May 17, 2022 Minutes

Upper Thompson Sanitation District
Regular Meeting of the Board of Directors
District Administrative Office Conference Room

Pursuant to C.R.S., §32-1-903, notice is hereby given to the members of the Upper Thompson Sanitation District Board of Directors and to the general public that the Board will hold its regular meeting, which is open to the public, at 4:00 p.m. on Tuesday, May 17, 2022, at the Upper Thompson Sanitation District Administrative Office, 2196 Mall Road, Estes Park, CO, 80517. Individuals who wish to address the Board via public participation may do so “in-person,” via telephone, or virtually through online participation, facilitated by the Microsoft Teams platform. Members of the public wishing to join the meeting via online or telephone participation, please email a request for the meeting link or telephone number to Ms. Gina Moore, Secretary to the Board, at gina@utsd.org by 2:00 p.m. on May 17, 2022.

Revised Agenda

1. Call to Order. 
2. Pledge of Allegiance. 
3. Roll Call, Absences Excused. 
4. Oaths of Office - Director Bosch and Director Reed. 
5. Recess to File Oaths of Office with the Larimer County Clerk of Court. 
6. Election of Officers. 
7. Next Meeting Date - Regular Board Meeting, Tuesday, June 21, 2022. 
8. Agenda: Correction and Approval. 
9. Disclosure of Potential Conflicts of Interest. 

10. Public Forum: An opportunity for presentation by the public to provide information to the Board of Directors on any non-agenda item. Note: The Board cannot take any action on non-agenda items but may direct staff to include the item on a future agenda. 

    Public Comment on Agenda Items: Public comments will be heard by the Board at the conclusion of the presentation of the agenda item. Persons addressing the Board shall first be recognized by the District Manager or Board Chairman and may speak only one time per agenda item. Speakers shall state their name and address for the official minutes, address comments to the Board as a Body, and shall be allotted three (3) minutes for public comment. 

11. Minutes: Correction and Approval: Regular Board Meeting, April 19, 2022. 
12. New Business and Special Orders: 
    1. Market Update, Public Market Bond Financing, Introduction to Municipal Bonds, Environmental, Social and Governance (ESG) Overview – presented by Mr. Ryan Poulsen, Director, Public Finance, Wells Fargo Corporate & Investment Banking. 
    2. Update: Phase II - Design of the New Water Reclamation Facility, Lift Station, and Interceptor Improvements Project –presented by Mr. Ravel, P.E., Water/Wastewater Project Manager, Merrick & Company. 
    3. Board Discussion: Appointment of Board Director. 
13. Reports of Officers, Committees, and Staff: Questions, Comments, Correction and Approval: 
    1. Treasurer’s Report. 
    2. Plant Report. 
    3. System Development Fee Allocation and Connection Report. 
    4. Collection System Report. 
    5. Assistant District Manager’s Report. 
    6. District Manager’s Report.
14. Executive Session: §24-6-402(4)(g), C.R.S., Consideration of any documents protected by the mandatory nondisclosure provisions of the Open Records Act regarding communication from a former Upper Thompson Sanitation District employee. 
15. Executive Session: §24-6-402(4)(a), C.R.S., Concerning the purchase, acquisition, lease, transfer, or sale of any real, personal, or other property interest; and §24-6-402(4)(e), C.R.S., Determining positions relative to matters that may be subject to negotiations, developing strategy for negotiations, and instructing negotiators related to property acquisition for a proposed new lift station. 
16. Executive Session: §24-6-402(4)(e), C.R.S. for the purpose of determining positions relative to matters that may be subject to negotiations, developing strategy for negotiations, and instructing negotiators regarding consideration of Upper Thompson Sanitation District’s employment compensation package. 
17. Adjournment.

Upper Thompson Sanitation District (District) prohibits discrimination against its customers, employees, and applicants for employment on the basis of disability, race, creed, color, religion, sex, sexual orientation, gender identity, gender expression, marital status, familial status, national origin, or ancestry, and in employment or in any program or activity conducted by the District. The District will make reasonable accommodations for qualified individuals with known disabilities. If any person has a disability and requires a reasonable accommodation to fully participate in this event, please contact District Manager, Mr. Chris Bieker, three days before the event via email at chris@utsd.org, or telephone at 970.586.4544, or dial 711 to connect with Relay Colorado.

Record of Proceedings 

Minutes of a Regular Meeting of the Board of Directors of  
Upper Thompson Sanitation District
Held: May 17, 2022, at 4:00 p.m., at the 
District Office, 2196 Mall Road, Estes Park, Colorado

Call to Order

A regular meeting of the Board of Directors of the Upper Thompson Sanitation District, Estes Park, Colorado, was called to order at 4:04 p.m. and held as shown above and in accordance with the applicable statutes of the State of Colorado with the following Directors present and acting:

Pledge of Allegiance

The Pledge of Allegiance was recited.

Attendance

Board of Directors: 
Jack Reed, Chairman 
Susan Doylen, Secretary 
Kent Bosch, Vice-Chairman/ Assistant Secretary/Treasurer 
Ronald I. Duell, Vice-Chairman/ Assistant Secretary /Treasurer 

Staff: 
Chris Bieker, District Manager 
Suzanne Jurgens, Assistant District Manager 
Gina Moore, Financial Officer 
Matt Allen, Operations Manager 
Nathanael Romig, Collection Superintendent* 
Sheryl Ponzer, Customer Accounts Manager* 
Henry Newhouse, Plant Superintendent* 
Naomi McCracken, Secretary* 

Steve Ravel, P.E., Water/Wastewater Project Manager, Merrick & Company John Kuosman, Water/Wastewater Division Leader, Merrick & Company* Ryan Poulsen, Director Public Finance, Wells Fargo Corporate & Investment Banking 

* Joined via web conference call 

The next regular meeting of the Board of Directors will be held on June 21, 2022.

Oaths of Office

At the May 3, 2022, election, Directors Reed, and Bosch were elected by acclamation since there were no more candidates than positions to be filled on the Board of Directors. 

Board Secretary, Ms. Sue Doylen, administered the Oath of Office to Mr. Byron K. Bosch and Mr. Jack E. Reed. 

Ms. Doylen noted that Mr. Reed's and Mr. Bosch's three-year terms of office will commence at this board meeting as their Oaths of Office and bonds will be filed with the Larimer County Clerk and Recorder by the District's legal counsel, Cockrel Ela Glesne Greher & Ruhland, P.C., immediately after the Oaths of Office have been executed. 

At 4:09 p.m. the Board took a nine-minute recess.

Recess to File Oaths of Office with the Larimer County Clerk of Court

During the recess Mr. Byron K. Bosch's and Mr. Jack E. Reed's Oaths of Office and bonds were filed with the Larimer County Clerk and Recorder by Ms. Micki Mills, of Cockrel Ela Glesne Greher & Ruhland, P.C. 

At 4:18 p.m. the Board reconvened.

Election of Officers

The Board considered election of officers. 

It was moved by Mr. Duell and seconded by Mr. Bosch to nominate Mr. Reed as Chairman. Motion carried unanimously. 

It was moved by Mr. Reed and seconded by Mr. Bosch to nominate Ms. Doylen as Secretary. 

Ms. Jurgens suggested a Vice Chairman be appointed in order to execute legal documents in the absence of the Chairman. Ms. Jurgens also mentioned an Assistant Secretary/Treasurer role is critical to the Board in the event of the Secretary or Treasurer's absence. 

It was moved by Ms. Doylen and seconded by Mr. Duell to nominate Ms. Doylen as Vice Chairman, Mr. Duell as Treasurer and Assistant Secretary and Mr. Bosch as Assistant Treasurer/Secretary. Both open Motions carried unanimously. 

Mr. Reed noted that Officer appointments will be effective at this board meeting.

Next Meeting Date

The next regular meeting of the Board of Directors will be held June 21, 2022.

Approval of Agenda

The Board Considered the Agenda. The Board discussed revising the agenda to add another Executive Session §24-6-402(4)(g), C.R.S., "Consideration of any documents protected by the mandatory nondisclosure provisions of the Open Records Act" regarding communication received from a former District employee. 

It was moved by Ms. Doylen and seconded by Mr. Duell to approve the Revised Agenda with the insertion of item 14; Executive Session §24-6-402( 4)(g), C.R.S., "Consideration of any documents protected by the mandatory nondisclosure provisions of the Open Records Act" regarding communication from a former Upper Thompson Sanitation District employee. Motion carried unanimously.

Disclosure of Potential Conflicts of Interest

Disclosure of potential conflicts of interest is a topic of discussion at every Board meeting to address potential conflicts of interest that may arise as new agenda items are introduced. District Directors who have disclosed potential conflicts of interest can vote as issues arise.

Public Forum

Mr. Reed opened the meeting for public comment. 

Mr. Reed explained the Public Forum is an opportunity for presentation by the public to provide information to the Board of Directors on any non-agenda item. He further explained the Board cannot take action on non-agenda items but may direct staff to include the item on a future agenda. 

Regarding public comment on Agenda Items, Mr. Reed provided the following statement: 

Public comments will be heard by the Board at the conclusion of the presentation of the agenda item. Persons addressing the Board shall first be recognized by the District Manager or Board Chairman and may speak only one time per agenda item. Speakers shall state their name and address for the official minutes, address comments to the Board as a Body, and shall be allotted three (3) minutes for public comment. 

One member of the public joined the meeting via web conference call. 

In attendance was Mr. Jonathan Harris, P .E. Associate Resident Engineer and Rocky Mountain and Midwest Construction Services Lead with Carollo Engineers, Inc. of 390 Interlocken Crescent, Suite 800, Broomfield, Colorado. Mr. Harris did not offer comment on a non-agenda item.

Approve Minutes from Prior Meeting

The Board reviewed and discussed the Minutes of the April 19, 2022, Regular Board Meeting.

It was moved by Ms. Doylen and seconded by Mr. Bosch to approve the Minutes of the April 19, 2022; Regular Board Meeting as presented. Motion carried unanimously.

New Business and Special Orders

Market Update, Public Market Bond Financing, Introduction to Municipal Bonds, Environmental, Social and Governance (ESG) Overview -presented by Mr. Ryan Poulsen, Director, Public Finance, Wells Fargo Corporate & Investment Banking: 

Mr. Ryan Poulsen, Director of Public Finance with Wells Fargo Corporate & Investment Banking, presented to the Board a market update, public market bond financing options, and an introduction to municipal bonds, including an environmental, social, and governance (ESG) overview. 

For the market update, Mr. Poulsen emphasized the tax-exempt interest rate movement and historical yield curve. He stated the bond market has been volatile since the beginning of year 2022, due to the Federal Reserve increasing interest rates and the Russia-Ukraine War. Even though tax-exempt interest rates are increasing, Mr. Poulsen explained the rates are still at historic lows and this is a beneficial time for the District to access the market. 

Mr. Poulsen presented projected annual debt service figures for 20-year, 25-year, and 30-year terms for wastewater revenue bonds. 

Mr. Poulsen then provided an overview on environmental, social, and governance (ESG) bonds. He explained ESG bonds are desirable for investors and create a competitive bond market. 

Mr. Poulsen answered questions of the Board regarding rating agency determination and evaluation costs, collateral options, investor criteria, inflation impacts, extended debt service terms, bond refinance options, pre-payment penalties, bond amortization, and Wells Fargo's role as the underwriter in the bond financing process. 

The Board thanked Mr. Poulsen for his presentation. 

At 5:23 p.m. Mr. Poulsen excused himself from the remainder of the meeting. 

Update: Phase II - Design of the New Water Reclamation Facility, Lift Station, and Interceptor Improvements Project - presented by Mr. Ravel, PE, Water/Wastewater Project Manager, Merrick & Company:

Regarding the design of the New Water Reclamation Facility, Lift Station, and Interceptor Improvements Project (Project), Mr. Ravel noted the following updates following the April 19, 2022, Regular Board Meeting:

• Wapiti Lift Station (WLS): 
  • Discussions and workshops occurred with the design team and District regarding the proposed WLS site and WLS force main layouts. 
  • The proposed layouts will be further developed for use with a site location application for the Colorado Department of Public Health and Environment (CDPHE) and for use with Larimer County Planning and Building Department review and approval. 
  • A site location application process design report (PDR) and site location application is under development and will be provided shortly for review and submittal to the CDPHE for approval. 
  • Coordination with the US Bureau of Reclamation (USBR) for a special use permit update continues. 
• Water Reclamation Facility (WRF): 
  • Discussions and workshops occurred with the design team and District regarding the proposed WRF site layout and process equipment. 
  • Site Location Application - The site location application is under review by the CDPHE. Merrick & Company is coordinating with the District and preparing a response to the CDPHE request for information (RPI) regarding water quality data of April 7, 2022. Preliminary and final design may proceed without prior site location application approval. 
  • WRF Site Layout - A final WRF site layout including structures and roadways has been agreed to by the District. The preliminary screening, biological process, and ultraviolet disinfection design is underway. 
  • Architectural alternatives for the WRF site and administration building have been developed and reviewed with the District. An administration building architectural meeting is scheduled for May 20, 2022. 
  • A solids handling review workshop was held to review equipment preferences, layout, and facility sizing. The preliminary solids processing and dewatering design is underway. 
• WRF Membrane Procurement: 
  • Membrane equipment procurement documents have been finalized and reviewed with the District. The membrane procurement package will be advertised for receipt of proposals following review and approval by the District's legal counsel and District. 
  • It is anticipated that the membrane equipment procurement documents will be adve1iised in late May 2022. 
• Fish Creek Lift Station (FCLS) Site Acquisition and Layout: 
  • Discussions and workshops occurred with the design team and District to discuss the proposed FCLS layout and site location alternatives.
  • The proposed layouts were further developed for use with a site location application for the CDPHE; Larimer County Planning and Building Department review and approval; and property acquisition. 
  • The proposed FCLS prope1iy owner indicated that they are not interested in selling their prope1iy to the District. 
  • A new FCLS site layout on the USBR prope1iy at the corner of Highway 34 and Fish Creek Road has been developed and submitted to the District for review. 
  • Site decisions will be completed over the next three weeks following review of the new site layout and associated alternatives.
• Specifications for Construction - A draft version of the overall project Contract Forms (Division 00) and General Requirements (Division 01) of the specification have been developed and will be submitted to the District for preliminary review in the next few weeks. Technical specifications (equipment, trenching, structural, mechanical, electrical, etc.) will be developed as the project proceeds. 
• Drawings for Construction - General (G) sheets, detail (D) sheets, and other miscellaneous sheets have been developed. Additional sheets (equipment, trenching, structural, mechanical, electrical, etc.) will be developed as the project proceeds. 
• United States Bureau of Reclamation (USER) Comments from the USBR are anticipated regarding coordination requirements regarding the environmental assessment (EA). Menick & Company will continue to coordinate the location of the FCLS, WLS, WLS Force Main, and modifications at the existing wastewater treatment facility (WWTF). A meeting with the USBR is scheduled for May 19, 2022. A special use application will be submitted following finalization of the FCLS, WLS, and WLS force main. 
• Western Area Power Authority (WAPA) - A coordination call with W AP A is scheduled for June 2, 2022. Menick & Company will continue to coordinate with WAPA regarding the status of the power line removal project. The power lines are expected to be removed by December 31, 2023. 
• Town of Estes Park The WRF site will require a water main extension along Highway 34 (from approximately the newly construction Colorado Department of Transportation (CDOT) maintenance facility to the WRF). Merrick & Company will coordinate the water main extension with other commercial development proposed along Highway 34. The WLS and FCLS will require new water services to replace the existing water services. 
• Larimer County - A response is anticipated from Larimer County regarding the Planning and Building Department requirements. 
• Estes Park Sanitation District (EPSD) - EPSD's engineer, Diamondback Engineering, is reviewing the treatment requirements for EPSD and will provide a summary to UTSD for use with short- and long-­term planning. A presentation by the District to the EPSD Board is tentatively planned for June 14, 2022.
• Financial Planning: 
  • The project needs assessment (PNA) and preliminary engineering report (PER) were submitted to the CDPHE to initiate the CDPHE / Colorado Water Resources and Power Development Authority (CWRPDA) review process. The PNA is under review by the CDPHE. 
  • The application and preliminary engineering report (PER) were submitted to the US Department of Agriculture (USDA) to initiate the review process. 
  • A letter of interest will be submitted to Water Infrastructure Finance and Innovation Act (WIFIA) to initiate the WIFIA process once the application period opens in June/July 2022. 
• Construction Manager at Risk (CMAR): 
  • The District's legal counsel's CMAR RFP review comments were incorporated into the CMAR RFP during the week of May 9, 2022. 
  • The CMAR RFP will be finalized and adve1iised for receipt of proposals in the next two weeks. A 30-day minimum advertisement period will be provided. 
• 30% Design Submittal - Menick & Company is developing the documents that will be submitted with the 30% design submittal (drawings, specifications, cost opinion, and schedule update) and will finalize the date of the submittal shortly. A 30% submittal is anticipated for May/June.

Adding to the above noted Project activity, Mr. Ravel highlighted the District will be receiving an annual form for the State Revolving Fund (SRF) in June or July 2022 from CDPHE. Mr. Ravel emphasized this form needs to be completed to ensure the District is on the Intended Use Plan (IUP). 

Mr. Ravel stated Merrick & Company has an internal deadline of June 24, 2022, to submit an official 30% Design Submittal to the District, including drawing specifications and a Project cost update. 

Mr. Ravel said Summer 2023 is the anticipated timeframe to have a contractor onsite to begin construction on the new Water Reclamation Facility (WRF), Lift Stations and Interceptor Improvements Project. 

Mr. Ravel mentioned there is a WRF Stakeholder Working Group Kickoff Meeting scheduled on May 26, 2022, at the District Administration Building. The purpose of this meeting is to engage and inform the public on the following objectives: Establish a common level of understanding of the WRF project among working group participants, create a shared sense of investment in the project and the District, collectively identify engagement opportunities and the most pressing public-facing issues with their constituencies and communities, and explore opportunities for the District to build connections and project understanding. Mr. Ravel identified the Stakeholder Group meeting participants to include local community leaders, neighboring property owners, and representatives from Rocky Mountain National Park, Colorado Parks & Wildlife, CDPHE, and North Front Range Water Quality Planning Association. 

Mr. Ravel answered questions of the Board. 

The Board thanked Mr. Ravel for the Project update. 

At 5 :40 p.m. Ms. Moore excused herself from the remainder of the meeting. 

Board Discussion: Appointment of Board Director: 

There is a Board vacancy due to Mr. Greg Cenac's resignation on May 4, 2022. The Board stated they have been actively seeking and communicating with potential candidates to serve on the Board. Mr. Reed and Mr. Bieker reported Mr. Christopher Eshelman, who served on the UTSD Board in years 2008 to 2019, has verbally conveyed interest to be considered a candidate to fill the Board vacancy. The Board expressed their support of Mr. Eshelman to serve on the UTSD Board of Directors. Mr. Reed indicated he would contact Mr. Eshelman to discuss the matter further.

Reports of Officers, Committees, Professional Consultants, & Staff

The Board considered the Reports of Officers, Committees, Professional Consultants, and District Staff. 

Adding to the Treasurer's Report, Ms. Jurgens asked the Board for approval to remit payment to Merrick & Company for invoice number 212663 in the amount of $246,360.26 for work performed on the Water Reclamation Facility and Lift Station Improvements Project from March 26, 2022, through April 29, 2022. 

It was moved by Ms. Doylen and seconded by Mr. Bosch to approve payment to Merrick & Company for invoice number 212663 in the amount of $246,360.26. 

Ms. Jurgens then informed the Board of House Bill 22-1087 which clarifies Board Member compensation and PERA. Ms. Jurgens explained effective July 1, 2022, new special district directors will no longer be eligible for membership in the Colorado Public Employees' Retirement Association (PERA). The main reason for this change is because Board of Directors are not considered employees.

In addition to the Plant Report, Mr. Newhouse explained to the Board that the cake discharge pump, specifically the gear box, on the centrifuge has failed. Mr. Newhouse stated Plant staff has alternatively been moving solids from the centrifuge hopper to the roll off through the use of rented conveyors. Mr. Newhouse shared a photo of this modified process. Mr. Newhouse stated the repaired gear box is estimated to arrive between June 7th and June 15th. 

Adding to the System Development Fee Allocation and Connection Report, Ms. Ponzer informed the Board that there were two new system development fees sold in May. 

In addition to the Collection System Report, Mr. Romig reported to the Board that the District's jet truck is in Denver for repairs. Mr. Romig explained the impaired pump will need to be rebuilt, or there may be an option to purchase a slightly used pump for a discounted rate or a new pump from the manufacturer. Repair quotes and pump prices will be forthcoming in a day or two to be reviewed to determine which option is most feasible for the District. 

Ms. Jurgens expanded on the Assistant District Manager's Report stating that GBSM will be assisting in facilitation of the WRF Stakeholder Working Group Kickoff Meeting, mentioned previously by Mr. Ravel. Ms. Jurgens expressed her gratitude for GBSM's guidance in the District's public relation efforts. 

The Board asked questions of the staff regarding the departmental reports. 

The Board did not have corrections to the departmental reports. 

The Board thanked District staff for preparing the reports. 

It was moved by Ms. Doylen and seconded by Mr. Bosch to accept the Treasurer's Report, Plant Report, System Development Fee Allocation and Connection Report, Collection System Report, Assistant District Manager's Report and District Manager's Report. Motion carried unanimously. 

At 6: 13 p.m. the Board took a 28-minute recess. 

At 6:13 p.m., Mr. Kuosman, Mr. Romig, Ms. McCracken, and Ms. Ponzer left the remainder of the meeting. 

At 6:40 p.m., Mr. Harris left the remainder of the meeting.

Executive Session

At 6:41 p.m., it was moved Ms. Doylen and seconded by Mr. Bosch to go into Executive Session pursuant to §24-6-402(4)(g), C.R.S. "Consideration of any documents protected by the mandatory nondisclosure provisions of the Open Records Act", regarding communication from a former Upper Thompson Sanitation District employee.

The Executive Session was attended by Directors Reed, Doylen, Bosch and Duell; Mr. Bieker; Ms. Jurgens; Mr. Allen; Mr. Newhouse and Mr. Ravel. 

The Board did not engage in substantial discussion of any matter not enumerated in §24-6-402(4)(g) C.R.S., nor did it adopt any proposed legislative policy, position, resolution, rule, regulation, or formal action. 

The Executive Session was adjourned at 7:30 p.m.

Return to Regular Session

At 7:30 p.m., the Board returned to regular session.

Executive Session

At 7:32 p.m., it was moved by Ms. Doylen and seconded by Mr. Bosch to go into Executive Session pursuant to §24-6-402(4)(a), C.R.S. "Concerning the purchase, acquisition, lease, transfer, or sale of any real, personal, or other property interest"; and §24-6-402( 4)( e ), C.R.S. "Determining positions relative to matters that may be subject to negotiations, developing strategy for negotiations, and instructing negotiators"; related to property acquisition for a proposed new lift station. 

The Executive Session was attended by Directors Reed, Doylen, Bosch and Duell; Mr. Bieker; Ms. Jurgens; Mr. Allen; and Mr. Ravel. 

The Board did not engage in substantial discussion of any matter not enumerated in §24-6-402(4)(a) C.R.S., and §24-6-402(4)(e), C.R.S. nor did it adopt any proposed legislative policy, position, resolution, rule, regulation, or formal action. 

The Executive Session was adjourned at 7:56 p.m.

Return to Regular Session

At 7:56 p.m., the Board returned to regular session.

Executive Session

At 7:59 p.m., it was moved by Ms. Doylen and seconded by Mr. Duell to go into Executive Session pursuant to §24-6-402(4)(e), C.R.S. "For the purpose of determining positions relative to matters that may be subject to negotiations, developing strategy for negotiations, and instructing negotiators", regarding consideration of Upper Thompson Sanitation District's employment compensation package. 

The Executive Session was attended by Directors Reed, Doylen, Bosch and Duell; Mr. Bieker; Ms. Jurgens; and Mr. Ravel. 

The Board did not engage in substantial discussion of any matter not enumerated in §24-6-402(4)(e), C.R.S. nor did it adopt any proposed legislative policy, position, resolution, rule, regulation, or formal action. 

The Executive Session was adjourned at 8:56 p.m.

Return to Regular Session

At 8:56 p.m., the Board returned to regular session.

Adjournment

Having no further business, at 8:56 p.m. it was moved by Ms. Doylen and seconded by Mr. Bosch to adjourn the meeting. Motion carried unanimously.