Department body mounted camera data, with delivery of material scheduled in November 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $200, 620, Sealed Bid No. 15-00097-AKNJ - NetApp San Capacity Expansion Hardware.

6. To Bogue Systems, Inc., for Items Nos. 2-6, for the purchase of 15 DC/AC inverters to be used in providing emergency power to pump rooms in the event normal power is lost, at unit prices of $71, 158, $661, 744, $110, 112, $113, 878 and $123, 832, respectively, with delivery of material scheduled to commence in March 2016 and end approximately in June 2017, as described in the staff summary on this subject, for a total contract amount not to exceed $1,080,724, Sealed Bid No. 15-00082-AEMO - Subway Pump Room, DC/AC Inverters for On-Site Power Generation Systems.

7. To CSTK East LLC, for the purchase of 250 Thermo King drive motor controllers to be used in the New Flyer Bus FY2016 Vehicle Overhaul (VOH) Program, at a unit price of $1, 872. 59, with delivery of material within 60 calendar days of issuance of Notice-to-Proceed, as described in the staff summary on this subject, for a total contract amount not to exceed $468, 147. 50, Sealed Bid No. 15-00102-ABRV - Drive Motor Controller.

8. To Billows Electric Supply Company, Inc., for the purchase of 12KV and 2 4KV Live Tank Circuit Breakers (three types) for the Regional Railroad Substation Overhaul Program, at a unit prices of $70,690, $70,690 and $168,500, respectively, with delivery of material scheduled to commence in January 2018 and end approximately in July 2020, as described in the staff summary on this subject, for a total contract amount not to exceed $4,648,200, Sealed Bid No. 15-00084-AJJV - 12KV and 24KV Live Tank Circuit Brakers.

9. To Royal Electric Supply Company, for the purchase of 20 current collector assemblies to be used in the maintenance of the N-5 car fleet, at a unit price of $7, 221, with delivery of material over a period of two years commencing in November 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $144,420, Sealed Bid No. 15-00072-AMGA - NS Current Collector Assembly.

10. To Sims Metal East LLC (d/b/a Sims Metal Management), for Items Nos. 1 and 2, for the sale of SEPTA's approximately 180

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Minutes of Regular Board Meeting September 17, 2015

retired NABI and Neoplan scrap transit buses, at unit prices of $1,341 and $1,688, respectively, with services to be performed on an "as required" basis over a period of one year scheduled to commence in September 2015, as described in the staff summary on this subject, for a total contract not to exceed $401,190, Sealed Bid No. 15-0007 6-AMZK - Sale of Retired Scrap NABI and Neoplan Transit Buses."

II.D. AWARD OF VARIOUS CONTRACTS FOR SOLE SOURCE PROCUREMENTS

"WHEREAS, SEPTA has need for the described below and those supplies and only from the firms listed below; and

supplies and services services are available

WHEREAS, staff reviewed the cost of the supplies and services and the General Manager recommended that the Board authorize SEPTA to award the contracts.

NOW, THEREFORE, BE IT RESOLVED, that the Board hereby authorizes SEPTA to award and the General Manager or his designee to execute the contracts identified below, all in form approved by the Office of General Counsel, subject to the concurrence of the funding agencies, if required, and contingent upon and subject to each vendor I contractor satisfactorily providing any required bonds, insurance certificates and/or other documents, and complying with any applicable Disadvantaged Business Enterprise requirements:

1. To Penn Machine Company, LLC, for the purchase of 400 steel wheels to be used in the maintenance of single-ended LRV cars, at a unit price of $2,456, with delivery of material scheduled over a period of two years commencing in December 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $982,400.

2. To Verizon Pennsylvania, Inc., for the provision of digital and analog Centrex telephone services at 1234 Market Street and remote locations throughout the Authority, with services to be performed over a period of three years commencing on October 1, 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $4,320,000.

3. To the New Jersey Motor Vehicle Commission, for the provision of on-line access to driver records required by SEPTA's Human Resources Department to verify that employees licensed in New Jersey possess valid, unrestricted driving privileges, with services to be provided on an "as required" basis over a period of three years scheduled to commence on October 1, 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $315,360.

4. To AssetWorks, for the purchase and installation of GPS devices that will be equipped with telemetric data reporting for

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Minutes of Regular Board Meeting September 17, 2015

all rubber tire and construction utility fleet vehicles, with services to be performed over a period of five years scheduled to commence on October 1, 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $401,637.50.

5. To Tyco Integrated Security, LLC, for the provision of maintenance and technical support services to assist in troubleshooting and repair system malfunctions to SEPTA's Video Management System, with services to be performed over a period of three years scheduled to commence on October 1, 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $810,104.

6. To American Software, Inc. (ASI), for the licensing, maintenance and support of the ASI software package used for Procurement and Supply Chain Management Department activities in eight modules, with services to be provided over a period of 1,825 calendar days after issuance of Notice-to-Proceed which is anticipated to commence on October 1, 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $907,710.

7. To Convergent Solutions Group, LLC (d/b/a CGS Global Consul ting), for the maintenance and support of the Automated Call Distribution System that receives, logs, routes and records calls to the SEPTA Telephone Information Center, CCT Customer Service/Dispatch Call Center and the Claims Department Intake Call Center, with services to be provided over a period of three years scheduled to commence on October 1, 2015, as described in the staff summary on this subject, for a total contract amount not to exceed $440,527.70."

II.E. AUTHORIZATION TO EXECUTE CHANGE ORDERS

"WHEREAS, additional work is required to complete the projects identified below; and

WHEREAS, staff reviewed the cost of the additional work and the General Manager recommended that the Board authorize SEPTA to order the additional work.

NOW, THEREFORE, BE IT RESOLVED, that the Board hereby authorizes SEPTA to award and the General Manager or his designee to execute the change orders identified below in form approved by the Office of General Counsel, subject to the concurrence of the funding agencies, if required, and to any applicable Disadvantaged Business Enterprise requirements:

1. To N. Abbonizio Contractors, Inc., for Change Order No. 1, which provides for additional construction-related work and a credit on the Secane Station Parking Lot Expansion Project, at a net increase in cost not to exceed $141,844, bringing the total

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Minutes of Regular Board Meeting September 17, 2015

contract price, including this change order, to an amount not to exceed $548,119.

2. To Shepard Bros, Inc., for Change Order No. 1, which provides for the addition of roof mounted bus numbers, power circuitry/connectivity, and changes to the video surveillance system on SEPTA' s purchase of 232 Cutaway Mini-Buses, at a net decrease in cost not to exceed $343, 360, bringing the total contract price, including this change order, to an amount not to exceed $17,241,473.

3. To Gaudelli Bros. Inc., for Change Order No. 4, which provides for additional construction-related work on the Wayne Junction Station Improvements Project, at an increase in cost not to exceed $154,896, bringing the total contract price, including all change orders to date, to an amount not to exceed $770,801, provided that with the Board's approval of this change order, the Board authorizes resetting of the delegation to zero dollars ($) and the establishment of a new cumulative change order threshold of 10% of $500, 000, pursuant to the Resolution adopted by the Board on May 22, 2008, which Resolution authorized a "Delegation of Authority for Change Orders, Amendments and Assignments."

Mr. Deon then called for speakers.

Speakers

Caleb Stone

Mr. Stone stated that he was present to speak about the Authority's transit app. He discussed and compared the SEPTA app to other transit agencies around the country. He noted that the SEPTA app did not currently show departure information.

Chairman Deon thanked Mr. Stone for his comments and asked Mr. Heinle to meet with him to discuss his concern.

Jeff Kessler

Mr. Kessler stated that he would be speaking at the meeting on three i terns. He provided the Board with an update on the SEPTA Youth Advisory Council "YAC". He explained that YAC represents individuals between the ages of 14 and 22 in the SEPTA service area. Mr. Kessler said the annual report for operating year 2015 was presently available and that he would provide a copy to the Board. He also noted that the report was also available on the SEPTAYAC.com website.

Mr. Kessler said the second issue he would be speaking on was regarding the YAC' s annual operating plan, which he stated governs what the YAC was doing for the upcoming year. He noted that YAC would need the Board's support for their Student Fare Discount Program, which was officially launched on their website.

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Minutes of Regular Board Meeting September 17, 2015

Mr. Kessler said there were currently 60 supporters and noted that a member of the Penn Committee also expressed his support of the program.

Mr. Kessler than discussed his third reason why he was present at the Board Meeting. He stated that it was with Joe Casey's support and efforts that the SEPTA YAC was formed in 2009. He stated that Mr. Casey would be missed and that he looked forward to having an even greater relationship in the future with the new General Manager, Mr. Knueppel. He then thanked Mr. Casey for his service and dedication and wished him luck in his retirement. Mr. Kessler then presented both Mr. Casey and Mr. Knueppel with a SEPTA YAC polo shirt.

Chairman Deon thanked Mr. Kessler and stated that YAC does a great job.

Farewell to Joe Casey

Chairman Deon stated that he would like to thank Joe's wife Carol for giving the Authority Joe for a 24 hour, 7 day a week period. He stated that he and the Board wanted to sincerely thank Joe's wife and family. He then recognized Joe's daughters and their families who were present at the Board meeting. He commented to Joe that he had a beautiful family and that he would be sorely missed by the Authority.

Mr. Deon stated that Mr. Casey led the Authority through exciting and challenging times. He said that under Mr. Casey's leadership, SEPTA's performance and customer service and overall public perception had vastly improved. Chairman Deon said that through Joe's dedicated service to the Authority and the region as a whole over the last 33 years added to a legacy unlike any other General Manager. He said that Mr. Casey was leaving SEPTA in a much better shape than when he became General Manager eight years earlier. He noted that the Authority was now on a solid footing financially.

Chairman Deon stated that Mr. Casey has the lasting gratitude and admiration of the Board, the entire Authority and employees and everybody that touches the SEPTA system. He noted that on a personal note, Mr. Casey's counsel, his abilities go far beyond that of anybody I had seen in the General Manager position. He then personally thanked Mr. Casey.

Chairman Deon then mentioned that there were other speakers who wanted to address the Board in recognizing Mr. Casey.

Representative Dwight Evans

Representative Evans stated the he had the pleasure of being appointed to serve on the SEPTA Board as the Governor's appointee and had the pleasure to serve under Mr. Casey's leadership. He

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Minutes of Regular Board Meeting September 17, 2015

stated that Mr. Casey has demonstrated to all the importance of leadership. Representative Evans then congratulated Mr. Casey on a well-deserved retirement from SEPTA after 34 year of dedicated service to the community and to the citizens of the Commonwealth of Pennsylvania.

Representative Evans then read a proclamation from Governor Wolf before presenting it to Mr. Casey.

Chairman Deon commented that Senator Greenleaf would also like to present a proclamation to Mr. Casey. He said that without the Senator's support, the Authority would not have received the funding that made the SEPTA system what it was today.

Senator Stewart Greenleaf

Senator Greenleaf stated that it was his pleasure to be here to recognize Mr. Casey's retirement and his contribution to SEPTA. He commented that when he was named to the SEPTA Board, the Authority was not well operated as it was now. He said that as the Chief Financial Officer and Treasurer, Mr. Casey brought with him the ability to put SEPTA on really good financial legs and foundation.

Senator Greenleaf stated that during Mr. Casey's interview for the General Manager position, Mr. Casey spoke about finances, but also mentioned putting the rider first, ahead of everything else. He then read from a set of congratulatory citations, before presenting them to Mr. Casey.

Chairman Deon added that Senator Rafferty, Chairman of the Transportation, called to wish Mr. Casey well on his retirement.

Representative Michael Vereb

Representative Vereb stated that he was honored to be a part of recognizing Joe Casey and the memory of his work. He mentioned that what he found to be most important was SEPTA' s credibility. Representative Vereb stated that Mr. Casey's legacy at the Authority was how Mr. Casey was able to pull everyone together to fight for the funding that was needed in Southeastern Pennsylvania and specifically the transportation system.

Representative Vereb then read from the House Citation before it was presented to Mr. Casey.

Rina Cutler

Ms. Cutler stated that she was presenting a Resolution to Mr. Casey signed by the Mayor. She stated that prior to Mr. Casey's appointment as General Manager, she said there were serious dysfunctional problems that existed between the City and

14

Minutes of Regular Board Meeting September 17, 2015

SEPTA, which had been going on for a very long time.

Ms. Cutler stated that based upon encouragement by both Mayor Nutter and Chairman Deon, a very conscious decision was made to improve that relationship. Ms. Cutler commented that one of the major accomplishments for both her and Mr. Casey over the last eight years was repairing that broken relationship and insuring that not only in Philadelphia, but in the entire five­county region that we provided the citizens with the very best transit system in the United States, which she said happened in 2012. Ms. Cutler said the story of that award was really the story of the vision and the leadership that Joe Casey provided to SEPTA over the course of 34 years. She said it was an extraordinary career and an extraordinary accomplishment.

Ms. Cutler stated that she would urge all recognize Mr. Casey's tremendous contribution to the the region, and to salute him on the occasion of his She said she considered him not only a peer, but also

citizens to City and to retirement. a friend.

Chairman Deon then introduced Representative John Taylor, Chairman of the Transportation Committee.

Representative John Taylor

Representative Taylor thanked Joe Casey for all his years of service and the things he did to make SEPTA a great place. He then congratulated Chairman Deon, and all the members of the Board and every employee for making SEPTA a world class organization. He stated that he believed that the people in Philadelphia recognized that fact, but more importantly, the people in Harrisburg also needed to recognize that fact.

Representative Taylor said that the confidence that Harrisburg finally understood that SEPTA was financial stable, that capital improvements were being made and that customer satisfaction and ridership had been increased. He stated that if they did not get the proper amount of money for mass transit, there would never have been a deal for Act 89.

Representative with Joe Casey and of everything that would live on for a

Taylor stated that it was wonderful to work he stated Joe's family should be very proud

Joe has done for SEPTA, and that his legacy long time.

Representative Taylor closed by saying that Joe gave the confidence that the organization would continue to grow, continue to flourish not only Philadelphians and Southeastern Pennsylvania, but everybody in Harrisburg would also know. He then presented Mr. Casey with a flag that was flown over the Capital in your honor.

15

Minutes of Regu1ar Board Meeting September 17, 2015

Chairman Deon then asked Vice Chairman Babcock to address the Board.

Vice Chairman Thomas E. Babcock

Mr. Babcock spoke about the time when the Board was looking for the next general manager. He said the list was narrowed to three very fine qualified law abiding candidates. He noted that the first two applicants presented very well and were exceptional people. He said during Mr. Casey's interview he was asked why did he want the job, and Mr. Casey's response was that he was not sure he did want the job.

Mr. Babcock said that many people expressed to Mr. Casey that he would be a fine general manager. He said he accompanied Mr. Casey when he accepted the award for the best transit agency, and he was proud of knowing him and having Mr. Casey as a friend.

Mr. Deon then requested Mr. Knueppel to acknowledge the remaining special guests and their gifts to Mr. Casey.

Mr. Knueppel mentioned that Caitlin Ganley, a representative from Congressman Patrick Meehan's office was present to deliver a flag of the United Stated of America that was flown over the United States Capital in honor of Joe and his 34 years of distinguished service to SEPTA.

Mr. Knueppel then acknowledged Cheryl Bullock, a representative from Senator Robert Casey's office and Kate Shramm, of Senator Patrick Toomey's office, both of whom presented Mr. Casey with an expression of thanks. He mentioned that congratulatory letters were also received from Congressman Michael Fitzpatrick and from Terese McMillan of the Federal Transportation Administration.

Mr. Knueppel requested former PennDOT Secretary Barry Schoch to come to the podium. He mentioned that Mr. Schoch was one of the chief architects of Act 89 and he also worked closely with Mr. Casey and Chairman Deon on transportation funding.

Barry Schoch

Mr. Schoch congratulated Mr. Casey and stated that the credibility of the Authority, that Representative Vereb mentioned, was a major factor in the battle to get Act 89 done. He said the credibility of SEPTA as being one of the best run transit agencies in the world not only helped secure the votes in the Caucus by getting $500 million for transit. He noted that SEPTA was not the only transit agency that received that funding. Mr. Schoch commented that across the State, he had every transit agency saluting Mr. Casey. He said without Mr. Casey's leadership, without the performance of SEPTA and all the employees and without their performance, the funding would not

16

Minutes of Regular Board Meeting September 17, 2015

have been received. He noted that funding benef i tted every single county in Pennsylvania and public transportation. Mr. Schoch noted that it was a catalyst in also getting the highway funding. He commented that it was Mr. Casey's dedication, commitment to improving public transportation and showing that it can perform that enabled us to get funding which was much needed for every transit agency in the Commonwealth of Pennsylvania.

Mr. Schoch closed by congratulating Mr. Casey on a job extremely well done and said that while Joe might be retiring, the impact of Joe Casey would live on for generations here in the Commonwealth of Pennsylvania.

Mr. Knueppel then introduced Tom Caramanica, the former Chairman of McCormick Taylor, who worked closely with Joe Casey and Secretary Schoch in securing transportation funding.

Tom Caramanica

Mr. Caramanica stated that he was presenting a jersey to Mr. Casey on behalf of the Public Board of Trustees of Drexel University. He commented that Mr. Casey had a done a great thing for the Authority, restoring honor and integrity to an organization that desperately needed it at the time you needed that work. Mr. Caramanica stated that Mr. Casey's character proved to be of the highest quality.

Mr. Knueppel then spoke on behalf of all the SEPTA employees and said that Mr. Casey really took things up a notch and treated all the employees well. He said Mr. Casey was a great boss for himself and for all employees throughout the organization. Mr. Knueppel thanked Mr. Casey for building the employees into a team, and that everyone would continue to work hard to keep the things going that Mr. Casey started.

Report of General Manager

Mr. Casey thanked the Board for the opportunity to lead the organization. He especially acknowledged the tremendous, support he received from Chairman Deon and Vice Chairman Babcock. He said it had been a great experience for him as well as my entire career.

Mr. Casey commented that there were 9, 000 employees here that deliver tremendous service to the residents of Southeastern Pennsylvania region. He said he had always been impressed with the skill and dedication of those employees. He then thanked the employees who were in attendance at the Board meeting.

Mr. Casey thanked the GM Team. He mentioned that any accolades that SEPTA received for the accomplishments were the result of a team. He said it was a pleasure working with them and he believed that great things were ahead for SEPTA.

17

Minutes of Reqular Board Meeting September 17, 2015

Mr. Casey said that when the Authority opened the new chapter of Rebuilding for the Future, he could not think of a better person to lead that effort, but Jeff Knueppel. He closed by saying that he believed that better things and better times were ahead for the Authority as we rebuild the system and better service for the customers in this region. He then thanked everyone for coming.

After a round of applause and a standing ovation, Chairman Deon thanked Mr. Casey and said that he would be missed and that his legacy would go on for a long time.

Adjournment

There being no further business to come this Regular Meeting, it was moved by Ms. Representative Evans, and unanimously adopted adjourned at 3:48 PM.

before the Board at Cutler seconded by that the meeting be

A transcript of this meeting was made by an official court reporter and is made a part of the original Minutes.

Carol R. Looby Secretary

18

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY

FINANCIAL REPORT

AUGUST 2015

For Period Ended August 29, 2015

September 11, 2015 l:7j :>:: ::r: H tt:J H 1-3

:i::-

FINANCIAL REPORT - AUGUST 2015

COMMENTARY

Summary of Financial Results and Commentary

GROUP 1 - CONSOLIDATED OPERATIONS

(1.1) Consolidating Statement of Income - (YTD) (1.2) Consolidating Statement of Revenue and Expense - (YTD) (1.3) Consolidating Statement of Income - (One Month) (1.4) Consolidating Statement of Revenue and Expense - (One Month)

GROUP 2 - CITY TRANSIT DIVISION

(2.1) Comparative Statement of Income (2.2) Detail Income Statement - (One Month) (2.3) Detail Income Statement - (YTD)

GROUP 3 - VICTORY DIVISION

(3. 1) Comparative Statement of Income (3.2) Detail Income Statement - (One Month) (3.3) Detail Income Statement - (YTD)

GROUP 4 - FRONTIER DIVISION

( 4 .1) Comparative Statement of Income (4.2) Detail Income Statement - (One Month) (4.3) Detail Income Statement - (YTD)

GROUP 5 - REGIONAL RAIL DIVISION

(5.1) Comparative Statement of Income (5.2) Detail Income Statement - (One Month) (5.3) Detail Income Statement - (YTD)

FINANCIAL REPORT - AUGUST 2015

COMMENTARY

Summary of Financial Results and Commentary

SUMMARY

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY AUGUST AND YEAR-TO-DATE RESULTS OF OPERATIONS

The following is a summary of Divisional operating results (i.e. deficit before operating subsidies) and consolidated

results after subsidies for August 2015 and the two-month period then ended. The results are compared to the Fiscal

Year 2016 budget and to the prior year results in the accompanying financial statements.

(IN THOUSANDS) DIVISION MONTH OF AUGUST TWO MONTHS ENDED AUGUST

2015 2014 2015 2014

City Transit $ (52,437) $ (51,848) $ (94,588) $ (94,817)

Victory (6,269) (6,363) (11,785) (11,372)

Frontier (2,314) (2,319) (4,335) (4,278)

Regional Rail (14,289) (12,227) (24,348) (22,204)

Total Deficit Before Subsidies (75,309) (72,757) (135,056) (132,671)

Operating Subsidies 75,293 71,121 135, 124 132,401

Surplus I (Deficit) After Subsidies (16) (1,636) 68 (270)

Unrealized Investment Gain 3 100 279 100

Surplus/ (Deficit) after Investment Gain $ (13) $ (1,536) $ 347 $ (170)

The deficit after subsidies for the month of August was $16 thousand and the cumulative surplus for the two months

was $68 thousand. Passenger revenue for the month was $908 thousand (or 2.2%) worse than budget. Passenger

revenue for the two months of Fiscal 2016 was $1.6 million (or 2.2%) worse than budget. Shared Ride Program revenue

was $63 thousand better than budget for the month of August and was $100 thousand (or 3.1 %) better than budget for

August year-to-date. Operating expenses for the month of August were $815 thousand better than budget. For the two­

month period, operating expenses were $1.7 million (or 0.8%) better than budget.

- 1 -

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY AUGUST AND YEAR-TO-DATE RESULTS OF OPERATIONS

DIVISIONAL COMMENTARY ON AUGUST AND YEAR-TO-DATE RESULTS

CITY TRANSIT DIVISION

The Division's operations for August 2015 resulted in a deficit before subsidies of $52.4 million for the month and a

year-to-date deficit before subsidies of $94.6 million, which is 1.7% worse than budget.

Passenger revenue for the month of August was $756 thousand (or 3.0%) worse than budget. For the two months

of Fiscal 2016 total passenger revenue was $1.2 million (or 2.7%) worse than budget. Shared Ride Program revenue for

August year-to-date was $100 thousand (or 3.1 %) better than budget. Operating expenses for the two-month period were

worse than budget.

For the first two months of the fiscal year, the operating surplus after subsidies was $51 thousand.

VICTORY DIVISION

The Division's operations for August resulted in a deficit before subsidies of $6.3 million bringing the cumulative

deficit before subsidies for the two months of the fiscal year to $11.8 million, which is 2.0% better than budget.

Passenger revenue for August was $32 thousand (or 1.5%) worse than budget and for the two months of Fiscal

2016 was $118 thousand (or 3.2%) worse than budget. Operating expenses for the two-month period were better than

budget.

For the first two months of the fiscal year, the operating surplus after subsidies was $7 thousand.

- 2 -

FRONTIER DIVISION

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY AUGUST AND YEAR-TO-DATE RESULTS OF OPERATIONS

Operations for the month of August resulted in a deficit before subsidies of $2.3 million bringing the cumulative

deficit before subsidies for the two months of the fiscal year to $4.3 million, which is 0.4% worse than budget.

Passenger revenue for August was $26 thousand (or 4.0%) better than budget and for the two months of Fiscal

2016 was $5 thousand (or 0.4%) worse than budget. Operating expenses for the two-month period were worse than

budget.

For the first two months of the fiscal year, the operating surplus after subsidies was $2 thousand.

REGIONAL RAIL DIVISION

Operations for the month of August resulted in a deficit before subsidies of $14.3 million bringing the cumulative

deficit before subsidies for the two-month period to $24.3 million, which is 5.7% better than budget.

August passenger revenue was $146 thousand (or 1.1 %) worse than budget and year-to-date passenger revenue

was $275 thousand (or 1.1 %) worse than budget. Operating expenses for the two-month period were better than budget.

For the first two months of the fiscal year, the operating surplus after subsidies was $8 thousand.

- 3 -

FINANCIAL REPORT-AUGUST 2015

GROUP 1 - CONSOLIDATED OPERATIONS

(1.1) Consolidating Statement of Income - (YTD) (1.2) Consolidating Statement of Revenue and Expense - (YTD) (1.3) Consolidating Statement of Income - (One Month) (1.4) Consolidating Statement of Revenue and Expense - (One Month)

OPERATING REVENUES

Passenger Revenue Other Operating Revenue

Sub-Total - Operating Revenue Shared Ride Program

TOTAL REVENUE AVAILABLE FOR OPERATIONS

OPERATING EXPENSES

DEFICIT BEFORE SUBSIDIES

OPERATING SUBSIDIES

SURPLUS AFTER SUBSIDIES

Unrealized Investment Gain/(Loss)

SURPLUS AFTER INVESTMENT GAIN/CLOSS}

Page 1.1 9/11/15

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY CONSOLIDATING STATEMENT OF INCOME

TWO MONTHS ENDED AUGUST 29, 2015

(THOUSANDS)

CITY REGIONAL TRANSIT VICTORY FRONTIER RAIL DIVISION DIVISION DIVISION DIVISION

s 42,723 s 3,612 s 1,125 s 24, 197 s 3,263 337 llB 2,022

45,9B6 3,949 1,243 26,219 3,321 - - -

49,307 3,949 1,243 26,219

143,895 15,734 5,578 50,567

(94,588) (11,785) (4,335) (24,348)

~,639 11,792 4,337 24,356

s 51 s 7 s 2 s 8 s 136 8 1 134

s 187 s 15 s 3 s 142 s

BUDGET VARIANCE TOTAL BUDGET SEPTA AMOUNT AMOUNT PERCENT

71,657 s 73,253 s (1,596) (2.18) 5,740 5,863 (123) (2.10)

77,397 79,116 (1,719) (2.17) 3,321 3,221 100 3.10

80,718 82,337 (1,619) (1. 97)

215,774 217,473 1,699 0.78

(135,056) (135, 136) 80 0.06

135,124 __ 1~5,136 (12) (0.01)

68 s - s 68

279 . 279

347 s . s 347

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY CONSOLIDATING STATEMENT OF REVENUES AND EXPENSES

TWO MONTHS ENDED AUGUST 29, 2015

(THOUSANDS)

CITY TRANSIT VICTORY FRONTIER REGIONAL RAIL DIVISION DIVISION DIVISION DIVISION TOTAL SEPTA

OPERATING REVENUES BUDGET ACTUAL BUDGET ACTUAL BUDGET ACTUAL BUDGET ACTUAL BUDGET ACTUAL -Passenger Revenue $ 43,921 $ 42,723 $ 3,730 $ 3,612 $ 1,130 $ 1,125 $ 24,472 $ 24,197 $ 73,253 $ 71,657 Shared Ride Program 3,221 3,321 - - - - - - 3,221 3,321 Investment Income 131 120 5 5 2 2 77 93 215 220 Other Income 3,108 3,143 324 332 114 116 2,102 1,929 5,648 5,520

TOTAL OPERATING REVENUE 50,381 49,307 4,059 3,949 1,246 1,243 ~651 26,219 82,337 80,718

OPERATING EXPENSES

Labor, including Paid Absences 65,672 65,411 7,054 7,097 2,848 2,942 20,936 21,027 96,510 96,477 Fringe Benefits 41,730 41,751 4,465 4,172 1,553 1,533 13,552 12,435 61,300 59,891 Material & Services 21,992 23,042 3,248 3,030 521 487 13,335 12,789 39,096 39,348 Injuries & Damages 4,464 4,464 381 381 107 107 457 457 5,409 5,409 Propulsion Power 2,350 2,067 192 143 - - 3,065 2,778 5,607 4,988 Fixed Rent 429 461 24 23 8 8 116 105 577 597 Fuel 4,610 4,587 690 855 519 493 123 89 5,942 6,024 Depreciation 2, 101 2,112 34 33 8 8 889 887 3,032 3,040

TOTAL OPERATING EXPENSES 143,348 143,895 16,088 15,734 5,564 5,578 52,473 50,567 217,473 215,774

DEFICIT BEFORE SUBSIDIES (92,967) (94,588) (12,029) (11,785) (4,318) (4,335) (25,822) (24,348) (135, 136) (135,056)

OPERATING SUBSIDIES

Federal 4,412 4,495 589 577 206 207 788 716 5,995 5,995 State 72,695 74,086 9,927 9,731 3,479 3,496 13,287 12,075 99,388 99,388 Local 10,904 11,113 1,489 1,460 522 524 1,993 1,811 14,908 14,908 Lease Cost/Debt Service 4,736 4,736 24 24 7 7 9,546 9,546 14,313 14,313 Other-Route Guarantees 220 209 - - 104 103 208 208 532 520

TOTAL SUBSIDIES 92,967 94,639 12,029 11,792 4,318 4,337 25,822 24,356 135,136 135,124 -SURPLUS AFTER SUBSIDIES $ - $ 51 $ - $ 7 $ - $ 2 $ - $ 8 - $ 68

Unrealized Investment Gain/(Loss) - 136 - 8 - 1 - 134 - 279

SURPLUS AFTER INVESTMENT GAIN/CLOSS) $ - $ 187 $ - $ 15 l - $ 3 $ - $ 142 $ - $ 347

Page 1.2 9/11/15

OPERATING REVENUES

Passenger Revenue other Operating Revenue

Sub-Total - Operating Revenue Shared Ride Program

TOTAL REVENUE AVAILABLE FOR OPERATIONS

OPERATING EXPENSES

DEFICIT BEFORE SUBSIDIES

OPERATING SUBSIDIES

DEFICIT AFTER SUBSIDIES

Unrealized Investment Gain/(Loss)

SURPLUS/CDEFICIT) AFTER INVESTMENT GAIN/LOSS

Page 1.3 9/11/15

$

$

s

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY CONSOLIDATING STATEMENT OF INCOME

ONE MONTH ENDED AUGUST 29, 2015

(THOUSANDS)

CITY REGIONAL TRANSIT VICTORY FRONTIER RAIL DIVISION DIVISION DIVISION DIVISION

24,389 $ 2,096 $ 682 $ 12,999 $ _J.632 163 58 1.116

26.021 2,259 740 14.115 1_,896 - - -

27,917 2,259 740 14, 115

80,354 8,528 3,054 28,404

(52.437) (6,269) (2,314) (14.289)

52A25 6,267 2,313 14,288

{12) s {2) s {1) s {1) s 14 1 - {12)

2 s (1) s (1) s (13) $

BUDGET VARIANCE TOTAL BUDGET SEPTA AMOUNT AMOUNT PERCENT

40,166 $ 41,074 $ (908) (2.21) 2,969 2,953 16 0.54

43,135 44,027 (892) (2.03) 1,896 1,833 63 3.44

45,031 45,860 (829) (1.81)

120,340 121,155 815 0.67

(75,309) (75,295) (14) (0.02)

75,293 75,295 (2) (0.00)

{16) $ - s (16)

3 - 3

(13) s - s (13)

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY CONSOLIDATING STATEMENT OF REVENUES AND EXPENSES

ONE MONTH ENDED AUGUST 29, 2015

(THOUSANDS)

CITY TRANSIT VICTORY FRONTIER REGIONAL RAIL DIVISION DIVISION DIVISION DIVISION TOTAL SEPTA

OPERATING REVENUES BUDGET ACTUAL BUDGET ACTUAL BUDGET ACTUAL BUDGET ACTUAL BUDGET ACTUAL -Passenger Revenue s 25,145 s 24,389 s 2,128 2,096 656 s 682 s 13,145 s 12,999 s 41,074 s 40,166 Shared Ride Program 1,833 1,896 - - - - - - 1,833 1,896 Investment Income 71 73 3 3 1 1 42 57 117 134 Other Income 1,562 1,559 162 160 57 57 1,055 1,059 2,836 __ 2,835

TOTAL OPERATING REVENUE 28,611 27,917 2,293 2,259 714 740 14,242 14,115 45,860 ~031

OPERATING EXPENSES

Labor, including Paid Absences 38,035 37,722 3,821 4,053 1,557 1,705 12,167 12, 176 55,580 55,656 Fringe Beneflts 21,951 21,862 2,331 1,961 798 747 7,955 7,195 33,035 31,765 Material & Services 12,382 13,328 1,836 1,716 297 255 6,990 6,963 21,505 22,262 Injuries & Damages 2,475 2,475 210 210 58 58 250 250 2,993 2,993 Propulsion Power 1, 160 993 95 68 - - 1,525 1,268 2,780 2,329 Fixed Rent 214 238 12 10 4 3 58 48 288 299 Fuel 2,682 2,680 404 493 303 282 68 59 3,457 3,514 Depreciation 1,051 1,056 17 17 4 4 445 445 1,517 1,522 TOTAL OPERATING EXPENSES 79,950 80,354 8,726 8,528 3,021 3,054 29.458 28,404 121,155 120,340

DEFICIT BEFORE SUBSIDIES (51,339) (52,437) (6,433) (6,269) (2,307) (2,314) (15,216) (14,289) (75,295) (75,309)

OPERATING SUBSIDIES

Federal 2,436 2,490 315 306 110 110 480 435 3,341 3,341 State 40,134 41,032 5,309 5,172 1,862 1,868 8,098 7,331 55,403 55,403 Local 6,020 6,155 796 776 279 280 1,215 1,099 8,310 8,310 Lease Cost/Debt Service 2,639 2,639 13 13 4 4 5,319 5,319 7,975 7,975 other-Route Guarantees 110 109 - - 52 51 104 104 266 264 TOTAL SUBSIDIES 51,339 52,425 6,433 6,267 2,307 2,313 15,216 14,288 75,295 75,293 -

DEFICIT AFTER SUBSIDIES s - s (12) s - s {2) s - s {1) s - s {1) s - s {16)

Unrealized Investment Gain/(Loss) - 14 - 1 - - - {12) - 3

SURPLUS/CDEFICITl AFTER INVESTMENT GAIN/LOSS s - s 2 s - l {1) s - s {1) s - s {13) s - s (13)

Page 1.4 9/11/15

FINANCIAL REPORT -AUGUST 2015

GROUP 2 - CITY TRANSIT DIVISION

(2.1) Comparative Statement of Income (2.2) Detail Income Statement - (One Month) (2.3) Detail Income Statement - (YTD)

BUDGET

AMOUNT

$ 25,145

$

1,633

26,778

1,833

28,611

79,950

(51,339)

51,339

6,139

601

16,615

77

Page 2.1 9/11/2015

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY CITY TRANSIT DIVISION

COMPARATIVE STATEMENT OF INCOME PERIOD ENDED AUGUST 29. 2015

(THOUSANDS)

ONE MONTH ENDED AUGUST 29, 2015

THIS YEAR LAST YEAR

ACTUAL

AMOUNT

$ 24,389

$

1,632

26,021

1,896

27,917

80,354

(52,437)

52,425

(12)

14

2

6,031

485

16,099

66

---ACTUAL

BETTER/

(WORSE)

BUDGET%

(3.01)

(0.06)

(2.83)

3.44

(2.43)

(0.51)

(214)

2.12

(1.76)

(19 30)

(3.11)

(14.29)

ACTUAL

AMOUNT

$ 25,018

$

1,531

26,549

1,904

28,453

80,301

(51,848)

50,608

(1,240)

52

(1,188)

6,007

538

16,386

79

ACTUAL

BETTER/

(WORSE)

LAST YEAR%

OPERATING REVENUES

(2.51) Passenger Revenue

6.60 Other Operating Revenue

(1.99) Sub-Total - Operating Revenue

(0.42) Shared Ride Program

(1.88) TOTAL REVENUE AVAILABLE FOR OPERATIONS

(0.07) OPERATING EXPENSES

(1.14) DEFICIT BEFORE SUBSIDIES

3.59 OPERATING SUBSIDIES

SURPLUS/(DEFICIT) AFTER SUBSIDIES

Unrealized Investment Gain/(Loss)

SURPLUS/(DEFICIT) AFTER INVESTMENT GAIN/(LOSS)

0.40 TOTAL VEHICLE MILES

(9.85) SHARED RIDE PROGRAM IN ABOVE

(1 75) REVENUE PASSENGER JOURNEYS

(16.46) SHARED RIDE PROGRAM IN ABOVE

$

$

BUDGET

AMOUNT

43,921

3,239

47,160

3,221

50,381

143,348

(92,967)

92,967

10,528

1,030

28,488

133

TWO MONTH ENDED AUGUST 29, 2015

THIS YEAR

ACTUAL

AMOUNT

$

-$

42,723

3,263

45,986

3,321

49,307

143,895

(94,588)

94,639

51

136

187

10,429

873

27,793

118

ACTUAL

BETTER/

(WORSE)

BUDGET%

(2.73)

0.74

(2.49)

3.10

(2.13)

(0.38)

(1.74)

1.80

(0.94)

(15.24)

(2.44)

(11.28)

LAST YEAR

ACTUAL

AMOUNT

$

$

44,079

3,127

47,206

3,373

50,579

145,396

(94,817)

94,614

(203)

52

(151)

10,424

941

28,566

137

ACTUAL

BETTER/

(WORSE)

LAST YEAR%

(3.08)

4.35

(258)

(1.54)

(2.51)

1.03

0.24

0.03

0.05

(7.23)

(2.71)

(13.87)

$

$

LAST YEAR AMOUNT

25,018 80

~ 26,549

1,904 28,453

58,817 12,681 2,991 1,072

144 3,564 1,032

80,301

(51,848)

2,460 39,519

5,928 2,596

105 50,608

(1,2iQ)_

52

(1, 188)

Page 2.2 9/11/2015

$

$

THIS YEAR ACTUAL BETTER (WORSE) LAST YEAR AMOUNT %

(629) (2.51) (7) (8.75)

108 7.44 (528) (1.99)

(8) (0.42) (536) (1.88)

(767) (1.30) (647) (5.10) 516 17.25

79 7.37 (94) (65.28) 884 24.80 (24) (2.33) (53) (0.07)

(589) (1.14)

30 1.22 1,513 3.83

227 3.83 43 1.66

4 3.81 1,817 3.59

1,228 99.03

@)_

1, 190

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY CITY TRANSIT DIVISION

DETAIL INCOME STATEMENT ONE MONTH ENDED AUGUST 29, 2015

(THOUSANDS)

THIS YEAR THIS YEAR ACTUAL BUDGET ACTUAL BETTER (WORSE) BUDGET AMOUNT AMOUNT AMOUNT %

OPERATING REVENUES Passenger Revenue $ 25, 145 $ 24,389 $ (756) (3.01) Investment Income 71 73 2 2.82 Other Income 1,562 1,559 (3) (0.19)

SUB-TOTAL 26,778 26,021 (757) (2.83) Shared Ride Program 1,833 1,896 63 3.44

TOTAL REVENUE AVAILABLE FOR OPERATIONS 28,611 27,917 (694) (2.43)

OPERATING EXPENSES Labor & Fringe Benefits 59,986 59,584 402 0.67 Material & Services 12,382 13,328 (946) (7.64) Injuries & Damages 2,475 2,475 Propulsion Power 1, 160 993 167 14.40 Fixed Rent 214 238 (24) (11.21) Fuel 2,682 2,680 2 0.07 Depreciation 1,051 1,056 (5) (0.48)

TOTAL OPERATING EXPENSES 79,950 80,354 (404) (0.51)

DEFICIT BEFORE SUBSIDIES (51,339) (52,437) (1,098) (2.14)

OPERATING SUBSIDIES Federal 2,436 2,490 54 2.22 State 40, 134 41,032 898 2.24 Local 6,020 6,155 135 2.24 Lease CosUDebt Service 2,639 2,639 Other - Route Guarantees 110 109 (1) (0.91)

TOTAL OPERATING SUBSIDIES 51,339 52,425 __ 1,086 2.12

SURPLUS/(DEFICIT) AFTER SUBSIDIES (12) (12)

Unrealized Investment Gain/(Loss) 14 14

SURPLUS/(DEFICIT) After Investment Gain/(Loss) $ __ ___-_ $ __ _£ $ 2

$

$

LAST YEAR AMOUNT

44,079 143

2,984 47,206

3,373 50,579

106,643 22,652

5,386 2,172

317 6,161 2,065

145,396

(94,817)

4,599 73,877 11,082 4,832

224 94,614

(203)

52

(151)

Page 2.3 9/11/2015

$

$

THIS YEAR ACTUAL BETTER (WORSE) LAST YEAR AMOUNT %

(1,356) (3.08) (23) (16.08) 159 5.33

(1,220) (2.58) (52) (1.54)

(1,272) (2.51)

(519) (0.49) (390) (1.72) 922 17.12 105 4.83

(144) (45.43) 1,574 25.55

(47) (2.28) 1,501 1.03

229 0.24

(104) (2.26) 209 0.28

31 0.28 (96) (1.99) (15) (6 70) 25 0.03

254

84

;338_

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY CITY TRANSIT DIVISION

DETAIL INCOME STATEMENT TWO MONTH ENDED AUGUST 29, 2015

(THOUSANDS)

THIS YEAR THIS YEAR ACTUAL BUDGET ACTUAL BETTER(WORSE)BUDGET AMOUNT AMOUNT AMOUNT %

OPERATING REVENUES Passenger Revenue $ 43,921 $ 42,723 $ (1,198) (2.73) Investment Income 131 120 (11) (8.40) Other Income 3, 108 3,143 35 1.13

SUB-TOTAL 47,160 45,986 (1,174) (2.49) Shared Ride Program 3,221 3,321 100 3.10

TOTAL REVENUE AVAILABLE FOR OPERATIONS 50,381 49,307 (1,074) (2.13)

OPERATING EXPENSES Labor & Fringe Benefits 107,402 107, 162 240 0.22 Material & Services 21,992 23,042 (1,050) (4.77) Injuries & Damages 4,464 4,464 Propulsion Power 2,350 2,067 283 12.04 Fixed Rent 429 461 (32) (7.46) Fuel 4,610 4,587 23 0.50 Depreciation 2,101 2, 112 (11) (0.52)

TOTAL OPERATING EXPENSES 143,348 143,895 (547) \0.38)

DEFICIT BEFORE SUBSIDIES (92,967) (94,588) (1,621) (1.74)

OPERATING SUBSIDIES Federal 4,412 4,495 83 1.88 State 72,695 74,086 1,391 1.91 Local 10,904 11,113 209 1.92 Lease CosUDebt Service 4,736 4,736 Other - Route Guarantees 220 209 (11) (5.00)

TOTAL OPERATING SUBSIDIES 92,967 94,639 1,672 1.80

SURPLUS/(DEFICIT) AFTER SUBSIDIES 51 51

Unrealized Investment Gain/(Loss) 136 136

SURPLUS/(DEFICIT) After Investment Gain/(Loss) $ ----··- $ _187_ $ 187

FINANCIAL REPORT -AUGUST 2015

GROUP 3 - VICTORY DIVISION

(3.1) Comparative Statement of Income (3.2) Detail Income Statement - (One Month) (3.3) Detail Income Statement - (YTD)

BUDGET

AMOUNT

$

$

2,128

165

--2,293

8,726

(6,433)

6,433

1,108

1,253

Page 3.1 9/11/2015

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY VICTORY DIVISION

COMPARATIVE STATEMENT OF INCOME PERIOD ENDED AUGUST 29. 2015

(THOUSANDS)

ONE MONTH ENDED AUGUST 29, 2015

THIS YEAR LAST YEAR ---

ACTUAL ACTUAL

BETTER/ BETTER/

ACTUAL (WORSE) ACTUAL (WORSE) BUDGET

AMOUNT BUDGET% AMOUNT LAST YEAR% AMOUNT

OPERATING REVENUES

$ 2,096 (1.50) $ 2,186 (4.12) Passenger Revenue $ 3,730

163 (1.21) 167 (2.40) Other Operating Revenue 329

2,259 (1.48) 2,353 (3.99) TOTAL REVENUE AVAILABLE FOR OPERATIONS 4,059

8,528 2.27 8,716 2.16 OPERA TING EXPENSES 16,088

(6,269) 2.55 (6,363) 1.48 DEFICIT BEFORE SUBSIDIES (12,029)

6,267 (2.58) 6,209 0.93 OPERATING SUBSIDIES 12,029

(2) (154) SURPLUS/(DEFICIT) AFTER SUBSIDIES

5 Unrealized Investment Gain/(Loss)

$ (1) $ (149) SURPLUS/(DEFICIT) AFTER INVESTMENT GAIN/(LOSS) $

1,006 (9.21) 1,069 (5.89) TOTAL VEHICLE MILES 1,898

1,274 1.68 1,293 (1.47) REVENUE PASSENGER JOURNEYS 2,161

TWO MONTHS ENDED AUGUST 29, 2015

THIS YEAR LAST YEAR

ACTUAL ACTUAL

BETTER/ BETTER/

ACTUAL (WORSE) ACTUAL (WORSE)

AMOUNT BUDGET% AMOUNT LAST YEAR%

$ 3,612 (3.16) $ 3,794 (4.80)

337 2.43 339 (0 59)

3,949 (2.71) 4,133 (4.45)

15,734 2.20 15,505 (1.48)

(11,785) 2.03 (11,372) (3.63)

11,792 (1.97) 11,346 3.93

7 (26)

8 5

$ 15 $ (21)

1,752 (7.69) 1,843 (4.94)

2,182 0.97 2,249 (2.98)

$

$

LAST YEAR AMOUNT

2,186 3

164 2,353

6,082 1,747

258 89

9 516

15 8,716

(6,363)

318 5,112

767 12

6,209

(154L

5

(149)

Page 3.2 9/11/2015

$

$

THIS YEAR ACTUAL BETTER (WORSE) LAST YEAR

AMOUNT %

(90) (4.12)

(4) (2.44) (94) (3.99)

68 1.12 31 1.77 48 18.60 21 23.60 (1) (11.11) 23 4.46 (2) (13.33)

188 2.16

94 1.48

(12) (3.77) 60 1.17

9 1.17 1 8.33

58 0.93

152 98.70

(4)

148

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY VICTORY DIVISION

DETAIL INCOME STATEMENT ONE MONTH ENDED AUGUST 29. 2015

(THOUSANDS)

THIS YEAR THIS YEAR ACTUAL

BUDGET ACTUAL BETTER (WORSE) BUDGET AMOUNT AMOUNT AMOUNT %

OPERATING REVENUES Passenger Revenue $ 2,128 $ 2,096 $ (32) (1.50) Investment Income 3 3 Other Income 162 160 (2) (1.23)

TOTAL REVENUE AVAILABLE FOR OPERATIONS 2,293 2,259 (34) (1.48)

OPERATING EXPENSES Labor & Fringe Benefits 6,152 6,014 138 2.24 Material & Services 1,836 1,716 120 6.54 Injuries & Damages 210 210 Propulsion Power 95 68 27 28.42 Fixed Rent 12 10 2 16.67 Fuel 404 493 (89) (22.03) Depreciation 17 17

TOTAL OPERATING EXPENSES 8,726 8,528 198 2.27

DEFICIT BEFORE SUBSIDIES (6,433) (6,269) 164 2.55

OPERATING SUBSIDIES Federal 315 306 (9) (2.86) State 5,309 5,172 (137) (2.58) Local 796 776 (20) (2.51) Lease Cost/Debt Service 13 13 Other - Route Guarantees

TOTAL OPERATING SUBSIDIES 6,433 6,267 (166) (2.58)

SURPLUS/(DEFICIT) AFTER SUBSIDIES (2) (2)

Unrealized Investment Gain/(Loss)

SURPLUS/(DEFICIT) AFTER INVESTMENT GAIN/(LOSS) $ $ (1) $ (1)

$

$

LAST YEAR AMOUNT

3,794 5

334 4,133

10,991 2,911

466 190

17 899

31 15,505

(11,372)

581 9,341 1,401

23

11,346

(26)

5

_ (21)

Page 3.3 9/11/2015

$

$

THIS YEAR ACTUAL BEITER (WORSE) LAST YEAR AMOUNT %

(182) (4.80)

(2) (0.60) DJW_ (4.45)

(278) (2.53) (119) (4.09)

85 18.24 47 24.74 (6) (35.29)

44 4.89 (2) (6.45)

(229) (1.48)

(413) (3.63)

(4) (0.69) 390 4.18 59 4.21

1 4.35

446 3.93

33

3

36

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY VICTORY DIVISION

DETAIL INCOME STATEMENT TWO MONTHS ENDED AUGUST 29, 2015

(THOUSANDS)

THIS YEAR THIS YEAR ACTUAL BUDGET ACTUAL BETTER(WORSE)BUDGET AMOUNT AMOUNT AMOUNT %

OPERATING REVENUES Passenger Revenue $ 3,730 $ 3,612 $ (118) (3.16) Investment Income 5 5 Other Income 324 332 8 2.47

TOTAL REVENUE AVAILABLE FOR OPERATIONS 4,059 3,949 (110) (2.71)

OPERATING EXPENSES Labor & Fringe Benefits 11,519 11,269 250 2.17 Material & Services 3,248 3,030 218 6.71 Injuries & Damages 381 381 Propulsion Power 192 143 49 25.52 Fixed Rent 24 23 1 4.17 Fuel 690 855 (165) (23.91) Depreciation 34 33 1 2.94

TOTAL OPERATING EXPENSES 16,088 15,734 354 2.20

DEFICIT BEFORE SUBSIDIES (12,029) (11,785) 244 2.03

OPERATING SUBSIDIES Federal 589 577 (12) (2.04) State 9,927 9,731 (196) (1.97) Local 1,489 1,460 (29) (1.95) Lease Cost/Debt Service 24 24 Other - Route Guarantees

TOTAL OPERATING SUBSIDIES 12,029 11,792 (237) (1.97)

SURPLUS/(DEFICIT) AFTER SUBSIDIES 7 7

Unrealized Investment Gain/(Loss) 8 8

SURPLUS/(DEFICIT) AFTER INVESTMENT GAIN/(LOSS) $ _ $ __ 15_ $ 15

FINANCIAL REPORT-AUGUST 2015

GROUP 4 - FRONTIER DIVISION

(4.1) Comparative Statement of Income (4.2) Detail Income Statement - (One Month) (4.3) Detail Income Statement - (YTD)

BUDGET AMOUNT

$

$

656 58

714

3,021 (2,307)

2,307

--

513

348

Page 4.1 9/11/2015

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY FRONTIER DIVISION

COMPARATIVE STATEMENT OF INCOME PERIOD ENDED AUGUST 29. 2015

(THOUSANDS)

ONE MONTH ENDED AUGUST 29, 2015

THIS YEAR LAST YEAR ---

ACTUAL ACTUAL BETTER/ BETTER/

ACTUAL (WORSE) ACTUAL (WORSE) BUDGET AMOUNT BUDGET% AMOUNT LAST YEAR% AMOUNT

OPERATING REVENUES $ 682 3.96 $ 640 6.56 Passenger Revenue $ 1,130

58 0.00 58 Other Operating Revenue 116

740 3.64 698 6.02 TOTAL REVENUE AVAILABLE FOR OPERATIONS 1,246

3,054 (1.09) 3,017 (1.23) OPERATING EXPENSES 5,564 (2,314) (0.30) (2,319) 0.22 DEFICIT BEFORE SUBSIDIES (4,318)

2,3~ 0.26 2,261 2.30 OPERATING SUBSIDIES 4,318

(1) (58) SURPLUS/(DEFICIT) AFTER SUBSIDIES

2 Unrealized Investment Gain/(Loss)

$ (1) $ (56) SURPLUS/(DEFICIT) AFTER INVESTMENT GAIN/(LOSS) $

517 0.78 512 0.98 TOTAL VEHICLE MILES 877

363 4.31 346 4.91 REVENUE PASSENGER JOURNEYS 597

TWO MONTHS ENDED AUGUST 29, 2015

THIS YEAR LAST YEAR

ACTUAL ACTUAL BETTER/ BETTER/

ACTUAL (WORSE) ACTUAL (WORSE) AMOUNT BUDGET% AMOUNT LAST YEAR%

$ 1, 125 (0.44) $ 1,096 2.65 118 1.72 119 (0.84)

1,243 (0 24) 1,215 2.30

5,578 (0.25) 5,493 (1.55)

(4,335) (0.39) (4,278) (1.33)

__ 4_,337 0.44 4,269 1.59

2 (9)

1 2

$ 3 $ (7)

883 0.68 896 (1.45)

600 0.50 587 2.21

$

$

LAST YEAR AMOUNT

640 1

57 698

2,304 288

73 3

345 4

3,017

(2,319)

114 1,821

273 4

49 2,261

(58)

2

(56)

Page 4.2 9/11/2015

$

$

THIS YEAR ACTUAL BEITER (WORSE) LAST YEAR AMOUNT %

42 6.56

42 6.02

(148) (6.42) 33 11.46 15 20.55

63 18.26

QZl_ (1.23)

5 0.22

(4) (3.51) 47 2.58

7 2.56

2 4.08 52 2.30

57 98.28

(2)

55

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY FRONTIER DIVISION

DETAIL INCOME STATEMENT ONE MONTH ENDED AUGUST 29, 2015

(THOUSANDS)

THIS YEAR THIS YEAR ACTUAL BUDGET ACTUAL BEITER (WORSE) BUDGET AMOUNT AMOUNT AMOUNT %

OPERATING REVENUES Passenger Revenue $ 656 $ 682 $ 26 3.96 Investment Income 1 1 Other Income 57 57

TOTAL REVENUE AVAILABLE FOR OPERATIONS 714 740 26 3.64

OPERATING EXPENSES Labor & Fringe Benefits 2,355 2,452 (97) (4.12) Material & Services 297 255 42 14.14 Injuries & Damages 58 58 Fixed Rent 4 3 1 25.00 Fuel 303 282 21 6.93 Depreciation 4 4

-

TOTAL OPERATING EXPENSES 3,021 3,054 (33) (1.09)

DEFICIT BEFORE SUBSIDIES (2,307) (2,314) (7) (0.30)

OPERATING SUBSIDIES Federal 110 110 State 1,862 1,868 6 0.32 Local 279 280 1 0.36 Lease Cost/Debt Service 4 4 Other - Route Guarantees 52 51 (1) (1.92)

TOTAL OPERATING SUBSIDIES 2,307 2,313 6 0.26

SURPLUS/(DEFICIT) AFTER SUBSIDIES (1) (1)

Unrealized Investment Gain/(Loss)

SURPLUS/(DEFICIT) AFTER INVESTMENT GAIN/(LOSS) $ $ (1) $ (1)

$

$

LAST YEAR AMOUNT

1,096 2

117 1,215

4,200 531 134

6 614

8 5,493

(4,278)

214 3,435

515 7

98 4,269

(gi_

2

(7)

Page 4.3 9/11/2015

$

$

THIS YEAR ACTUAL BETTER (WORSE) LAST YEAR AMOUNT %

29 2.65

(1) (0.85) 28 2.30

(275) (6.55) 44 8.29 27 20.15 (2) (33.33)

121 19.71

~ (1.55)

(57) ~

(7) (3.27) 61 1.78

9 1.75

5 5.10 68 1.59

11

(1)

10

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY FRONTIER DIVISION

DETAIL INCOME STATEMENT TWO MONTHS ENDED AUGUST 29, 2015

(THOUSANDS)

THIS YEAR THIS YEAR ACTUAL BUDGET ACTUAL BETTER (WORSE) BUDGET AMOUNT AMOUNT AMOUNT %

OPERATING REVENUES Passenger Revenue $ 1,130 $ 1,125 $ (5) (0.44) Investment Income 2 2 Other Income 114 116 2 1.75

TOTAL REVENUE AVAILABLE FOR OPERATIONS 1,246 1,243 (3) (0.24)

OPERATING EXPENSES Labor & Fringe Benefits 4,401 4,475 (74) (1.68) Material & Services 521 487 34 6.53 Injuries & Damages 107 107 Fixed Rent 8 8 Fuel 519 493 26 5.01 Depreciation 8 8

TOTAL OPERATING EXPENSES 5,564 5,578 (14) (0.25)

DEFICIT BEFORE SUBSIDIES (4,318) (4,335) (17) (0.39)

OPERATING SUBSIDIES Federal 206 207 1 0.49 State 3,479 3,496 17 0.49 Local 522 524 2 0.38 Lease CosUDebt Service 7 7 Other - Route Guarantees 104 103 (1) (0.96)

TOTAL OPERATING SUBSIDIES 4,318 __ 4,337 19 0.44

SURPLUS/(DEFICIT) AFTER SUBSIDIES 2 2

Unrealized Investment Gain/(Loss)

SURPLUS/(DEFICIT) AFTER INVESTMENT GAIN/(LOSS) $ $ 3 $ 3

FINANCIAL REPORT - AUGUST 2015

GROUP 5 - REGIONAL RAIL DIVISION

(5.1) Comparative Statement of Income (5.2) Detail Income Statement - (One Month) (5.3) Detail Income Statement - (YTD)

BUDGET

AMOUNT

$

$

--

13,145

1,097

14,242

29,458

(15,216)

15,216

2,021

3,435

Page 5.1 9/11/2015

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY REGIONAL RAIL DIVISION

COMPARATIVE STATEMENT OF INCOME PERIOD ENDED AUGUST 29, 2015

(THOUSANDS)

ONE MONTH ENDED AUGUST 29, 2015

THIS YEAR LAST YEAR

ACTUAL ACTUAL

BEITER/ BEITER/

ACTUAL (WORSE) ACTUAL (WORSE) BUDGET

AMOUNT BUDGET% AMOUNT LAST YEAR% AMOUNT

OPERATING REVENUES

$ 12,999 (1.11) $ 13,109 (0.84) Passenger Revenue $ 24,472

1,116 1.73 1,187 (5.98) Other Operating Revenue 2,179

14,115 (0.89) 14,296 (1.27) TOTAL REVENUE AVAILABLE FOR OPERATIONS 26,651

28,404 3.58 26,523 (7.09) OPERATING EXPENSES 52,473

(14,289) 6 09 (12,227) (16.86) DEFICIT BEFORE SUBSIDIES (25,822)

14,288 (6.10) 12,043 18.64 OPERATING SUBSIDIES 25,822

i.!2- (184) SURPLUS/(DEFICIT) AFTER SUBSIDIES

~ 41 Unrealized Investment Gain/(Loss)

-$ (13) $ (143) SURPLUS/(DEFICIT) AFTER INVESTMENT GAIN/(LOSS) $

1,996 (1.24) 2,001 (0.25) TOTAL VEHICLE MILES 3,467

3,337 (2.85) 3,343 (0.18) REVENUE PASSENGER JOURNEYS 6,131

TWO MONTHS ENDED AUGUST 29, 2015

THIS YEAR LAST YEAR

ACTUAL ACTUAL

BEITER/ BEITER/

ACTUAL (WORSE) ACTUAL (WORSE)

AMOUNT BUDGET% AMOUNT LAST YEAR%

$ 24,197 (1.12) $ 24,307 (0,45)

2,022 (7.21) 2,244 (9 89)

26,219 (1.62) 26,551 (1.25)

50,567 3.63 48,755 (3.72)

(24,348) 5.71 (22,204) (9.66)

24,356 (5.68) 22,172 9.85

8 (32)

134 41

$ 142 $ 9

3,455 (0.35) 3,439 0,47

6,036 (1.55) 6,018 0.30

$

$

LAST YEAR AMOUNT

13,109 49

~ 14,296

17,321 7,015

355 1,284

42 71

435 26,523

(12,227)

378 6,083

912 4,591

79 12,043

(184)

41

(143)

Page 5.2 9/11/2015

$

$

THIS YEAR ACTUAL BETTER (WORSE) LAST YEAR

AMOUNT %

(110) (0.84) 8 16.33

(79) (6.94) (181) (1.27)

(2,050) (11.84) 52 0.74

105 29.58 16 1.25 (6) (14.29) 12 16.90

(10) (2.30) (1,881) (7.09)

(2,062) (16.86)

57 15.08 1,248 20.52

187 20.50 728 15.86 25 31.65

2,245 18.64

183 99.46

(53)

130

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY REGIONAL RAIL DIVISION

DETAIL INCOME STATEMENT ONE MONTH ENDED AUGUST 29, 2015

(THOUSANDS)

THIS YEAR THIS YEAR ACTUAL BUDGET ACTUAL BETTER (WORSE) BUDGET AMOUNT AMOUNT AMOUNT %

OPERATING REVENUES Passenger Revenue $ 13, 145 $ 12,999 $ (146) (1.11) Investment Income 42 57 15 35.71 Other Income 1,055 1,059 4 0.38

TOTAL REVENUE AVAILABLE FOR OPERATIONS 14,242 14,115 (127) (0.89)

OPERATING EXPENSES Labor & Fringe Benefits 20, 122 19,371 751 3.73 Material & Services 6,990 6,963 27 0.39 Injuries & Damages 250 250 Propulsion Power 1,525 1,268 257 16.85 Fixed Rent 58 48 10 17.24 Fuel 68 59 9 13.24 Depreciation 445 445

TOTAL OPERATING EXPENSES 29,458 28,404 __ 1,054 3.58

DEFICIT BEFORE SUBSIDIES (15,216) (14,289) 927 6.09

OPERATING SUBSIDIES Federal 480 435 (45) (9.38) State 8,098 7,331 (767) (9.47) Local 1,215 1,099 (116) (9.55) Lease Cost/Debt Service 5,319 5,319 Other - Route Guarantees 104 104

TOTAL OPERATING SUBSIDIES 15,216 14,288 (928) (6.10)

SURPLUS/(DEFICIT) AFTER SUBSIDIES (1) (1)

Unrealized Investment Gain/(Loss) (12) __ (12)

SURPLUS/(DEFICIT) AFTER INVESTMENT GAIN/(LOSS) $ $ (13) $ (13)

$

$

LAST YEAR AMOUNT

24,307 76

~ 26,551

30,980 13,219

645 2,838

82 122 869

48,755

(22,204)

691 11, 113

1,667 8,543

158 22, 172

(32)

41

9

Page 5.3 9/11 /2015

$

$

THIS YEAR ACTUAL BETIER (WORSE) LAST YEAR AMOUNT %

(110) (0.45) 17 22.37

(239) (11.02) (332) (1.25)

(2,482) (8.01) 430 3.25 188 29.15

60 2.11 (23) (28.05) 33 27.05

(18) (2.07) (1,812) (3.72)

(2,144) (9.66)

25 3.62 962 8.66 144 8.64

1,003 11.74 50 31.65

2,184 9.85

40

93

133

SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORITY REGIONAL RAIL DIVISION

DETAIL INCOME STATEMENT TWO MONTHS ENDED AUGUST 29, 2015

(THOUSANDS)

THIS YEAR THIS YEAR ACTUAL

BUDGET ACTUAL BETIER (WORSE) BUDGET

AMOUNT AMOUNT AMOUNT %

OPERATING REVENUES Passenger Revenue $ 24,472 $ 24,197 $ (275) (1.12) Investment Income 77 93 16 20.78 Other Income 2,102 1,929 (173) (8.23)

TOTAL REVENUE AVAILABLE FOR OPERATIONS 26,651 26,219 (432) (1.62)

OPERATING EXPENSES Labor & Fringe Benefits 34,488 33,462 1,026 2.97 Material & Services 13,335 12,789 546 4.09

Injuries & Damages 457 457 Propulsion Power 3,065 2,778 287 9.36 Fixed Rent 116 105 11 9.48

Fuel 123 89 34 27.64 Depreciation 889 887 2 0.22

TOTAL OPERATING EXPENSES 52,473 50,567 1,906 3.63

DEFICIT BEFORE SUBSIDIES (25,822) (24,348) 1,474 5.71

OPERATING SUBSIDIES Federal 788 716 (72) (9.14)

State 13,287 12,075 (1,212) (9.12) Local 1,993 1,811 (182) (9.13)

Lease Cost/Debt Service 9,546 9,546 Other - Route Guarantees 208 208

TOTAL OPERATING SUBSIDIES 25,822 24,356 (1,466) (5.68)

SURPLUS/(DEFICIT) AFTER SUBSIDIES 8 8

Unrealized Investment Gain/(Loss) 134 134

SURPLUS/(DEFICIT) AFTER INVESTMENT GAIN/(LOSS) $ $ 142 $ 142