MEET­ING MIN­UTES SPE­CIAL BOARD MEETING

PANA­MA CITY - BAY COUN­TY AIR­PORT AND INDUS­TRI­AL DISTRICT

A Spe­cial Meet­ing of the Pana­ma City-Bay Coun­ty Air­port and Indus­tri­al Dis­trict was called to order at 9:00 a.m., Sep­tem­ber 9, 2026 by Chair Will Cramer.

Roll was called. In atten­dance were: Mr. Brad Drake, Mr. Ben Lee, Ms. Hol­ly Melz­er, Mr. Mark Shel­don, Vice Chair Les Mcfat­ter, Chair Will Cramer.

Absent: Ms. Vic­to­ria Williams

The Invo­ca­tion was giv­en by Vice Chair Les Mcfat­ter. The Pledge of Alle­giance was led by Chair Will Cramer. 

Pub­lic Comments:

There were no pub­lic comments.

Agen­da:

Busi­ness Item:

a. Accept rec­om­men­da­tion of Non-Revolv­ing Line of Cred­it (ITN-2026 – 07) Eval­u­a­tion Com­mit­tee and autho­rize nego­ti­a­tions of Agreement

Mr. Park­er McClel­lan stat­ed that in July, the Air­port solicit­ed an Invi­ta­tion to Nego­ti­ate (ITN) a

$75 mil­lion line of cred­it for the North Air­port Ter­mi­nal Expan­sion Project. The Air­port received pro­pos­als from two (2) finan­cial insti­tu­tions; PNC and Tru­ist Bank. The Air­port ITN Eval­u­a­tion Com­mit­tee, togeth­er with legal coun­sels, and munic­i­pal advi­sor met to dis­cuss both pro­pos­als, rec­om­mend­ing Tru­ist Bank. Mr. McClel­lan intro­duced Mr. John Ford of Ford & Asso­ciates, Inc., munic­i­pal advi­sors to the Air­port, to present to the Board a detailed com­par­i­son of both proposals.

Mr. Ford stat­ed that the North Ter­mi­nal Expan­sion Project requires a com­bi­na­tion of cash, grant, and debt fund­ing and that the project cost and con­struc­tion tim­ing are uncer­tain. Grant avail­abil­i­ty, size, tim­ing and com­po­nent-lev­el eli­gi­bil­i­ty are evolv­ing and that a draw-down debt struc­ture pro­vides fund­ing and flex­i­bil­i­ty. Mr. Ford explained the terms and con­di­tions of the Tru­ist pro­gram and a detailed com­par­i­son of both the PNC and Tru­ist pro­pos­als, high­light­ing the dif­fer­ences between the two ITNs received.

Dis­cus­sion ensued.

The long-term rela­tion­ship and the amount of depos­i­to­ry held by Tru­ist as the Dis­trict Finan­cial Insti­tu­tion was dis­cussed and the Board asked Mr. Ford to nego­ti­ate with Tru­ist from that posi­tion, express­ing con­cerns and rates and unused bal­ance relat­ed issues.

Ms. Melz­er made a motion to approve the Com­mit­tee’s rec­om­men­da­tion, but to nego­ti­ate key rates with Tru­ist as dis­cussed due to the Air­port’s exist­ing rela­tion­ship and come back to the Board with an update, the motion sec­ond­ed by Mr. Shel­don. A vote was tak­en and the motion passed unanimously.

There were no addi­tion­al comments.

Next meet­ing sched­uled: Sep­tem­ber 23, 2026 — Reg­u­lar Board Meeting

The meet­ing adjourned at approx­i­mate­ly 9:40 a.m.

Park­er W. McClel­lan, Jr., AAE Will C. Cramer III, Chair Exec­u­tive Director