south feather water & power agencytuesday; may 28, 2013; 2:00 p.m. a. roll call b. approval of...

SOUTH FEATHER WATER & POWER AGENCY

AGENDA Regular Meeting of the Board of Directors of the

South Feather Water & Power Agency Board Room, 2310 Oro-Quincy Highway, Oroville, California

Tuesday; May 28, 2013; 2:00 P.M.

A. Roll Call

B. Approval of Minutes – Regular Meeting on April 23, 2013 (Tab 1)

C. Approval of Warrants (Tab 2)

D. Public Participation Individuals will be given an opportunity to address the Board regarding matters within the Agency’s jurisdiction that are not scheduled on the agenda, although the Board cannot take action on any matter not on the agenda. Comments will be limited to 5 minutes per speaker. An opportunity for comments on agenda items will be provided at the time they are discussed by the Board. Comments will be limited to five minutes per speaker per agenda item.

E. Staff Reports (Tab 3)

F. Directors’ Reports Directors may make brief announcements or reports for the purpose of providing information to the public or staff, or to schedule a matter for a future meeting. The Board cannot take action on any matter not on the agenda and will refrain from entering into discussion that would constitute action, direction or policy, until such time as the matter is placed on the agenda of a properly publicized and convened Board meeting.

G. Business – Independent Auditor’s Report for 2012 (Tab 4) Presentation by Ingrid Sheipline of Richardson and Company of its Financial Report and Opinion for the year ended December 31, 2011 and 2012, and possible acceptance by the Board of said independent auditor’s report. KRPH TSV Replacement (Tab 5) Approval of contract with TCB Industrial to replace the turbine shutoff valve at Kelly Ridge Powerhouse, at a cost of $161,000. LGV Dam Spill Gates Recoating (Tab 6) Approval of contract with F.B. Richardson to recoat the surface of the spill gates at Little Grass Valley Dam at a cost of $120,000. Closed Session. Conference with Legal Counsel (Tab 7) Existing Litigation: (Government Code §54956.9a), SFWPA v. Surface Water Data; and, Littleton v. SFWPA.

H. Adjournment

MINUTES of the REGULAR MEETING of the BOARD of DIRECTORS of SOUTH FEATHER WATER & POWER AGENCY

Tuesday, April 23, 2013, 2:00 P.M., Agency Board Room, 2310 Oro-Quincy Hwy., Oroville, California

DIRECTORS PRESENT: James Edwards, Dee Hunter, Lou Lodigiani, Dennis Moreland and

Steve Onken. STAFF PRESENT: Steve Wong, Finance Division Manager; Arthur Martinez, Manager of Information Systems; Matt Colwell, Water Division Manager; Kathryn Zancanella, Power Division Manager; Dustin Cooper, Legal Counsel; Michael Glaze, General Manager. OTHERS PRESENT: None. CALL TO ORDER President Lodigiani called the meeting to order at 2:00 p.m., and led the Pledge of Allegiance. APPROVAL OF MINUTES M/S/C (Moreland/Hunter) approving the Minutes of the regular meeting of March 26,

2013, and the special meeting of April 8, 2013. APPROVAL OF WARRANTS M/S/C (Onken/Hunter) approving the total General Fund and Joint Facilities Operating

Fund expenditures for the month of March 2013 in the amount of $930,147.29; and noted that there are no Power Division expenditures for the month of March 2013.

PUBLIC PARTICIPATION – None. LEGAL COUNSEL’S REPORT Directors reviewed an “update on legislative bills tracked by the ACWA Legislative Committee,” prepared by David Steffenson, an attorney with the Minasian Law Firm. POWER DIVISION MANAGER’S REPORT The Board reviewed a written report from Kathy Zancanella, Power Division Manager, including precipitation to date, and water management, powerhouse operations and power revenue for the year ended March 2013. The total precipitation to date recorded at the Forbestown gauge is 50.59” and equals the amount that fell as of the end of April last year. DWR conducted a mid-month snow survey at Pilot Peak on April 16, and found that half of the snow course contained an inch or less of snow depth, and water content averaged only 1.7”. The spill gates at Little Grass Valley Dam were closed on March 27. At the March 2013 Board meeting, Director Onken requested a comparison of the Department of Water Resources (DWR) runoff forecasts based on April 1 snowpack measurements for the past few years. The latest estimate of average runoff for the Feather River at Oroville is 55%. Last year’s statewide runoff was 60% of average, and the year before that was 120% of average. Woodleaf Penstock Release to Forbestown Ditch The cone valve that controls releases of water from the Woodleaf penstock to the Forbestown Ditch had begun to leak significantly when in the closed position. After coordinating with North Yuba Water District, who was meeting its Forbestown Treatment Plant demands with water form Oroleve Creek, Power Division personnel removed the valve and sent it to Thomas Machine Shop in Chico for refurbishment of the valve seats. The seats had been worn due to years of

21

service with sand and gravel from the Woodleaf tunnel passing through. The valve was placed back in service on April 2. Releases to the Forbestown Ditch began on April 22. Sly Creek Campground Preparation Several members of the Power Division crew began preparing Sly Creek and Strawberry campgrounds for opening. They removed dead trees and limbs that could be hazardous, cleaned out culverts and cleaned up pine needles and garbage left behind by campers who used the sites out of season. They also flushed the water system in preparation for testing, and filled in the old vault toilet in preparation for its use as a storage building for the camp hosts. Kelly Ridge Powerhouse Turbine Shutoff Valve Replacement The new 48” turbine shutoff valve for Kelly Ridge Powerhouse arrived in Forbestown from Busan, South Korea, on April 11. The bottom of the shipping crate sustained some damage when it was offloaded at the Port of Oakland, but the valve itself was unharmed. The valve will be installed during an outage scheduled to begin October 1, 2013. A request for proposals for the installation will be distributed during the week of April 22. FINANCE DIVISION MANAGER’S REPORT The Board reviewed a written report from Steve Wong, Finance Division Manager, including financial statements for the month ending March 2013, together with consumption and revenue data for all six distribution systems. ACWA/JPIA Retrospective Premium Adjustment The Agency has its property, liability and workers compensation insurance coverage through ACWA/JPIA. In 1999, the ACWA/JPIA established the Retrospective Premium Adjustment (RPA) Stabilization Fund to minimize fluctuations in member premiums. Each year the ACWA/JPIA analyzes the three programs, determines the fund balances and the RPA Stabilization Fund requirements for each participating agency, and if the agency is negative (or positive) by more than 50% of that agency’s required balance, the agency is billed (or refunded) the difference. For the year ended September 30, 2012, SFWPA received neither a bill or a refund. In the past, the Agency has received refunds ranging from $15,000 to $125,000, including a 2012 refund in the amount of $58,397. Auditors The Agency’s auditors, Richardson & Company, conducted on-site field work during the week of April 8. As required by auditing standards, Finance Committee members Dennis Moreland and Steve Onken were interviewed. The audit process proceeded smoothly, and Mr. Wong complimented Agency staff for their work in preparing worksheets, various analyses and cooperating with all of the auditor requests for information and documentation. It is anticipated the report will be completed within the next two weeks. Employee Retirement Announcement Bookkeeper Debby Cunningham has announced her retirement date of September 27, 2013. She has been with South Feather Water and Power for over 25 years, responsible for accounts payable and payroll, along with always being available to assist with the front counter and phones as needed. Most recently, Mrs. Cunningham has been instrumental and invaluable in all of the Agency’s dealings with CalPERS. Lost Creek Dam Loan Payoff Mr. Wong reported that power revenue for March was good and that approximately $1,000,000 was available to invest. He advised directors that, rather than deposit the funds in one of the Agency’s investment portfolios, he was going to pay off the accumulated balance on the Lost Creek Dam Loan from PG&E (about $1,800,000), because it’s interest rate was higher than any of the investment opportunities available to the Agency. WATER DIVISION MANAGER’S REPORT The Board reviewed a written report from Matt Colwell, Water Division Manager.

22

Operations Water Division staff have been accomplishing normal water system maintenance and operations tasks. Ongoing projects include domestic service installations, distribution system betterments, and leak repairs. On April 1, distribution crews installed a new 8” water main interconnection, approximately 50’ in length that crossed both lanes and temporarily stopped traffic at times on Lincoln Boulevard near North Villa Avenue. The crew worked very efficiently throughout the day and without interruptions or breaks in order to get the components installed, turned back on, and to return traffic flow to normal. The new interconnecting pipeline and isolation valves improve water distribution flow from a 16” mainline on Lincoln to a small network of dead-end 6” water mains on North Villa, and will reduce the number of potential customers without water during future repairs and improvement projects. In February, a letter was written to President Lou Lodigiani from Horizon Tower, LLC, regarding its interest in the Million Gallon Tank site in Kelly Ridge as a potential site for a wireless communication facility. Horizon Tower is a provider of co-location telecommunications facilities throughout California and Arizona for clients such as T Mobile, AT&T Wireless, and others. Since the initial contact from Horizon, Agency management and staff have had additional discussions in email, conference calls, and a site visit, regarding the concept of a leased 50’x 50’ area for tower and ground facilities. Discussion items so far have included opportunities for the Agency to utilize tower space for its own communication purposes, leasing terms, and access to the site. At this time it is still premature to assess the likelihood of the Kelly Ridge site housing a wireless facility. However, discussion, evaluation and negotiations will be continuing. Miners Ranch Treatment Plant raw-water pump #3 feeding the treatment plant is currently having a new 125 HP variable frequency motor drive installed as part of a 2013 budget project. Maintenance Technician Charlie McCauley and MRTP operators are replacing an inefficient and unreliable 25-year-old variable-frequency drive. The project will result in improved energy efficiency, improved operations reliability, and enhanced remote operations. Irrigation Operations Irrigation water orders have reached a point where additional water needs to be diverted into the system. In addition to the availability of local creek inflow, the Forbestown Ditch operations will be ramping up to deliver 5 cfs to WD6. The Agency irrigation system current releases are: Forbestown Ditch SF 14 = 0 cfs NYWD = 0 cfs WD 6 = 0 cfs Bangor Canal SF 25 = 6 cfs Palermo Canal = 3 cfs Water Treatment Operations Mr. Colwell reported that the new chlorine feed system at Miners Ranch Treatment Plant is online and operating. The upgraded system utilizes sensors and output controls, through SCADA, to automatically adjust the gas-feed rate dependent on plant outflow (demand) to achieve the desired disinfectant concentration. MRTP total treated water production is approximately average for this time of year. Solar Plant Production MRTP power demand was greater than solar generation by 13,200 KWH during the month of March. GENERAL MANAGER'S REPORT The Board reviewed a written report from Michael Glaze, General Manager. Business Recruitment Branding/Marketing Project Directors reviewed a letter Mr. Glaze sent earlier this month to the chief executives of the City of Oroville, County of Butte, Oroville Area Chamber of Commerce and the Oroville Economic

23

Development Corporation, requesting a formal commitment of support from each of their governing boards/council. The request for proposals (RFP) for development and implementation of a branding and business-recruitment marketing program for the greater Oroville area, reviewed by the Board at its last meeting, was released on March 29. A number of firms have responded after receiving the RFP and said that they are excited about the project and are in the process of preparing responses. The next event in the consultant-recruitment process is a “Pre-Proposal Conference” that will be held in SFWPA’s Board Room at 10:00 a.m. on Thursday, May 2. This is not a mandatory meeting for proposers but is being offered to give them an opportunity to ask questions regarding the requirements outlined in the RFP. All Grow Oroville Coalition (GOCO) representatives were invited to be present to help answer whatever questions might be asked. The submittal deadline for proposals is May 17, and GOCO representatives will again be convened for an initial evaluation of proposals at 10:00 a.m. on Wednesday, May 22. It will be decided at that time if interviews will be conducted. Miners Ranch Treatment Plant Improvement Project Financing As was discussed during development of this year’s budget, initiation of the Miners Ranch Treatment Plant Improvement Project in early 2014 is still on track. In preparation for, and to facilitate this design/build project, the 2013 budget includes funds for hiring an independent financial advisor to assist the Agency in developing a financing strategy for the project. An RFP to facilitate selection of the financial advisor was reviewed by directors. Approval for a contract with the selected proposer should be on the agenda for June 25, 2013. Treatment Operator Recruitment After Treatment Operator Jerry Gentry’s announcement of his May 30 retirement date, a recruitment process was initiated for a new water treatment operator. The Agency’s web site provides information about the position and explains that the vacant position will be filled with a qualified individual possessing a T3 or T4 water treatment certification, if one can be recruited. If a T3 or T4 is not available, then an Operator-in-Training will be hired to commence a two-year apprenticeship. Letters were sent to individuals who had previously expressed interest in employment with the Agency and who possessed, or were in the process of obtaining, a T2 treatment certificate. Letters were also sent to several hundred individuals residing in Northern California who already possess a T3 or T4 certificate (contact information provided by State Department of Public Health).

The deadline for submitting applications is May 3, with a target employment date of July 8. To date, four applications have been received from individuals with T3, T4 or T5 certificates. Nine applications have been received from T2 certified (or in the process of being T2 certified) individuals. Mr. Glaze speculated that recruitment of a T3 or better is very likely. DIRECTORS’ REPORTS – None. LAFCo ELECTION Directors reviewed a ballot from LAFCo for the election of a Non-Enterprise Special District Commissioner and an Alternate Special District Commissioner. The LAFCo Commission is comprised of two representatives from city councils within the county, two representatives from the County Board of Supervisors, one enterprise special district (e.g., SFWPA, PID, LOAPUD, TID) representative, one non-enterprise special district (e.g., Oroville Cemetery District, FRRPD, CARD, etc.) representative, and one member at large. Cities, the county and special districts also each elect an Alternate Commissioner. For special districts the Alternate can be from either an enterprise or a non-enterprise district.

24

M/S/C (Moreland/Edwards) casting the Agency’s vote for Tom Lando as Non-Enterprise

Special District Regular LAFCo Commissioner, and for Wes Gilbert as Special District Alternate Commissioner.

RECESS (3:05 p.m.) RECONVENE (3:10 p.m.) INVESTMENT POLICY AMENDMENTS The Agency’s policy regarding the investment of surplus funds was adopted in 1996, and was amended once in 2006. Attorney Dustin Cooper recently reviewed the policy and recommended amendments to bring it into conformance with current law. Also needing amendment were the fund names, listed under “Scope,” to which the policy applies. Directors reviewed the proposed amendments as drafted by Mr. Cooper. Mr. Glaze advised that, because the proposed amendments are only for the purpose of conforming to state law, the Policy Committee was not convened to review the proposed changes. M/S/C (Onken/Edwards) approving the changes proposed by staff and legal counsel to

General Policy #470, “Investments.” PERS HEALTH CARE PREMIUM – SETTING AGENCY’S CONTRIBUTION All Agency employees have been covered by the PERS health care plan (Public Employees’ Medical and Hospital Care Act) since 1990. But when the Agency contracted with PERS for employee retirement purposes (2008), a new resolution was required “electing to be subject to the Public Employees’ Medical and Hospital Care Act, in addition to the Public Employees’ Retirement System retirement plan” that had just previously been approved for Agency employees. Directors reviewed a copy of the resolution (08-7-3) adopted in July 2008. A component of Resolution No. 08-7-3 was to specify the maximum “employer's contribution for each annuitant [retiree].” But, in accordance with all of the Agency’s MOUs with bargaining units, the maximum contribution for retiree health insurance changes each year, depending on the amount of premiums charged by PERS. Unfortunately, PERS won’t adjust the amount it will apply to retiree premiums each year without a new resolution. Staff only became aware of this issue recently when the first employee retired since before 2008. Because PERS will not accept a resolution prescribing an adjustable maximum employer’s contribution for retiree health premiums, it appears that a new resolution will be required after notice is received each year as to the new health insurance premiums for that year. M/S/C (Edwards/Hunter) adopting Resolution 13-4-1, fixing the employer’s contribution

under the Public Employees’ Medical and Hospital Care Act. ROOF REPLACEMENT – FORBESTOWN MECHANIC’S SHOP On December 2, 2012, a tree fell through the roof of the Forbestown mechanic’s shop during one of the more severe storms of the winter and caused significant damage to the building. A structural engineer determined that, due to the amount of damage to the roof and support trusses, the entire structure should be replaced and engineered to modern standards. The insurance adjuster appointed by ACWA-JPIA concurred, and replacement of the roof structure was put out to bid. The Agency has already received a portion of the insurance payment for the project. Bids for the work were received from Belfor Property Restoration, Modern Building Company and Truitt Group. The bid provided by Truitt Group was the lowest at $101,204 and was within the amount approved by the Agency’s property insurer. The work includes removal of the entire shop roof structure and the extension over the gasoline tank, engineering of the new roof structure to meet snow load requirements, installation of the new roof, and replacement of lighting and damaged windows.

25

Directors reviewed a copy of the proposal by Truitt Group and the proposed Agreement for Forbestown Headquarters Shop Roof Replacement are attached. M/S/C (Hunter/Moreland) approving of, and authorizing the General Manager to sign,

the Agreement for Forbestown Headquarters Shop Roof Replacement with Truitt Group, at a cost of $101,204.

AUTOMATION CONTROLS UPGRADE – MINERS RANCH & BANGOR TREATMENT PLANTS The 2013 Budget includes $28,000 for upgrading and modernizing telemetry and automation controls at Bangor and Miners Ranch treatment plants. Most of the project’s communication and automation components have been purchased and staff is currently working on the installation and preparing for inter-connection of the upgraded control system. Considering the importance of maintaining treatment operations and minimizing potential outages, the project includes professional assistance for communication and control integration. Assistance from consultants who specialize in the design and operation of this type of telemetry will also enhance staff’s ability to self-perform future communication and controls projects. Directors reviewed a proposed consulting services agreement and a detailed scope of work that was collaboratively developed by Automated Controls Network and Agency staff. Automated Network Controls has provided specialized services on other Agency projects by providing procurement and integration support at reasonable and competitive rates and is highly recommended by the vendor, REXEL Datacom. The work is to be completed on a time and materials basis with a total not-to-exceed price of $5,000. M/S/C (Hunter/Onken) approving of, and authorizing the General Manager to sign, the

Consulting Services Agreement with Automated Network Controls to provide treatment plant communication and control integration services for a not-to-exceed cost of $5,000.

CLOSED SESSION (convened at 3:21 p.m.) Conference with Legal Counsel – Existing Litigation Government Code §54956.9a. SFWPA v. Surface Water Data; and Littleton v. SFWPA. OPEN SESSION (reconvened at 3:33 p.m.) President Lodigiani announced that legal counsel was given direction during the closed session. No action was taken. ADJOURNMENT (3:33 p.m.) Michael C. Glaze, Secretary Lou Lodigiani, President

26


TO: Board of Directors FROM: Steve Wong, Finance Division Manager DATE: May 20, 2013 RE: Approval of Warrants Agenda Item for 5/28/13 Board of Directors Meeting April 2013 General Fund and Joint Facilities Operating Fund expenditures are summarized as follows: Warrant Numbers: 40625 to 40677 , $ 575,432.59 40715 to 40751 Misc. Checks: 40419 to 40466 , $ 430,026.12 And 40544 to 40585 . Payroll Expenses: $ 427,270.70 TOTAL EXPENDITURES FOR APRIL, 2013: $ 1,432,729.41 April 2013 Power Division (“PG&E Legacy Projects”) expenditures are summarized as follows: Warrant Numbers: 66849 $ 61,790.48 Misc. Checks: none $ -0- TOTAL POWER DIVISION EXPENDITURES FOR APRIL 2013: $ 61,790.48 Action to approve all expenditures:

“I move approval of the total General Fund and Joint Facilities Operating Fund expenditures for the month of April 2013 in the amount of $1,432,729.41; and Power Division expenditures for the month of April 2013 in the amount of $61,790.48.”

South Feather Water and Power Agency

April, 2013 Warrants

Check Vendor Name Account General Description Amount

40625 Access Information Management 01-50-50201 Shredding Services, April 2013 48.15$

40626 Acme Rigging and Supply 01-56-56150 Backhoe parts 704.07$

40627 Advanced Document Concepts 01-50-50201 service through 4/30/13 362.27$

40628 AT&T 01-50-50251 May, 2013 service, local calls 1,119.11$

40629 Basic Laboratory 01-53-53201 Monthly water testing 286.00$

40630 Better Deal Exchange 01-53-53260 Hardware, Pipe, PVCValve Boxes, Paint 1,090.28$

40631 Bobcat of Chico 01-56-56150 Parts and manual 486.39$

40632 Borges & Mahoney Company 01-53-53201 Start up & calibration of equipment 1,525.00$

40633 BSK Associates 01-53-53201 MRTP quarterly and yearly testing 282.00$

40634 Bullet Guard Corp 01-52-52370 Fiberglass panels 1,694.89$

40635 C.O.M.P. 01-52-52226 DOT testing, Camp Host physicals 667.50$

40636 California - Resources Agency 01-51-51249 Palermo Canal DWR agreement 8,000.00$

40637 California Connections 01-50-50201 June, 2013 services 5,000.00$

40638 CDW Government, Inc. 01-58-58100 Moniotrs, headphones, keyboard 834.90$

40639 Chadbourne Office Supply 01-50-50160 Printer cartridges, Paper, Office supplies 719.59$

40640 Comsco Inc. 01-56-56100 Paper supplies 62.35$

40641 Consolidated Electrical Disbributors 01-53-53260 Tape, Bushings, Wire, Gasket, Cable Ties 653.87$

40642 Crane Pest Control 01-53-53250 April, 2013 service at MRTP 80.00$

40643 Dan's Electrical Supply 01-53-53260 Wire, Conduit, Gaskets 286.67$

40644 Del-Mar Equipment Rentals 01-54-54104 Safety Ramp 110.67$

40645 DMV Renewal 01-50-50224 License Renewal for E-38 52.00$

40646 Eagle Security 01-53-53201 4/26/13 service call 61.00$

40647 ESRI Maintenance 01-58-58360 Small Utility License 4/22/13-4/21/14 10,748.02$

40648 Fastenal Company 01-56-56150 Nuts & bolts 41.82$

40649 Ferguson Enterprises 01-00-22300 Copper tube, ball corp 1,198.63$

40650 Francotyp-Postalia, Inc. 01-50-50171 Mailing equipment rental, 4/22/13-7/21/13 138.51$

40651 Gridley Honda 01-53-53260 Pump, suction hose 471.86$

40652 Hach Co. 01-53-53260 Reagent set, testing supplies, Basic pH Benchtop Kit 1,780.86$

40653 Inabind 01-50-50106 Poly covers 404.89$

40654 Industrical Power Products-Oroville 01-56-56150 Stihl Bars, Chain Loops, Spark Plugs, Carburetor 412.86$

40655 Jimmy's Trophies 01-53-53260 Plates 12.90$

40656 McMaster Carr Supply Co. 01-53-53260 AC Motor, AC Transformer, covers and panels 597.34$

40657 Minasian, Meith, Soares 01-50-50208 April, 2013 professional services 3,529.67$

40658 National Meter & Automation 01-00-22300 Meter w/ert 379.30$

40659 Nor-Mac Inc. 01-55-55205 Backflows, blankets, seals and rings 9,570.14$

40660 North Yuba Water District 07-69-69991 2012 JFOF Net Revenues 303,916.00$

40661 Northern Calif Gloves 01-52-52102 Safety glasses, Gloves 309.74$

40662 Norther Safety Co. 01-52-52102 Safety Glasses, Vest, Insect repellent 160.63$

40663 Payless Building Supply 01-54-54264 Concrete 195.60$

40664 Ramos Oil Co., 01-56-56160 April, 2013 fuel deliveries 6,047.34$

40665 Recology Butte Colusa Counties 01-56-56250 April, 2013 service 593.17$

40666 Rexel Norcal Electric 01-53-53260 Switch, Terminals, Fuses, Wire 412.03$

40667 Safety Center 01-52-52408 First Aid/CPR/AED training 480.00$

40668 Sierra Chemical Co. 01-53-53102 MrTP supplies 714.37$

40669 Springbrook Software 01-55-55201 March 2013 web payments 458.00$

40670 Talley Communications 01-53-53260 Cable connectors 47.55$

40671 Tehama Tire Service 01-56-56150 Tire balancing 99.46$

40672 U.S.A. Blue Book 01-53-53260 MRTP supplies and equipment 92.33$

40673 U.S. Bancorp Equip Finance 01-50-50171 Copier lease 487.12$

40674 UTC Spectrum Services 07-00-11204 Microwave Path Analysis, Oroville to Forbestown 750.00$

40675 Vista Net, Inc. 01-58-58360 Web monitoring/filtering, 2/25/13-2/25/14 3,067.75$

40676 White Cap HDS Const Supply 01-54-54104 JetSet plug 393.15$

40677 Wilbur-Ellis 01-54-54104 RoundUp, Garlon 1,977.47$

40715 Basic Laboratory 07-62-62200 Oil analysis 202.00$

40716 Better Deal Exchange 07-63-63260 Cooler pads, Breaker vacuum, Receptacles, Wire 281.63$

Page 1 of 6


April, 2013 Warrants

40717 Burlington Safety Lab, Inc. 07-63-63201 Lineman rubber insulated gloves 62.50$

40718 California, State of 07-64-64501 5/1/13 DWR Dam fees 139,272.00$

40719 Capitol Air Systems 07-66-66260 Pneumatic Compressor parts 334.55$

40720 CDW Government, Inc. 07-68-68100 SCADA Terminal battery backup 450.10$

40721 Comsco Inc. 07-65-65100 Paper supplies for campgrounds 120.40$

40722 Consolidated Electrical Distributors 07-66-66260 Lubricant, Service boxes, Switch covers 983.24$

40723 Copy Center 07-63-63201 UPS fees 30.69$

40724 DGI Supply, A DoAll Company 07-66-66100 Band Saw blades 321.42$

40725 Grainger Inc. 07-63-63270 Work Lights, Camera Battery 391.41$

40726 HDR Engineering 07-00-11204 Engineering services through 3/30/13 23,333.27$

40727 Hilti, Inc. 07-63-63100 Drop-In Anchors 143.91$

40728 Home Dept Credit Service 07-63-63260 Paint, supples, lights 323.84$

40729 Industrial Equipment 07-66-66370 Wall vents 452.74$

40730 Interstate Battery System of Sacramento 07-64-64100 Deep cycle batteries 593.08$

40731 Kaman Industrial Technology 07-63-63260 Bearings 148.96$

40732 Kinney's Autotune 07-66-66150 Smog Tests 63.50$

40733 Knife River Construction 07-65-65260 Pea Gravel 147.06$

40734 McMaster Carr Supply Co. 07-63-63100 Pipe thread sealant, Saw blades, Hour meter 269.92$

40735 Measurement Specialties, Inc. 07-64-64260 Replacement transducer 798.05$

40736 Minasian, Meith, Soares 07-60-60208 April, 2013 professional services 1,255.84$

40737 Newark 07-63-63270 Battery charger 193.71$

40738 Northern Calif Gloves 07-62-62102 Swift pain stoppers 37.23$

40739 NorthStar 07-64-64201 WPH penstock survey 4,530.00$

40740 Open Systems International, Inc. 07-68-68380 Support program 4/22/13-4/21/14 4,500.00$

40741 Oroville Safe & Lock 07-66-66100 Keys 44.02$

40742 PG&E - Sacramento 07-63-63501 Interconnection agreement fees, May 2013 7,010.37$

40743 Quanta Technology 07-60-60201 NERC/WECC Mock Audit 6,650.00$

40744 Ray's General Hardware various Power pole, Paint supplies, Pipe fittings, Hardware 2,091.82$

40745 Recology Yuba-Sutter 07-65-65250 May 2013 service for campgrounds 346.68$

40746 Southwest Valve LLC 07-00-11202 KPH TSV replacement freight 1,564.61$

40747 Talley Communications 07-68-68100 Wood pole clamp set 87.97$

40748 Thomas Hydraulic & Hardware 07-63-63260 Repair kits for valves, Pump seal kits 3,354.15$

40749 Thresher Heating and AC 07-66-66201 Retrofit AC unit 656.00$

40750 Western Renewable Energy Generation 07-63-63201 WREGIS for KPH and SPH 60.69$

40751 White Cap HDS Const Supply 07-63-63260 Fire barrier bricks for wire & cable trays 710.01$

Total April, 2013 Warrants 575,432.59$

Page 2 of 6


Miscellaneous Checks, April, 2013

Date Check # Vendor Name Account Description Amount

04/02/13 40319 Void Void ck #40319 Oroville Ford (137.20)$

04/05/13 40419 B of A Bank Card 07-68-68408 Expenses-SCADA Class, Howerton 62.28$

04/05/13 40420 Dell Marketing 07-63-63100 Battery for Laptop 128.99$

04/05/13 40421 F.E.R.C. 07-60-60501 Annual Land Fees 10/1/12-9/30/13 84,914.11$

04/05/13 40422 OATI 07-60-6021 WECC Compliance Web site5/13 to 5/15 325.00$

04/05/13 40423 Oroville Cable 07-66-66171 Washers, Nitrogen, Tank Rent 304.54$

04/05/13 40424 PG&E - Oroville 07-63-63250 April Statement 8,023.54$

04/05/13 40425 Ramos Oil 07-66-66160 March Fuel Delivery 4,943.53$

04/05/13 40426 Recology Butte-Colusa 07-66-66250 March Service 419.25$

04/05/13 40427 Riebes Auto Parts 07-66-66150 Misc Veh & Equipment Maint Parts 1,646.60$

04/05/13 40428 Sierra Control 07-00-11202 RTU Upgrade 7,045.50$

04/05/13 40429 Staples Credit 07-60-60106 Folders, Paper, Copy Machine Paper 259.46$

04/05/13 40430 Wal-Mart 07-63-63100 Bottled Water, Brooms 127.15$

04/05/13 40431 ADP 01-50-50201 PR Processing PE 3/14/13 907.67$

04/05/13 40432 ACWA/JPIA 01-00-14401 Empl Fidelity Program 4/13-4/14 1,372.00$

04/05/13 40433 AT&T 01-50-50251 March Local Statement 1,123.30$

04/05/13 40434 AT&T 01-50-50251 March Local Statement 449.54$

04/05/13 40435 AT&T Long Distance 01-50-50251 March Long Distance Statement 109.44$

04/05/13 40436 AT&T Mobility 01-50-50251 April Cell Phone Statement 473.70$

04/05/13 40437 Butte Co Air Quality Mgmnt 01-52-52501 Permit to Operate-Misc Facilities 1,038.00$

04/05/13 40438 CA Dept of Child Support 01-00-15224 Employee Judgement PR 4/5/13 270.83$

04/05/13 40439 CalPERS 01-00-22931 Employee Retirement PR 4/5/13 16,614.05$

04/05/13 40440 CalPERS 457 Plan 01-00-22908 Employee 457 contributions 4/5/13 561.27$

04/05/13 40441 Cook Paging 01-50-50251 Paging Service 82.70$

04/05/13 40442 Leona Cooley 01-00-22600 J/O Refund 391.81$

04/05/13 40443 Ferguson Enterprises 01-00-22300 Inventory Purchases 6,054.88$

04/05/13 40444 Home Depot 01-54-54295 Shovels, Gates, Misc. PVC 710.59$

04/05/13 40445 Knife River 01-54-54264 Sand 602.86$

04/05/13 40446 Moonlight Business 01-50-50114 UB Statement Processing 2,494.40$

04/05/13 40447 Nelson's Footwear 01-56-56102 Employee Work Boots-Fridrich 185.96$

04/05/13 40448 John Nickelson 01-00-22600 J/O Refund 747.57$

04/05/13 40449 NorCal Redevelopment 01-00-22200 UB Refund 16.64$

04/05/13 40450 NorCal Redevelopment 01-00-22200 UB Refund 19.97$

04/05/13 40451 Northern Calif Water Assoc 01-50-50408 Agreement Final Payment 1,939.34$

04/05/13 40452 O'Reilly Auto Parts 01-56-56150 Misc Equipment Repair Parts 137.03$

04/05/13 40453 Oroville Cable 01-56-56150 Misc Veh & Equipment Maint Parts 206.58$

04/05/13 40454 PG&E Oroville 01-54-54250 April Statement 3,656.74$

04/05/13 40455 Reliance Standard Life 01-50-50402 April Employee Life Ins. 1,029.21$

04/05/13 40456 Carlos Reyes 01-00-22200 UB Refund 22.62$

04/05/13 40457 Francine Richardson 01-00-22200 UB Refund 65.14$

04/05/13 40458 SCOR 01-53-53260 Distilled Water and Lab Testing 41.89$

04/05/13 40459 Sierra Foothill Laboratory 01-53-53201 Lab Testing 330.00$

04/05/13 40460 Sprint 01-54-54251 March On-Call Cell Service 66.84$

04/05/13 40461 Standard Insurance 01-50-50403 April Supplemental Disability 2,436.18$

04/05/13 40462 Tehama Tire Service 01-56-56150 Flat Repairs 31.75$

04/05/13 40463 Tractor Supply 01-54-54104 Cotter Pins, Nuts, Spraytank Maint 133.96$

04/05/13 40464 Vista Net 01-00-11182 Computer Upgrades 24,498.00$

04/05/13 40465 Luong Vo 01-00-22600 J/O Refund 25.80$

04/05/13 40466 Nora Williams 01-00-22200 UB Refund 23.53$

04/23/13 40467-40496 March Warrants - JFOF -$

04/23/13 40497-40543 March Warrants - Water -$

04/18/13 40544 AT&T 07-60-60251 April T-1 Line Statement 507.97$

04/18/13 40545 Advanced Document 07-60-60380 Copier Maintenance 37.03$

04/18/13 40546 Advanced Eng. Pump 07-63-63260 Stainless Steel Impeller and Parts 5,041.27$

04/18/13 40547 CA Board of Equalization 01-53-53250 1st Qtr 2013 Electrical Energy Surcharge 48.28$

04/18/13 40548 Enterprise Record 07-65-65217 Campground Host Advertisement 866.54$

04/18/13 40549 Herguth Laboratories 07-63-63201 Test Oil Samples 178.56$

04/18/13 40550 Home Depot 07-63-63100 Vacuum Tools 36.42$

04/18/13 40551 Minasian Law firm 07-60-60208 April Services 15,956.00$

04/18/13 40552 Oro Dam Auto Center 07-66-66150 Tail Gate Hinges 95.09$

04/18/13 40553 Oroville Cable 07-62-62102 Work Gloves, Safety Supplies 350.03$

04/18/13 40554 Riebes Auto Parts 07-66-66150 Glass Beads, Filters, Oil 406.68$

04/18/13 40555 Schweitzer Engineering 07-63-63260 Powerhouse Clocks 2,626.24$

04/18/13 40556 Staples Credit Plan 07-63-63100 Chairs, Ink Cartridges 847.66$

04/18/13 40557 T & T Supplies 07-66-66150 Air Dryer for T#102 56.92$

04/18/13 40558 Tom's Septic Service 07-65-65201 Pump out Tanks 1,650.00$

04/18/13 40559 Wal-Mart 07-63-63100 Bottled Water, Soap 47.17$

04/18/13 40560 Washington State University 07-63-63408 Hands-on Relay School - Romero 625.00$

04/18/13 40561 WREGIS 07-63-63201 WREGIS for SPH & KPH 38.83$

04/19/13 40562 ADP 01-50-50201 PR Processing PE 3/30/13 560.00$

04/19/13 40563 ACWA-JPIA 01-50-50393 Workers Comp Jan - March 2013 53,255.00$

04/19/13 40564 ACWA-JPIA 01-50-50400 May Employee Vision & Dental 8,563.22$

04/19/13 40565 AFLAC 01-00-22915 Empl Supplemental Ins PR 4/5 & 4/19 521.40$

04/19/13 40566 AT&T 01-50-50251 Circuit Billing 265.70$

Page 3 of 6


Miscellaneous Checks, April, 2013

04/19/13 40567 AT&T 01-50-50251 AT&T T-1 Internet Line 751.15$

04/19/13 40568 AT&T Long Distance 01-53-53251 April Long Distance 100.74$

04/19/13 40569 Bullet Guard Corp 01-52-52370 Deposit for Bullet Resistant Panels 1,694.89$

04/19/13 40570 CA Dept of Child Support 01-00-15224 Employee Judgement PR 4/19/13 270.83$

04/19/13 40571 Home Depot 01-53-53260 Connecters, Unions, Epoxy. Terry Towels 188.41$

04/19/13 40572 Knife River 01-54-54264 Sand and Gravel 1,760.09$

04/19/13 40573 Oroville Cable 01-54-54104 Flap Discs, Brake Cleaner 115.03$

04/19/13 40574 Tehama Tire Service 01-56-56150 Flat Repairs 16.25$

04/19/13 40575 Wal-Mart 01-56-56100 Shop and Cleaning Supplies 43.13$

04/25/13 40576 Cal PERS 01-50-50400 May Empl Health Ins 113,516.65$

04/25/13 40577 Cal PERS 01-00-22931 Employee Retirement pr 4/19/13 16,179.24$

04/25/13 40578 Cal PERS 457 01-00-22908 Employee 457 Contributions 4/19/13 349.35$

04/25/13 40579 Rossana Giannecchini 01-00-22200 UB Refund 544.55$

04/25/13 40580 IBEW #1245 01-00-25207 May Members Dues 5,145.73$

04/25/13 40581 Moonlight Business 01-50-50114 UB Billing Statement Processing 1,689.64$

04/25/13 40582 City of Oroville 01-00-22907 1st Qtr 2013 City Utility Users Tax 3,818.09$

04/25/13 40583 Richardson & Co 01-50-50216 2012 Audit Progress Payment 14,175.00$

04/25/13 40584 Gary West 01-00-22600 JO Refund 63.80$

04/26/13 40585 Butte County 01-54-54501 Encroach Permit-Foothill & Mt Ida 88.00$

TOTAL APRIL, 2013 CHECKS 430,026.12$

Page 4 of 6

SOUTH FEATHER WATER AND POWER

APRIL 2013

PAYROLL DEF COMP WIRES PE 3/30/2013 10,338.44$

PAYROLL DEF COMP WIRES PE 4/13/2013 8,651.50$

PAYROLL STATE & FED TAXES 145,243.11$

PAYROLL NET 263,037.65$

TOTAL APRIL, 2013 427,270.70$

PAYROLL

Page 5 of 6

POWER DIVISION

April, 2013 Power Division Warrants

Date Check # Vendor Name Account General Description Amount

5/28/2013 66849 AECOM USA, Inc. 06-00-11204 Engr Svcs, Lost Creek Dam Crest Mod proj 61,790.48$

Mar and Apr 2013 services

Total April, 2013 Power Division Warrants 61,790.48$

Name or Company

Date Check # or Person Account Description Amount

Total April, 2013 Power Division Miscellaneous Checks and Expenses -$

POWER DIVISION

Miscellaneous Checks and Expenses April 2013

Page 6 of 6


TO: Board of Directors FROM: Steve Wong, Finance Division Manager DATE: May 21, 2013 RE: General Information (regarding matters not scheduled on the agenda) 5/28/13 Board of Directors Meeting South Feather Relicensing Consulting Services HDR submitted an invoice for relicensing consulting services provided February 24, 2013 through March 30, 2013 in the amount of $685.20. Total payments to HDR for relicensing services amount to $5,116,241 for services rendered through March 30, 2013. The budget balance remaining under this agreement is $34,521. Pension Reform, CalPERS CalPERS recently announced changes to its amortization and smoothing policies which are expected to increase employer contribution rates. The current employer contribution rate for SFWPA is 14.627%. In the foreseeable future, there is a significant probability the Agency employer contribution rate will eventually be in the range of 20% to 22%. The factors contributing to these policy changes include amortizing investment gains and losses over a fixed 30-year period (vs. the current rolling 30-year period) and then adjusting the rates over a 5-year period (vs. the current 15-year period). While the rate increases will be substantial in the near future, it will result in putting the Agency’s retirement plan on a path to be fully funded in 30 years and eventually the employer contribution rates will be lower. These changes will also align funding of the retirement plan with new accounting standards that will be implemented in the future. Pension Accounting As noted in the auditor’s management letter, and alluded to above, the recently approved GASB Statement No. 68 will require the Agency to report its proportional share of the unfunded CalPERS retirement benefit obligations. This significant liability will be reportable in the Agency’s financial statements beginning with the 2015 year. Financial Advisor Services The request for proposals for financial advisor services for the financing of the Agency’s Miners Ranch Treatment Plant Improvement Project was released April 10, 2013 with a response deadline of May 17, 2013. Five proposals were received and are currently being evaluated. It is anticipated the Board will receive a recommendation at its June 25, 2013 meeting.

South Feather Water & Power

Joint Facilities Operating Fund Financial Report

May 28, 2013 Board Meeting

2013

2011 2012 2013 2013 ACTUAL

ACCOUNT DESCRIPTION ACTUAL ACTUAL BUDGET ESTIMATED THRU 4/30/13

REVENUE:

41150 Sale of Electricity 18,727,496 16,028,985 14,000,000 17,000,000 5,541,851

41502 Water Sales 86,130 533,459 200,000 200,000 0

42305 Current Service Charges 7,450 10,890 9,500 9,500 3,077

42331 Concession Income 16,322 18,966 20,000 20,000 0

49250 Interest Income 54,281 106,519 60,000 60,000 0

49321 State of CA, DWR 468,278 0 6,500 6,500 0

49929 Miscellaneous Income 5,245 12,620 500 147,487 147,487

Total Revenue 19,365,202 16,711,439 14,296,500 17,443,487 5,692,415

EXPENSES:

JFOF Administration, 7-60

Salaries & Benefits 502,588 761,607 668,500 668,500 256,800

Supplies 10,139 6,917 13,250 13,250 2,419

Services 654,803 622,001 275,920 275,920 61,003

Utilities 48,558 18,808 18,500 18,500 6,890

Fuel, Oil, Auto 358 42 500 500 0

Training/Dues 27,794 30,174 30,725 30,725 28,153

Total JFOF Administration, 7-60 1,244,240 1,439,549 1,007,395 1,007,395 355,265

Environ Health & Safety, 7-62


Supplies 6,893 7,375 19,900 19,900 13,556

Services 6,498 12,017 31,500 31,500 391

Utilities 0 0 0 0 0

Fuel, Oil, Auto 0 0 0 0 0

Training/Dues 3,222 1,272 13,750 13,750 438

Total Environ Health & Safety, 7-62 74,415 82,841 131,900 131,900 34,792

Power Plant Operations, 7-63

Salaries & Benefits 1,955,649 1,997,365 2,134,500 2,134,500 676,243

Supplies 112,260 141,588 126,500 126,500 61,482

Services 65,007 502,983 264,450 264,450 38,203

Utilities 9,546 26,910 28,500 28,500 8,699


Training/Dues 1,155 4,496 50,600 50,600 5,205

Total Power Plant Operations, 7-63 2,143,691 2,673,342 2,604,550 2,604,550 789,832

Page 1 of 8




2013

2011 2012 2013 2013 ACTUAL


EXPENSES (CON'T):

Water Collection, 7-64


Supplies 55,180 54,538 48,020 48,020 10,704

Services 148,250 263,268 398,550 398,550 24,505

Utilities 6,407 5,256 5,500 5,500 0

Fuel, Oil, Auto 824 12 500 500 0

Training/Dues 1,039 791 800 800 0

Total Water Collection, 7-64 505,580 621,431 780,870 780,870 122,602

Campgrounds, 7-65


Supplies 3,050 5,344 6,350 6,350 447

Services 4,931 11,087 8,000 8,000 4,386

Utilities 2,451 4,020 4,000 4,000 224

Fuel, Oil, Auto 18 304 1,000 1,000 0

Training/Dues 0 32 50 50 0

Total Campgrounds, 7-65 56,829 89,593 109,920 109,920 20,476

JFOF Plant & Shop, 7-66


Supplies 33,562 36,710 40,300 40,300 5,488

Services 15,133 60,511 35,000 35,000 4,073

Utilities 47,373 58,105 48,500 48,500 19,704

Fuel, Oil, Auto 127,796 103,648 116,600 116,600 30,539

Training/Dues 0 0 500 500 0

Total JFOF Plant & Shop, 7-66 528,541 634,025 574,900 574,900 146,871

Regulatory Compliance, 7-67


Supplies 593 3,662 2,300 2,300 1,098

Services 4,782 208,490 492,200 492,200 85,173

Utilities 56 610 7,900 7,900 40


Training/Dues 13,354 9,633 15,200 15,200 3,259

Total Regulatory Compliance, 7-67 128,980 315,859 600,600 600,600 111,854

Communications & IT, 7-68


Supplies 49,136 39,902 54,200 54,200 1,681

Services 17,006 37,841 35,000 35,000 7,139

Utilities 13 9,731 9,500 9,500 8,401


Training/Dues 0 4,335 6,650 6,650 2,226

Total Comm & IT, 7-68 200,660 302,453 328,350 328,350 61,220

TOTAL OPERATING EXPENSES 4,882,936 6,159,093 6,138,485 6,138,485 1,642,912

SUB-TOTAL, REVENUES OVER OPER EXP 14,482,266 10,552,346 8,158,015 11,305,002 4,049,503

Page 2 of 8




2013

2011 2012 2013 2013 ACTUAL


SUB-TOTAL, REVENUES OVER OPER EXP 14,482,266 10,552,346 8,158,015 11,305,002 4,049,503

Other Non-Operating Expenses:

North Yuba Water District (354,500) (1,512,000) (709,000) (1,012,916) 0

Captial Outlay

SFPP Minor Projects (2013-0800) 10,000 11,200 11,166

SFPP Vehicle Replacements (2013-0815) 0 0 0

WPH Fab Needle Valves (2011-0835) 120,000 120,000 0

MRC Wall Repairs (2011-0839) 165,000 165,000 0

Network Eq/Wtr RTU Upgrade (2011-0841) 30,000 32,000 32,703

Diesel Modifications (2012-0848) 15,000 15,000 0

Welding Shop (2012-0851) 50,000 50,000 0

WPH Penstock Valve Trip System (2012-0862) 30,000 30,000 0

Large Format Printer/Scanner (2013-0863) 9,000 8,500 8,414

KPH TSV Replacement (2013-0865) 500,000 500,000 265

KPH PRV Reline Walls, Replace Seat (2013-0866) 130,000 130,000 0

KPH Install Lift Pump (2013-0867) 30,000 30,000 0

KPH Rotor Pole Removal & Repair (2013-0868) 400,000 400,000 0

KPH TSV & Rotor Engineering Support (2013-0869) 212,000 212,000 0

fFPH Drop Ceiling, Cable Tray Fire-Proofing, Desk (2013-0872) 10,000 10,000 0

LGV Spill Gate Painting (2013-0874) 140,000 140,000 0

KPH Temp Data Logger (2013-0875) 6,500 6,500 0

SCADA Terminal Inverters (WPH, FPH, KPH) (2013-0877) 12,000 12,000 11,912

MW path to Oroville, Replace T-1 (2013-0878) 50,000 50,000 750

KPH RTU Upgrade (2013-0879) 300,000 300,000 0

Total Capital Outlay (2,303,390) (1,145,659) (2,219,500) (2,222,200) (65,210)

Transfers:

General Fund-Minimum Payment (354,500) (1,418,000) (709,000) (709,000) 0

General Fund-Additional Payment 0 (94,000) 0 (303,916) 0

General Fund-Relicensing 0 (1,143,262) (1,145,000) (1,145,000) 0

General Fund-Overhead (420,239) (413,262) (533,140) (533,140) 0

Net NYWD, Capital Outlay and Transfers (3,432,629) (5,726,183) (5,315,640) (5,926,172) (65,210)

NET REVENUE OVER EXPENSES 11,049,637 4,826,163 2,842,375 5,378,830 3,984,293

Beginning Balance 8,558,488 13,300,594 12,926,372 17,062,555 17,062,555

Loan Payable to PG&E (thru 12/31) (6,307,531) (1,064,202) (750,000) (750,000) 0

Ending Balance 13,300,594 17,062,555 15,018,747 21,691,385 21,046,848

NOTE: Per NYWD agreement, 15% working capital reserve ($920,000) and $15,000,000

contingency reserve is required. Repayment to PG&E for loan for dam crest modification

projects estimated to be $17,000,000 ($6,925,920 paid thru 4/30/2013).

Page 3 of 8


General Fund Financial Report


2013

2009 2010 2011 2012 2013 2013 ACTUAL

ACCOUNT DESCRIPTION ACTUAL ACTUAL ACTUAL ACTUAL BUDGET ESTIMATED THRU 4/30/13

REVENUE:

Water Sales Rev

41100 Domestic Water 2,444,993 2,354,324 2,323,196 2,319,951 2,275,000 2,250,000 434,981

41400 Irrigation Water 229,598 223,461 211,158 233,909 225,000 225,000 22,403

41300 Surplus Water (PG&E) 192,914 65,019 0 0 0 0 0

41502 Surplus Water (Contract) 1,000 0 0 0 0 0 0

Sub-Total Water Sales Rev 2,868,505 2,642,804 2,534,354 2,553,860 2,500,000 2,475,000 457,384

Power Revenue

41305 Sly Cr Pwr Generation 225,455 1,068,090 2,186,793 1,587,505 1,500,000 1,625,000 312,180

41450 Woodleaf TWD 63,990 20,188 0 0 0 0 0

41306 Surplus Wtr 368,000 368,000 170,653 174,422 155,000 155,000 0

41600 Sly Creek MOU 77,200 77,200 0 0 0 0 0

Sub-Total Power Rev 734,645 1,533,478 2,357,446 1,761,927 1,655,000 1,780,000 312,180

Water Serv Chgs

42301 Sundry Billing (Job Orders) 17,108 3,381 22,954 48,972 40,000 25,000 3,798

42303 Inspection Fees 0 0 7,774 0 0 0 0

42341 System Cap Chg (MRTP) 28,490 0 0 0 0 0 0

Other Water Serv Charges 100,248 70,323 66,154 63,962 55,000 55,000 14,445

Sub-Total Water Serv Chgs 145,846 73,704 96,882 112,934 95,000 80,000 18,243

Non-Oper Revenue

49202 Int-Time Certificates 18,178 9,840 0 0 0 0 (10,023)

49250 Int-Misc 18,323 23,981 0 0 0 0 2,021

49311 Property Taxes 517,253 513,770 509,266 488,954 510,000 510,000 1,382

49312 ERAF Surcharge 4 0 0 0 0 0 0

49405 ACWA/JPIA RPA 0 0 96,416 58,397 50,000 0 0

49500 Revenue, PG&E 0 0 236,081 0 0 0 0

49625 Back Flow Installation 34,725 48,017 50,441 57,352 25,000 25,000 9,751

49630 Back Flow Inspection 78,275 81,264 84,595 88,935 87,500 87,500 23,354

49910 PG&E (SFPP) 7,500 5,000 0 0 0 0 0

49912 04 Refinancing, Excess Funds 293,464 890,857 0 0 0 0 0

49932 North Yuba Water District 33,977 (10,006) 0 0 0 0 0

Other Non-Oper Rev 56,380 55,809 34,577 57,962 10,000 10,000 389

Surplus From Debt Service Funds 686,924 0 0 0 0 212,500 0

Sub-Total Non-Oper Rev 1,745,003 1,618,532 1,011,376 751,600 682,500 845,000 26,874

TOTAL GENERAL FUND REVENUE 5,493,999 5,868,518 6,000,058 5,180,321 4,932,500 5,180,000 814,681

Page 4 of 8




2013

2009 2010 2011 2012 2013 2013 ACTUAL


EXPENSES:

General Administration, 1-50

Salaries & Benefits 953,257 890,656 771,941 1,178,547 992,450 992,450 368,730

Supplies 17,299 22,043 30,421 41,487 38,500 38,500 13,596

Services 194,152 193,970 206,619 202,066 318,200 318,200 67,107

Utilities 31,722 43,137 39,028 47,643 63,500 63,500 14,966

Fuel, Oil, Auto 215 44 106 0 100 100 0

Training/Dues 62,668 62,809 21,709 43,932 38,000 38,000 22,495

Total General Admin, 1-50 1,259,313 1,212,659 1,069,824 1,513,675 1,450,750 1,450,750 486,894

Water Source, 1-51

Source of Supply 14,113 14,113 14,113 14,113 14,200 14,200 0

Total Water Source, 1-51 14,113 14,113 14,113 14,113 14,200 14,200 0

Environ Health & Safety, 1-52

Salaries & Benefits 68,042 75,705 84,544 94,098 96,350 96,350 24,172

Supplies 6,154 6,139 5,756 14,155 31,600 31,600 9,104

Services 11,854 4,757 8,097 14,024 43,000 43,000 2,278

Utilities 0 0 0 0 0 0 0

Fuel, Oil, Auto 0 92 72 28 600 600 0

Training/Dues 6,760 9,083 6,396 1,814 10,250 10,250 1,258

Total EH&S, 1-52 92,810 95,776 104,865 124,119 181,800 181,800 36,812

Water Treatment, 1-53


Supplies 75,216 58,788 76,079 104,255 121,000 121,000 56,620

Services 14,288 23,934 17,525 23,892 92,300 92,300 7,779

Utilities 42,342 25,762 23,327 15,043 45,000 45,000 2,293

Fuel, Oil, Auto 23 55 15 11 200 200 0

Training/Dues 1,064 5,592 3,198 3,408 7,000 7,000 1,946

Total Water Treat, 1-53 726,386 784,673 846,119 891,926 1,012,730 1,012,730 308,303

Transmission & Distribution, 1-54

Salaries & Benefits 1,483,248 1,521,604 1,748,454 1,790,446 1,922,830 1,922,830 487,089

Supplies 201,553 199,261 83,254 83,134 102,000 102,000 47,573

Services 6,170 3,643 44,708 12,675 17,900 17,900 454

Utilities 23,821 23,544 27,321 28,379 30,000 30,000 5,508

Fuel, Oil, Auto 4 37 15 0 0 0 0

Training/Dues 0 1,251 1,003 2,195 2,500 2,500 1,592

Total Trans & Dist, 1-54 1,714,796 1,749,340 1,904,755 1,916,829 2,075,230 2,075,230 542,216

Page 5 of 8




2013

2009 2010 2011 2012 2013 2013 ACTUAL


EXPENSES (CON'T):

Customer Accounts, 1-55


Supplies 56,999 57,453 98,988 76,029 82,500 82,500 44,075

Services 0 0 361 4,044 4,500 4,500 353

Utilities 0 0 0 0 0 0 0

Fuel, Oil, Auto 0 0 0 0 0 0 0

Training/Dues 230 750 199 30 100 100 0

Total Cust Accts, 1-55 363,409 355,344 448,758 557,256 545,650 545,650 220,186

General Plant & Shop, 1-56


Supplies 12,954 14,303 19,994 26,511 21,500 21,500 4,154

Services 6,221 2,487 4,075 9,687 9,500 9,500 2,119

Utilities 20,486 21,082 23,162 20,995 27,000 27,000 7,589

Fuel, Oil, Auto 95,412 107,590 123,438 147,089 142,000 142,000 37,665

Training/Dues 0 0 265 0 300 300 0

Total Gen Plant & Shop, 1-56 351,320 371,725 381,488 586,056 562,700 562,700 185,639

Sundry & Expense Credits, 1-57


Supplies (113,390) (90,406) (17,127) (24,642) (2,000) (2,000) (2,551)

Services (60,470) 3,774 0 0 1,000 1,000 1,246

Utilities 0 0 0 0 0 0 0

Fuel, Oil, Auto 0 0 0 0 0 0 0

Training/Dues 0 0 0 0 0 0 0

Total Sundry, 1-57 (156,933) (70,213) 63,814 77,292 9,000 9,000 7,005

Information Technology, 1-58


Supplies 17,394 17,072 28,984 40,589 61,250 61,250 8,349

Services 9,482 7,598 23,985 29,931 48,700 48,700 16,394

Utilities 100 1,790 2,414 578 1,000 1,000 50

Fuel, Oil, Auto 0 0 0 0 0 0 0

Training/Dues 20,681 22,967 23,293 18,757 15,100 15,100 1,684

Total Info Tech, 1-58 144,212 221,903 286,337 314,696 356,180 356,180 93,862

Sly Creek Power Plant, 1-61

Salaries & Benefits 0 155,971 283,506 255,596 311,000 311,000 46,753

Supplies 0 5,922 40,715 8,106 33,900 33,900 1,118

Services 0 30,151 55,870 75,901 55,075 55,075 3,347

Utilities 0 186 6,143 7,844 8,000 8,000 3,223

Fuel, Oil, Auto 0 34 34 0 0 0 0

Training/Dues 0 0 3,693 0 3,500 3,500 0

Total Sly Creek Power Plant, 1-61 0 192,264 389,961 347,447 411,475 411,475 54,441

TOTAL OPERATING EXPENSES 4,509,426 4,927,584 5,510,034 6,343,409 6,619,715 6,619,715 1,935,358

SUB-TOTAL, REVENUES OVER OPER EXP 984,573 940,934 490,024 (1,163,088) (1,687,215) (1,439,715) (1,120,677)

Page 6 of 8




2013

2009 2010 2011 2012 2013 2013 ACTUAL


SUB-TOTAL, REVENUES OVER OPER EXP 984,573 940,934 490,024 (1,163,088) (1,687,215) (1,439,715) (1,120,677)

Non-Operating, 1-59

Supplies & Servces 1,546 210 531 102,962 3,000 3,000 1,527

Interest 235,042 217,187 205,244 234,199 82,185 82,185 14,657

Principal 787,113 242,718 349,106 250,000 364,341 364,341 0

Non-Operating, 1-59 1,023,701 460,115 554,881 587,161 449,526 449,526 16,184

Other Non-Operating Expenses:

Relicensing 157,866 82,129 50,357 0 0 0 0

Captial Outlay:WT-Minor Projects (2013-0053) 10,000 10,000 2,567

TD-Minor Projects (2013-0054) 10,000 10,000 0

GP-Vehicle Replacements (2013-0056) 85,000 85,000 0

GP-Minor Projects (2013-0057) 0 0 0

IT-Minor Projects (2013-0058) 20,000 20,000 0

WT-Modernize MRTP Telemetry Operation (2010-0094) 28,000 28,000 9,689

Distribution System Remote Monitoring (2010-0104) 20,000 20,000 0

GIS Baseline(2012-0109) 20,000 20,000 0

SCADA Computer Server Upgrade (2012-0115) 15,000 15,000 0

Wonderware Historical Logger System (2012-0116) 15,000 15,000 816

Hydro/Vac Excavator Valve Trailer (2012-0117) 60,000 60,000 17,375

MGT Inspection and Recoat (2012-0120) 12,000 12,000 0

Water Wagon (2012-0125) 20,000 20,000 0

GP-Shop HVAC (2012-0126) 15,000 15,000 0

MRTP Chlorine Feed Backup (2013-0130) 10,000 10,000 0

BTP Chriptosoporidum Compliance (2013-0131) 29,300 29,300 0

TD Community Line/Myers Orchard (2013-0132) 8,000 8,000 0

TD Community Line/Grimont-Foothill (2013-0133) 45,000 45,000 0

IT Replacement Switches w/Fiber (2013-0134) 15,000 15,000 4,851

Total Capital Outlay 173,883 216,891 208,555 3,388,349 437,300 437,300 35,298

Transfers:

SFPP Jt Facil Oper Fd-Minimum Payment 0 354,500 1,418,000 709,000 709,000 0

SFPP Jt Facil Oper Fd-Additional Payment 0 0 94,000 0 303,916 0

SFPP Jt Facil Oper Fd-Relicensing 0 0 1,143,262 1,145,000 1,145,000 0

SFPP Jt Facil Oper Fd-Overhead 0 420,239 413,262 533,140 533,140 0

MRTP System Capacity Fund (1,666,977) 0 0 0 0 0

Net Non-Operating and Transfers (1,355,450) (2,426,112) (39,054) (906,986) 1,500,314 1,804,230 (51,482)

NET REVENUE OVER EXPENSES (370,877) (1,485,178) 450,970 (2,070,074) (186,901) 364,515 (1,172,159)

Beginning Balance 2,204,859 1,833,982 348,804 799,774 (1,742,266) (1,270,300) (1,270,300)

Ending Balance 1,833,982 348,804 799,774 (1,270,300) (1,929,167) (905,785) (2,442,459)

Page 7 of 8


Irrigation Water Accounting

For The Period Of 1/1/2013 - 4/30/2013

ACCT CODE DESCRIPTION REVENUE EXPENSES

2013-504 Palermo Canal 8,370$ 50,138$

2013-505 Bangor Canal 16,191$ 55,631$

2013-506 Forbestown Canal 925$ 38,110$

2013-507 Community Line 5,453$ 6,938$

Totals 30,939$ 150,817$


System Capacity Fund Financial Report


2013

2012 2013 ACTUAL

ACCOUNT DESCRIPTION ACTUAL BUDGET THRU 4/30/13

REVENUE:42341 System Capacity Charges 165,372 20,000 18,010

49250 Interest Income 11,134 2,000 0

Total Revenue 176,506 22,000 18,010

CAPITAL OUTLAY:2010-0097 ID 2 Floating Liner 165,625 0 0

2012-0112 Air Scour/Expansion Design 0 0 0

2013-0135 MRTP Expansion 0 50,000 0

Total Expenses 165,625 50,000 0

Net Revenue over Expenses 10,881 (28,000) 18,010

Beginning Balance 1,678,398 1,516,398 1,689,279

Ending Balance 1,689,279 1,488,398 1,707,289

SOUTH FEATHER WATER AND POWER AGENCY

SCHEDULE OF CASH AND INVESTMENTS

APRIL 30, 2013

General Fund Cash and Savings Account 458,311

LAIF 11,575,783

CalTrust 1,264,967

Rabobank Money Market 2,021,562

Certificates of Deposit 3,620,071

Rate Fixed Income portfolio Purch Date Purch Price Face Value Maturity Mkt Value Est Ann Income

Cash 58,291 23

5.00% Poway USD 6/16/2011 55,199 50,000 10/1/2013 50,862 2,500

1.20% GE Capital CD 7/22/2011 250,000 250,000 7/22/2014 251,608 3,000

5.00% Poway USD 6/16/2011 28,413 25,000 8/1/2014 26,373 1,250

4.25% Washington USD 6/17/2011 38,036 35,000 8/1/2014 36,590 1,488

5.00% John Hancock Life Ins 8/31/2011 44,113 40,000 1/15/2015 42,136 2,000

1.30% CIT Bank Salt Lake City CD 8/3/2011 250,000 250,000 2/3/2015 254,708 3,250

4.95% Bank of New York 8/31/2011 84,103 75,000 3/15/2015 80,884 3,713

2.70% Barclays Bank CD 6/20/2011 103,647 100,000 4/7/2015 103,951 2,700

2.15% Mount San Antonio Comm Coll, 6/15/2011 36,835 40,000 5/1/2015 39,494 860

5.00% San Diego Pub Fin Auth 6/16/2011 375,684 325,000 5/15/2015 355,592 16,250

1.83% Raymond James Bank CD 6/13/2011 250,000 258,359 6/12/2015 258,748 4,575

3.50% GE Capital 8/31/2011 159,242 150,000 6/29/2015 158,533 5,250

1.50% GE Money Bank CD 7/22/2011 250,000 250,000 7/22/2015 253,190 3,750

3.20% BB&T Corporation 2/27/2013 246,162 229,000 3/15/2016 249,602 7,328

2.13% Boeing Cap Corp 2/27/2013 249,298 238,000 8/15/2016 249,565 5,058

1.45% Proctor & Gamble 3/22/2013 483,312 470,000 8/15/2016 483,312 6,815

2.70% PNC Funding Corp 2/27/2013 246,944 232,000 9/19/2016 249,815 6,264

2.80% Simon PPTY Group LP 2/27/2013 248,969 234,000 1/30/2017 249,588 6,552

1.55% Discover Bank CD 10/10/2012 100,000 100,000 10/10/2017 101,218 1,550

Total Fixed Income Portfolio 3,554,060 84,175

2.37%

TOTAL CASH & INVESTMENTS AT 4/30/2013 22,494,754

Page 8 of 8

Consumption Report.2013 1 5/16/2013 8:46 AM

MINERS RANCH TREATMENT PLANT CONSUMPTION: 2004 - 2013Volume

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 6,429 6,474 6,573 6,669 6,725 6,769 6,618 6,591 6,598 6,616 7.271 7.554 7.448 8.090 8.207 8.889 7.916 7.573 9.100 8.047 143,027$ 145,277$ 148,137$ 153,959$ 154,692$ 159,260$ 151,996$ 150,322$ 156,728$ 145,841$ 2 6,420 6,471 6,587 6,679 6,734 6,769 6,614 6,602 6,610 6,622 6.796 6.691 5.292 8.699 7.481 6.365 5.962 6.215 7.855 7.371 140,355$ 140,867$ 135,734$ 155,627$ 152,150$ 145,022$ 141,650$ 142,642$ 145,621$ 143,060$ 3 6,418 6,491 6,599 6,683 6,734 6,611 6,600 6,588 6,615 6,645 4.730 6.973 7.711 7.152 7.257 5.880 5.253 6.421 7.274 8.303 128,788$ 143,055$ 149,585$ 148,605$ 149,953$ 141,538$ 140,719$ 143,299$ 142,922$ 147,452$ 4 6,431 6,504 6,601 6,692 6,730 6,617 6,615 6,610 6,618 6,640 14.813 8.602 4.902 13.375 12.141 9.000 7.957 7.100 7.243 9.825 186,929$ 152,140$ 134,041$ 184,144$ 178,390$ 160,660$ 153,889$ 148,039$ 141,677$ 155,786$ 5 6,425 6,521 6,617 6,696 6,732 6,618 6,623 6,596 6,635 20.148 9.999 12.634 14.079 22.608 18.122 9.442 11.917 11.881 215,567$ 161,093$ 179,334$ 187,560$ 235,151$ 210,095$ 162,323$ 175,915$ 165,658$ 6 6,430 6,523 6,629 6,729 6,739 6,614 6,619 6,616 6,645 26.978 20.752 23.382 31.806 26.294 21.423 17.553 13.938 26.923 250,942$ 221,634$ 239,100$ 276,121$ 254,186$ 228,845$ 207,800$ 186,242$ 236,470$ 7 6,447 6,523 6,622 6,704 6,723 6,613 6,626 6,620 6,641 35.443 25.326 36.390 32.093 32.619 31.394 29.635 28.752 31.456 292,074$ 246,343$ 300,406$ 284,092$ 286,867$ 279,461$ 271,282$ 266,205$ 256,107$ 8 6,451 6,536 6,653 6,711 6,744 6,616 6,625 6,624 6,638 31.434 34.428 34.406 32.652 34.451 33.753 31.050 26.332 31.710 273,996$ 286,438$ 295,228$ 285,480$ 296,155$ 290,613$ 277,308$ 252,930$ 257,040$ 9 6,463 6,536 6,652 6,715 6,742 6,618 6,625 6,630 6,632 35.193 33.775 35.822 38.006 32.202 30.758 31.253 35.886 34.846 291,115$ 288,492$ 302,033$ 310,005$ 285,155$ 275,714$ 277,684$ 299,122$ 271,217$

10 6,463 6,543 6,653 6,722 6,752 6,624 6,622 6,619 6,616 23.999 22.126 21.505 18.185 22.185 23.476 23.822 21.347 23.044 235,668$ 229,208$ 226,935$ 209,278$ 233,964$ 238,626$ 240,410$ 226,912$ 217,820$ 11 6,460 6,558 6,664 6,720 6,772 6,611 6,625 6,624 6,638 11.714 14.193 17.340 14.494 15.691 12.593 11.793 11.603 15.891 169,262$ 183,401$ 205,562$ 191,507$ 198,159$ 179,613$ 175,699$ 174,272$ 184,789$ 12 6,477 6,565 6,657 6,726 6,772 6,618 6,607 6,621 6,618 6.858 7.959 7.683 9.550 7.913 7.865 7.223 8.059 7.080 142,156$ 151,576$ 154,272$ 162,949$ 154,678$ 153,027$ 148,725$ 153,888$ 141,840$

6,443 6,520 6,626 6,642 6,742 6,642 6,618 6,612 6,625 6,631 225.378 198.380 214.517 228.180 229.048 209.518 188.859 185.142 214.303 33.547 2,469,879$ 2,349,523$ 2,470,368$ 2,549,327$ 2,579,501$ 2,462,475$ 2,349,484$ 2,319,787$ 2,317,887$ 592,138$

(x 1,000,000 cf)

Totals

RevenueCustomers

Averages Totals

(x 1,000,000 cf)

0.000

5.000

10.000

15.000

20.000

25.000

30.000

35.000

40.000

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000,

000

Month

VOLUME

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$50,000

$100,000

$150,000

$200,000

$250,000

$300,000

$350,000

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


BANGOR TREATMENT PLANT CONSUMPTION: 2004 - 2013

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 22 22 24 23 23 22 23 22 22 21 18.9 17.0 13.9 11.8 12.7 12.6 12.7 13.5 29.3 10.8 463$ 451$ 404$ 386$ 402$ 396$ 431$ 423$ 518$ 378$ 2 22 22 23 23 23 22 23 22 22 21 16.9 23.0 10.4 18.2 10.4 8.5 9.7 14.6 38.0 10.5 450$ 489$ 384$ 427$ 387$ 370$ 412$ 429$ 537$ 377$ 3 22 24 23 23 23 20 23 22 22 21 12.3 16.6 16.0 12.9 15.5 8.9 10.0 15.5 22.0 17.3 421$ 468$ 419$ 394$ 420$ 363$ 414$ 435$ 453$ 413$ 4 22 23 23 23 23 20 23 22 26 21 25.4 21.2 9.9 35.5 17.4 12.9 14.1 17.5 22.4 21.4 505$ 483$ 380$ 503$ 432$ 388$ 441$ 448$ 455$ 434$ 5 22 23 23 23 23 20 23 22 22 52.0 19.9 15.0 52.2 35.1 30.1 15.8 22.1 25.9 675$ 474$ 413$ 586$ 546$ 498$ 451$ 477$ 473$ 6 22 23 24 23 23 22 23 22 22 76.2 54.3 54.6 90.6 62.7 47.5 21.7 34.0 68.1 781$ 688$ 662$ 754$ 699$ 630$ 489$ 554$ 692$ 7 22 24 22 23 24 23 23 22 22 98.4 61.3 89.3 79.9 79.0 111.9 73.7 60.9 87.8 900$ 712$ 827$ 799$ 814$ 969$ 816$ 726$ 781$ 8 22 24 23 23 22 23 25 22 23 99.4 94.5 103.7 116.7 96.4 94.2 98.8 94.3 70.1 895$ 858$ 878$ 948$ 855$ 905$ 982$ 882$ 717$ 9 22 23 23 23 22 23 24 22 23 109.3 99.2 95.0 105.0 99.9 91.8 86.6 104.4 90.8 962$ 867$ 868$ 913$ 876$ 893$ 888$ 953$ 820$

10 22 23 24 23 22 23 22 22 21 77.6 67.2 61.8 46.0 61.2 53.2 56.3 74.9 61.3 797$ 723$ 712$ 615$ 699$ 683$ 696$ 810$ 642$ 11 22 23 23 23 23 23 22 22 19 36.2 37.0 42.8 24.8 32.2 28.5 31.0 49.1 37.4 538$ 559$ 580$ 480$ 521$ 533$ 534$ 650$ 489$ 12 22 23 23 23 22 23 22 22 20 21.5 20.7 16.3 14.2 10.7 14.4 14.6 37.3 9.8 480$ 456$ 415$ 411$ 384$ 443$ 429$ 575$ 358$

22 23 23 23 23 22 23 22 22 21 644.1 531.9 528.8 607.8 533.1 514.5 444.9 538.2 563.0 60.0 7,866$ 7,229$ 6,941$ 7,217$ 7,034$ 7,070$ 6,983$ 7,362$ 6,935$ 1,602$

Volume(x 1,000 cf)

Totals TotalsAverages

Customers Revenue

0.0

20.0

40.0

60.0

80.0

100.0

120.0

140.0

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000

Month

VOLUME

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$200

$400

$600

$800

$1,000

$1,200

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


COMMUNITY LINE WATER CONSUMPTION: 2004 - 2013

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 61 60 65 65 66 66 66 66 68 71 84.9 89.8 136.5 80.9 130.0 135.7 142.9 170.6 322.0 110.1 1,155$ 1,142$ 1,278$ 1,207$ 1,289$ 1,295$ 1,302$ 1,331$ 1,518$ 1,333$ 2 61 59 64 63 64 65 65 68 68 70 70.9 74.9 47.5 127.8 102.3 130.6 69.8 106.3 404.9 173.9 1,141$ 1,110$ 1,165$ 1,234$ 1,225$ 1,272$ 1,209$ 1,296$ 1,580$ 1,393$ 3 59 59 64 65 66 65 65 67 69 70 65.3 68.3 67.8 82.6 100.0 91.9 37.4 104.4 187.0 131.9 1,100$ 1,103$ 1,190$ 1,211$ 1,258$ 1,232$ 1,176$ 1,280$ 1,388$ 1,352$ 4 60 59 64 66 65 66 65 67 69 70 238.9 179.2 67.6 189.3 193.1 126.7 125.4 105.1 238.1 174.4 1,296$ 1,217$ 1,190$ 1,344$ 1,336$ 1,274$ 1,267$ 1,281$ 1,425$ 1,393$ 5 64 62 67 66 67 68 64 69 69 908.6 189.2 86.9 308.7 1,132.6 571.1 155.7 208.9 250.8 2,056$ 1,280$ 1,262$ 1,473$ 2,308$ 1,764$ 1,280$ 1,423$ 1,442$ 6 65 64 68 69 68 71 67 70 71 2,372.5 515.6 2,049.0 1,664.0 1,950.8 1,361.4 528.2 603.8 1,371.3 3,581$ 1,651$ 3,300$ 2,921$ 3,199$ 2,609$ 1,717$ 1,834$ 2,564$ 7 67 64 67 68 68 71 69 73 73 3,873.0 1,652.2 2,004.9 1,917.6 2,700.7 2,980.0 3,240.1 1,932.3 2,181.8 5,162$ 2,822$ 3,238$ 3,165$ 3,972$ 4,312$ 4,545$ 3,268$ 3,381$ 8 67 67 70 68 68 71 70 74 74 2,738.5 3,957.9 3,750.7 2,508.1 2,852.6 2,800.1 2,958.5 2,224.4 2,706.8 3,993$ 5,239$ 5,080$ 3,773$ 4,128$ 4,127$ 4,272$ 3,574$ 3,904$ 9 67 67 69 69 68 71 71 72 74 3,752.9 3,300.4 3,273.6 2,988.4 2,757.6 2,403.5 3,913.4 2,939.1 2,678.5 5,038$ 4,572$ 4,579$ 4,265$ 4,030$ 3,718$ 5,273$ 4,279$ 3,877$

10 66 68 68 69 67 70 71 72 74 3,229.3 3,283.3 1,456.6 1,403.1 2,362.4 2,473.9 2,812.4 1,852.5 1,568.5 4,479$ 4,561$ 2,690$ 2,648$ 3,606$ 3,773$ 4,139$ 3,168$ 2,807$ 11 62 68 69 69 68 68 71 69 75 625.5 923.8 1,077.1 582.2 1,003.6 553.7 1,090.4 453.0 1,502.6 1,729$ 2,142$ 2,317$ 1,807$ 2,224$ 1,760$ 2,366$ 1,674$ 2,745$ 12 61 66 66 68 69 67 68 69 71 122.1 240.7 215.3 239.5 274.6 300.8 223.2 612.4 164.6 1,193$ 1,403$ 1,368$ 1,423$ 1,482$ 1,482$ 1,420$ 1,838$ 1,401$

63 64 67 67 67 68 68 70 71 70 18,082.4 14,475.3 14,233.5 12,092.2 15,560.3 13,929.4 15,297.4 11,312.7 13,576.9 590.3 31,923$ 28,241$ 28,657$ 26,471$ 30,058$ 28,619$ 29,967$ 26,247$ 28,033$ 5,471$ Totals

Customers Volume(x 1,000 cf)

TotalsAverages

Revenue

0.0

500.0

1,000.0

1,500.0

2,000.0

2,500.0

3,000.0

3,500.0

4,000.0

4,500.0

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000

Month

VOLUME 2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$1,000

$2,000

$3,000

$4,000

$5,000

$6,000

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


FORBESTOWN DITCH WATER CONSUMPTION: 2004 - 2013

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 10 14 11 6 7 7 7 12 9 10 1.7 115.5 74.2 73.7 74.6 76.5 96.9 38.0 74.4 73.7 312$ 335$ 284$ 196$ 215$ 217$ 238$ 239$ 244$ 225$ 2 9 12 10 6 7 7 7 12 9 10 0.8 99.2 34.5 66.5 66.5 67.3 67.4 1.1 67.3 66.8 293$ 290$ 222$ 196$ 214$ 214$ 215$ 176$ 243$ 225$ 3 9 11 10 5 8 20 7 12 9 10 0.4 74.8 74.3 149.4 74.4 73.9 72.9 38.2 72.7 73.9 293$ 280$ 267$ 179$ 232$ 214$ 213$ 240$ 242$ 225$ 4 10 10 10 7 7 7 7 12 13 11 26.8 72.8 71.4 123.0 101.9 88.3 72.7 50.5 71.3 78.0 338$ 268$ 266$ 267$ 245$ 231$ 215$ 271$ 260$ 249$ 5 37 23 26 14 13 16 10 14 19 650.7 409.5 583.1 253.4 531.3 430.5 115.2 172.8 211.7 2,292$ 222$ 1,157$ 552$ 454$ 746$ 292$ 422$ 488$ 6 48 36 42 30 28 34 31 33 57 2,164.7 1,359.0 1,873.7 896.1 1,664.7 1,597.5 773.1 862.5 1,526.7 4,210$ 2,229$ 2,862$ 1,581$ 1,532$ 2,597$ 1,466$ 1,654$ 2,224$ 7 51 47 49 36 30 36 36 35 67 1,907.3 2,157.2 2,459.6 1,583.2 1,725.4 2,038.1 1,822.5 1,746.5 2,301.1 3,907$ 3,241$ 3,667$ 1,888$ 3,393$ 3,066$ 2,831$ 2,757$ 3,122$ 8 54 53 53 37 36 35 34 33 67 2,885.7 3,009.0 2,863.3 1,810.4 2,299.0 1,590.0 2,022.6 2,215.2 2,237.8 4,597$ 4,301$ 4,205$ 2,014$ 2,178$ 2,628$ 3,053$ 3,286$ 3,093$ 9 56 54 52 37 36 35 34 33 67 2,544.3 3,150.0 2,784.4 1,772.5 2,042.9 1,878.6 1,945.5 2,126.9 2,374.3 4,780$ 4,564$ 4,116$ 2,035$ 2,131$ 2,989$ 2,997$ 3,203$ 3,249$

10 44 43 44 20 20 22 21 20 41 1,370.4 1,785.5 1,480.9 726.4 918.5 1,044.6 1,133.4 859.8 1,201.6 3,147$ 2,817$ 2,373$ 784$ 962$ 1,702$ 1,788$ 1,433$ 1,785$ 11 11 18 7 14 12 16 17 14 18 90.6 270.1 154.4 168.2 222.7 242.3 128.4 155.4 209.0 1,081$ 620$ 317$ 436$ 475$ 565$ 413$ 441$ 471$ 12 22 14 8 8 8 9 13 10 11 474.9 89.5 74.6 148.3 75.4 83.0 39.4 79.0 111.3 973$ 353$ 904$ 316$ 233$ 258$ 258$ 272$ 286$

48 43 44 29 27 30 28 28 32 10 12,118.3 12,592.1 12,528.4 7,771.2 9,797.4 9,210.6 8,289.9 8,346.0 10,459.3 292.4 26,221$ 19,520$ 20,641$ 10,445$ 12,264$ 15,428$ 13,978$ 14,393$ 15,707$ 925$

(x 1,000 cf)

TotalsTotalsAverages

Customers RevenueVolume

0.0

500.0

1,000.0

1,500.0

2,000.0

2,500.0

3,000.0

3,500.0

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000

Month

VOLUME

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$1,000

$2,000

$3,000

$4,000

$5,000

$6,000

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


BANGOR CANAL WATER CONSUMPTION: 2004 - 2013

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 166 183 157 159 163 173 175 173 180 181 298.02 783.28 999.46 724.20 842.00 948.91 993.91 851.48 1,449.67 916.02 3,888$ 3,896$ 3,866$ 3,620$ 3,806$ 4,086$ 4,158$ 3,992$ 4,675$ 3,936$ 2 164 163 155 157 158 164 168 172 182 178 154.00 663.21 844.31 669.71 631.89 818.69 671.99 755.38 1,564.82 791.83 3,650$ 3,729$ 3,730$ 3,556$ 3,541$ 3,835$ 3,759$ 3,915$ 4,799$ 3,790$ 3 164 163 153 160 160 164 168 166 179 176 132.34 720.10 643.28 645.28 620.43 674.56 651.87 783.17 1,002.97 862.55 3,682$ 3,741$ 3,441$ 3,513$ 3,525$ 3,637$ 3,698$ 3,799$ 4,184$ 3,807$ 4 178 170 152 171 173 179 171 165 191 193 522.04 708.38 605.38 1,176.41 1,402.61 909.53 814.60 804.62 1,120.73 1,316.49 4,479$ 3,904$ 3,400$ 4,332$ 4,559$ 4,102$ 3,901$ 3,817$ 4,311$ 4,516$ 5 212 187 192 198 213 215 188 190 210 5,044.56 1,915.86 1,689.26 2,877.85 5,377.98 3,817.34 1,190.88 1,544.43 1,575.54 9,950$ 5,274$ 5,263$ 6,556$ 9,335$ 7,720$ 4,614$ 5,009$ 5,058$ 6 219 212 217 223 217 229 213 215 237 7,615.46 4,708.74 6,759.58 13,677.09 8,852.45 6,589.73 3,287.34 3,286.44 7,498.68 12,741$ 8,689$ 11,012$ 18,261$ 13,123$ 10,921$ 7,278$ 7,301$ 11,217$ 7 241 219 218 227 230 229 232 226 244 12,886.23 7,522.74 12,410.45 14,958.77 10,229.44 9,009.45 10,161.09 8,363.15 10,117.22 18,402$ 11,780$ 16,807$ 19,641$ 16,476$ 13,476$ 14,717$ 12,739$ 13,813$ 8 229 226 222 227 226 239 236 238 255 11,088.18 9,961.04 14,843.95 18,647.25 11,273.23 9,695.74 9,718.66 9,352.24 10,506.24 16,533$ 14,425$ 19,431$ 23,465$ 15,758$ 14,358$ 14,331$ 13,949$ 14,353$ 9 226 223 225 227 235 238 234 238 257 10,421.12 10,981.46 11,988.86 17,226.77 10,452.92 9,406.75 10,033.50 11,001.37 11,321.96 15,787$ 15,496$ 16,535$ 22,473$ 15,090$ 14,060$ 14,637$ 15,684$ 15,205$

10 216 221 218 213 223 231 221 223 244 7,235.44 7,757.52 7,617.21 8,000.91 8,021.02 8,121.09 8,699.87 7,071.95 8,918.25 12,207$ 11,990$ 11,845$ 12,099$ 12,319$ 12,572$ 12,979$ 11,308$ 12,698$ 11 182 185 196 183 204 201 206 205 217 1,943.22 4,363.88 4,658.00 3,146.31 4,399.09 3,293.95 3,738.01 2,790.06 5,017.10 5,912$ 7,743$ 8,379$ 6,562$ 8,184$ 7,041$ 7,587$ 6,586$ 8,513$ 12 176 165 174 175 180 186 182 186 186 1,022.73 1,286.40 1,106.82 1,342.71 978.35 1,192.89 1,005.61 1,221.65 1,012.92 2,930$ 4,314$ 4,119$ 4,500$ 4,239$ 4,563$ 4,304$ 4,618$ 4,117$

198 193 190 193 199 204 200 200 215 182 58,363.33 51,372.61 64,166.58 83,093.25 63,081.42 54,478.63 50,967.33 47,825.93 61,106.09 3,886.90 110,160$ 94,980$ 107,827$ 128,578$ 109,955$ 100,370$ 95,962$ 92,717$ 102,941$ 16,049$ Averages Totals

Revenue

Totals

Volume(x 1,000 cf)

Customers

0.00

2,000.00

4,000.00

6,000.00

8,000.00

10,000.00

12,000.00

14,000.00

16,000.00

18,000.00

20,000.00

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000

Month

VOLUME

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$5,000

$10,000

$15,000

$20,000

$25,000

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


PALERMO CANAL WATER CONSUMPTION: 2004 - 2013

Month 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2004 2005 2006 2007 2008 2009 2010 2011 2012 20131 75 71 71 80 80 80 79 77 83 94 219.66 342.90 491.02 636.15 467.73 638.54 524.34 368.52 709.05 545.08 1,945$ 1,548$ 1,811$ 2,124$ 1,898$ 2,100$ 1,964$ 1,746$ 2,189$ 2,061$ 2 72 68 69 79 76 78 77 78 79 76 208.66 519.50 426.59 586.00 466.70 474.43 518.60 347.59 550.70 454.37 1,881$ 1,828$ 1,728$ 2,095$ 1,860$ 1,932$ 1,960$ 1,768$ 1,982$ 1,213$ 3 72 68 70 79 76 70 76 77 79 92 169.64 546.35 420.94 916.98 486.41 308.81 547.86 359.14 510.12 662.78 1,839$ 1,824$ 1,714$ 2,043$ 1,866$ 1,539$ 1,936$ 1,737$ 1,910$ 2,145$ 4 72 68 69 89 150 79 77 80 87 95 444.95 549.72 422.94 973.82 4,331.96 593.43 556.76 395.44 445.02 880.41 2,126$ 1,838$ 1,689$ 2,636$ 7,122$ 1,991$ 1,975$ 1,835$ 1,868$ 2,418$ 5 185 88 125 159 174 163 107 136 167 6,617.18 941.42 2,695.41 4,445.04 6,901.03 5,598.44 1,612.15 3,316.14 4,560.10 10,754$ 2,606$ 5,056$ 7,460$ 10,203$ 8,682$ 3,584$ 5,845$ 7,210$ 6 199 175 188 202 205 204 177 173 216 8,260.96 6,450.06 8,099.80 9,103.04 10,264.94 8,829.84 7,006.06 6,800.98 9,777.48 12,650$ 9,832$ 11,800$ 13,087$ 14,335$ 12,817$ 10,443$ 10,139$ 13,076$ 7 198 202 200 204 219 221 210 193 220 8,020.61 8,669.57 9,433.97 9,592.59 9,783.62 10,598.90 11,051.13 9,356.00 11,086.98 12,389$ 12,637$ 13,723$ 13,612$ 14,055$ 14,945$ 15,201$ 13,159$ 14,392$ 8 206 209 263 201 207 215 211 212 232 7,764.92 10,344.43 8,680.54 9,372.64 10,238.86 10,589.77 11,664.89 10,711.85 11,815.71 13,173$ 14,545$ 12,901$ 13,326$ 14,322$ 14,832$ 15,884$ 14,908$ 15,295$ 9 196 201 190 205 219 208 207 202 215 9,199.26 9,462.04 8,377.17 9,218.87 9,706.46 9,540.67 10,755.00 10,716.74 10,634.66 13,699$ 13,495$ 12,098$ 13,235$ 13,975$ 13,634$ 14,885$ 14,754$ 13,875$

10 172 165 166 144 163 164 184 140 196 4,468.28 5,425.76 4,780.99 2,900.42 5,106.18 4,388.30 7,141.06 2,895.79 7,008.34 8,331$ 8,640$ 7,957$ 5,544$ 8,194$ 7,480$ 10,683$ 5,502$ 10,055$ 11 79 91 109 109 112 95 90 89 109 227.80 883.35 1,438.40 1,168.79 1,441.04 794.98 514.52 684.82 1,051.66 2,024$ 2,587$ 3,465$ 3,128$ 3,498$ 2,562$ 2,150$ 2,311$ 2,800$ 12 75 75 82 85 90 82 81 81 97 539.79 538.60 619.19 594.79 632.75 501.08 405.46 551.69 675.15 1,171$ 1,938$ 1,445$ 2,111$ 2,251$ 1,992$ 1,862$ 2,035$ 2,234$

133 123 134 136 148 138 131 128 148 89 46,141.72 44,673.70 45,886.96 49,509.13 59,827.69 52,857.20 52,297.83 46,504.67 58,824.97 2,542.64 81,984$ 73,318$ 75,386$ 80,401$ 93,579$ 84,506$ 82,528$ 75,739$ 86,887$ 7,837$ Averages

Volume(x 1,000 cf)

Totals

Customers

Totals

Revenue

0.00

2,000.00

4,000.00

6,000.00

8,000.00

10,000.00

12,000.00

14,000.00

1 2 3 4 5 6 7 8 9 10 11 12

Cub

ic F

eet

x 1,

000

Month

VOLUME

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013

$-

$2,000

$4,000

$6,000

$8,000

$10,000

$12,000

$14,000

$16,000

$18,000

1 2 3 4 5 6 7 8 9 10 11 12Month

REVENUE

2004 2005 2006 2007 2008

2009 2010 2011 2012 2013


TO: Board of Directors FROM: Kathy Zancanella, Power Division Manager DATE: May 21, 2013 RE: General Information (regarding matters not scheduled on agenda) May 28, 2013 Board of Directors Meeting Operations Attached is the Power Division Summary Report for April 2013. Also attached is a chart showing precipitation as of May 21. During the first four months of this year, only 9.23 inches of rain were recorded at the Forbestown gauge, making it the driest January–April in the 93-year period of record. The next driest January–April periods on record were in 1977 (11.29 inches), and in 1964 and in 1976 (tied at 12.31 inches). Flows below Little Grass Valley, South Fork Diversion and Forbestown Diversion have been reduced to the dry year level of 5 cfs. The Slate Creek tunnel gates were closed May 15th. Sly Creek Dam Spill Gate – Final Work on Restraining Straps Employees from Obermeyer Hydro responded to a request by the California Division of Safety of Dams (DSOD) to install a locking nut system on the restraining strap clamps on the Sly Creek Dam spill gate to prevent a future incident such as occurred last June. On April 29 they installed jam nuts on the strap end clamps connected to the spillway, and they installed Loctite tape on the clamp nuts attached to the gate leafs. DSOD responded that they were satisfied with the solution, although Agency staff will still check the torque on the bolts as part of regular annual maintenance. Since the reservoir level did not reach the spill crest, the spill gate is remaining open this year. Law Enforcement Activity at South Fork Diversion Dam On April 22, 2013, CHP Dispatch contacted the Power Division office to report that an officer was at South Fork Diversion Dam investigating a report from a fisherman that a car was in the river immediately below the dam. However, the CHP Officer was unable to conclude whether a car was there due to turbulence from the dam releases and the depth of the pool. Later that week, Agency employees reduced the flow from the dam and confirmed the presence of a car that was lying on the bottom of the pool upside-down. The CHP coordinated

with the Plumas County Sheriff’s dive team and a tow company to extract the car from the river on May 4. Nothing was released from the car during the retrieval operation; it wasn’t identified as being stolen; and, how it came to be in the river is a mystery. Forbestown Headquarters Welding Shop

A combined crew of Power Division and Water Division personnel began putting the siding on the new welding shop building on May 6, whereupon it immediately began to rain. Work resumed the following week and the sides were installed before another storm moved into the area May 16. With the benefit of hindsight, the work should probably have been started in February. Regional Occupational Program (ROP)

Last July’s Board Report included an item about a Paradise High School ROP and science teacher, Robert Kuintzle, who spent time job-shadowing various Power Division personnel. The Agency recently received a Certificate of Appreciation for its participation in the program.

POWER DIVISION MANAGER'S REPORT

2013

Release to SFFR Release to SFFR Release to Release to Maximum Elevation 5,045.50 Feet 3,530.00 Feet Below LGV Below Diversions Lost Creek Slate CreekEnd of Month Conditions

January 5,023.61 Feet 3,437.35 Feet 293.00 cfs 8.50 cfs 7.00 cfs 10.7 cfs

February 5,018.40 Feet 3,469.71 Feet 48.10 cfs 8.10 cfs 6.80 cfs 105.0 cfs

March 5,024.21 Feet 3,488.74 Feet 18.70 cfs 8.30 cfs 9.10 cfs 12.2 cfs

April 5,029.69 Feet 3,503.24 Feet 13.20 cfs 8.10 cfs 9.30 cfs 12.0 cfs

May Feet Feet cfs cfs cfs cfs

June Feet Feet cfs cfs cfs cfs

July Feet Feet cfs cfs cfs cfs

August Feet Feet cfs cfs cfs cfs

September Feet Feet cfs cfs cfs cfs

October Feet Feet cfs cfs cfs cfs

November Feet Feet cfs cfs cfs cfs

December Feet Feet cfs cfs cfs cfs

Forbestown

January 4,286.611 MWH 38,095.714 MWH 23,372.303 MWH 7,551.227 MWH $3,130,799.21February 907.168 MWH 7,917.706 MWH 5,743.723 MWH 3,169.267 MWH $1,032,654.22March 2,169.221 MWH 17,645.007 MWH 10,986.114 MWH 5,551.839 MWH $1,829,962.91April 1,548.537 MWH 9,488.982 MWH 6,459.077 MWH 4,325.683 MWH $1,318,142.71May MWH MWH MWH MWH

June MWH MWH MWH MWH

July MWH MWH MWH MWH

August MWH MWH MWH MWH

September MWH MWH MWH MWH

October MWH MWH MWH MWH

November MWH MWH MWH MWH

December MWH MWH MWH MWH

8,911.537 MWH 73,147.409 MWH 46,561.217 MWH 20,598.016 MWH $7,311,559.05

Powerhouse Operations

Woodleaf

SOUTH FEATHER WATER AND POWERSOUTH FEATHER POWER PROJECT

Reservoir and Stream Operations

STREAM RELEASES

Energy Revenue

Sly CreekRESERVOIR ELEVATIONS

Little Grass Valley

Sly Creek Kelly Ridge

Restriction from 5047.00 feet for PMF

0

10

20

30

40

50

60

70

80

90

100

July Aug. Sept. Oct. Nov. Dec. Jan. Feb. Mar. Apr. May June

Inch

es

South Feather Power Project - Forbestown Precipitation

90 Year Avg.

2009-2010

2010-2011

2011-2012

2012-2013


TO: Board of Directors FROM: Matt Colwell, Water Division Manager DATE: May 23, 2013 RE: General Information (regarding matters not scheduled on agenda) 5/28/13 Board of Directors Meeting Operations Water Division staff have been accomplishing normal water system maintenance and operations tasks. Ongoing work projects include domestic service installations, distribution system betterments, and leak repairs. ID#2 Power Upgrade On May 15, 2013, PG&E worked to upgrade the power service to the ID#2 panel (photo at right). The pole crossarms, isolators, fuse arms, connectors, and service drop wires were replaced. The transformers were rewired so that the new “smart meter” would work properly. Stockton Water Treatment Plant Tour On May 10th, Mike Glaze, Jim Coffelt, John Shipman and Matt Colwell attended a City of Stockton water treatment facilities tour. The tour was hosted by CDM Smith design-build team to showcase the 30-mgd membrane filter water treatment facility (photos at right). Bob Granberg, Deputy Director of Water Planning for the City of Stockton, led a discussion on the design-build method of project delivery. CDM Smith has worked for the Agency completing MRTP expansion planning documents and filter under-drain improvements. Other consulting teams are expressing interest in future MRTP upgrade and expansion projects.

Irrigation System Operations LOAPUD has once again cooperatively worked with the Agency in relieving irrigation water conveyance constrictions in a pipe section of North Ditch (Palermo Canal). The Photo at right, taken with LOAPUD’s video inspection camera, shows an 18-inch diameter pipe impacted by tree roots. The aged section of pipe was jet-rodded out (rotary cutters), which relieved the problem. A new pipe section will be installed as part of a more long term solution. The assistance and cooperation from LOAPUD is very much appreciated. The current irrigation flows are as follows: Forbestown Ditch SF 14 = 15.0 cfs

NYWD = 8.7 cfs SFWPA @ WD 6 = 6.3 cfs Bangor Canal SF 25 = 11.2 cfs Palermo Canal SF30 = 12.4 cfs Water Treatment Operations The total treated water production at MRTP shown on the table at right and the historical graph at the end of this report indicates that the water demand is slightly above average for this time of year. All bacteriological requirements were met for the Miners Ranch and Bangor Treatment Plants and Strawberry/Sly Creek campgrounds. ELAP Certification The MRTP water quality lab is certified by the Environmental Laboratory Accreditation Program (ELAP) to ensure the quality of analytical data used to meet the requirements of the State's drinking water programs. On May 2nd an ELAP inspector evaluated the MRTP lab. The inspection report found one minor deficiency that the dedicated sample ice chests did not contain dedicated thermometers to assure appropriate temperature (less than 50oF). A Corrective Action Response (CAR) was submitted to eliminate the deficiency. Retirement Celebration Jerry Gentry, Treatment Plant Operator IV, will be retiring from the Agency on May 30 with 27 years of service. Jerry started working for the Agency in 1986 and worked as a ditch tender in 1987. Jerry was promoted in 1988 to a water treatment plant operator. Jerry was very valuable in his computer applications that have led to the high level of control automation at Bangor and Miners Ranch Treatment Plants. He has had a very successful career contributing to the ongoing excellent water quality delivered to our customers. We will be celebrating his retirement with an Agency BBQ held at the water division shop at Noon on May 30th. Directors who would like to attend are welcome.

Miners Ranch Production April 2013

Total (MG) 123 (103% of Avg)

High (MGD) 7.1 Low (MGD) 2.2 Avg. (MGD) 4.1

-50,000

-25,000

0

25,000

50,000

75,000

100,000

125,000

150,000

175,000

200,000

-100-50

050

100150200250300350400

Elec

tric

ity D

eman

d (K

WH)

Wat

er D

eman

d (M

illio

n Ga

llons

)

Monthly

Miners Ranch Water Treatment PlantMonthly Water Production VS: KWH Purchased

Solar Plant Production MRTP power demand for March was greater than the solar generation by 16,800 KWH. The graph below provides a historical perspective of energy demand (from PG&E) compared to water production.

0

200

400

600

800

1,000

1,200

1,400

1,600

1,800

2,000

2,200

JAN FEB MAR APR MAY JUN JULY AUG SEP OCT NOV DEC

MIL

LIO

NS

OF

GAL

LON

S MRTP Total Annual Water Production

5 Year Avg Cummulative

1997 (max)

2009

2010

2011

2012

2013

Water Division Status Report Matt Colwell Water Division Manager

Minimum (2011)

Maximum (1997)

Average


TO: Board of Directors FROM: Michael Glaze, General Manager DATE: May 21, 2013 RE: General Information (regarding matters not scheduled on the agenda) 5/28/13 Board of Directors Meeting Business Recruitment Branding/Marketing Project Five proposals were received in response to the request for proposals (RFP) for development and implementation of a branding and business-recruitment marketing program for the greater Oroville area. The Board reviewed the RFP at its meeting in March, and it was released on March 29. Subsequently, a pre-proposal conference was held on May 2, at which four of the five responding firms were present to ask questions about the project. Representatives of Grow Oroville Coalition (GOCO) members met on May 22 to begin the evaluation process, and interviews of the highest rated firms will occur on May 30 and/or 31. Approval of a contract with one of the firms will be on the Board’s June agenda. Miners Ranch Treatment Plant Improvement Project Financing As was discussed at the Board’s last meeting, the Miners Ranch Treatment Plant Improvement Project is on track for commencement of the design/build work in early 2014. In preparation for and to facilitate that project, the 2013 budget includes funds for hiring an independent financial advisor to assist the Agency in developing a financing strategy for the project. Last month the Board reviewed an RFP that was released on May 17 to facilitate selection of the financial advisor, and six proposals have now been received. Approval for a contract with the selected proposer should be on next month’s agenda. Treatment Operator Recruitment After Jerry Gentry’s announcement of his May 30 retirement date, a recruitment process was initiated for a new water treatment operator. The Agency’s web site was utilized to provide information about the position and explained that the vacant position would be filled with a qualified individual possessing a T3 or T4 water treatment certification, if one could be recruited. If a T3 or T4 was not available, then an Operator-in-Training would be hired to commence a two-year apprenticeship. The deadline for submitting applications was May 3. Eleven applications were received from individuals with T2 certifications or less. Seven applications were received from individuals with T3 and T4 certificates, all of whom will be interviewed on June 4. I’m anticipating that one of the seven will be selected for employment, with a target commencement date of July 8, eliminating the need to initiate an apprenticeship for an operator-in-training.

Power Project Casualty Memorial Arrangements have been made with the CSU Chico History Department to hire senior Ryan Forbes as an intern this summer to research available records and to develop a definitive list of individuals who were killed while construction the South Feather Power Project (pka, South Fork Project). Construction has begun on the Casualty Memorial. A concrete patio has been poured adjacent to the office within a landscaped alcove, and Reynolds for Masonry will be constructing the monument on the patio from the same rock that is in the masonry of the original office building. Polished granite will be inlayed in the monument with the following inscription:

IN MEMORY OF THE MEN WHO DIED WHILE BUILDING THE

SOUTH FEATHER POWER PROJECT FERC PROJECT NO. 2088

1960 – 1962 The monument will be complete and ready for the Board’s meeting in June and the commemoration of the 50-year commissioning of the project just prior to that meeting. Although Ryan’s research will not be complete for the commemoration, the casualty names his research produces will be added to the monument later this year. Call for Nominations – ACWA Region 2 Attached is an e-mail call for nominations for individuals interested in becoming an ACWA Region 2 board member. If a director indicates his/her interest in being nominated, a Resolution of Support, as required by ACWA, will be placed on next month’s agenda. The deadline for submitting the necessary documents, including the resolution of support, is June 30, 2013.

From: Marcia WulffTo: [email protected]; [email protected]: Region Election Call for CandidatesDate: Monday, May 06, 2013 1:25:43 PM

MEMORANDUM

Date: May 6, 2013 To: ACWA REGION 2 MEMBER AGENCY PRESIDENTS AND GENERAL MANAGERS (sent via e-mail) From: ACWA REGION 2 NOMINATING COMMITTEE

Thad Bettner, Glenn-Colusa Irrigation District, 530-934-8881Jeff Sutton, Tehema Colusa Canal Authority, 530-934-2125Tom Ellis, Sacramento River Westside Levee District, 530-437-2380Ted Trimble, Western Canal Water District, 530-342-5083

The Region 2 Nominating Committee is looking for ACWA members who are interested inleading the direction of ACWA Region 2 for the 2014-2015 term. The Nominating Committee iscurrently seeking candidates for the Region 2 Board, which is comprised of Chair, Vice Chair andup to five Board Member positions. The leadership of ACWA’s ten geographical regions is integral to the leadership of theAssociation as a whole. The Chair and Vice Chair of Region 2 serve on ACWA’s Statewide Boardof Directors and recommend all committee appointments for Region 2. The members of theRegion 2 Board determine the direction and focus of region issues and activities. Additionally,they support the fulfillment of ACWA’s goals on behalf of members. If you, or someone within your agency, are interested in serving in a leadership role withinACWA by becoming a Region 2 Board Member, please familiarize yourself with the Role of theRegions and Responsibilities; the Election Timeline; and the Region 2 Rules and Regulations (alllocated at http://www.acwa.com/content/region-elections) and complete the following steps:

Complete the Nomination Form (available HERE)Obtain a Resolution of support from your agency’s Board of Directors (Sample Resolutionavailable HERE)Submit the requested information to ACWA as indicated by Thursday, June 30, 2013

The Region 2 Nominating Committee will announce their recommended slate the week of August 1,2013. The elections will be completed by September 30, 2013. On October 4, 2013, election resultswill be announced. The newly elected Region 2 Board will begin their two-year term of service onJanuary 1, 2014. If you have any questions, please contact ACWA Regional Affairs Representative Marcia Wulff, at

mailto:[email protected]



http://www.acwa.com/content/region-elections

http://www.acwa.com/sites/default/files/page/2011/02/ra-1-region-candidate-form_0.pdf

http://www.acwa.com/sites/default/files/page/2011/02/sample-resolution-2013.pdf

[email protected] or (916) 441-4545. Marcia Wulff, Regional Affairs Representative - Regions 2, 3, 8, 9 & 10Association of California Water Agencies916-441-4545 Thank you for your membership and dedication to ACWA!For more information about ACWA membership or to become a member, pleasevisit www.acwa.com

------------------------------------------------------------------------------------

You have received this message from the Association of California Water Agencies (ACWA) onbehalf of its members, supporters, and allied interests. To protect their privacy, ACWA policyprohibits the unauthorized reuse, redistribution, reproduction or retransmittal of this material orthe distribution list.


http://www.acwa.com/


REQUEST FOR PROPOSALS

for

CEQA CONSULTANT SERVICES

MINERS RANCH TREATMENT PLANT IMPROVEMENT PROJECT

Release Date: May 17, 2013

Submittal Deadline: July 5, 2013

Request for Proposals

CEQA Consultant Services

TABLE OF CONTENTS

SECTION PAGE

1.0 Introduction ................................................................................................. 1

2.0 Background ................................................................................................. 2

3.0 Tentative Project Schedule ......................................................................... 4

4.0 Scope of Services ....................................................................................... 4

5.0 Assurance of Designated Project Team ...................................................... 5

6.0 General Terms and Conditions ................................................................... 5

7.0 Proposal Format Requirements .................................................................. 5

8.0 Submittal Instructions .................................................................................. 7

9.0 Evaluation Criteria ....................................................................................... 8

10.0 Selection Procedure .................................................................................... 8

ATTACHMENTS

Sample Consulting Services Contract

1.0 INTRODUCTION South Feather Water and Power Agency (“SFWPA” or “Agency”) is inviting proposals from qualified consulting firms or individuals to provide CEQA consulting services (“Project”) for the Agency’s Miners Ranch Treatment Plant Improvement Project (“Improvements”), scheduled for design later this year, and construction commencing in 2014. The Agency intends to award a contract to the selected firm at the regular monthly meeting of the SFWPA Board of Directors on July 23, 2013. This Request for Proposals (“RFP”) includes background information about the Agency and the proposed Improvements, a description of the scope of work, proposal requirements, instructions for submitting a proposal, evaluation criteria, and selection criteria. Direct all inquiries regarding this RFP in writing to:

Michael Glaze, General Manager [email protected] South Feather Water and Power Agency 2310 Oro-Quincy Highway Oroville, California 95966

Information provided by anyone other than the above contact may be invalid, and proposals that are submitted in accordance with such information may be declared non-responsive. In the event it becomes necessary to revise any part of this RFP, written addenda will be issued. Any amendment to this RFP is valid only if in writing and issued by the above contacts. Failure of a proposer to return a signed addendum, when required, may be cause for rejection of their proposal.

RFP – CEQA Consultant Services Page 1 of 8

2.0 BACKGROUND The Agency service area is located 70 miles north of Sacramento on the east side of California's Sacramento Valley in the Sierra foothills of southeast Butte County. The Oroville Area Land Use Plan of the Butte County General Plan designates much of the service area of SFWPA as Agricultural-Residential. The purpose of the Agricultural-Residential designation is to provide areas for agricultural uses and single-family dwellings at rural densities. Although the primary water supplier for the City of Oroville is California Water Company, SFWPA provides treated water to approximately 2,000 residences in the northeast quadrant of the city. South Feather Water and Power Agency – originally named Oroville-Wyandotte Irrigation District (“OWID” or “District”) – has roots extending back to the California gold rush. The ditch system utilized by the Agency today to distribute its irrigation water is a modification and expansion of the ditch network constructed by early miners who diverted water from tributaries of the Feather River to their mining claims. In 1852, a small ditch company was organized to construct a ditch from the South Fork of the Feather River to the mining sites at Forbestown, Wyandotte, Honcut, Ophir, and Bangor. The Palermo Ditch, completed in 1856 by the Feather River and Ophir Water Company, was a major impetus to the growth of gold mining within the area occupied by the present City of Oroville where rich gold deposits were discovered in 1849. OWID was organized on November 17, 1919, and included 16,800 acres of land. The District was formed by assuming the old water rights from the South Feather Land and Water Company and the Palermo Land and Water Company. In July 1944, OWID initiated plans to sell water for domestic use, and between 1944 and 1967, approximately 80 miles of coal-tar lined and tar paper wrapped steel pipe was installed. The residential growth rate within the District was greatly accelerated by the housing demands associated with the construction of Oroville Dam in the early 1960's. The irrigation system in the northern part of the District was slowly abandoned as the domestic pipeline system was expanded to meet the growing residential demand. By 1962, OWID served approximately 4,800 acres of agricultural land, with 8,000 AF of irrigation water delivered by the Agency. In addition to irrigation service, the District furnished water to approximately 2,500 residences. As a result of the concern for an adequate water supply and for a revenue source to fund the District’s expanding infrastructure, the District’s Board of Directors proposed the construction of the South Feather Power Project (FERC License No. 2088, originally named South Fork Project). The South Feather Power Project, covering 82 square miles in three counties, consisted of eight dams,


nine tunnels, 21 miles of canals and conduits, three hydroelectric power plants and 21 miles of road. The project was completed in 1963 at a cost of $62 million, and was financed through the sale of revenue bonds secured by the projected revenues from power generation. Those bonds were defeased in 2009. In 1975, Congress passed the Clean Water Act that enacted sweeping changes in domestic drinking water standards. No longer would unfiltered surface water be acceptable for drinking water. Faced with a building moratorium, OWID voters passed a revenue bond in 1978 that allowed for the construction of Miners Ranch Treatment Plant. Today, SFWPA has grown to provide water to approximately 6,650 households, maintains a service area of over 31,000 acres supplied by 141 miles of pipeline, and delivers irrigation water seasonally to over 500 customers by way of approximately 100 miles of primarily open earthen canals. To accommodate anticipated growth within the Agency’s service area over the next 30 years, the Agency has undertaken a project to expand and upgrade its Miners Ranch Treatment Plant (MRTP) to address system demands and anticipated regulatory requirements. In preparation for this improvement project, the Agency has already accomplished two preliminary phases of work:

Facilities Review – defined the regulatory and operations requirements for the treatment plant expansion, evaluated the current condition of the various process units at MRTP, and identified treatment and expansion alternatives; Alternatives Analysis – analyzed and selected improvements and expansion alternatives which include enhanced mixing, clarification, filtration, disinfection and residuals handling facilities and practices.

An important objective for the MRTP Improvement Project is to reliably meet current water demands and the projected increased water demands anticipated with population growth over the next 30 years (based on an annual growth rate of 1.5%). Redundancy, safety and operational flexibility are also important considerations for the project. The expanded plant must meet current and anticipated future drinking water regulations under changing water quality and flow conditions – challenges that limit the existing plant’s capacity. The system’s current maximum-day demand is 11 million gallons per day (mgd). In the direct filtration mode, the plant’s current treatment (design) capacity is 14.5 mgd – 10.8 mgd firm capacity (with one filter out of service). The proposed plant expansion will increase design capacity to 21 mgd, which corresponds to 18 mgd firm capacity.


3.0 TENTATIVE PROJECT SCHEDULE The tentative schedule for this Project is provided below. Any change in the scheduled dates for the Deadline for Final Questions or the Submittal Deadline will be advertised in the form of an addendum to this RFP. The schedule for the evaluation process and other future dates may be adjusted without notice. Deadline for Final Questions ...........................................................June 28, 2013 Submittal Deadline ............................................................................. July 5, 2013 Evaluation of Proposals ............................................................ July 17 – 26, 2013 Interviews (optional) ................................................................ August 6 – 8, 2013 Contract Negotiations .......................................................... August 12 – 16, 2013 Contract Approval by SFWPA Board of Directors ....................... August 27, 2013

4.0 SCOPE OF SERVICES

The selected CEQA Consultant will be responsible for all aspects of complying with the CEQA requirements for the MRTP improvements. The scope of work required by the Agency may include, but not be limited to, the following:

• Work in partnership with the Agency’s General Manager and Legal Counsel to develop a strategy for CEQA compliance for Improvements.

• Provide SFWPA with information and advice on environmental issues that may impact the Project including an opinion as to the scope of the environmental documentation (EIR or Negative Declaration) that will, in Consultant’s view, be required.

• Identify contentious and costly issues likely to be involved in the Project and recommend alternative strategies to deal with those issues.

• Identify all procedural tasks and supporting activities that will be necessary to complete the Project as soon as possible, and establish a likely timeline for said completion.

• Schedule and assign resources for meeting the deadlines and associated activities identified in the Project timeline.

• Develop and implement a work plan to be presented for approval by the Agency’s General Manager.

• Prepare all documents necessary for the Project, including required written responses to oral and written comments received on the draft documents.

• Attend meetings of the SFWPA Board of Directors as necessary to report progress and answer questions, including the noticing, scheduling and conduct of all required public hearings/meetings required for the completion of the environmental documentation.

• Perform studies and/or conduct assessments that are either required for, or support, the Project.

• After filing CEQA documentation, respond to any further requests for additional information. • Assist SFWPA in defending and advocating the filed documentation before jurisdictional bodies

and appropriate forums.


5.0 ASSURANCE OF DESIGNATED PROJECT TEAM

Proposer shall assure that the designated project team is used for this project. Departure or reassignment of, or substitution for, any member of the designated project team shall not be made without the prior written approval of the Agency.

6.0 GENERAL TERMS AND CONDITIONS

6.1 Standard Contract. Upon completion of the evaluation and acceptance of the recommendation for award by the Agency’s Board of Directors, the selected firm will be required to execute a Consulting Services Agreement, a sample of which is included as Attachment A.

6.2 Non-Collusion. Firms submitting proposals shall warrant that their offer is made without any previous understanding, agreement or connection with any person, firm or corporation submitting a separate proposal for the same project and is in all respects fair, without outside control, collusion, fraud or otherwise illegal action. This condition shall not apply to proposals which are submitted by firms who have partnered with others to submit a cooperative proposal that clearly identifies a primary consultant and the associated sub-consultants.

6.3 Indemnification and Insurance Requirements. The Agency’s standard indemnification and insurance requirements are provided in the sample contract at Attachment A. All costs of complying with the insurance requirements shall be included in the proposal’s cost estimates.

7.0 PROPOSAL FORMAT REQUIREMENTS

Each response to this RFP (“proposal” or “submittal”) shall include the information prescribed in this section, provided in the order specified below. Failure to provide all the elements specified may result in the proposal being rejected. Additional information that is relevant to the goals of the RFP may be provided.

The proposal shall be delivered in both hard-copy and electronic (.pdf) format. The hard-copy submittals should be bound or contained in a loose-leaf binder. Section dividers should be used and tabbed in accordance with the organizational format specified below.

7.1 Cover Letter with the following information. • Title of this RFP. • Name and mailing address of firm (including physical location if mailing address is a P.O.

box). • Contact person, telephone number, fax number, and email address.


7.2 Signature Requirements. The Cover Letter must be signed by the proposer, or an officer empowered by the proposing firm, to sign such material and thereby commit the proposer to the obligations contained in the RFP response. Further, the signing and submission of a response shall indicate the intention of the proposer to adhere to the provisions described in this RFP and a commitment to enter a binding contract.

7.3 TAB A: Firm’s Qualifications. Describe the firm and provide a statement of the proposer’s qualifications for performing the requested consulting services. Identify the services which would be completed by you and those that would be provided by sub-consultants, if any. Identify any sub-consultant you propose to utilize to supplement your firm’s staff. Include the firm’s organization chart, or clarify that you are an individual proposing for yourself only.

7.4 TAB B: Experience and References. Provide a list of the most recent projects for which the proposer has performed similar services of similar size, scope and complexity. This list shall include the name, contact person, address, email and phone number of each part for whom the service was provided, as well as a description of the service performed, the dollar amount of the contract, and the date of performance. Also, disclose litigation, including administrative proceedings, involving CEQA compliance over the past ten years in which the proposer was involved.

7.5 TAB C: Qualifications of Team/Individual. Provide a brief summary of the qualifications and experience of each team member (including sub-consultants, if any) that will be assigned to this Project, including length of service with the firm and a résumé. Include an organization chart specifically of the staff available for this project, with the designated project manager identified.

7.6 TAB D: Approach. Provide information on the approach to project management and commitment to the Scope of Services, described in Section 4.0 above.

• Provide evidence of the respondent’s responsiveness to current and previous clients’ requirements, both with respect to timeliness and quality of performance, as they relate to the tasks in Section 4.0. The response to this item must include a discussion of the respondent’s plan for communications and coordination with respondent’s team, schedule control, budget control, and quality assurance control.

• Describe other issues your firm believes are relevant to the Agency in selecting CEQA consulting services.

• Include a proposed work schedule and timeline to accomplish all of the necessary tasks (as specified in Section 4.0).

• Specify the major project components, an estimated cost breakdown by major component or phase, and the expected time of completion of each component. Identify the staff who would be assigned to each task, including sub-consultants, if any.

• Review available engineering and environmental documents pertaining to the Agency’s Miners Ranch Treatment Plant site, as well as those affecting the Agency’s service area (e.g., Butte County’s recent General Plan Udate EIR) regarding potential growth-inducing impacts of the Improvements, and explain how these may streamline the


Project through incorporation by reference. The following documents are available for review on the Agency’s web site (www.southfeather.com):

Geologic and Seismic Investigations – Miners Ranch Dams (2010); FEIS (excerpts) for New License Application – FERC Project 2088 (2009);

Mitigated Negative Declaration – Water-Rights Permits Extension (2006); and, Preliminary Engineering and Feasibility Summary Report – MRTP Improvement Project (2009).

7.7 TAB E: Exceptions. Describe any and all proposed exceptions, alterations or amendments to the Scope of Work or other requirements of this RFP, including the Consulting Services Agreement (Attachment A). Be aware that the nature and scope of your proposed exceptions may impact the Agency’s evaluation of your response to the RFP and its determination as to whether it will be possible to successfully negotiate a contract with you or your firm.

7.8 TAB F: Cost. Provide a rate/fee schedule for all proposed staff that would be the basis for your invoices during the course of this contract. Define any reimbursable expenses that you will be asking the Agency to pay. List other engagements that were similar to this one, together with the total amounts you charged for your work (explain why the cost for your work on this project might be similar, or why it might be significantly different).

8.0 SUBMITTAL INSTRUCTIONS 8.1 The submittal shall include the following:

• Eight (8) printed copies. • One (1) electronic copy in .pdf format on CD, DVD, flash drive, or other electronic media.

8.2 Proposals shall be submitted no later than 5:00 p.m. on the date (“Submittal Date”) indicated on the cover page of this RFP. All proposals shall be submitted in a sealed container and marked clearly as “CEQA CONSULTANT RFP RESPONSE” on the outside of the container.

8.3 Proposals must be submitted ONLY to:

Michael Glaze, General Manager South Feather Water and Power Agency

2310 Oro-Quincy Highway Oroville, California 95966

8.4 Faxed or emailed proposals will not be accepted. 8.5 Consideration of late submittals will be at the Agency’s discretion. Further, the Agency reserves

the right to waive minor irregularities and defects in proposals, and will be the sole judge of the materiality of any such irregularity or defect.

8.6 All submittals, whether selected or rejected, will become the property of South Feather Water and Power Agency and shall not be returned to the preparer.

8.7 All costs involved in the preparation of proposals shall be borne by their preparers. 8.8 The submittal of a proposal implies a guarantee that it remains firm for 120 days after the

Submittal Deadline specified on the RFP title page.


9.0 EVALUATION CRITERIA

The following evaluation criteria and rating system shall be used to determine the most highly qualified firm(s).

Maximum Evaluation Criteria Points Possible

A. Experience and qualifications of firm (see Section 7.4) 10 B. Qualifications of proposed staff and experience working 35

on financings similar to this RFP’s subject (see Section 7.5) C. Understanding of the project – Proposed Project Plan 30

(see Section 7.6) D. Estimated Cost (see Section 7.8) 25

Total Possible Points 100

10.0 SELECTION PROCEDURE 10.1 Submittals will be reviewed for responsiveness and responsive submittals will then be

evaluated by the Agency’s General Manager in accordance with the evaluation criteria specified in Section 9.0.

10.2 Interviews will be scheduled with those firms that the General Manager determines warrant further consideration.

10.3 Proposals by all of the firms interviewed will be submitted for consideration by the Agency’s Board of Directors at its meeting on August 27, 2013, together with the General Manager’s recommendation for award of contract.

10.4 The Agency reserves the right to award a contract to the firm that presents the best qualifications and whose proposal best accomplishes the desired results, as determined by the Agency’s General Manager.

10.5 The Agency reserves the right to reject any or all proposals, or to waive minor irregularities and/or defects in said proposals, or to negotiate deviations from the RFP with the successful firm. In the case of value differences between written words and figures in a proposal, the amount stated in words shall govern. In the case of differences between unit price and the extended figure, the unit price shall govern. The Agency is not required to select the proposal that offers the lowest cost.



TO: Board of Directors FROM: Steve Wong, Finance Division Manager DATE: May 15, 2013 RE: Annual Financial Report with Independent Auditor’s Report 5/28/13 Board of Directors Meeting The 2012 Annual Financial Report accompanied by the independent auditor’s opinion is hereby submitted. The auditors, Richardson & Company, issued an “unqualified” opinion as stated in the first page of their report:

In our opinion, the financial statements . . . present fairly, in all material respects, the financial position of the Agency, as of December 31, 2012 and the results of its operations and cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. . .

Letters to management regarding internal control and preparation of the financial statements are also included. The conclusion by Richardson & Company regarding internal control is stated as follows: “We noted no material weaknesses in internal control as a result of our audit.” Governmental accounting standards report most of the data in a summarized form, presenting the Agency’s financial activity and position in various consolidated formats. Activity within the Agency’s various funds (General Fund, Joint Facilities Operating Fund, etc.) is presented as Supplementary Information in the Combining Schedules on pages 32 through 40. As detailed in the Report, the Agency’s financial position at December 31, 2012 remains strong. Assets exceed liabilities by $72,002,144 – an increase of 4.25% when compared with the prior year. This is the first year (2012) for the Agency to be audited by Richardson & Company. Ingrid Sheipline, Audit Director for Richardson & Company, will present a brief report to the Board and will be available for questions. The Finance Division staff is to be commended for their work throughout the year and their assistance in assembling this report. Their efforts are much appreciated. If the Board is satisfied with the Auditor’s report and staff responses, the following action is requested:

“I move acceptance of the Independent Auditor’s Report and Financial Statements for the Year Ended December 31, 2012.”


AUDITED FINANCIAL STATEMENTS

December 31, 2012 and 2011


AUDITED FINANCIAL STATEMENTS


TABLE OF CONTENTS

Independent Auditor’s Report ....................................................................................................................................... 1

Management’s Discussion and Analysis ....................................................................................................................... 3

Basic Financial Statements

Statements of Net Position ........................................................................................................................................ 10 Statements of Revenues, Expenses and Changes in Net Position ............................................................................. 12 Statements of Cash Flows ......................................................................................................................................... 13 Notes to the Financial Statements ............................................................................................................................. 15

Required Supplementary Information

Schedule of Funding Progress for CalPers Other Post-Employment Benefits (OPEB) ............................................ 31

Supplementary Information

Description of Combining Funds .............................................................................................................................. 32 Combining Schedule of Net Position as of December 31, 2012 ............................................................................... 33 Combining Schedule of Net Position as of December 31, 2011 ............................................................................... 35 Combining Schedule of Revenues, Expenses and Changes in Fund Net Position for the

year ended December 31, 2012 ............................................................................................................................ 37 Combining Schedule of Revenues, Expenses and Changes in Fund Net Position for the

year ended December 31, 2011 ............................................................................................................................ 39

Other Reports

Independent Auditor’s Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards .......................................................................................... 41

Schedule of Prior Year Finding and Responses ...................................................................................................... 43

Richardson & Company 550 Howe Avenue, Suite 210 Sacramento, California 95825

Telephone: (916) 564-8727

FAX: (916) 564-8728

1

INDEPENDENT AUDITOR’S REPORT

To the Board of Directors South Feather Water and Power Agency Oroville, California

Report on the Financial Statements

We have audited the accompanying financial statements of South Feather Water and Power Agency (the Agency), which comprise the statement of net position as of December 31, 2012, and the related statements of revenues, expenses, changes in net position, and cash flows for the year then ended and the related notes to the financial statements.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, and the State Controller’s Minimum Audit Requirements for California Special Districts. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Agency as of December 31, 2012 and the results of its operations and cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America as well as accounting systems prescribed by the State Controller’s Office and state regulations governing special districts.

To the Board of Directors South Feather Water and Power Agency

2

Other Matter

The financial statements of the Agency for the year ended December 31, 2011 were audited by another auditor who expressed an unmodified opinion on those statements on April 30, 2012.

Report on Supplemental Information

Accounting principles generally accepted in the United States of America require that the management’s discussion and analysis information be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management’s responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.

Other Reporting Required by Government Auditing Standards

In accordance with Government Auditing Standards, we have also issued our report dated May 6, 2013 on our consideration of the Agency’s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations and contracts and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide an opinion on internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Agency’s internal control over financial reporting and compliance.

May 6, 2013

SOUTH FEATHER WATER & POWER AGENCY MANAGEMENT'S DISCUSSION AND ANALYSIS

FOR THE YEAR ENDED DECEMBER 31, 2012

3

____________________________________________________________________________________________ This discussion and analysis is part of the overall financial report. The basic financial statements that follow make up the other part of the report. The South Feather Water and Power Agency, formerly Oroville-Wyandotte Irrigation District (OWID), was formed in 1919 as an irrigation district under the Irrigation District Law, Division 11 of the Water Code (§ 20500 et seq.) of the State of California, for purposes of supplying water for irrigation. The Agency presently includes approximately 54,000 acres in south eastern Butte County and encompasses the unincorporated areas adjacent to the City of Oroville, as well as the unincorporated communities of Kelly Ridge, Bangor, and Palermo. The Agency area has a population of approximately 17,500, and currently provides water services to approximately 6,700 residential customers (domestic water) and 500 irrigation customers (raw water). The Agency has water rights from the south fork of the Feather River and certain tributaries for hydroelectric generation purposes, which water may also be diverted by the Agency each year for consumptive uses. The Agency owns certain hydroelectric facilities, the power from which is presently sold to Pacific Gas and Electric Company (PG&E). FINANCIAL HIGHLIGHTS Assets of the South Feather Water & Power Agency exceeded liabilities by $72,002,144 (net position) as of

December 31, 2012. This represents an increase of $2,936,213, or 4.25% from 2011. The Agency's operating revenues decreased by $3,538,700 or 14.27% from the prior year. The 2012 decrease

primarily resulted from decreased power generation because of less water available in 2012 for power generation. The Agency's operating expenses increased by $3,848,197 or 24.98% from the prior year. The increase was caused by a one-time payment to the California Public Employees Retirement System (CalPERS) of $2,965,462 for the purchase of 25% prior service.

The Agency’s capital contributions decreased by $1,890,829 from the prior year to $719,972 due to receiving less reimbursements from PG&E relating to the dam modification projects, which were near completion during the year.

Capital asset additions totaled $2,919,180, and net capital asset deletions totaled $91,176. Construction-in-Progress decreased by $11,874,039 from last year to $3,127,833 as work was completed on

projects, including the Forbestown Powerhouse Turbine Shut-off Valve, Sly Creek Dam Crest Modification project, and Power Division SCADA and microwave projects. The Lost Creek Dam Crest Modification project, expansion of the Miners Ranch Treatment Plant and refurbishment of the Kelly Ridge Powerhouse Turbine Shut-off Valve comprise the current Construction-in-Progress balance.

Relicensing costs accumulated through 2012 in the amount of $5,716,306 will be amortized over the life of

the license beginning when the FERC license is issued. The total of the Agency’s long-term liabilities decreased by $4,376,548 as a significant portion of the

Agency’s Loan Payable to PG&E was paid early. OVERVIEW OF THE FINANCIAL STATEMENTS This discussion and analysis is intended to serve as an introduction to the Agency’s basic financial statements. They are comprised of two components: 1) fund financial statements and, 2) notes to the financial statements. Fund financial statements – A fund is a grouping of related accounts that is used to maintain control over resources that have been segregated for specific activities or objectives. The Agency, like other state and local governments, uses fund accounting to ensure and demonstrate compliance with finance-related legal requirements. The Agency presents one major proprietary fund on the Statement of Net Position.



4

Proprietary funds provide the same type of information as the government-wide financial statements. As such, the Agency has chosen to present only fund financial statements. The 2012 proprietary fund financial statements may be found on pages 10 - 14 of this report. Notes to the financial statements – The notes provide additional information that is essential to a full understanding of the data provided in the government-wide and fund financial statements. The notes to the financial statements can be found on pages 15 - 30 of this report. GOVERNMENT-WIDE FINANCIAL ANALYSIS Year-over-year changes in net assets may serve over time as a useful indicator of a government’s financial position. In the case of South Feather Water & Power Agency, assets exceeded liabilities by $72,002,144 as of December 31, 2012. The largest portion of the Agency’s net assets (72%) are invested in capital assets (e.g. land and water rights, source of supply, hydroelectric facilities, pumping plant, water treatment facilities, transmission and distribution facilities, buildings and equipment, construction-in-progress and relicensing-in-progress), less any related debt used to acquire those assets that is still outstanding. The Agency uses these capital assets to provide services to the community; consequently these assets are not available for future spending. Although the Agency’s investment in its capital assets is reported net of related debt, it should be noted that the resources needed to repay this debt must be provided from other sources, since the capital assets themselves cannot be used to pay these liabilities. The following table summarizes the Agency’s assets, liabilities and net assets as of December 31, 2012 compared to the same information as of December 31, 2011.

2012 2011

Current and other assets $ 24,090,983 $ 25,551,019 Restricted assets 212,745 514,221Net capital assets 57,576,512 57,621,826Other assets - 87,952Deferred outflows of resources 148,935 -

TOTAL ASSETS AND DEFERRED OUTFLOWS 82,029,175 83,775,018

Current liabilities 1,827,911 1,885,061Long‑term liabilities 8,199,120 12,824,026

TOTAL LIABILITIES 10,027,031 14,709,087

Net investment in capital assets, net of related debt 52,315,260 51,763,654Restricted 2,036,134 2,283,049Unrestricted 17,650,750 15,019,228

TOTAL NET POSITION $ 72,002,144 $ 69,065,931

SOUTH FEATHER WATER & POWER AGENCY'S NET ASSETS

A portion of the Agency’s net position, categorized as Restricted Net Position of $2,036,134(3%) represents resources that are subject to external restriction on how they may be used. The portion of the Agency’s Net Position categorized as Unrestricted Net Position $17,650,750 (25%) may be used to meet the Agency’s ongoing obligations to the public and its customers. As of December 31, 2012, the Agency reported positive balances in all three categories of net position.



5

Analysis of the Agency’s operations: The following chart provides a summary of the Agency’s Sources of Revenue for the year ended December 31, 2012.

As the Sources of Revenue Chart above shows, $17,790,912, or 79% of the Agency’s 2012 revenue came from the generation of hydroelectric power. An additional $2,553,860 or 11% came from Domestic and Irrigation Water Sales. The remaining $2,258,339 or 10% came from a variety of sources as shown above.

Domestic water sales10%

Irrigation water sales1%

Sale of electricity

79%

Other services4%

Interest and penalty income

1%

Property taxes2%

Capital Contributions

2%

System capacity charges

1%

Donated infrastructure

0%

2012 Sources of Revenue



6

The following chart provides a summary of the Agency’s Expenses for the year ended December 31, 2012.

The Expenses Chart above shows 2012 expenses for plant operations of $5,952,110 or 30%. 2012 depreciation and amortization expense was $2,873,318, or 15%. General and administrative expenses accounted for $6,757,093, or 34% of the total; transmission and distribution accounted for $1,916,830 or 10% of the total; and the remaining $2,118,924, or 11%, was made up of various other expenses as shown above.

Source of

supply0%

Water treatment 5%

Enviroinmental health and safety

1%Transmission

and distribution10%

Customer accounts

3%

Plant operations30%

General and administrative

34%

Other operating expenses

0%

Depreciation15%

Interest expense2%

2012 Expenses



7

The following table provides a summary of the Agency’s operations for the year ended December 31, 2012 versus December 31, 2011.

2012 2011

REVENUES

Operating RevenuesDomestic Water Sales $ 2,319,951 $ 2,323,196 Irrigation water sales 233,909 211,159 Sales of electricity 17,790,912 21,321,023 Other services 912,845 940,939

Total operating revenue 21,257,617 24,796,317

Non-operating revenues:Property taxes 488,954 509,266 Gain/(Loss) on sale of assets (48,623) 1,819 Investment earnings 136,568 74,601

Total non-operating revenue 576,899 585,686

Capital contributions 719,972 2,610,801

TOTAL REVENUES 22,554,488 27,992,804

EXPENSES

Operating 19,250,308 15,402,111 Non-operating 367,967 323,878

TOTAL EXPENSES 19,618,275 15,725,989

CHANGE IN NET POSITION 2,936,213 12,266,815

NET POSITION AT BEGINNING OF YEAR 69,065,931 56,799,116

NET POSITION END OF YEAR 72,002,144$ 69,065,931$

SOUTH FEATHER WATER & POWER AGENCY'S CHANGES IN NET ASSETS

As the table above shows, operating revenues of $21,257,617, or 97% of the 2012 total revenue and $24,796,317, or 98% of the 2011 total. Operating revenues consist of domestic and irrigation water sales, generation of hydroelectric power, customer services and installations. Non-operating revenues account for only $576,899, or 3%, and $585,686, or 2%, of total revenue in 2012 and 2011 respectively. General revenues come from property taxes, investment earnings, and any gains or losses on the sale or disposal of an asset. Total revenue decreased by $5,438,316, or 19%, from 2011 to 2012. This decrease was primarily caused by decreased power revenues because of less water available in 2012 for power generation. Total expenses increased by $3,892,286 or 25%, from 2011 to 2012 primarily because the $2,965,462 one-time payment to PERS to purchase a 25% prior service credit. The remainder of the increase is due to increased plant operations costs.



8

CAPITAL ASSETS The South Feather Water & Power Agency’s investment in capital assets (net of accumulated depreciation) amounts to $57,576,512 as of December 31, 2012. In 2012, the net capital assets made up 70% of the Agency’s total assets. The following table provides a detailed breakdown of net capital assets for both 2012 and 2011.

2012 2011

Land, land rights and water rights $ 1,425,702.00 $ 1,313,757.00 Source of supply 98,303,233 84,338,848 Pumping plant 362,297 362,297

Miners Ranch Tratment Plan, tratment and transmission and distribution facilities 32,768,644 32,625,597

General plant and yard 10,632,681 11,891,459 Tail Water Depression System 124,445 124,446 Photovoltaic System - MRTP 2,142,701 32,142,701 Recreational facilities 948,385 948,385 Construction in progress 3,127,833 15,001,872 FERC relicensing in progress 5,716,306 5,716,306

Less: Accumulated Depreciation (97,975,715) (96,843,841)

TOTAL CAPITAL ASSETS $ 57,576,512 $ 87,621,827

CAPITAL ASSETS NET OF ACCUMULATED DEPRECIATION

Major capital asset events during 2012 included an upgrade to the Power Division's microwave path, SCADA system, engineering and construction of dam crest modification projects, and the Forbestown Powerhouse Turbine Shut-Off Valve. Additional information on the Agency’s capital assets can be found in note C of this report. DEBT ADMINISTRATION As of December 31, 2012 and 2011, the Agency’s debt consisted of the following:

2012 2011

Revenue bonds payable $ 3,342,264.00 $ 1,265,000.00 Installment payment agreements (COPs) - 2,430,000 Loan payable to PG&E 2,121,733 6,307,531

TOTAL FINANCING DEBT $ 5,463,997 $ 10,002,531

OUTSTANDING FINANCING DEBT

During 2012, the Agency defeased the 1980 Revenue Bonds and 2003 Certificates of Participation with proceeds from the 2012 Revenue Refunding Bonds, which lowers the average interest rate from 5.04% to 2.68%.



9

Agency debt not rated for investment purposes are as follows: 2012 Water Revenue Refunding Bond, $3,342,264, maturing April 1, 2024. These bonds are secured by Net Revenues of the Agency. Additional information on the Agency’s long-term debt can be found in note D of the financial statements. ECONOMIC FACTORS & SIGNIFICANT EVENTS In May of 2005 an agreement was reached with Yuba County Water District, now the North Yuba Water District (NYWD) that defines the settlement of water rights and disposition of net hydroelectric project revenues effective July 1, 2010. SFWP will continue to own, in its own name - not jointly - its historic consumptive water rights on the South Fork of the Feather River. NYWD will be given sole title to the previously jointly held permits – 11516 and 11518. Both districts supported the other’s efforts to extend the permits and jointly pursued the environmental documents to receive permit time extensions. The CEQA processing was completed in May of 2006 for the water-right permit time extension application and the petition was filed with the State Resources Control Board in June of 2006. The FERC License that allows the Agency to operate its hydroelectric project operations expired in March of 2009. In January of 2002, the Agency approved the FERC Relicensing consulting services agreement between SFWPA and Devine Tarbell and Associates (DTA). The draft license application was distributed in July of 2006. The license application was filed with FERC in March of 2007. The Agency and its consultants continue to cooperate in all matters related to the FERC relicensing process. Until the relicensing process is completed, operations continue under the current FERC license conditions. In July, 2008, the Agency joined the California Public Employees Retirement System (CalPERS) to serve as the retirement program for Agency employees. In July, 2012, the Agency purchased 25% Prior Service to enhance the company’s retirement program. The prior power-purchase agreement with PG&E terminated on June 30, 2010. At its April 28, 2009 Board meeting, the Agency agreed to enter into a ten-year power purchase agreement with PG&E beginning July 1, 2010. Revenue to the Agency from this agreement is based on hydropower generation and a combination of variable, market based payments, and a fixed monthly payment. Operating the facilities continue to be the responsibility of the Agency. FINANCIAL CONTACT This financial report is designed to provide a general overview of the South Feather Water and Power Agency’s finances for those with an interest in the Agency’s finances. Questions concerning any of the information provided in this report or requests for additional financial information should be directed to South Feather Water and Power Agency, at 2310 Oro-Quincy Hwy, Oroville, California 95966.

2012 2011ASSETS

CURRENT ASSETSCash and investments 19,301,732$ 23,573,605$ Accounts receivable 3,341,457 815,770 Accrued interest receivable 9,217 13,513 Property taxes receivable 239,549 258,997 Inventory 720,266 763,769 Prepaid expenses 464,351 118,016 Loans receivable 14,411 7,349

TOTAL CURRENT ASSETS 24,090,983 25,551,019

RESTRICTED ASSETSCash with fiscal agents 212,745 514,221

CAPITAL ASSETS Capital assets

Not being depreciated 10,269,841 22,031,935 Being depreciated 145,282,386 132,433,732 Less: accumulated depreciation (97,975,715) (96,843,841)

TOTAL CAPITAL ASSETS, NET 57,576,512 57,621,826

OTHER ASSETSBond issuance costs, net 87,952

TOTAL OTHER ASSETS 87,952

TOTAL ASSETS 81,880,240 83,775,018

DEFERRED OUTFLOWS OF RESOURCES

Deferred loss on bond refunding 148,935



STATEMENTS OF NET POSITION

10

2012 2011LIABILITIES

CURRENT LIABILITIESAccounts payable 466,966$ 1,168,537$ Accrued payroll 191,621 131,190 Accrued interest payable 22,392 51,089 Deposits 28,869 156,954 Contractor bond payable 78,479 78,479 Other payables 7,553 18,812 Current portion of long-term liabilties 1,032,031 528,358

TOTAL CURRENT LIABILITIES 1,827,911 2,133,419

LONG-TERM LIABILITIES Compensated absences, net of current portion 661,869 908,323 Long-term debt, net of current portion 5,099,643 9,752,531 Net OPEB obligation, net of current portion 2,437,608 1,914,814

TOTAL LONG-TERM LIABILITIES 8,199,120 12,575,668

TOTAL LIABILITIES 10,027,031 14,709,087

NET POSITIONNet investment in capital assets, net of related debt 52,315,260 51,763,654 Restricted for debt service 266,329 Restricted for capital projects 212,745 247,892 Restricted for capacity expansion 1,823,389 1,768,828 Unrestricted 17,650,750 15,019,228

TOTAL NET POSITION 72,002,144$ 69,065,931$

The notes to the financial statements are an integral part of this statement.



STATEMENTS OF NET POSITION (Continued)

11

This page intentionally left blank.

2012 2011OPERATING REVENUES

Domestic water sales 2,319,951$ 2,323,196$ Irrigation water sales 233,909 211,159 Sale of electricity 17,790,912 21,321,023 Other services 912,845 940,939

TOTAL OPERATING REVENUES 21,257,617 24,796,317

OPERATING EXPENSESSource of supply 14,113 14,113 Water treatment 891,926 846,119 Environmental health and safety 206,960 179,282 Transmission and distribution 1,916,830 1,904,754 Customer accounts 557,255 448,757 Plant operations 5,952,110 4,953,976 General and administrative 6,757,093 3,308,452 Other operating expenses 80,703 67,566 Depreciation 2,873,318 3,671,725 Amortization 7,367

TOTAL OPERATING EXPENSES 19,250,308 15,402,111

NET INCOME FROM OPERATIONS 2,007,309 9,394,206

NON-OPERATING REVENUE (EXPENSES)Interest and penalty income 136,568 74,601 Property taxes 488,954 509,266 (Loss) gain on sale and disposition of capital assets (48,623) 1,819 Interest expense (367,967) (323,878)

TOTAL NON-OPERATING REVENUES (EXPENSES) 208,932 261,808

CAPITAL CONTRIBUTIONSCapital reimbursements 425,014 2,527,063 System capacity charges 165,372 83,738 Donated infrastructure 129,586

TOTAL CAPITAL CONTRIBUTIONS 719,972 2,610,801

CHANGE IN NET POSITION 2,936,213 12,266,815

Net position at beginning of year 69,065,931 56,799,116

NET POSITION AT END OF YEAR 72,002,144$ 69,065,931$



STATEMENTS OF REVENUES, EXPENSESAND CHANGES IN NET POSITION

For the years ended December 31, 2012 and 2011

12

2012 2011

CASH FLOWS FROM OPERATING ACTIVITIESCash received from customers 18,603,845$ 30,724,048$ Cash paid to suppliers for goods and services (4,766,957) (3,971,718) Cash paid to employees for services (11,906,667) (7,143,303)

NET CASH PROVIDED BY OPERATING ACTIVITIES 1,930,221 19,609,027

CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIESProperty taxes received 508,402 253,700 Other nonoperating (expense) revenue (100)

NET CASH PROVIDED BYNONCAPITAL FINANCING ACTIVITIES 508,402 253,600

CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES

Capital reimbursements 425,014 System capacity charges 165,372 83,738 Acquisition of capital assets (2,789,594) (10,114,341) Proceeds from sale of capital assets 42,553 13,238 Proceeds from loans payable 1,064,202 2,660,364 Proceeds from refunding bonds 3,342,264 Redemption of revenue bonds and certificates of participation (3,755,983) Payments on loans payable (5,250,000) (349,106) Interest paid (396,664) (323,778)

NET CASH USED BY CAPITAL ANDRELATED FINANCING ACTIVITIES (7,152,836) (8,029,885)

CASH FLOWS FROM INVESTING ACTIVITIESInvestment income received 140,864 61,088

NET CASH PROVIDED BY INVESTING ACTIVITIES 140,864 61,088

(DECREASE) INCREASE IN CASH (4,573,349) 11,893,830

Cash and cash equivalents at beginning of year 24,087,826 12,193,996

CASH AND CASH EQUIVALENTS AT END OF YEAR 19,514,477$ 24,087,826$

Cash and cash equivalents consist of the following:Cash and investments 19,301,732$ 23,573,605$ Restricted cash with fiscal agent 212,745 514,221

19,514,477$ 24,087,826$


STATEMENTS OF CASH FLOWS


(Continued)

13

2012 2011

RECONCILIATION OF NET INCOME FROM OPERATIONS TO NET CASH PROVIDED BY OPERATING ACTIVITIES:

Net income from operations 2,007,309$ 9,394,206$ Adjustments to reconcile net income from operations

to net cash used for operating activities:Depreciation and amortization 2,873,318 3,679,092 Changes in operating assets and liabilities:

Receivables (2,525,687) 3,276,871 Inventory 43,503 24,816 Prepaid expenses (346,335) 26,166 Loans receivable (7,062) 6,536 Accounts payable (701,571) (158,951) Accrued payroll 60,431 (1,901) Other payables (11,259) 28,017 Deposits (128,085) 123,797 Compensated absences 89,303 107,610 OPEB obligation 576,356 575,705

NET CASH PROVIDED BY OPERATING ACTIVITIES 1,930,221$ 17,081,964$

NONCASH INVESTING, CAPITAL AND FINANCING ACTIVITIES:Donated infrastructure assets 129,586$



STATEMENTS OF CASH FLOWS (Continued)


14


NOTES TO THE FINANCIAL STATEMENTS


15

NOTE A – REPORTING ENTITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The basic financial statements of the South Feather Water and Power Agency (the Agency) have been prepared in conformity with generally accepted accounting principles (GAAP) as applied to government units. The Governmental Accounting Standards Board (GASB) is the accepted standard setting body for establishing governmental accounting and financial reporting principles. The Agency follows Financial Accounting Standards Board Statements and Interpretations, Accounting Principles Board Opinions, and Accounting Research Bulletins of the Committee of Accounting Procedures issued after November 30, 1989, unless those pronouncements conflict with or contradict GASB pronouncements. The more significant of the Agency’s accounting policies are described below.

Reporting Entity: The South Feather Water and Power Agency (formerly known as Oroville-Wyandotte Irrigation District) was formed November 18, 1919, under Irrigation Law, Division II, of the California Water Code. The Agency provides domestic and irrigation water, and generates electrical power that is sold to the Pacific Gas & Electric Company.

In April, 1995, the Agency approved the formation of the Oroville-Wyandotte Irrigation District Financing Corporation (the Corporation). This corporation is a nonprofit public benefit corporation and is organized under the Nonprofit Public Benefit Corporation Law (commencing at Section 5110 of the California Corporations Code). The purpose of the Corporation is to provide assistance to public agencies in the State of California, in the financing, acquiring, constructing, rehabilitating or financing various public facilities, land and equipment for the use, benefit and enjoyment of the public.

Although the Agency and Corporation are legally separate entities, the Agency exercises oversight responsibility over the Corporation. The Corporation is reported as if it were part of the primary government because it shares a common Board of Directors with the Agency and its sole purpose is to provide financing to the Agency under the debt issuance documents of the Agency. Debt issued by the Corporation is reflected as debt of the Agency in these financial statements. The Corporation has no other transactions and does not issue separate financial statements.

Basis of Presentation: The Agency’s resources are allocated to and accounted for in these basic financial statements as an enterprise fund type of the proprietary fund group. The enterprise fund is used to account for operations that are financed and operated in a manner similar to private business enterprises, where the intent of the governing body is that the costs (expenses, including depreciation) of providing goods or services to the general public on a continuing basis be financed or recovered primarily through user charges, or where the governing body has decided that period determination of revenues earned, expenses incurred, and/or net income is appropriate for capital maintenance, public policy, management control, accountability, or other policies. Net position for the enterprise fund represent the amount available for future operations.

Basis of Accounting: The accounting and financial reporting treatment applied to a fund is determined by its measurement focus. The enterprise fund type is accounted for on a flow of economic resources measurement focus. With this measurement focus, all assets, deferred outflows, liabilities, and deferred inflows associated with the operation of the fund are included on the balance sheet. Net position is segregated into amounts invested in capital assets, net of related debt, amounts restricted and amounts unrestricted. Enterprise fund type operating statements present increases (i.e., revenues) and decreases (i.e., expenses) in net total position.

In the Statement of Net Position and Statement of Revenues, Expenses and Changes in Net Position, business-like activities are presented using the accrual basis of accounting. Under the accrual basis of accounting, revenues are recognized when earned and expenses are recorded when the liability is incurred or the economic asset used. Revenues, expenses, gains, losses, assets and liabilities resulting from exchange and exchange-like transactions are recognized when the exchange takes place.

Those revenues susceptible to accrual include taxes, intergovernmental revenues, interest and charges for services.


NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)


16


Grant revenues are recognized in the fiscal year in which all eligibility requirements are met. Under the terms of grant agreements, the Agency may fund certain programs with a combination of cost-reimbursement grants, categorical block grants, and general revenues. Thus, both restricted and unrestricted net position are available to finance program expenses. The Agency’s policy is to first apply restricted grant resources to such programs, followed by general revenues, if necessary.

Proprietary funds distinguish operating revenues and expenses from nonoperating items. Operating revenues and expenses generally result from providing services and producing and delivering goods in connection with a proprietary fund’s principal operations. The principal operating revenues of the Agency are charges to customers for sales and services. Operating expenses for enterprise funds include the cost of sales and services, administrative expenses, and depreciation of capital assets. All revenues and expenses not meeting this definition are reported as nonoperating revenues and expenses. When both restricted and unrestricted resources are available for use, it is the Agency’s policy to use restricted resources first, then unrestricted resources as they are needed.

Cash and Investments: For the purposes of the Statement of Cash Flows, the Agency's cash and cash equivalents include restricted and unrestricted cash on hand or on deposit, and demand deposits and short-term investments with original maturities of three months or less from the date of acquisition.

The Agency has adopted a formal investment policy as required by Section 53600et seq., of the California Government Code. The Agency Treasurer has responsibility for selecting depositories and investing idle funds in accordance with the adopted investment policy. See Note B for additional information on the Agency's cash and investments.

Investments for the Agency are reported at fair value. The Local Agency Investment Fund (LAIF) is a special fund of the California State Treasury through which local governments may pool investments. The Agency may invest up to $40,000,000 in the fund. Investments in LAIF are highly liquid as deposits can be converted to cash within 24 hours without loss of interest. Funds deposited in LAIF are invested in accordance with Government Code Sections 16430 and 16480. Oversight of LAIF is provided by the Pooled Money Investment Board whose members are the California State Treasurer, California Director of Financial and the California State Controller. For the purpose of these financial statements, the fair value of amounts in LAIF is equivalent to dollars held.

Receivables and Payables: Receivables consist of all revenues earned at year-end and not yet received. Receivables are recorded in the financial statements net of any allowance for doubtful accounts, if applicable, and estimated refunds due. Business-type activities report utilities, reimbursements, and interest earnings as their major receivables. Activities between funds that are representative of lending/borrowing arrangements outstanding at the end of the fiscal year are referred to as either "due to/from other funds" (i.e. the current portion of the interfund loans) or "advances to/from other funds" (i.e. the non-current portion of the interfund loans). All other outstanding balances between funds are reported as "due to/from other funds."

The Agency utilizes the allowance method with respect to its accounts receivable. Delinquent water charges are submitted to the County Tax Assessor annually to be encumbered on the secured property tax bills. Therefore, no allowance was deemed necessary at December 31, 2012 and 2011.

Property Taxes: Property tax revenue is recognized in the fiscal year for which the tax and assessment is levied. The County of Butte levies, bills and collects property taxes and special assessments for the Agency. Under the County's "Teeter Plan", the County remits the entire amount levied and handles all delinquencies, retaining interest and penalties.

The term "unsecured" refers to taxes on personal property other than real estate, land and buildings. These taxes are secured by liens on the property being taxed. Property tax revenues are recognized by the Agency in the fiscal year they are assessed.




17


Secured property tax is due in two installments, on November 1 and February 1, and becomes a lien on July 1. It becomes delinquent on December 10 and April 10, respectively. Unsecured property tax is due on July 1, and becomes delinquent on August 31.

Inventories and Prepaid Items: Inventories are valued at average cost using the first-in, first out method.

Certain payments to vendors reflect costs applicable to future accounting periods and are recorded as prepaid items in the financial statements.

Loans Receivable: The Agency has a computer acquisition program, where the Agency purchases a computer for an employee and is then repaid through payroll deductions from the employee's pay.

Restricted Assets: Certain resources set aside for repayments of debt and capital projects and for construction of new capital facilities are classified as restricted assets on the Statement of Net Position as their use is limited by applicable covenants and specific requirements.

Capital Assets: Capital assets, which include property, plant, equipment, and infrastructure assets, are reported on the Statement of Net Position. Capital assets are currently defined by the Agency as assets with an initial individual cost of more than $5,000 and an estimated useful life in excess of one year. Capital assets are valued at historical cost. Contributed assets are valued at their estimated fair market value on the date contributed.

The costs of normal maintenance and repairs that do not add to the value of the assets or materially extend asset lives are not capitalized.

Interest is capitalized on assets acquired with debt. The amount of interest to be capitalized is offset by interest earned in invested debt proceeds over the construction period.

Depreciation is provided over the useful lives of assets using the straight-line method. Estimated useful lives of all depreciable assets are as follows:

Dams, powerhouses and treatment plant 40 - 50 yearsPipelines 50 yearsOther general assets 3 - 10 yearsOther power-related assets 5 - 50 years

Compensated Absences: The Agency policy allows employees to accumulate earned but unused annual leave, which will be paid to employees upon separation from the Agency’s service. The cost of annual leave is recognized in the period earned. Upon separation from the Agency, employees can elect to be paid one-half of their accumulated sick leave time. This amount is also recognized in the period earned.

Long-Term Liabilities: Long-term liabilities and other long-term obligations are reported on the Statement of Net Position. Initial issue bond premiums and discounts are deferred and amortized over the life of the bonds using the straight-line method. The difference between the reacquisition price of refunding bonds and the net carrying amount of refunded debt (deferred amount on refunding) is amortized over the shorter of the lives of the refunding debt or remaining life of the refunded debt. Amortization of bond premiums or discounts and deferred amounts on refunding is included in interest expense.

Interfund Transactions: Transactions between funds of the Agency are recorded as interfund transfers on the Combining Schedule of Revenues, Expenses, and Changes in Net Position. The unpaid balances at year end, as a result of such transactions, are shown as due to and due from other funds.




18


Net Position: The net position amount is the difference between assets and liabilities. Net position invested in capital assets, net of related debt are capital assets, less accumulated depreciation and any outstanding debt related to the acquisition, construction or improvement of those assets. Net position is reported as restricted when there are legal limitations imposed on their use by the Agency or external restrictions by other governments, creditors or grantors.

Management Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the reporting date and revenues and expenses during the reporting period. Actual results could differ from those estimates.

Reclassifications: Certain accounts in the prior year financial statements have been reclassified for comparative purposes to conform to the presentation in the current year financial statements.

New Pronouncements: Effective January 1, 2012, the Agency implemented GASB Statement No. 63, Financial Reporting of Deferred Outflows of Resources, Deferred Inflows of Resources, and Net Position. This Statement provides financial reporting guidance for deferred outflows and inflows of resources. Concepts Statement No. 4, Elements of Financial Statements, introduced and defined those elements as consumptions of net assets by the government that is applicable to a future reporting period, and an acquisition of net assets by the government that is applicable to a future reporting period, respectively. This Statement amends the net assets reporting requirements of Statement No. 34 and other pronouncements by incorporating deferred inflows and outflows into the definitions of the required components of residual measure and be renaming that measure as net position, rather than net assets.

Effective January 1, 2012, the Agency implemented GASB Statement No. 65, Items Previously Reported as Assets and Liabilities. This Statement establishes accounting and financial reporting standards that reclassify, as deferred outflows and inflows of resources, certain items that were previously reported as assets and liabilities and recognizes, as outflows or inflows of resources, certain items that were previously reported as assets and liabilities. The unrestricted net position at December 31, 2012 decreased by $26,551 due to the implementation of GASB 65. Previous to GASB 65, bond issuance costs were classified as an asset and amortized over the life of the related debt issuance. Under GASB 65, bond issuance costs are now classified as a current-period outflow of resources and expensed.

In June 2012, the GASB approved Statement No. 68, Accounting and Financial Reporting for Pensions. This Statement requires governments providing defined benefit pension plans to recognize their long-term obligation for pension benefits as a liability on the statement of net position and to more comprehensively and comparably measure the annual costs of pension benefits. This Statement also requires revised and new note disclosures and required supplementary information (RSI) to be reported by employers. The implementation of this GASB Statement will have a significant impact on the Agency’s financial statements and is effective for the Agency’s December 31, 2015 financial statements. The Agency is currently evaluating the effect of this new pronouncement.

NOTE B – CASH AND INVESTMENTS

Cash and cash equivalents are reported in the accompanying financial statements as follows at December 31:

2012 2011

Cash and investments 19,301,732$ 23,573,605$ Restricted cash with fiscal agents 212,745 514,221

Total 19,514,477$ 24,087,826$




19


Cash and cash equivalents were comprised of the following:

2012 2011

Cash on hand 950$ 950$ Deposits with financial institutions 6,315,466 5,732,309

Total cash 6,316,416 5,733,259

Money market mutual funds 1,512,631 1,803,348 Local Agency Investment Fund 9,666,566 14,589,007 Negotiable certificates of deposit 1,222,557 1,107,848 Municipal and corporate bonds 796,307 854,364

Total investments 13,198,061 18,354,567

Total cash and investments 19,514,477$ 24,087,826$

The table below identifies the investment types that are authorized by the Agency’s investment policy:

MaximumMaximum Maximum Total Investment in

Authorized Investment Type Maturity of Portfolio One Issuer

Bonds issued by the Agency None No Limit NoneU.S. Treasury Obligations None No Limit NoneState of California Obligations None No Limit NoneLocal Agency Investment Fund (LAIF) N/A No Limit NoneBanker's Acceptances 270 days 40% 30%Commercial Paper - U.S. Companies 180 days 15% NoneCertificates of Deposit None 30% NoneRepurchase Agreements None Per Government Per Government

Code CodeMedium Term Notes 5 years 30% NoneMoney Market Mutual Funds N/A 15% NoneOther Investments as permitted by the Per Government Per Government

California Government Code N/A Code Code

Investments Authorized by Debt Agreements: Investments held by the bond/COP fiscal agents (trustees) are governed by the provisions of the various debt indenture agreements rather than the general provisions of the Agency's investments policy or the California Government Code.

Disclosures relating to Interest Rate Risk and Credit Risk: Interest rate risk is the risk in the market rate changes that could adversely affect the fair values of an investment. Generally, the longer the maturity of an investment, the greater the sensitivity of its fair value to changes in market interest rates. One of the ways that the Agency manages its exposure to interest rate risk is by purchasing a combination of shorter and longer term investments and by timing cash flows from maturities so that a portion of the portfolio is maturing or coming close to maturity evenly over time as necessary to provide the cash flow and liquidity needed for Agency operations.

Generally, credit risk is the risk that an issuer of an investment will not fulfill its obligation to the holder of an investment. This is measured by the assignment of a rating by a nationally recognized statistical rating organization.




20


Information about the sensitivity of the fair values of the Agency's investments (including investments held by bond trustee) to market rate fluctuations is provided by the following table that shows the distribution of the Agency's investments by maturity, as well as the credit ratings, as applicable from Standard & Poor's or Moody's as of December 31, 2012 and 2011:

Credit 12 monthsRating or less 1-5 years Fair Value

December 31, 2012:Municipal Bonds AA 39,219$ 39,219$

AA- 51,626$ 51,626 A+ 358,433 358,433 A 36,665 36,665

Corporate Bonds AA+ 159,393 159,393 AA- 69,199 69,199

A 81,772 81,772 Local Agency Investment Funds (LAIF) Not rated 9,666,566 9,666,566 Negotiable certificates of deposits Not rated 1,222,557 1,222,557 Money market mutual funds Not rated 1,299,886 1,299,886 Held by bond trustee:

Money market funds Not rated 212,745 212,745

11,230,823$ 1,967,238$ 13,198,061$

Remaining Maturity

December 31, 2011:Municipal Bonds AA- 118,682$ 118,682$

A+ 367,283 367,283 A 50,776$ 36,948 87,724

Corporate Bonds AA+ 157,282 157,282 AA- 42,466 42,466

A 80,927 80,927 Local Agency Investment Funds (LAIF) Not rated 14,589,007 14,589,007 Certificates of deposits Not rated 1,107,848 1,107,848 Money market funds Not rated 1,289,127 1,289,127 Held by bond trustee:

Money market funds Not rated 514,221 514,221

16,443,131$ 1,911,436$ 18,354,567$

Concentration of Credit Risk: The investment policy of the Agency contains no limitations on the amount that can be invested in any one issuer beyond that stipulated by the California Government Code. As of December 31, 2012 and 2011 there were no investments in any one issuer (other than U.S. Treasury securities, mutual funds and external investment pools) that represented 5% or more of the total Agency investments.

Custodial Credit Risk: Custodial credit risk for deposits is the risk that, in the event of the failure of a depositary financial institution, a government will not be able to recover its deposits or will not be able to recover collateral securities that are in possession of an outside party. The custodial credit risk for investments is the risk that, in the event of the failure of the counter-party (e.g., broker-dealer) to a transaction, a government will not be able to recover the value of its investments or collateral securities that are in the possession of another party. The California Government Code and the Agency's investment policy do not contain legal or policy requirements that would limit




21


the exposure of custodial risk for deposits or investments, other than the following provision for deposits: The California Government Code requires that a financial institution secure deposits made by state and local governmental units by pledging securities in an undivided collateral pool held by a depositary regulated under state law (unless so waived by the governmental unit). The market value of the pledged securities in the collateral pool must be equal to least 100% of the total amount deposited by public agencies. California law also allows financial institutions to secure District deposits by pledging first trust deed mortgage notes having a value of 150% of the secured public deposits.

As of December 31, 2012 and 2011, the deposits with financial institutions, in excess of the federal depository insurance limits, were collateralized as required by law. As of December 31, 2012, the carrying amount of the Agency's bank deposits totaled $6,315,466 and the bank balances totaled $6,490,144. The differences between the carrying amounts and the bank totals are due to the normal deposits in transit and outstanding checks. At December 31, 2012, there was an uninsured balance for the Agency of $2,151,052.

Investment in LAIF: The Agency is a voluntary participant in the Local Agency Investment Fund (LAIF) that is regulated by the California Government Code under the oversight of the Treasurer of the State of California. The fair value of the Agency's investments in this pool is classified as a cash equivalent in the accompanying financial statements.

LAIF is stated at fair value. The LAIF is a special fund of the California State Treasury through which local governments may pool investments. The total fair value amount invested by all public agencies in LAIF is $63,196,977,710, managed by the State Treasurer. Of that amount, 1.87% is invested in structured notes and asset-backed securities. The Local Investment Advisory Board (Board) has oversight responsibility for LAIF. The Board consists of five members as designated by state statute. The fair value of the District’s investment in this pool is reported in the accompanying financial statements at amounts based upon the District’s pro-rata share of the fair value provided by LAIF for the entire LAIF portfolio (in relation to the amortized cost of that portfolio). The balance available for withdrawal is based on the accounting records maintained by LAIF, which are recorded on an amortized cost basis.




22

NOTE C – CAPITAL ASSETS

Capital asset activity for the year ended December 31, 2012 was as follows:

January 1, December 31,2012 Additions Disposals Transfers 2012

Capital assets, not being depreciated:

Land, land rights andwater rights 1,313,757$ 111,945$ 1,425,702$

Construction in progress 15,001,872 2,062,559 (13,936,598)$ 3,127,833 FERC relicensing in progress 5,716,306 5,716,306

Total capital assets,not being depreciated 22,031,935 2,174,504 (13,936,598) 10,269,841

Capital assets, being depreciated:

Source of supply 84,338,848 18,433 13,945,952 98,303,233 Pumping plant 362,297 362,297 Miners Ranch Treatment

Plant, treatment and transmissions and distribution facilities 32,625,597 143,047 32,768,644

General plant and yard 11,891,459 583,196 (1,832,620)$ (9,354) 10,632,681 Tail water depression system 124,445 124,445 Photovoltaic system 2,142,701 2,142,701 Recreational facilities 948,385 948,385

Total capital assetsbeing depreciated 132,433,732 744,676 (1,832,620) 13,936,598 145,282,386

Less: accumulated depreciation:

Source of supply (72,798,382) (1,860,596) (74,658,978) Pumping plant (295,282) (4,255) (299,537) Miners Ranch Treatment

Plant, treatment and transmissions and distribution facilities (15,945,373) (613,634) 3,321 (16,555,686)

General plant and yard (6,575,462) (309,004) 1,738,123 (5,146,343) Tail water depression system (124,445) (124,445) Photovoltaic system (404,723) (53,568) (458,291) Recreational facilities (700,174) (32,261) (732,435)

Total accumulateddepreciation (96,843,841) (2,873,318) 1,741,444 (97,975,715)

Total capital assets

being depreciated, net 35,589,891 (2,128,642) (91,176) 13,936,598 47,306,671

CAPITAL ASSETS, NET 57,621,826$ 45,862$ (91,176)$ -$ 57,576,512$

Depreciation expense for the year ended December 31, 2012 totaled $2,873,318.




23

NOTE C – CAPITAL ASSETS (Continued)

Capital asset activity for the year ended December 31, 2011 was as follows:

January 1, December 31,2011 Additions Disposals Transfers 2011

Capital assets, not being depreciated:

Land, land rights andwater rights 1,313,757$ 1,313,757$

Construction in progress 8,241,145 9,642,579$ (2,881,852)$ 15,001,872 FERC relicensing in progress 5,665,949 50,357 5,716,306

Total capital assets,not being depreciated 15,220,851 9,692,936 (2,881,852) 22,031,935

Capital assets, being depreciated:

Source of supply 83,394,800 79,999 (288)$ 864,337 84,338,848 Pumping plant 362,297 362,297 Miners Ranch Treatment

Plant, treatment and transmissions and distribution facilities 32,083,618 8,186 533,793 32,625,597

General plant and yard 11,006,683 327,511 (926,457) 1,483,722 11,891,459 Tail water depression system 124,445 124,445 Photovoltaic system 2,142,701 2,142,701 Recreational facilities 948,385 948,385

Total capital assetsbeing depreciated 130,062,929 415,696 (926,745) 2,881,852 132,433,732

Less: accumulated depreciation:

Source of supply (70,203,671) (2,598,825) 288 3,826 (72,798,382) Pumping plant (291,029) (4,253) (295,282) Miners Ranch Treatment

Plant, treatment and transmissions and distribution facilities (15,335,188) (610,185) (15,945,373)

General plant and yard (7,119,752) (372,631) 920,747 (3,826) (6,575,462) Tail water depression system (124,445) (124,445) Photovoltaic system (351,157) (53,566) (404,723) Recreational facilities (667,909) (32,265) (700,174)

Total accumulateddepreciation (94,093,151) (3,671,725) 921,035 (96,843,841)

Total capital assets

being depreciated, net 35,969,778 (3,256,029) (5,710) 2,881,852 35,589,891

CAPITAL ASSETS, NET 51,190,629$ 6,436,907$ (5,710)$ -$ 57,621,826$

Depreciation expense for the year ended December 31, 2011 totaled $3,671,725.




24

NOTE D – LONG-TERM LIABILITIES

The following is a summary of changes in long-term liabilities for the year ended December 31, 2012:

January 1, December 31, Due Within2012 Additions Reductions 2012 One Year .

1980 Miners Ranch DomesticRevenue Bonds 1,265,000$ (1,265,000)$

2003 Certificates of Participation 2,430,000 (2,430,000) 2012 Revenue Refunding Bonds 3,342,264$ 3,342,264$ 364,354$ Loan Payable 6,307,531 1,064,202 (5,250,000) 2,121,733

Total Long-Term Debt 10,002,531 4,406,466 (8,945,000) 5,463,997 364,354

Compensated Absences 938,323 455,060 (365,757) 1,027,626 365,757 Other post-employment benefits 2,163,172 789,715 (213,359) 2,739,528 301,920

Total Long-Term Liabilities 13,104,026$ 5,651,241$ (9,524,116)$ 9,231,151$ 1,032,031$

The following is a summary of changes in long-term liabilities for the year ended December 31, 2011:

January 1, December 31, Due Within2011 Additions Reductions 2011 One Year .

1980 Miners Ranch DomesticRevenue Bonds 1,375,000$ (110,000)$ 1,265,000$ 115,000$

2003 Certificates of Participation 2,560,000 (130,000) 2,430,000 135,000 Economic Development

Administration Loan 109,106 (109,106) Loan Payable 3,647,167 2,660,364$ 6,307,531

Total Long-Term Debt 7,691,273 2,660,364 (349,106) 10,002,531 250,000

Compensated Absences 830,713 136,835 (29,225) 938,323 30,000 Other post-employment benefits 1,587,467 796,596 (220,891) 2,163,172 248,358

Total Long-Term Liabilities 10,109,453$ 3,593,795$ (599,222)$ 13,104,026$ 528,358$

A description of the long-term liabilities is as follows:

1980 Miners Ranch Domestic Revenue Bonds: In 1980, the Agency issued $3,500,000 in serial bonds payable in annual installments of $30,000 to $180,000 through October 1, 2020. The bonds were issued to finance the construction of the Miners Ranch Water Treatment Plant. The bonds were defeased in 2012 with the proceeds of the 2012 Revenue Refunding Bonds.

2003 Certificates of Participation: On October 1, 2003, the Agency and the Corporation entered into an Installment Payment Agreement. Under this agreement, the Corporation issued $2,685,000 in revenue certificates of participation for the purpose of assisting in the financing of the purchase of a solar photovoltaic electricity generation system at the Miner's Ranch Water Treatment Plant and to fund certain improvements to the Agency's administration building. The Certificates were defeased with the proceeds of the 2012 Revenue Refunding Bonds.




25

NOTE D – LONG-TERM LIABILITIES (Continued)

2012 Revenue Refunding Bonds: In October 2012, the District issued $3,342,264 of Revenue Refunding Bonds with interest of 2.68%. These 2012 Revenue Refunding Bonds were issued to refund the 1980 Miners Ranch Domestic Revenue Bonds and the 2003 Certificates of Participation. The District is required to collect rates, fees, and charges that will be sufficient to yield net revenues equal to 115% of debt service payments on any future debt issued. Semi-annual principal payments, ranging from $96,000 to $217,000, are due on April 1 and October 1 through April 1, 2024 and semi-annual interest payments, ranging from $1,400 to $41,900 are due on April 1 and October 1 through April 1, 2024.

The following is a schedule of debt service requirements to maturity for the 2012 Revenue Refunding Bonds as of December 31, 2012:

Year endedDecember 31, Principal Interest Totals

2013 364,354$ 82,185$ 446,539$ 2014 298,336 77,815 376,151 2015 309,917 69,756 379,673 2016 317,928 61,395 379,323 2017 325,362 52,823 378,185

2018-2022 1,422,279 133,973 1,556,252 2023-2024 304,088 8,202 312,290

Total 3,342,264$ 486,149$ 3,828,413$

Loan Payable: In February 2010, the Agency entered into a cost-sharing agreement with PG&E for funding of the Sly Creek Dam Crest Modification Project and the Lost Creek Dam Crest Modification Project. The agreement states that the Agency shall reimburse PG&E 60% of the final project costs incurred from January 1, 2009, plus simple interest that accrues monthly at a rate equal to the Wall Street Journal Prime Rate. If the actual costs exceed the initial cost estimate, the Agency shall reimburse PG&E 80% of the costs. All amounts due to PG&E from the Agency are due and payable by July 31, 2015. As of December 31, 2012 and 2011, the amount due to PG&E including interest totaled $2,121,733 and $6,307,531, respectively.

Economic Development Administration Loan: This loan of $320,000 was due in annual principal and interest installments of $18,805 and over a term of 40 years. The loan, plus an $80,000 grant, were used to finance water system improvements. The annual interest rate is 5%. As of December 31, 2011, the loan was paid off.

Pledged Revenue: The Agency pledged future revenues, net of specified expenses, to repay the 2012 Revenue Refunding Bonds in the original amount of $3,342,264. Proceeds of the Revenue Refunding Bonds were used to refund the 1980 Miners Ranch Domestic Revenue Bonds and the 2003 Certificates of Participation to finance capital improvements to the Agency’s water system. The Revenue Refunding Bonds are payable solely from net revenues and are payable through April 2024. Annual principal and interest payments on the Bonds are expected to require less than 25% of net revenues. Total principal and interest remaining to be paid on the Revenue Refunding Bonds was $3,828,413 at December 31, 2012.

Total principal and interest paid on all debt payable from net revenues was $438,000 and $458,599 and the total water system net revenues were $6,226,211 and $16,269,785 for the years ended December 31, 2012 and 2011, respectively. At December 31, 2012 and 2011, the District’s net revenues were 1422% and 3548% of debt service payments, respectively.




26

NOTE D – LONG-TERM LIABILITIES (Continued)

Refundings: In October 2012, the Agency issued the 2012 Revenue Refunding Bonds in the amount of $3,342,264 with an interest rate of 2.68%, to refund $1,150,000 of the 1980 Miners Ranch Domestic Revenue Bonds and $2,295,000 of the 2003 Certificates of Participation with an average interest rate of 5.04%. The Agency completed the advance refunding to reduce its total debt service payments through 2024. The net economic gain (different between the present value of the old and new debt service payments) of the 2012 Refunding Bonds is $304,674. The advance refunding resulted in differences between the reacquisition price and the net carrying amount of the outstanding debt of $148,935 at December 31, 2012, net of accumulated amortization. This deferred amount on refunding, reported in the accompanying financial statements as a deferred outflow, is being charged to operations over 12 years using the straight-line method.

The Agency defeased the bonds by placing the proceeds of new bonds in an irrevocable trust to provide for all future debt service payments on the old bonds. Accordingly, the trust account assets and the liability for the defeased bonds are not included in the Agency’s financial statements. At December, 31 2012, $3,695,000 of bonds outstanding are considered defeased.

NOTE E – DESIGNATED NET POSITION

Restrictions: Restricted net position consist of constraints placed on net position use through external requirements imposed by creditors (such as through debt covenants), grantors, contributors, or laws and regulations of other governments or constraints by law through constitutional provisions or enabling legislation. Restricted net position consisted of the following at December 31:

2012 2011

Capacity expansion 1,823,389$ 1,768,828$ Debt service 266,329 Capital projects 212,745 247,892

Total Restricted Net Position 2,036,134$ 2,283,049$

As required by Section 66013 of the Water Code of the State of California, the restriction for capacity expansion represents system capacity fees to be used to construct new capital facilities to benefit existing Agency customers. The Agency received funds from the cost savings of refunded debt which are restricted in use for capital projects.

Designations: Designations of unrestricted net position may be imposed by the Board of Directors to reflect future spending plans or concerns about the availability of future resources. Designations may be modified, amended or removed by Board action. Designations included the following as of December 31:

2012 2011

Retiree benefits 3,297,892$ 3,279,092$ Undesignated 14,352,858 11,740,136

Total Unrestricted Net Position 17,650,750$ 15,019,228$




27

NOTE F – DEFINED BENEFIT PENSION PLAN

Plan Description: The Agency contributes to the California Public Employees Retirement System (PERS), a cost sharing multiple-employer public employee defined benefit pension plan. The Agency participates in the miscellaneous 3% at 60 risk pool. PERS provides retirement and disability benefits, annual cost-of-living adjustments, and death benefits to plan members and beneficiaries. PERS acts as a common investment and administrative agent for participating public employers within the State of California. CalPERS require agencies with less than 100 active members in the plan to participate in the risk pool. All full and part-time Agency employees working at least 1,000 hours per year are eligible to participate in PERS. Under PERS, benefits vest after five years of service. Upon retirement, participants are entitled to an annual retirement benefit, payable for life, in an amount equal to a benefit factor times the monthly average salary of their highest thirty-six consecutive months full-time equivalent monthly pay. A menu of benefit provisions as well as other requirements is established by State statutes within the Public Employees’ Retirement Law. The Plan selects optional benefit provisions from the benefit menu by contract with PERS and adopts those benefits through Agency resolution. PERS issues a separate comprehensive annual financial report. Copies of the PERS’ annual financial report may be obtained from the PERS Executive Office - 400 P Street - Sacramento, California 95814.

Funding Policy: Active plan members are required to contribute 8% of their annual covered salary. The Agency is required to contribute at an actuarially determined rate. The required employer contribution rate for 2010/11 was 11.4%, for 2011/12 was 14.2% and for 2012/13 was 14.6%. The contribution requirements of the plan members and the Agency are established and may be amended by PERS. The Agency’s contributions for the years December 31, 2012, 2011 and 2010 were $745,408, $643,332, $534,923, respectively, which were equal to the required contributions each year.

Prior Service Credit Purchase: The retirement plan went into effect on July 1, 2008. In 2012, the Agency agreed to purchase a 25% prior service credit, which results in 25% of the employee’s service prior to 2008 to be included in the calculation of retirement benefits. The purchase of the credit resulted in a side fund liability of $2,965,465, which was paid in full in 2012. The Agency amortized the entire payment in 2012.

NOTE G – OTHER POST EMPLOYMENT BENEFITS (OPEB)

Description of the Plan: The Agency participates as a single-employer in the Public Employees' Medical and Hospital Care Act (PEMHCA) provided through the California Public Employees' Retirement System (CalPERS). Employees can choose one of four medical options: Blue Shield HMO, PERSCare PPO, PERSChoice PPO, or PERSSelect PPO. In addition, dental and vision insurance are provided to employees, spouses, and dependents at no cost to the employee, through the Association of California Water Agencies Health Benefit Authority (ACWA-HBA).

For the years ended December 31, 2012 and 2011, the Agency had 22 retired employees participating in the program. The Agency currently has 58 active employees who may become eligible to retire and receive benefits in the future. Employees become eligible to retire and receive Agency-paid medical, dental, and vision benefits upon attainment of age 55 and 10 years of Agency service. The Agency also pays a 0.36% premium administrative charge for all retirees.

The Agency does not issue a separate stand-alone financial report for its OPEB plan.

Funding Policy: For active employees and dependents, the Agency contributes to the plan at a rate equal to the average of the premiums for all CalPERS plans available, excluding the plan with the lowest premium and the plan with the highest premium, in any given year. The Agency's contribution was $1 per month plus 90% of the maximum contribution. The contribution is increased annually by 5%. As of December 31, 2012, the Agency has not established a formal funding policy or trust to maintain future required contributions. The Agency is currently funding the benefits on a pay-as-you- go basis.




28

NOTE G – OTHER POST EMPLOYMENT BENEFITS (OPEB) (Continued)

Annual OPEB Cost and Net OPEB Obligation: The Agency's annual OPEB cost is calculated based on the annual required contribution (ARC) of the Agency, an amount that is actuarially determined in accordance with the parameters of GASB Statement No. 45. The ARC represents a level of funding, that, if paid on an ongoing basis, is projected to cover the normal cost each year and amortize any unfunded actuarial liabilities (or funding excess) of the plan over a period not to exceed thirty years. The following table shows the components of the Agency's annual OPEB cost for the year, the amount contributed to the plan, and the changes in the Agency's net OPEB obligation.

2012 2011

Annual required contributionService cost at year-end 343,752$ 343,752$ 30 year amortization of funded liability 471,822 471,822

Total annual required contribution 815,574 815,574

Interest on net pension obligation 108,159 79,373 Adjustment on net pension obligation (134,018) (98,351)

Annual pension cost 789,715 796,596

Employer contibutions (213,359) (220,891)

Net OPEB obligation, beginning of year 2,163,172 1,587,467

Net OPEB obligation, end of year 2,739,528$ 2,163,172$

AnnualAnnual Employer Percentage Net

Year Ended OPEB Cost Contribution Contributed Ending OPEB

December 31, 2010 709,671$ 196,946$ 28% 1,587,467$ December 31, 2011 796,596 220,891 28% 2,163,172 December 31, 2012 789,715 213,359 27% 2,739,528

Funded Status and Funding Progress: The funded status of the plan based on an actuarial study using age-adjusted premiums as of December 31, 2011 (the most recent actuarial report), was as follows:

Actuarial accrued liability (AAL)Active employees 4,768,023$ Retired employees 2,847,684

7,615,707

Actuarial value of plan assets -

Unfunded actuarial accrued liability (UAAL) 7,615,707$

Funded Ratio (actuarial value of plan assets / AAL) 0.00%

Covered payroll (active plan members) 5,319,312$

UAAL as a percentage of covered payroll 143%




29

NOTE G – OTHER POST EMPLOYMENT BENEFITS (OPEB) (Continued)

Actuarial valuations for an ongoing plan involve estimates of the value of reported amounts and assumptions about the probability of occurrence of events far into the future. Actuarially determined amounts are subject to continuous revision as actual results are compared to past expectations and new estimates about the future are formulated. Although the valuation results are based on the values which the Agency's actuarial consultant believes are reasonable assumptions, the valuation results reflect a long-term perspective and, as such, are merely an estimate of what future costs may actually be. Deviations in any of several factors, such as future interest rates, medical cost inflation, Medicare coverage, and changes in marital status, could result in actual costs being less or greater than estimated.

The schedule of funding progress presented as required supplementary information following the notes to the financial statements, will present multi-year trend information that shows whether the actuarial value of the plan assets is increasing or decreasing over time relative to the actuarial accrued liabilities for benefits. Because 2008 was the year of implementation of GASB Statement No. 45 and the Agency elected to apply the statement prospectively, only two years are presented in the schedule at this time. In future years, required trend data will be presented.

Actuarial Methods and Assumptions: Calculations of benefits for financial reporting purposes are based on the substantive plan (the plan as understood by the employer and plan members) and include the types of benefits provided at the time of each valuation and the historical pattern of sharing of benefit costs between the employer and plan members to that point. The actuarial methods and assumptions used are designed to reduce short-term volatility in actuarial accrued liabilities and the actuarial value of assets, consistent with the long-term perspective of the calculations.

In the 2012 actuarial valuation, the projected unit credit cost method was used. The actuarial assumptions included a 5.0% investment rate of return. The turnover rates were taken from a standard actuarial table according to the Crocker-Sarason Table T-5 less mortality, decreased by 20% at all ages. This factor was expected to match historical Agency turnover experience. Retirement rates for the valuation were based in part on the Agency's own experience and in part on the actuarial consultant's experience with agencies of similar size and charter. 10% of future retirees were assumed to waive coverage under PEMHCA. 60% of future retirees were assumed to have spouses at the time of retirement. Female spouses were assumed to be three years younger than male spouses. The healthcare trend rates are based on the actuarial consultant's knowledge of the general healthcare environment and the specific coverages offered by the Agency.

NOTE H – COMMITMENTS AND CONTINGENCIES

Various claims have been filed against the Agency. In the opinion of the Agency’s management and legal counsel, the claims will not have a material impact on the basic financial statements.

In 2013, the Agency received a judgment in the amount of $260,000 in County Superior Court against a contractor for failure to perform contractual duties. The Agency has assigned this judgment to a collection agency and will share in the amount collected. Due to uncertainty about the collection of this amount, no gain has been recorded in the financial statements.

In 2012, the Agency was sued by the State Water Contractors (SWC) alleging the Agency’s activities have a negative effect on the temperature of the Feather River. The SWC, through the Department of Water Resources (DWR), agreed as part of their renewal of the FERC license to operate the Oroville facilities to maintain water temperature standards in the Feather River. The SWC’s lawsuit claimed the Agency’s water discharge from the Kelly Ridge Powerhouse affects DWR’s ability to meet the temperature requirements. The Agency reached a settlement with the SWC resulting in the dismissal of the lawsuit. As part of the agreement, DWR may request the Agency to discharge water in Lake Oroville instead of through the Kelly Ridge Powerhouse for periods of seven to twenty-one days. As a result, the Agency would lose the capability to generate power, but would be reimbursed by DWR for the lost power revenue.




30

NOTE I – ECONOMIC DEPENDENCY

During 2012 and 2011, the Agency received 80% and 85%, respectively, of its total revenue from PG&E for power generated from the Agency’s power plants.

NOTE J – RISK MANAGEMENT

The Agency participates in the Association of California Water Agencies Joint Powers Insurance Authority (ACWA/JPIA) a public entity risk pool of California water agencies, for general and auto liability, public officials liability, property damage, fidelity insurance and workers compensation liability. ACWA/JPIA provides insurance through the pool up to a certain level, beyond which group purchased commercial excess insurance is obtained.

The Agency pays an annual premium to ACWA/JPIA that includes its pro-rata share of excess insurance premiums, charges for the pooled risk, claims adjusting and legal costs, and administrative and other costs to operate the ACWA/JPIA. The Agency’s deductibles and maximum coverage are as follows:

CommercialCoverage ACWA/JPIA Insurance Deductible

General and Auto Liability 2,000,000$ 58,000,000$ None(Includes public officials liability)

Property Damage 50,000 100,000,000 $ 1,000 to 25,000Fidelity 100,000 1,000,000 1,000Workers' Compensation Liability 2,000,000 Statutory NoneEmployers Liability 2,000,000 Statutory None

The Agency continues to carry commercial insurance for all other risks of loss to cover all claims for risk of loss to which the Agency is exposed. Settled claims resulting from these risks have not exceeded commercial insurance coverage in any of the past three fiscal years.

NOTE K – AGREEMENT WITH PACIFIC GAS AND ELECTRIC COMPANY

The Agency has entered into a ten-year power purchase agreement with PG&E beginning July 1, 2010. Revenue to the Agency from this agreement is a combination of variable, market-based payments and a fixed monthly payment. Operations of the facilities will continue to be the responsibility of the Agency.

NOTE L – AGREEMENT WITH NORTH YUBA WATER DISTRICT

In May of 2005, an agreement was reached with North Yuba Water District (NYWD), previously known as the Yuba County Water District, which defines the settlement of water rights and the disposition of net hydroelectric project revenues beginning July 1, 2010. The agreement provides first for the payment of normal operating and maintenance expenses for the project, repayment of re-licensing expenses incurred by the Agency, payment of a minimal annual amount to the Agency and NYWD, the creation of a 15% working capital reserve, and the creation of a $15,000,000 contingency reserve. Following the satisfaction of the obligations, then the remaining funds, or net power revenues, are distributed equally between the Agency and NYWD.

NOTE M – RELICENSING

The Agency has been preparing for the relicensing of its Power Projects as required by the Federal Energy Regulatory Commission (FERC). In connection with the relicensing, the Agency has incurred expenses, entered into service contracts, and established cash reserves to pay for anticipated costs. Costs incurred for the relicensing are being capitalized, and will be amortized over the life of the new license once it has been issued by FERC. Total cost capitalized as of December 31, 2012 and 2011 amounted to $5,716,306 for both years. The relicensing process is nearing its completion. The current FERC license expired on March 31, 2009. Until the relicensing process is completed, operations continue under the current FERC license conditions.

REQUIRED SUPPLEMENTARY INFORMATION


REQUIRED SUPPLEMENTARY INFORMATION

SCHEDULE OF FUNDING PROGRESS FOR CalPERS OTHER POST EMPLOYMENT BENEFITS (OPEB)

31

UAAL as aActuarial Normal Actuarial Liability Annual PercentageValuation Accrued Value of (Excess Funded Covered of Covered

Date Liability Assets Assets) Status Payroll Payroll

12/31/08 6,770,457$ -$ 6,770,457$ 0% 4,879,030$ 139%12/31/11 7,615,707$ -$ 7,615,707$ 0% 5,319,312$ 143%

Schedule of Funding Progress for OPEB

SUPPLEMENTARY INFORMATION


DESCRIPTION OF COMBINING FUNDS

DECEMBER 31, 2012 AND 2011

32

Fund 01 - General Fund: This fund is used to account for the Agency's general operations, as well as activities related to the Sly Creek Power Project.

Fund 06 - Legacy Projects: This fund is used to account for activities related to the Agency's remaining cost-sharing projects under the Power Purchase Agreement with Pacific Gas & Electric.

Fund 07 - Joint Facilities Fund: This fund is used to account for revenues and expenses in accordance with the Agency's 2005 agreement with North Yuba Water District.

Fund 12 - Miners Ranch Treatment Plant (MRTP) System Capacity Fees: This fund is used to account for activity related to increasing the Miners Ranch Treatment Plant system capacity. The source of funds for these expenses are system capacity charges (one-time development fees) collected with the installation of new accounts.

Fund 51 - Retiree Benefits Fund: This fund is used to account for the Agency's Other Post Employment Benefits (OPEB) obligations.

General Legacy JointFund Projects Facilities

ASSETS

CURRENT ASSETSCash and investments 937,326$ 13,243,125$Cash with fiscal agentsAccounts receivable 383,453$ (15,460) 2,973,464Accrued interest receivable 9,217 Property taxes receivable 239,549 Inventory 146,117 574,149Prepaid expenses 401,400 62,951Loans receivable 14,411 Due from other funds 1,424,649 3,641,512

TOTAL CURRENT ASSETS 2,618,796 921,866 20,495,201

RESTRICTED ASSETSCash with fiscal agents 212,745

CAPITAL ASSETSCapital assets

Not being depreciated 5,186,454 2,355,749 2,727,638Being depreciated 53,921,338 91,361,048Less: accumulated depreciation (27,470,558) (70,505,157)

TOTAL CAPITAL ASSETS, NET 31,637,234 2,355,749 23,583,529

TOTAL ASSETS 34,256,030 3,490,360 44,078,730

DEFERRED OUTFLOWS OF RESOURCESDeferred loss on bond refunding 148,935

LIABILITIES

CURRENT LIABILITIESAccounts payable 136,442 13,730 316,794Accrued payroll 112,969 5,853 72,799Accrued interest payable 22,393 (1)Deposits 28,869 Contractor bond payable 78,479 Other payables 7,574 (21)Due to other funds 2,783,827 2,282,334Current portion of long-term liabilities 718,543 313,488

TOTAL CURRENT LIABILITIES 3,889,096 2,301,895 703,081

LONG-TERM LIABILITIESCompensated absences, net of current portion 383,471 278,398Long-term debt, net of current portion 2,977,910 2,121,733Net OPEB obligation, net of current portion 1,641,625 795,983

TOTAL LONG-TERM LIABILITIES 5,003,006 3,196,114

TOTAL LIABILITIES 8,892,102 2,301,895 3,899,195

NET POSITIONNet investment in capital assets, net of related debt 28,294,970 2,345,749 21,674,541Restricted for capital projects 212,745Restricted for capacity expansionUnrestricted (2,782,107) (1,370,029) 18,504,994

TOTAL NET POSITION 25,512,863$ 1,188,465$ 40,179,535$


COMBINING SCHEDULE OF NET POSITIONS

December 31, 2012

33

MRTPSystem Retiree

Capacity Benefits Total

1,823,389$ 3,297,892$ 19,301,732$

3,341,4579,217

239,549720,266464,35114,411

5,066,1611,823,389 3,297,892 29,157,144

212,745

10,269,841145,282,386(97,975,715)

57,576,512

1,823,389 3,297,892 86,946,401

148,935

466,966191,62122,39228,86978,4797,553

5,066,1611,032,031

6,894,072

661,8695,099,6432,437,608

8,199,120

15,093,192

52,315,260212,745

1,823,389 1,823,3893,297,892 17,650,750

1,823,389$ 3,297,892$ 72,002,144$

34


ASSETS

CURRENT ASSETSCash and investments 1,067,126$ 17,478,635$ Accounts receivable 249,528$ (15,460) 581,702Accrued interest receivable 13,513Property taxes receivable 258,997Inventory 159,020 604,749Prepaid expenses 51,525 66,491Loans receivable 7,349Due from other funds 1,570,198 686,922

TOTAL CURRENT ASSETS 2,310,130 1,051,666 19,418,499

RESTRICTED ASSETSCash with fiscal agents 266,329 247,892

CAPITAL ASSETSCapital assets

Not being depreciated 5,990,628 14,176,990 1,864,317Being depreciated 52,723,224 79,710,508Less: accumulated depreciation (26,634,572) (70,209,269)

TOTAL CAPITAL ASSETS, NET 32,079,280 14,176,990 11,365,556

OTHER ASSETSBond discounts, net 87,952

TOTAL ASSETS 34,743,691 15,476,548 30,784,055

LIABILITIES

CURRENT LIABILITIESAccounts payable 159,568 239,437 769,532Accrued payroll 80,763 5,853 44,574Accrued interest payable 51,089Deposits 156,954Contractor bond payable 78,479Other payables 18,833 (21)Due to other funds 705,670 1,571,526Current portion of long-term liabilities 373,245 155,113

TOTAL CURRENT LIABILITIES 1,624,601 1,816,795 969,219

LONG-TERM LIABILITIESCompensated absences, net of current portion 526,338 381,985 Long-term debt, net of current portion 3,445,000 6,307,531 Net OPEB obligation, net of current portion 1,279,969 634,845

TOTAL LONG-TERM LIABILITIES 5,251,307 6,307,531 1,016,830

TOTAL LIABILITIES 6,875,908 8,124,326 1,986,049

NET POSITIONNet investment in capital assets, net of related debt 26,990,066 14,176,990 10,596,598Restricted for debt service 266,329Restricted for capital projects 247,892Restricted for capacity expansionUnrestricted 611,388 (7,072,660) 18,201,408

TOTAL NET POSITION 27,867,783$ 7,352,222$ 28,798,006$


COMBINING SCHEDULE OF NET POSITIONS

December 31, 2011

35

System RetireeCapacity Benefits Total

1,762,136$ 3,265,708$ 23,573,605$ 815,770 13,513

258,997 763,769 118,016

7,349 6,692 13,384 2,277,196

1,768,828 3,279,092 27,828,215

514,221

22,031,935

132,433,732 (96,843,841)

57,621,826

87,952

1,768,828 3,279,092 86,052,214

1,168,537 131,190 51,089

156,954 78,479 18,812

2,277,196 528,358

4,410,615

908,323 9,752,531 1,914,814

12,575,668

16,986,283

51,763,654 266,329 247,892

1,768,828 1,768,828 3,279,092 15,019,228

1,768,828$ 3,279,092$ 69,065,931$

36


OPERATING REVENUE Domestic water sales 2,319,951$ Irrigation water sales 233,909Sale of electricity 1,761,927 16,028,985$ Other services 345,332 132$ 567,381

TOTAL OPERATING REVENUE 4,661,119 132 16,596,366

OPERATING EXPENSESSource of supply 14,113Water treatment 891,926Environmental health and safety 124,119 82,841Transmission and distribution 1,916,830Customer accounts 557,255Plant operations 933,498 5,018,612General and administrative 4,896,798 10 1,860,285Other operating expenses 80,703Depreciation 1,084,689 1,788,629

TOTAL OPERATING EXPENSES 10,499,931 10 8,750,367

NET INCOME (LOSS) FROM OPERATIONS (5,838,812) 122 7,845,999

NON-OPERATING REVENUES (EXPENSES) Interest and penalty income 115 106,519Property taxes 488,954Gain (loss) on sale and disposition of

capital assets 33,999 (82,622)Interest expense (161,403) (47) (206,517)

TOTAL NON-OPERATINGREVENUES (EXPENSES) 361,550 68 (182,620)

CAPITAL CONTRIBUTIONSCapital reimbursements 425,014System capacity chargesDonated infrastructure 129,586

TOTAL CAPITAL CONTRIBUTIONS 129,586 425,014

INCOME (LOSS) BEFORE TRANSFERS (5,347,676) 425,204 7,663,379

TRANSFERS Transfers in 2,992,756 6,307,531 11,950,943Transfers out (12,896,492) (8,232,793)

TOTAL TRANSFERS 2,992,756 (6,588,961) 3,718,150

CHANGE IN NET POSITION (2,354,920) (6,163,757) 11,381,529

Net position at beginning of year 27,867,783 7,352,222 28,798,006

Net position at end of year 25,512,863$ 1,188,465$ 40,179,535$


COMBINING SCHEDULE OF REVENUES, EXPENSESAND CHANGES IN FUND NET POSITION

For the year ended December 31, 2012

37

MRTPSystem Retiree


2,319,951$ 233,909

17,790,912 912,845

21,257,617

14,113 891,926 206,960

1,916,830 557,255

5,952,110 6,757,093

80,703 2,873,318

19,250,308

2,007,309

11,134$ 18,800$ 136,568 488,954

(48,623) (367,967)

11,134 18,800 208,932

425,014 165,372 165,372

129,586 165,372 719,972

176,506 18,800 2,936,213

21,251,230

(121,945) (21,251,230) (121,945)

54,561 18,800 2,936,213

1,768,828 3,279,092 69,065,931

1,823,389$ 3,297,892$ 72,002,144$

38


OPERATING REVENUE Domestic water sales 2,323,196$ Irrigation water sales 211,159 Sale of electricity 2,593,527 18,727,496$ Other services 357,514 583,425

TOTAL OPERATING REVENUE 5,485,396 19,310,921

OPERATING EXPENSESSource of supply 14,113Water treatment 846,119Environmental health and safety 104,866 74,416Transmission and distribution 1,904,754Customer accounts 448,757Plant operations 771,448 (25,127)$ 4,207,655General and administrative 1,761,873 36 1,546,543Other operating expenses 67,566Depreciation 1,040,188 2,631,537Amortization 7,367

TOTAL OPERATING EXPENSES 6,967,051 (25,091) 8,460,151

NET INCOME (LOSS) FROM OPERATIONS (1,481,655) 25,091 10,850,770

NON-OPERATING REVENUES (EXPENSES) Interest and penalty income 243 54,282 Property taxes 509,266 Gain (loss) on sale and disposition of

capital assets 7,528 (5,709) Interest expense (205,245) (118,633)

TOTAL NON-OPERATINGREVENUES (EXPENSES) 311,549 (118,390) 48,573

CAPITAL CONTRIBUTIONSCapital reimbursements 2,527,063System capacity charges

TOTAL CAPITAL CONTRIBUTIONS 2,527,063

INCOME (LOSS) BEFORE TRANSFERS (1,170,106) 2,433,764 10,899,343

TRANSFERS Transfers in 6,336,707 491,392 10,951,596 Transfers out (16,513,564) (1,266,131)

TOTAL TRANSFERS 6,336,707 (16,022,172) 9,685,465

CHANGE IN NET POSITION 5,166,601 (13,588,408) 20,584,808

Net position at beginning of year 22,701,182 20,940,630 8,213,198

Net position at end of year 27,867,783$ 7,352,222$ 28,798,006$

COMBINING SCHEDULE OF REVENUES, EXPENSESAND CHANGES IN FUND NET POSITION

For the year ended December 31, 2011


39

MRTPSystem Retiree


2,323,196$ 211,159

21,321,023 940,939

24,796,317

14,113 846,119 179,282

1,904,754 448,757

4,953,976 3,308,452

67,566 3,671,725

7,367 15,402,111

9,394,206

6,692$ 13,384$ 74,601 509,266

1,819 (323,878)

6,692 13,384 261,808

2,527,063 83,738 83,738 83,738 2,610,801

90,430 13,384 12,266,815

17,779,695 (17,779,695)

90,430 13,384 12,266,815

1,678,398 3,265,708 56,799,116

1,768,828$ 3,279,092$ 69,065,931$

40


Telephone: (916) 564-8727

FAX: (916) 564-8728

41

INDEPENDENT AUDITOR’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS

PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS


We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of the South Feather Water and Power Agency (the Agency) as of and for the year ended December 31, 2012, and the related notes to the financial statements, which collectively comprise the Agency’s basic financial statements, and have issued our report thereon dated May 6, 2013.

Internal Control Over Financial Reporting

In planning and performing our audit of the financial statements, we considered the Agency’s internal control over financial reporting (internal control) to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Agency’s internal control. Accordingly, we do not express an opinion on the effectiveness of the Agency’s internal control.

A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control such that there is a reasonable possibility that a material misstatement of the Agency’s financial statements will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance.

Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies and therefore, material weaknesses or significant deficiencies may exist that were not identified. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified.

Compliance and Other Matters

As part of obtaining reasonable assurance about whether the Agency’s financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. We noted certain other matters that we reported to management of the Agency in a separate letter dated May 6, 2013.

To the Board of Directors South Feather Water and Power Agency

42

Purpose of this Report

The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the result of that testing, and not to provide an opinion on the effectiveness of the Agency’s internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Agency’s internal control and compliance.

May 6, 2013


SCHEDULE OF PRIOR YEAR FINDINGS AND RESPONSES

DECEMBER 31, 2012 AND 2011

43

Finding 2011-1: Project Accounting and Accruals

Criteria

Certain deficiencies in internal control system over financial reporting could adversely affect an entity's ability to record, process, summarize, and report financial data consistent with the assertions of management in the financial statements.

Condition

The Agency is involved in several large capital projects related to their power and treatment plants. Through the audit, it was noted there were certain invoices that were not properly accrued as of year-end. Through expanded sampling, it was determined that these invoices were mostly related to capital projects. Since the invoices were not accrued, the related capital asset or work in process was not properly recorded as well as related debt associated with the payment of certain projects.

Status

The Agency has implemented this recommendation.

Finding 2011-2: Capital Assets Criteria

Certain deficiencies in internal control system over financial reporting could adversely affect an entity's ability to record, process, summarize, and report financial data consistent with the assertions of management in the financial statements.

Condition

During our review and testing of the capital assets schedule, we noted several errors in the calculation of accumulated depreciation and depreciation expense. In addition, the original schedule provided to the auditors was not fully reconciled to the general ledger as balances did not agree.

Status

We noted no similar findings in the 2012 audit.


Telephone: (916) 564-8727

FAX: (916) 564-8728

To the Board of Directors and Management South Feather Water and Power Agency Oroville, California

In planning and performing our audit of the financial statements of the South Feather Water and Power Agency (the Agency) as of and for the year ended December 31, 2012, in accordance with auditing standards generally accepted in the United States of America, we considered the Agency’s internal control over financial reporting (internal control) as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Agency’s internal control. Accordingly, we do not express an opinion on the effectiveness of the Agency’s internal control.

However, during our audit, we became aware of the following matters that have been included in this letter for your consideration: Investment Reporting California government code requires public agencies to submit investment reports to the Board on a quarterly basis. The Agency’s investment policy appears to be in compliance with the requirements of the code, but the actual reports provided to the Board do not contain all of the required information. The information to be included in the report includes the type of investment, the issuer, the maturity dates, par values and current market values. The report should also include the source of the portfolio valuation. A certification needs to be made stating the investment actions have been made in compliance with the investment policy and that the Agency will meet its expenditure obligations for the next six months. We recommend the Agency consider revising the investment reports provided to the Board. Employee expenditure reimbursements We noted instances whereby reimbursements were made for employee expenditures without supporting documentation attached to the request form. We recommend that the accounting staff verifies supporting documentation is attached to the expense reimbursement form prior to the General Manager’s review. Pay Rate Documentation We noted the General Manager does approve pay rate changes when an employee is given a raise, but authorization is not done when a cost of living adjustment (COLA) is made. Ideally, all employee files would contain authorization for the current pay rate; however, we realize the changes in pay rates due to COLA’s are supported by the memorandum of understanding with the labor unions. The Agency may want to consider having the General Manager authorize the master list of pay rates after a COLA adjustment is made. Also, we recommend that the General Manager sign the pay authorization forms that are included in the employee files. Revenue Accrual An audit adjustment was made to record a water sale that occurred in 2012 that was not billed or collected until 2013. The Agency did not accrue this amount due to uncertainty of the amount prior to the year-end accounting close. We recommend that in cases when a sale has been made but the amount is unknown, the Agency accrue the best estimate of the amount at year-end.

To the Board of Directors South Feather Water and Power Agency Page 2

Net Position Accounts We noted that amounts recorded in the general ledger for restricted and designated net position did not accurately reflect the current intentions of the Board. We recommend the net position accounts, as well as the net investment in capital assets accounts, be reviewed and updated on a periodic basis. Accounting Policies and Year End Closing Checklists The Agency does not currently have extensive written accounting policies and or a year end closing checklist. These items have not been considered necessary due to the low turnover in Agency personnel, but the development of these items may benefit the Agency in the future.

New Pronouncements

In June 2012, the GASB approved Statement No. 68, “Accounting and Financial Reporting for Pensions.” This Statement requires governments providing defined benefit pension plans to recognize their long-term obligation for pension benefits as liability on the statement of net position and to more comprehensively and comparably measure the annual costs of pension benefits. Historically, GASB’s pension standards viewed the obligation to provide benefits as belonging to the plan, rather than to the employer. As a result, employers disclosed the amount of unfunded pension liability in notes to their financial statements instead of recognizing a liability on the face of the statement of net position. As the Agency participates in a multi-employer cost-sharing plan, the Agency will be required to report a liability equivalent to their proportionate share of the net pension liability of the plan as well as the related pension expense and any deferred inflows or deferred outflow of resources. Historically, the Agency has only included their required contributions as an expense. The footnotes will provide the reader with additional information including the assumptions and methods used in measuring the net pension liability and in determining the discount rate, any changes in assumptions or benefits from prior rears, the impact on the total pension liability of change in the discount rate of one percentage point in either direction and details of the net pension liability and related deferred inflows or deferred outflows of resources for the year. The required supplemental information will require the Agency to show up to ten years of information on funding, including the actuarially or statutorily determined required contribution, the actual contribution, the difference between these two, the covered payroll and the ratio of the actual contributions to the covered payroll. Additionally, the required supplemental information will include information on key assumptions and changes that impact the trends presented. Due to the significant impact this Statement could have on the Agency’s financial statements, we recommend that the Agency monitor CalPERS’ progress in providing the information needed to implement this Statement.

* * * * *

We would like to take this opportunity to acknowledge the courtesy and assistance extended to us during the course of the examination. This report is intended solely for the information and use of the Board of Directors, management, and others within the organization and is not intended to be and should not be used by anyone other than these specified parties.

May 6, 2013


Telephone: (916) 564-8727

FAX: (916) 564-8728


We have audited the financial statements of the South Feather Water and Power Agency for the year ended December 31, 2012, and have issued our report thereon dated May 6, 2013. Professional standards require that we provide you with the information about our responsibilities under generally accepted auditing standards and, if applicable, Government Auditing Standards, as well as certain information related to the planned scope and timing of out audit. Professional standards also require that we communicate to you the following information related to our audit.

Our Responsibility under U.S. Generally Accepted Auditing Standards (GAAS) and Government Auditing Standards

As stated in our engagement letter dated August 28, 2012, our responsibility, as described by professional standards, is to express an opinion about whether the financial statements prepared by management with your oversight are fairly presented, in all material respects, in conformity with U.S. generally accepted accounting principles. Our audit of the financial statements does not relieve you or management of your responsibilities.

As part of our audit, we considered the internal control of the Agency. Such considerations were solely for the purpose of determining our audit procedures and not to provide any assurance concerning such internal control.

As part of obtaining reasonable assurance about whether the financial statements are free of material misstatement, we performed tests of the Agency’s compliance with certain provisions of laws, regulations, contracts and grants. However, the objective of our tests was not to provide an opinion on compliance with such provisions.

Planned Scope and Timing of the Audit

An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements; therefore, our audit involves judgment about the number of transactions to be examined and the areas to be tested.

Our audit included obtaining an understanding of the entity and its environment, including internal control, sufficient to assess the risks of material misstatement of the financial statements and to design the nature, timing, and extent of further audit procedures. Material misstatements may result from (1) errors, (2) fraudulent financial reporting, (3) misappropriation of assets, or (4) violations of laws or governmental regulations that are attributable to the entity or to acts by management or employees acting on behalf of the entity. We noted no material weaknesses in internal control as a result of our audit.

We performed the audit according to the planned scope previously communicated to you in our engagement letter dated August 28, 2012.

Qualitative Aspects of Accounting Practices

Management is responsible for the selection and use of appropriate accounting policies. The significant accounting policies used by the Agency are described in Note A to the financial statements. During 2012, the Agency implemented GASB 63, Financial Reporting of Deferred Outflows of Resources, Deferred Inflows of Resources, and Net Position, and GASB 65, Items previously reports as Assets and Liabilities, which were issued to clarify the

Board of Directors South Feather Water and Power Agency Page 2

appropriate reporting of deferred outflows and inflows of resources to ensure consistency in financial reporting. The results of implementation was to report as deferred outflows or inflows the amounts deferred from refunding of debt and to record bond issuance costs, that were previously recorded as assets, as an expense in the current period. The format of the financial statements were changed to include deferred outflows and inflows as a separate line item on the Statement of Net Position. No new accounting policies were adopted and the application of existing policies was not changed during the year. We noted no transaction entered into by the Agency during the year for which there is a lack of authoritative guidance or consensus. All significant transactions have been recognized in the financial statements in the proper period.

Accounting estimates are an integral part of the financial statements prepared by management and are based on management’s knowledge and experience about past and current events and assumptions about future events. Certain accounting estimates are particularly sensitive because of their significance to the financial statements and because of the possibility that future events affecting them may differ significantly from those expected. The most sensitive estimates affecting the financial statements were: depreciable lives and method used to depreciate capital assets and the accrual for postemployment benefits. We evaluated the key factors and assumptions used to develop the estimates in determining that they are reasonable in relation to the financial statements taken as a whole. The accrual for postemployment benefits was determined by an actuarial valuation, which is required to be performed every three years.

Certain financial statement disclosures are particularly sensitive because of their significance to financial statement users. The most sensitive disclosure affecting the financial statements was the postemployment benefit disclosure in Note H to the financial statement.

The financial statement disclosures are neutral, consistent, and clear.

Difficulties Encountered in Performing the Audit

We encountered no difficulties in dealing with management in performing and completing our audit.

Corrected and Uncorrected Misstatements

Professional standards require us to accumulate all known and likely misstatements identified during the audit, other than those that are trivial, and communicate them to the appropriate level of management. Management has corrected all such misstatements. Adjustments included 16 audit adjustments needed to correct the balances of the accounts and transactions, related to the following:

Reclassifying the components of the payments to North Yuba Water District.

Reflect contributed assets as revenue.

Recognizing current year post-employment benefit costs

Write off bond issuance costs due to implementation of GASB No. 65.

Recording the defeasance of bonds

Reclassify interest expense on PG&E loan

Adjusting depreciation accounts and gain/loss on disposal of capital assets.

Correct entry made to reflect repayment to General Fund for FERC relicensing costs.

Revising net position accounts for designated and restricted net position and invested in capital assets.

Accruing water sales revenue

Board of Directors South Feather Water and Power Agency Page 3

The attached schedule summarizes uncorrected misstatements in the financial statements. Management has determined that the effects are immaterial, both individually and in the aggregate to the financial statements taken as a whole.

Disagreements With Management

For purposes of this letter, professional standards define a disagreement with management as a matter, whether or not resolved to our satisfaction, concerning a financial accounting, reporting, or auditing matter that could be significant to the financial statements or the auditor’s report. We are pleased to report that no such disagreements arose during the course of our audit.

Management Representations

We have requested certain representations from management that are included in the management representation letter dated May 6, 2013.

Management Consultations With Other Independent Accountants

In some cases, management may decide to consult with other accountants about auditing and accounting matters, similar to obtaining a “second opinion” on certain situations. If a consultation involves application of an accounting principle to the Agency’s financial statements or a determination of the type of auditor’s opinion that may be expressed on those statements, our professional standards require the consulting accountant to check with us to determine that the consultant has all the relevant facts. To our knowledge, there were no such consultations with other accountants.

Issues Discussed Prior to Retention of Independent Auditors

We generally discuss a variety of matters, including the application of accounting principles and auditing standards, with management each year prior to retention as the Agency’s auditors. However, these discussions occurred in the normal course of our professional relationship and our responses were not a condition to our retention.

This information is intended solely for the use of the Board of Directors and management of the Agency and is not intended to be and should not be used by anyone other than these specified parties.

May 6, 2013

Des

crip

tion

(Nat

ure)

Tot

al

Tot

al

Net

Cha

nge

in

of A

udit

Diff

eren

ce A

sset

s Li

abili

ties

Posi

tion

Net

Pos

ition

To a

ccru

e re

imbu

rsem

ent o

f ins

uran

ce p

roce

eds f

or C

RES

CO

equi

pmen

t ren

tal r

ecei

ved

in 2

013

$

(30,

484)

(30,

484)

$

(30,

484)

$

To a

ccru

e re

imbu

rsem

ent r

eque

sts t

hrou

gh y

ear e

nd fo

rD

am m

odifi

catio

n pr

ojec

ts

(5

0,70

9)(3

7,04

1)$

(1

3,66

8)

(1

3,66

8)

To a

ccru

e el

ectio

n fe

es in

curr

ed in

201

2(1

2,96

8)

12

,968

12

,968

To re

clas

sify

pre

paid

s net

ted

agai

nst a

ccou

nts p

ayab

les

(20,

189)

(20,

189)

-

-

To re

cogn

ize

reve

nue

rece

ived

from

PG

&E

that

is re

cord

ed a

s neg

ativ

e re

ceiv

able

.

(1

5,46

0)(1

5,46

0)

To a

ccru

e un

bille

d do

mes

tic w

ater

sale

reve

nue

(78,

221)

(72,

424)

5,79

7

Net

Una

djus

ted

Aud

it D

iffer

ence

s - T

his Y

ear

(195

,063

)

(7

0,19

8)

(1

19,0

68)

(25,

387)

Fina

ncia

l Sta

tem

ent C

aptio

n To

tals

81,8

80,2

40$

10

,027

,031

$

71,8

53,2

09$

2,

936,

213

$

Net

Aud

it D

iffer

ence

s as %

of F

inan

cial

Sta

tem

ent C

aptio

ns-0

.24%

-0.7

0%-0

.17%

-0.8

6%

SOU

TH F

EATH

ER W

ATE

R A

ND

PO

WER

AG

ENC

Y

SUM

MA

RY

OF

UN

AD

JUST

ED D

IFFE

REN

CES

Y

EAR

EN

DED

DEC

EMB

ER 3

1, 2

012

Fin

anci

al S

tate

men

t Eff

ect -

Am

ount

of O

vers

tate

men

t (U

nder

stat

emen

t) of

:


TO: Board of Directors FROM: Kathy Zancanella, Power Division Manager DATE: May 21, 2013 RE: Kelly Ridge Powerhouse TSV Installation May 28, 2013 Board of Directors Meeting In 2012, a project was approved to purchase and install a new turbine shutoff valve (TSV) in Kelly Ridge Powerhouse, and an outage during which that installation will occur is scheduled to begin October 1, 2013. The type of work necessary to complete the installation project is beyond the capacity of the Agency’s personnel and a qualified firm will be brought in to work alongside Agency personnel during the outage for the specific purpose of removing the existing valve and associated piping, and installing the new valve. The work will involve personnel in the Northern California Millwrights, Operating Engineers, Laborers, and Cement Masons unions. A Request for Proposals was developed and transmitted to three firms on April 19, 2013, and was posted to the Agency’s website. Two of the three firms, Syblon Reid and TCB Industrial, submitted proposals for the installation work. The proposal submitted by TCB Industrial was the lower of the two, at $161,000. TCB Industrial also performed the Forbestown TSV replacement project in 2011. A copy of the proposal by TCB Industrial, Inc. is attached, as is the proposed contract for the project. The recommended action is:

“I move approval of, and authorization for the General Manager to execute, the Agreement for the Kelly Ridge Powerhouse turbine shutoff valve replacement with TCB Industrial, Inc., at a project cost of $161,000.”

AGREEMENT FOR Kelly Ridge Powerhouse TSV Replacement

THIS AGREEMENT is made and entered into this 28th day of May, 2013, by and between South Feather Water and Power Agency (SFWPA), and TBC Industrial, Inc, a California corporation (CONTRACTOR). WITNESSETH:

SFWPA desires to retain the services of CONTRACTOR for removal of the existing Kelly Ridge Powerhouse turbine shutoff valve (TSV) and related piping and valves, and for installation of a new TSV and related piping and valves.

CONTRACTOR desires to perform the services requested by SFWPA on the terms and conditions set forth below.

NOW, THEREFORE, the parties agree as follows.

l . Description of Work: CONTRACTOR shall perform the work described as being performed by CONTRACTOR in the Kelly Ridge Turbine Shutoff Valve Replacement Project, Construction Specification 394.178921.CS-1 (Specification), attached as Exhibit "A" hereto, as modified by CONTRACTOR's Proposal dated May 20, 2013, attached as Exhibit "B" hereto. Except as otherwise expressly provided herein, in case of inconsistencies, the provisions of the Specification shall prevail over the Proposal.

This Agreement, and the work performed hereunder, shall be subject to, and in accordance with, the General Conditions attached as Exhibit "C" hereto.

CONTRACTOR shall provide all labor, equipment, material, supplies, and services required or necessary to properly, competently and completely perform the work or render the services under this Agreement. CONTRACTOR shall determine the method, details and means of doing the work or rendering the services. Except as otherwise provided in this Agreement, all materials incorporated into the work shall be new.

2. Compensation: Contract price is One Hundred Sixty-One Thousand Dollars ($161,000.00) and is based upon working four ten-hour (10-hour) days per week.

3. Term and Time for Completion: This Agreement shall become effective on the date first

above written and will continue in effect until the services provided herein have been completed. CONTRACTOR shall complete the work within fifty (50) days from the start of the Kelly Ridge Powerhouse outage, the work start date anticipated to be October 2, 2013 and the end date anticipated to be November 22, 2013.

4. Payment for Services: SFWPA will make a single payment upon completion of the installation, operational testing of the TSV and project closeout activities. Payments will be due net 30 days from the date of invoice.

1

Acceptance of SFWPA’s final payment by CONTRACTOR shall constitute a complete release and waiver of all claims of CONTRACTOR except disputed claims identified in writing by CONTRACTOR prior to final payment.

Each invoice shall be accompanied by proof that CONTRACTOR has paid for all materials billed to SFWPA, and by CONTRACTOR's certification that all labor and services related to the project, to date, have been paid.

5. Coordination; Project Meetings: It is understood and acknowledged that SFWPA's activities will continue during the project and that SFWPA will need adequate notice from CONTRACTOR if it becomes necessary to take equipment off-line in connection with CONTRACTOR's work. CONTRACTOR and SFWPA agree to coordinate their schedules insofar as possible to minimize interference with one another. Project meetings shall be held between CONTRACTOR and SFWPA at least weekly to discuss the status of the project and any unresolved issues. In addition, project meetings shall be held upon request of either SFWPA or CONTRACTOR provided that at least 24 hours written notice is given. The costs of project coordination and project meetings are included in the contract price.

6. General Insurance: CONTRACTOR shall, at its expense, maintain in effect at all times during the duration of this Agreement not less than the following coverage and limits of insurance.

a. Worker's Compensation. CONTRACTOR shall carry such insurance as will protect SFWPA and CONTRACTOR from claims under Worker's Compensation and Employers' Liability Acts; such insurance to be maintained as to the type and amount in strict compliance with State statutes.

b. General Liability. CONTRACTOR shall obtain and keep in full force and effect general liability insurance including provisions for contractual liability, personal injury, independent contractors and broad form property damage coverages. This insurance shall be on a comprehensive occurrence basis form with a standard cross-liability clause or endorsement. The limit for this insurance shall be no less than $1 million per occurrence combined single limit for bodily injury and property damage.

c. Automobile Liability. CONTRACTOR shall maintain automobile liability insurance with coverage for any vehicle including those owned, leased rented or borrowed. This insurance shall have a standard cross-liability clause or endorsement. The limit amount for this insurance shall be no less than $1 million per occurrence combined single limit for bodily injury and property damage.

d. Certificate of Insurance. Promptly upon execution of this Agreement and prior to commencement of any work, CONTRACTOR shall provide SFWPA with certificates of insurance evidencing that all insurance and/or endorsements required by this Agreement have been obtained and are in full force and effect. Approval of the insurance by SFWPA shall not relieve or decrease any liability of CONTRACTOR. The certificates and policies shall provide that thirty (30) days written notice of any material change, reduction in coverage or cancellation of the insurance policies will be provided to SFWPA. In addition, in the event any change is made in the insurance carrier, policies or nature of coverage required under this Agreement, CONTRACTOR shall notify SFWPA prior to making such changes.

2

7. Indemnification and Hold Harmless. CONTRACTOR shall protect, indemnify, hold harmless and defend SFWPA, its Directors, officers, employees and agents, from any and all claims, fines, demands, costs, expenses (including but not limited to attorney's fees and costs of litigation or arbitration), liability, losses, penalties, causes of action, awards, suits or judgments for damages of any nature whatsoever (hereinafter collectively referred to as “Claims”) to the extent arising out of the breach of this agreement in whole or in part by, or willful or fraudulent misconduct or negligent acts, errors or omissions by CONTRACTOR, its employees, agents or contractors, or the agent, employee or contractor of any one of them in the performance of their duties or in their operations under this Agreement, but not including the sole or active negligence or the willful misconduct of SFWPA.

Neither termination of the Agreement nor completion of the acts to be performed under this Agreement shall release CONTRACTOR from its obligations to indemnify as to any Claims so long as the event upon which such Claim is predicated shall have occurred prior to the effective date of any such termination or completion and arose out of or was in any way connected with performance or operations under this Agreement by CONTRACTOR, its employees, agents or consultants, or the employee, agent or CONTRACTOR of any one of them.

Submission of insurance certificates or other proof of compliance with the insurance requirements in the Agreement does not relieve CONTRACTOR from liability under this indemnification and hold harmless clause. The obligation of this indemnity article shall apply whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages.

8. Warranties: CONTRACTOR warrants all work performed under this Agreement to be free from defects in materials and workmanship for a period of one (1) year from the date of acceptance. In addition, all manufacturers' warranties shall inure to SFWPA. These warranty provisions are negotiated and supersede the provisions in CONTRACTOR's quotation attached hereto as Exhibit "B".

9. Exhibits Incorporated. Exhibits “A," "B" and "C" attached to this Agreement are incorporated by reference as though fully set forth herein.

10. Miscellaneous: This Agreement constitutes the entire agreement of the parties hereto and shall be binding on their successors and assigns. However, CONTRACTOR will not assign this Agreement without the written consent of SFWPA. No modification of this Agreement shall be binding unless in writing signed by both parties. A waiver of any term, or any breach, of this Agreement shall not be deemed a waiver of any other term or breach. If any provision of this Agreement is held to be unenforceable, the remainder shall be severable and not affected thereby. Time is of the essence of this Agreement.

11. Notices: Insofar as this Agreement requires or contemplates the giving of notices, such notices shall be deemed given when personally delivered in writing or facsimile transmission, or deposited in the United States mail, postage prepaid, as follows:

3

To SFWPA: Michael C. Glaze, General Manager South Feather Water and Power Agency 2310 Oro-Quincy Highway Oroville, California 95966 FAX: 916-533-3968

To CONTRACTOR:

Bruce Elliott, CFO TCB Industrial, Inc. 2955 Farrar Avenue Modesto, California 95354 FAX: (209) 577-3735

IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above written. South Feather Water and Power Agency

By Michael C. Glaze, General Manager

TBC Industrial, Inc.

By

CALIFORNIA CONTRACTOR’S LICENSE

No. 383991 (Class A/B)

4

EXHIBIT “C” GENERAL CONDITIONS 1. Independent Contractor: CONTRACTOR's relationship to SFWPA is that of an independent

contractor. All persons hired by CONTRACTOR and performing the work shall be Contractor's employees or agents. SFWPA shall not be obligated in any way to pay any wages or other claims by any such employees or agents or any other person by reason of this Agreement. CONTRACTOR shall be solely liable for losses, costs, damage or injuries by said employees or agents during the course of the work. CONTRACTOR shall not delegate any of the work to subcontractors without advance written approval of SFWPA.

2. Labor; Wages; Safety:

a. All work shall be performed by skilled trade persons qualified to perform the required work in a manner comparable with the best standards of practice.

b. The CONTRACTOR, and any subcontractor, shall pay not less than the general

prevailing rate of wages and the general prevailing rate for holiday and overtime work in the locality in which the public work is to be performed for each craft, classification, or type of worker needed to perform the public work. The prevailing rates on wages shall be as determined by the Director of the Department of Industrial Relations of the State of California. Copies of the published prevailing rates are on file at SFWPA's main office.

c. The CONTRACTOR shall be subject to all applicable provisions of the Labor Code,

including, but not limited to, Section 1775 (forfeitures for failure to pay prevailing wages), Section 1776 (payroll records), Section 1777.5 (apprentices), and Sections 1810-1815 (working hours).

d. In accordance with generally accepted practices and in accordance with California State

Safety Orders, the CONTRACTOR will be solely and completely responsible for conditions of the job site, including safety of all persons and property during performance of the work. This requirement will apply continuously and not be limited to normal working hours.

3. Drug-Free Workplace: CONTRACTOR shall ensure that its employees on the work, and the

employees of its subcontractors, if any, conform to SFWPA's policies regarding a drug-free workplace and comply with all state and federal laws and regulations governing maintenance of a drug-free workplace.

5

4. Laws and Regulations; Permits:

a. CONTRACTOR shall ensure compliance with all applicable federal and state laws, federal and state safety orders, local ordinances, and the rules and regulations of all authorities having jurisdiction over construction of the project, and they will be deemed to be included in the contract the same as though herein written out in full.

b. Any and all permits from local government entities shall be the responsibility of the

CONTRACTOR. 5. Underground Facilities: SFWPA is unaware of any underground facilities within the worksite.

CONTRACTOR shall be solely responsible for locating and identifying any underground facilities before conducting any trenching or excavation, and for ensuring the protection of any such facilities during construction. Contractor shall comply with the provisions of Labor Code Section 6705 regarding trench safety.

6. Unforeseen Conditions. Contractor shall promptly, and before such conditions are disturbed,

notify SFWPA in writing of (1) any hazardous waste, (2) any subsurface or latent conditions differing from those indicated, or (3) any unknown and unusual conditions not ordinarily encountered or inherent in the work.

7. Storage of Equipment and Materials; Cleanup: CONTRACTOR’s equipment and materials

stored in the work area must not block SFWPA's access to its facilities. CONTRACTOR shall be solely responsible for any equipment or materials wherever they may be stored, and SFWPA will bear no responsibility, nor accountability whatsoever, for any damages or losses. CONTRACTOR shall keep the worksite in a neat and orderly condition and, upon completion, shall thoroughly clean the site and remove and dispose of all debris.

8. Extra Work:

a. Although the work is intended to be a turn-key project, SFWPA reserves the right at any time during the course of the contract to order the CONTRACTOR to perform extra work, furnish extra material or equipment, or to make changes altering, adding to, or deducting from the work, without invalidating the contract or bonds. Changes shall not be binding upon either SFWPA or the CONTRACTOR unless made in writing in accordance with this section.

b. Changes shall originate with SFWPA who will transmit to the CONTRACTOR a written

request for a proposal covering the requested change, setting forth the work in detail. Upon receipt of such request, the CONTRACTOR shall promptly submit in writing to SFWPA a proposal offering to perform such change, a request for any required extension of time caused by such change, and an itemized statement of the cost or credit for the proposed change. Failure of the CONTRACTOR to include a request for extension of time in the proposal shall constitute conclusive evidence that such extra work or revisions will entail no delay and that no extension of time will be required.

c. If the CONTRACTOR's proposal is accepted and authorized by SFWPA, a written

Change Order will be issued by SFWPA stating that the extra work or change authorized, and granting any required adjustments of contract price and of time of

6

completion.

d. SFWPA may order the CONTRACTOR, by a written Change Order, to perform extra work or to make changes on a cost-plus basis. Such Change Order shall specify the estimated amount of the payment to be made and the time extension to be allowed for such work or changes. The CONTRACTOR shall perform such work and shall furnish the District with itemized bills only for the actual cost of labor, materials, equipment use, transportation, tools, necessary incidentals, and insurance, plus a charge not exceeding 15 percent (15%) of the actual cost of the foregoing items to cover all other expenses and profit of the CONTRACTOR and subcontractors for such work or changes.

e. The performance of extra work or changes pursuant to Change Order shall be in

accordance with this Agreement (and any bonds). No extra work shall be performed and no change shall be made unless pursuant to such written Change Order, and no claim for an addition to the contract price shall be valid unless so ordered.

f. If CONTRACTOR has any claims for extra work, delays, disruption or damages against

SFWPA, such claims shall be made in writing, with supporting data, to SFWPA within ten (10) days of the first occurrence or condition giving rise to the claim. Such claims shall be processed by SFWPA as requests for change orders under this General Condition 8. Failure of CONTRACTOR to give written notice as provided in this paragraph shall be deemed a waiver of such claim.

9. Dispute Resolution; Venue: To the extent that they are applicable, the provisions of Public

Contract Code Section 20104-20104.6 shall govern the resolution of claims under this Agreement. Said provisions, which call for written claims, responses, negotiations, mediation and arbitration, are incorporated by reference as though fully set forth herein. Venue for any arbitration or action to enforce this Agreement shall be in the County of Butte, State of California.

10. Termination: SFWPA may terminate this Agreement at any time and for any reason upon

fourteen (14) days advance written notice. In the event of such termination, CONTRACTOR is to be compensated for all work performed to the date of termination based upon Article 4 of this Agreement, including non-cancelable purchases of materials and equipment, provided that such compensation shall not exceed the contract price set forth in Article 2 hereof. Compensation under this paragraph shall not include costs related to lost profit associated with the expected completion of the work or other such payments relating to the benefit of the bargain.

11. Assignment: CONTRACTOR hereby offers and agrees to assign to SFWPA all rights, title,

and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C Sec. 15) or under the Cartwright Act (Chapter 2 [commencing with Section 1670] of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials pursuant to this Agreement. This assignment shall be made and become effective at the time the SFWPA tenders final payment to the CONTRACTOR, without further acknowledgement by the parties.

12. Noncollusion Affidavit: In accordance with Section 7106 of the California Public Contract

Code, the bidder declares under penalty of perjury that the bid is not made in the interest of, or

7

on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the bidder has not in any matter, directly or indirectly, sought by agreement, communication or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or of the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid.

13. Workers' Compensation Certificate: By signing this Agreement, CONTRACTOR certifies as

follows:

“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”

8


TO: Board of Directors FROM: Kathy Zancanella, Power Division Manager DATE: May 20, 2013 RE: Little Grass Valley Dam Spill Gates Recoating Project May 28, 2013 Board of Directors Meeting One of the projects budgeted for completion this summer is the recoating of the spill gates at Little Grass Valley Dam. A Request for Proposals was developed and transmitted to eight firms and was posted to the Agency’s website on April 16, 2013. A bid walk conducted on May 2 was attended by two firms. Subsequent to the bid walk, an addendum was sent to the firms who attended the bid walk and was also posted to the website. A few days before the bids were due, one of the firms called to say that they had too much work this summer and would not be submitting a bid. The remaining firm, F.D. Thomas, submitted a responsive bid that was within the amount budgeted for the project. A copy of the proposal by F.D. Thomas is attached. The recommended form of action is:

“I move approval of, and authorization the General Manager to execute, the Agreement for Recoating the Little Grass Valley Dam spill gates with F.D. Thomas, at a project cost of $120,000.”

AGREEMENT FOR Recoating of Little Grass Valley Dam Spill Gates

THIS AGREEMENT is made and entered into this 28th day of May, 2013, by and between South Feather Water and Power Agency (SFWPA), and F.D. Thomas, an Oregon corporation (CONTRACTOR). WITNESSETH:

SFWPA desires to retain the services of CONTRACTOR for recoating two spill gates and appurtenant features at Little Grass Valley Dam near La Porte, in Plumas County, California.

CONTRACTOR desires to perform the services requested by SFWPA on the terms and conditions set forth below.

NOW, THEREFORE, the parties agree as follows.

l . Description of Work: CONTRACTOR shall perform the work described in the "Scope of Work" and "General Specifications" of SFWPA's Request for Bids attached as Exhibit "A" hereto, as modified by CONTRACTOR's Quotation dated May 15, 2013, attached as Exhibit "B" hereto. Except as otherwise expressly provided herein, in case of inconsistencies, the provisions of the Quotation shall prevail over the Request for Proposal.

This Agreement, and the work performed hereunder, shall be subject to, and in accordance with, the General Conditions attached as Exhibit "C" hereto.

CONTRACTOR shall provide all labor, equipment, material, supplies, and services required or necessary to properly, competently and completely perform the work or render the services under this Agreement. CONTRACTOR shall determine the method, details and means of doing the work or rendering the services. Except as otherwise provided in this Agreement, all materials incorporated into the work shall be new.

2. Bond: Before commencement of work, CONTRACTOR shall deliver to SFWPA a payment bond (labor and material) in an amount equal to the full contract price, issued by a surety company authorized to transact business in California and indemnifying SFWPA from liability, up to the amount of the bond, on account of claims within the scope of Civil Code Section 3248. The bond shall waive the provisions of Civil Code Sections 2819 and 2845.

3. Compensation: Contract price is $120,000. 4. Term and Time for Completion: This Agreement shall become effective on the date first

above written and will continue in effect until the services provided herein have been completed. CONTRACTOR shall complete the work within one hundred-twenty (120) days of the date of this Agreement.

1

5. Payment for Services: SFWPA will make a lump sum payment upon completion of the work and demobilization from the work site. Payment will be due net 45 days from the date of invoice.

Acceptance of SFWPA’s final payment by CONTRACTOR shall constitute a complete release and waiver of all claims of CONTRACTOR except disputed claims identified in writing by CONTRACTOR prior to final payment.

6. Coordination; Project Meetings: It is understood and acknowledged that SFWPA's activities will continue during the project and that SFWPA will need adequate notice from CONTRACTOR if it becomes necessary to take equipment off-line in connection with CONTRACTOR's work. CONTRACTOR and SFWPA agree to coordinate their schedules insofar as possible to minimize interference with one another. Project meetings shall be held between CONTRACTOR and SFWPA at least monthly, and at the time that progress payment invoices are submitted, to discuss the status of the project and any unresolved issues. In addition, project meetings shall be held upon request of either SFWPA or CONTRACTOR provided that at least 24 hours written notice is given. The costs of project coordination and project meetings are included in the contract price.

7. General Insurance: CONTRACTOR shall, at its expense, maintain in effect at all times during the duration of this Agreement not less than the following coverage and limits of insurance.

a. Worker's Compensation. CONTRACTOR shall carry such insurance as will protect SFWPA and CONTRACTOR from claims under Worker's Compensation and Employers' Liability Acts; such insurance to be maintained as to the type and amount in strict compliance with State statutes.

b. General Liability. CONTRACTOR shall obtain and keep in full force and effect general liability insurance including provisions for contractual liability, personal injury, independent contractors and broad form property damage coverages. This insurance shall be on a comprehensive occurrence basis form with a standard cross-liability clause or endorsement. The limit for this insurance shall be no less than $1 million per occurrence combined single limit for bodily injury and property damage.

c. Automobile Liability. CONTRACTOR shall maintain automobile liability insurance with coverage for any vehicle including those owned, leased rented or borrowed. This insurance shall have a standard cross-liability clause or endorsement. The limit amount for this insurance shall be no less than $1 million per occurrence combined single limit for bodily injury and property damage. d. "Builder's Risk" (All Risk). Coverage for the full insurable value of CONTRACTOR's materials and improvements at the worksite.

e. Certificate of Insurance. Promptly upon execution of this Agreement and prior to commencement of any work, CONTRACTOR shall provide SFWPA with certificates of insurance evidencing that all insurance and/or endorsements required by this Agreement have been obtained and are in full force and effect. Approval of the insurance by SFWPA shall not relieve or decrease any liability of CONTRACTOR. The certificates and policies shall provide that thirty (30) days written

2

notice of any material change, reduction in coverage or cancellation of the insurance policies will be provided to SFWPA. In addition, in the event any change is made in the insurance carrier, policies or nature of coverage required under this Agreement, CONTRACTOR shall notify SFWPA prior to making such changes.

3

8. Indemnification and Hold Harmless. CONTRACTOR shall protect, indemnify, hold harmless and defend SFWPA, its Directors, officers, employees and agents, from any and all claims, fines, demands, costs, expenses (including but not limited to attorney's fees and costs of litigation or arbitration), liability, losses, penalties, causes of action, awards, suits or judgments for damages of any nature whatsoever (hereinafter collectively referred to as “Claims”) to the extent arising out of the breach of this agreement in whole or in part by, or willful or fraudulent misconduct or negligent acts, errors or omissions by CONTRACTOR, its employees, agents or contractors, or the agent, employee or contractor of any one of them in the performance of their duties or in their operations under this Agreement, but not including the sole or active negligence or the willful misconduct of SFWPA.

Neither termination of the Agreement nor completion of the acts to be performed under this Agreement shall release CONTRACTOR from its obligations to indemnify as to any Claims so long as the event upon which such Claim is predicated shall have occurred prior to the effective date of any such termination or completion and arose out of or was in any way connected with performance or operations under this Agreement by CONTRACTOR, its employees, agents or consultants, or the employee, agent or CONTRACTOR of any one of them.

Submission of insurance certificates or other proof of compliance with the insurance requirements in the Agreement does not relieve CONTRACTOR from liability under this indemnification and hold harmless clause. The obligation of this indemnity article shall apply whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages.

9. Warranties: CONTRACTOR warrants all work performed under this Agreement to be free from defects in materials and workmanship for a period of one (1) year from the date of acceptance. In addition, all manufacturers' warranties shall inure to SFWPA. These warranty provisions are negotiated and supersede the provisions in CONTRACTOR's quotation attached hereto as Exhibit "B".

10. Exhibits Incorporated. Exhibits “A," "B" and "C" attached to this Agreement are incorporated by reference as though fully set forth herein.

11. Miscellaneous: This Agreement constitutes the entire agreement of the parties hereto and shall be binding on their successors and assigns. However, CONTRACTOR will not assign this Agreement without the written consent of SFWPA. No modification of this Agreement shall be binding unless in writing signed by both parties. A waiver of any term, or any breach, of this Agreement shall not be deemed a waiver of any other term or breach. If any provision of this Agreement is held to be unenforceable, the remainder shall be severable and not affected thereby. Time is of the essence of this Agreement.

12. Notices: Insofar as this Agreement requires or contemplates the giving of notices, such notices shall be deemed given when personally delivered in writing or facsimile transmission, or deposited in the United States mail, postage prepaid, as follows:

4

To SFWPA: Michael C. Glaze, General Manager South Feather Water and Power Agency 2310 Oro Quincy Highway Oroville, California 95966 FAX: 916-533-9700

To CONTRACTOR:

Grover Lee, Vice President F.D. Thomas, Inc. 217 Bateman Drive Central Point, Oregon 97502 FAX: (541) 664-1105

IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above written. South Feather Water and Power Agency

By Michael C. Glaze, General Manager

F.D. Thomas, Inc.

By

CALIFORNIA CONTRACTOR’S LICENSE

No. 610403

5

EXHIBIT “C” GENERAL CONDITIONS 1. Independent Contractor: CONTRACTOR's relationship to SFWPA is that of an independent

contractor. All persons hired by CONTRACTOR and performing the work shall be Contractor's employees or agents. SFWPA shall not be obligated in any way to pay any wages or other claims by any such employees or agents or any other person by reason of this Agreement. CONTRACTOR shall be solely liable for losses, costs, damage or injuries by said employees or agents during the course of the work. CONTRACTOR shall not delegate any of the work to subcontractors without advance written approval of SFWPA.

2. Labor; Wages; Safety:

a. All work shall be performed by skilled trade persons qualified to perform the required work in a manner comparable with the best standards of practice.

b. The CONTRACTOR, and any subcontractor, shall pay not less than the general

prevailing rate of wages and the general prevailing rate for holiday and overtime work in the locality in which the public work is to be performed for each craft, classification, or type of worker needed to perform the public work. The prevailing rates on wages shall be as determined by the Director of the Department of Industrial Relations of the State of California. Copies of the published prevailing rates are on file at SFWPA's main office.

c. The CONTRACTOR shall be subject to all applicable provisions of the Labor Code,

including, but not limited to, Section 1775 (forfeitures for failure to pay prevailing wages), Section 1776 (payroll records), Section 1777.5 (apprentices), and Sections 1810-1815 (working hours).

d. In accordance with generally accepted practices and in accordance with California State

Safety Orders, the CONTRACTOR will be solely and completely responsible for conditions of the job site, including safety of all persons and property during performance of the work. This requirement will apply continuously and not be limited to normal working hours.

3. Drug-Free Workplace: CONTRACTOR shall ensure that its employees on the work, and the

employees of its subcontractors, if any, conform to SFWPA's policies regarding a drug-free workplace and comply with all state and federal laws and regulations governing maintenance of a drug-free workplace.

6

4. Laws and Regulations; Permits:

a. CONTRACTOR shall ensure compliance with all applicable federal and state laws, federal and state safety orders, local ordinances, and the rules and regulations of all authorities having jurisdiction over construction of the project, and they will be deemed to be included in the contract the same as though herein written out in full.

b. Any and all permits from local government entities shall be the responsibility of the

CONTRACTOR. 5. Underground Facilities: SFWPA is unaware of any underground facilities within the worksite.

CONTRACTOR shall be solely responsible for locating and identifying any underground facilities before conducting any trenching or excavation, and for ensuring the protection of any such facilities during construction. Contractor shall comply with the provisions of Labor Code Section 6705 regarding trench safety.

6. Unforeseen Conditions. Contractor shall promptly, and before such conditions are disturbed,

notify SFWPA in writing of (1) any hazardous waste, (2) any subsurface or latent conditions differing from those indicated, or (3) any unknown and unusual conditions not ordinarily encountered or inherent in the work.

7. Storage of Equipment and Materials; Cleanup: CONTRACTOR’s equipment and materials

stored in the work area must not block SFWPA's access to its facilities. CONTRACTOR shall be solely responsible for any equipment or materials wherever they may be stored, and SFWPA will bear no responsibility, nor accountability whatsoever, for any damages or losses. CONTRACTOR shall keep the worksite in a neat and orderly condition and, upon completion, shall thoroughly clean the site and remove and dispose of all debris.

8. Extra Work:

a. Although the work is intended to be a turn-key project, SFWPA reserves the right at any time during the course of the contract to order the CONTRACTOR to perform extra work, furnish extra material or equipment, or to make changes altering, adding to, or deducting from the work, without invalidating the contract or bonds. Changes shall not be binding upon either SFWPA or the CONTRACTOR unless made in writing in accordance with this section.

b. Changes shall originate with SFWPA who will transmit to the CONTRACTOR a written

request for a proposal covering the requested change, setting forth the work in detail. Upon receipt of such request, the CONTRACTOR shall promptly submit in writing to SFWPA a proposal offering to perform such change, a request for any required extension of time caused by such change, and an itemized statement of the cost or credit for the proposed change. Failure of the CONTRACTOR to include a request for extension of time in the proposal shall constitute conclusive evidence that such extra work or revisions will entail no delay and that no extension of time will be required.

c. If the CONTRACTOR's proposal is accepted and authorized by SFWPA, a written

Change Order will be issued by SFWPA stating that the extra work or change authorized, and granting any required adjustments of contract price and of time of

7

completion.

d. SFWPA may order the CONTRACTOR, by a written Change Order, to perform extra work or to make changes on a cost-plus basis. Such Change Order shall specify the estimated amount of the payment to be made and the time extension to be allowed for such work or changes. The CONTRACTOR shall perform such work and shall furnish the District with itemized bills only for the actual cost of labor, materials, equipment use, transportation, tools, necessary incidentals, and insurance, plus a charge not exceeding 15 percent (15%) of the actual cost of the foregoing items to cover all other expenses and profit of the CONTRACTOR and subcontractors for such work or changes.

e. The performance of extra work or changes pursuant to Change Order shall be in

accordance with this Agreement (and any bonds). No extra work shall be performed and no change shall be made unless pursuant to such written Change Order, and no claim for an addition to the contract price shall be valid unless so ordered.

f. If CONTRACTOR has any claims for extra work, delays, disruption or damages against

SFWPA, such claims shall be made in writing, with supporting data, to SFWPA within ten (10) days of the first occurrence or condition giving rise to the claim. Such claims shall be processed by SFWPA as requests for change orders under this General Condition 8. Failure of CONTRACTOR to give written notice as provided in this paragraph shall be deemed a waiver of such claim.

9. Dispute Resolution; Venue: To the extent that they are applicable, the provisions of Public

Contract Code Section 20104-20104.6 shall govern the resolution of claims under this Agreement. Said provisions, which call for written claims, responses, negotiations, mediation and arbitration, are incorporated by reference as though fully set forth herein. Venue for any arbitration or action to enforce this Agreement shall be in the County of Butte, State of California.

10. Termination: SFWPA may terminate this Agreement at any time and for any reason upon

fourteen (14) days advance written notice. In the event of such termination, CONTRACTOR is to be compensated for all work performed to the date of termination based upon Article 4 of this Agreement, including non-cancelable purchases of materials and equipment, provided that such compensation shall not exceed the contract price set forth in Article 2 hereof. Compensation under this paragraph shall not include costs related to lost profit associated with the expected completion of the work or other such payments relating to the benefit of the bargain.

11. Assignment: CONTRACTOR hereby offers and agrees to assign to SFWPA all rights, title,

and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C Sec. 15) or under the Cartwright Act (Chapter 2 [commencing with Section 1670] of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials pursuant to this Agreement. This assignment shall be made and become effective at the time the SFWPA tenders final payment to the CONTRACTOR, without further acknowledgement by the parties.

12. Noncollusion Affidavit: In accordance with Section 7106 of the California Public Contract

Code, the bidder declares under penalty of perjury that the bid is not made in the interest of, or

8

on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the bidder has not in any matter, directly or indirectly, sought by agreement, communication or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or of the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid.

13. Workers' Compensation Certificate: By signing this Agreement, CONTRACTOR certifies as

follows:

“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”

9

South Feather Water and Power General Requirements Revision 1 Spill Gate Coating

GR-1

SOUTH FEATHER POWER PROJECT

SPILL GATE RECOATING GENERAL REQUIREMENTS

1.01 EXTENT OF WORK

A. Contractor shall prepare surfaces and furnish and apply a coating system for the South Feather Power Project Little Grass Valley Dam Spill Gates. Work shall include furnishing all labor, material, work platforms, tools, equipment and facilities required therefore. Work shall comply with the requirements of the General and Specific Requirements and the General Conditions of this Specification.

The General Requirements, Specific Requirements and the General Conditions are

complementary and are intended to be consistent with each other. However, in the event of conflict between the General Requirements, Specific Requirements and the General Conditions, the General and Specific Requirements shall prevail. Should a conflict exist between the Contract and applicable federal, state or local law, rule, regulation, order or code, the more stringent requirement shall control. Varying degrees of stringency among the General and Specific Requirements, and General Conditions, laws, rules, regulations, orders or codes are not deemed conflicts and the most stringent requirement shall control.

B. Location: The Little Grass Valley Dam spill gates, at Little Grass Valley Dam on the South

Fork of the Feather River, are located near the community of La Porte in Plumas County, at an elevation of 5,052 feet above mean sea level. Access to the dam is via Quincy-La Porte Road, Plumas County Road 514 and US Forest System Road 22N94. Water in Little Grass Valley Reservoir is impounded on the upstream side of the spill gates.

C. Definitions: Definition of Bidder, Contract, Contractor, Specification, Work, etc. is as defined

under the General Conditions of this specification. D. Information: For information pertaining to the Specification and drawings Bidder shall

contact: Kathy Zancanella, Power Division Manager South Feather Water and Power Agency 2310 Oro-Quincy Highway

Oroville, CA 95966 Telephone: (530) 538-8841 Fax: (530) 675-0361 Email: [email protected]

A pre-bid job site visit will be scheduled for Thursday, May 2, 2013. Prospective bidders are to meet at the snowmobile staging/parking area in La Porte, California at 10:00 am (see accompanying map). A set of photographs of the spill gates and their setting also accompany this Request for Bids package.


GR-2

E. Construction Schedule: The project schedule shall be based on the overall schedule

requirements and the most efficient means of completing the work; time is of the essence. The Contractor will be required to:

START WORK ON OR AFTER: June 1, 2013 COMPLETE ALL WORK BY: September 30, 2013

F. Contractor’s Schedule: Within 30 Calendar days after award of contract, Contractor shall submit for approval by SFWPA a detailed schedule for the Work. The schedule shall be updated weekly as Work progresses. The schedule must reflect the key completion dates required by SFWPA. The schedule shall be a “Work Breakdown Structure” format presented in a bar chart form.

G. Work Included: (Contractor’s Responsibility) Work under this specification includes furnishing

all labor, materials and equipment, including work platforms, associated with the application of coatings for the Little Grass Valley Dam spill gates, including the upstream and downstream sides of two radial steel gates with dimensions 14-feet high by 40-feet wide and the radial arms which attached the gates to the trunnion blocks on the downstream side. The work elevation at the dam’s crest is approximately 5,052 feet above sea level. The spill gates will be lifted out of the water for the Work. The Work shall include but not be limited to the following principle items:

1. Mobilization and demobilization, 2. Compliance with lead abatement procedures, 3. Surface preparation of structures, 4. Application of coatings per Section 2 of this Specification, 5. All other items and details, not mentioned above, that are required by the Specific

Conditions, and 6. Cleanup of all construction debris that results from Contractor operations.

H. Work Excluded: SFWPA Responsibility: SFWPA will manage the Little Grass Valley

reservoir water surface level below the spill crest elevation. SFWPA personnel will adjust the spill gates as needed for the Contractor.

I. Weather: During the term of the Contract, there may be times when adverse weather

conditions will prevail, and it shall be understood that the Bidder, prior to submitting a proposal, has considered the weather conditions that will be encountered at the site during the term of the Contract.

The work to be performed by Contractor under this Contract is under a time schedule and successful completion of the work, and each individual task, is heavily dependent upon weather and other conditions outside of Contractor and SFWPA’s control. SFWPA is concerned that all work may not be completed within the time limits stated in the Project schedule due to these unforeseen circumstances outside of either party’s control. The parties hereby agree that, if work is started on a task and then must be postponed or canceled due to circumstances beyond either party’s control, then it is reasonable to charge SFWPA a lump


GR-3

sum price for work completed on the uncompleted task. Under these special circumstances, Contractor shall only charge SFWPA, and SFWPA shall only pay, for work actually performed.

1.02 BIDDING REQUIREMENTS

A. Pricing Proposal: Bidder shall submit a lump sum bid price to perform all work, according to

the bid item listed below. The lump sum price shall include, but is not limited to all costs associated with mobilization and demobilization, site preparation, surface preparation, surface priming, application of coasting system, clean up, and overhead and profit. Upon receipt of the bid proposals, SFWPA may choose to not contract for the project during 2013, but may choose to defer the work until a later date, at which time bids will again be requested.

Bid Item: Little Grass Valley Dam spill gates, including the upstream and downstream sides of two radial steel gates with dimensions 14-feet high by 40-feet wide, and the radial arms which attached the gates to the trunnion blocks on the downstream side.

B. Plans: Bidder shall provide the following plans. Each plan shall describe the Bidder’s

proposed methods of performing the work and shall include the following information:

1. Proposed Project Schedule in weeks from the time of mobilization to completion of the project.

2. List of Materials. A list of coating and lining materials proposed for use in this work, identifying the specific products by manufacturer and catalog number for each coating.

3. Environmental Protection Plan to include a list of all coating materials to be utilized and a detailed plan of how Bidder will accommodate all environmental and public safety considerations.

4. Site Safety Plan to include Bidder’s overall approach to site safety; it should include a written Injury and Illness Prevention Program, Fall Protection Plan, Lead Safety Plan, Heat Illness Prevention Plan and Medical Emergency Plan.

5. Statement of Experience to include the Bidder’s work experience and certifications. 6. Conflicts: If any, between the coating manufacturer’s recommendations and this

Specification.

The following plan shall be submitted no later than thirty (30) days after contract award, and not less than fifteen (15) days prior to starting Work.

1. Work Plan to include work activities associated with mobilization, demobilization, and site

preparation. This should include procedures proposed by Contractor covering storage, handling, surface preparation, application, touch-up and repair, curing and inspection of the coating system.


GR-4

1.03 REQUIREMENTS AND CONDUCT OF WORK

A. General: Contractor’s performance of work hereunder shall be to the satisfaction of SFWPA. Responsibility to complete and guarantee the work as specified shall remain with Contractor. Contractor’s work shall be carried out according to sound professional procedures and practices generally accepted within the construction industry and jointly with other operations at the site. Contractor’s equipment used in or around Little Grass Valley Reservoir shall be free of lubricating or hydraulic oil drips and stains so as not to pollute the reservoir or the ground along the shoreline of the reservoir. If Contractor’s equipment develops leaks or breaks, the affected reservoir area shall be immediately contained and cleaned up and the equipment shall be moved out of the reservoir area. The removed equipment shall not be brought back into the reservoir area until it has been repaired or replaced by similar equipment; the substitute or repaired equipment must not have leaks or breaks. In case of such an event, SFWPA’s designated person must be notified immediately. Contractor shall service or refuel equipment outside of the reservoir area and within an area with secondary containment.

B. Waste: Contractor shall fully inform itself of and shall comply with all laws, regulations, orders

or governmental authorities which may affect the conduct of the work hereunder, particularly in regard to disposal of waste material and clearing of combustible material. Contractor shall be responsible for and shall remove all wastes from the work site. Waste material and debris shall become the property of Contractor; transportation and disposal of waste material and debris shall be the sole responsibility of the Contractor and shall be done at its sole expense.

C. Project Meetings: Contractor shall attend project meetings at regular intervals mutually

agreed to with SFWPA. Attendance shall be limited to SFWPA representative(s), Contractor and Contractor’s immediate subordinates. Contractor shall keep meeting minutes with copies sent to SFWPA. Contractor shall give progress reports and update the project schedule at each meeting.

D. Inspection: Field inspections and tests performed by SFWPA do not relieve Contractor of its

responsibility to notify and coordinate with local, state, federal and/or all other agencies having jurisdiction.

E. Defective Work: Any work, material, or equipment that does not comply with the requirements

of the contract documents shall be repaired or replaced immediately and at the expense of the Contractor.

F. Delivery and Care of Material and Equipment: The receiving, storage, quality and inventory

control of equipment and materials required of the work hereunder shall be the sole responsibility of Contractor. All work performed hereunder shall be done to the satisfaction of SFWPA, but this shall not be construed as relieving Contractor of the responsibility to complete and guarantee the work as specified.

G. Obstructions: Contractor shall remove existing obstructions as necessary to perform the

work subject to obtaining SFWPA’s permission. Removed obstructions shall be returned to their original positions at the completion of the work, unless Contractor cannot remove the


GR-5

obstruction without damaging it, in which case the obstruction shall be repaired or replaced at the Contractor’s sole expense as directed by SFWPA.

H. Cleanup: With respect to Contractor’s own operation, Contractor shall maintain the work site

and related structures; equipment and facilities in a clean and orderly condition during progress of the work, and also clean up debris to the satisfaction of SFWPA. If, in SFWPA’s opinion, the work site is hazardous due to Contractor’s noncompliance, and if upon notice to correct the condition Contractor fails to do so, SFWPA may shut down the work until cleanup is performed or order others to perform cleanup work and charge Contractor for this cleanup work. If such hazardous conditions result in the Contractor being unable to complete a task(s), SFWPA shall not be responsible to pay Contractor for work performed on the task prior to the ordered shut down.

1.04 WORK SITE FACILITIES

A. Water: Contractor shall furnish all necessary water required for the performance of the work. In obtaining the required water, Contractor shall abide by all applicable laws and regulations, including those pertaining to acquisition and use of water.

B. Sanitary Facilities: Contractor shall provide and maintain adequate toilets, washing facilities

and drinking facilities for workers in accordance with all governing health and sanitation requirements.

C. Telephone Facilities: There are no telephone facilities at the work site. Contractor shall make

all arrangements that it may deem necessary to ensure adequate communications for the work hereunder.

D. Illumination: Contractor shall provide and maintain necessary lighting to conduct its work in a

safe and workmanlike manner. E. Utilities: There is no permanent electric power source at the work site. Contractor shall

provide all necessary portable electricity and other utilities required during and for the project, and shall remove the utilities upon completion of work.

F. Temporary Fences and Barricades: Contractor shall provide and maintain barriers,

barricades and other safeguards as required for the safety of its employees and others, including the general public, in the vicinity as required by federal, state and local laws, rules and regulations. Contractor shall provide and maintain all temporary fences and barricades as required for the work. Contractor shall remove the above temporary fences and barricades upon completion of the work. The road crossing the bridge over the spillway may not be obstructed, although temporary traffic control pursuant to the California Manual on Uniform Traffic Control Devices (CA MUTCD), Temporary Traffic Control, may be used while establishing barricades and other safeguards for Contractor’s employees.

G. Tools and Storage: Contractor shall maintain clean and orderly work and storage areas at all

times during the progress of its work in accordance with the General Conditions, which will be


GR-6

strictly enforced. Security for storage facilities shall be the Contractor’s responsibility. Upon completion of the work, Contractor shall remove its tools and project equipment from the site and shall leave the area in a clean and orderly condition.

H. Project Boundaries: Contractor shall limit the activities and operations of its employees and

subcontractors to the construction boundaries of the area designated by SFWPA. I. Third Party Property: Contractor shall reimburse SFWPA for any payments made by SFWPA

to the owners of property adjacent to the work site, namely the USDA Forest Service, for any damages to said property resulting from the action of Contractor, its employees or its subcontractors. Contractor shall not directly negotiate or enter any agreements with the USDA Forest Service. Any desired communication between Contractor and the USDA Forest Service shall be through SFWPA.

1.05 WORK PROTECTION AND SAFEGUARDS

A. Safety: Contractor shall plan and conduct the work to safeguard persons and property from injury. Contractor shall direct the performance of work in compliance with reasonable safety and work practices and applicable federal, state and local laws, rules and regulations including, bit not limited to “Occupational Safety and Health Standards.”

Neither the giving of special instructions by SFWPA nor the adherence thereto by Contractor shall relive Contractor of the sole responsibility to maintain safe and efficient working conditions.

Nothing contained in the Specification shall relieve the Contractor from furnishing and maintaining appropriate emergency medical supplies as required by any applicable safety orders of the Division of Occupational Safety and Health (DOSH), or as required by other federal, state or local laws, rules or regulations.

B. Protection: Contractor shall provide satisfactory protection and safeguards for:

1. The property of others, including equipment and material supplied by SFWPA. During performance of the work, care and protection of existing facilities, SFWPA’s equipment and adjacent areas shall be the responsibility of Contractor. Dust and noise shall be kept at a minimum.

2. Fire Protection: During the progress of any work requiring the use of welding and cutting

equipment of heat, flame or spark producing devices, there shall be at the job site adequate shields, guards or covering placed so as to protect adjacent persons and property, and an adequate number and type of fire extinguishers placed in the immediate area and accessible for use.

3. Lead-based Paint: During surface preparation, Contractor shall contain all lead-based paint

removed from surfaces in order to prevent introduction to the adjacent reservoir or


GR-7

downstream waterway, and shall dispose of all lead-based paint wastes according to the appropriate rules, regulations and codes.

4. Hazardous or Flammable Chemicals: Hazardous or flammable chemicals, liquids or gases

brought into the work site shall be used and stored in acceptable containers conforming to all applicable laws and regulations, including local fire codes. Such materials shall be used in a manner that will prevent their accidental release. Such materials shall not be discarded on the job site. All empty containers shall be removed from premises immediately and disposed of in the proper lawful manner.

5. Tools, Cords, Electrical Equipment: All tools, cords and electrical equipment used or

supplied by the Contractor shall conform to Underwriter’s Laboratory Standards and OSHA regulations and be in proper working order to preclude hazard to persons and/or premises.

6. Dust: Contractor shall take appropriate steps throughout the term of this project to prevent

air-borne dust due to work under this Contract. Contractor shall supply water wherever practical to settle and hold dust to a minimum. No chemical palliatives shall be used without the permission of SFWPA.

C. Site Utilization: Equipment, tools and materials shall be transported to and from the work site

during regular working hours, unless otherwise permitted by SFWPA. Equipment, tools and materials may be stored adjacent to the work site in locations designated by SFWPA. Contractor shall store project equipment within the boundaries of areas to be designated by SFWPA. Contractor shall be responsible for all damage to SFWPA property.

D. Contractor’s Training: Prior to commencing work, SFWPA will instruct Contractor regarding

SFWPA’s requirements for safety, security and fire prevention. During the Contract period, Contractor shall instruct each of its employees prior to commencing work on SFWPA’s property of SFWPA’s safety, protection and operations requirements.

1.06 SECURITY REQUIREMENTS AT WORK SITE

A. Alcohol and Drugs: No alcoholic beverages or illegal drugs are allowed at the work site. Refer to the Drug and Alcohol Abuse Policy paragraph of the General Conditions. Violations of the above requirements by any person will be grounds for removal from the job.

B. Hard Hats and Safety Glasses: All persons shall wear hard hats and safety glasses while at

the work site. Hats shall be distinguishable from those worn by SFWPA and/or other contractor personnel at the work site.

C. Records: Contractors shall have and maintain an up-to-date list of its employees’ names and

addresses. Contractor shall immediately notify SFWPA of any medical emergency related to the work and/or which occurs on the work site, and shall provide a written report to SFWPA within 24 hours.


GR-8

1.07 DRAWINGS

The following drawings are part of this Specification (note that the bridge drawings are provided for reference for establishing work platforms if needed; the bridge will not be painted as part of this project): Drawing Description 2-A-1671 Rev 3 Little Grass Valley – Spillway – Dam – General Arrangement 2-A-1674 Rev 1 Little Grass Valley – Spillway Bridge – Concrete Outline and Reinf. 2-A-1675 Rev 1 Little Grass Valley - Spillway Bridge – Structural Steel Details

1.08 REFERENCE STANDARDS

When a standard is specified by reference in the Contract, the Contractor shall comply with requirements and recommendations stated in that standard, except when requirements are modified in this Specification or applicable codes establish stricter standards, in which case the terms of this Specification or the applicable codes shall apply, whichever is strictest. The date of the standard to be used is that in effect as of the bid date, except when a specific publication date is specified. Specific reference standards are identified in the appropriate sections of this Specification. Contractor should obtain copies of reference standards directly from the publication source, when needed for proper performance of work, or when required for submittal.

1.09 HAZARDOUS MATERIALS

Contractor shall control the amount of hazardous materials used and stored at the work site. Contractor shall prepare a Hazardous Materials Release Response Plan and inventory for the project in accordance with the California Health and Safety Code Division 20, Chapter 6.95, Article 1. Contractor shall submit the Hazardous Materials Release Response Plan and Inventory to SFWPA’s Environmental and Safety Manager for review and approval prior to start of work. Once hazardous materials are removed from the work site, Contractor shall notify the Plumas County Health Department within 30 days, of the removed hazardous materials.

1.10 ENERGIZED FACILITY

Power is provided to the Little Grass Valley Dam spill gates via a 208 volt service from a propane-powered generator located in a building adjacent to the spillway. The generator is normally left shutdown, and is only started when SFWPA personnel are working onsite.

South Feather Water and Power Specific Requirements Revision 1 Spill Gate Coating

SR-1

SPECIFIC REQUIREMENTS COATING REQUIREMENTS

2.01 GENERAL

A. Work Included: The work to be performed by Contractor shall include, but is not limited to, preparation of work surfaces and the furnishing and application of coating system for the following:

Upstream and downstream sides of the Little Grass Valley Dam spill gates, consisting of two radial steel gates with dimensions 14-feet high by 40-feet wide, plus trunnion arms.

B. Conformance: Contractor’s work shall conform to the requirements of this section, the General Conditions and Drawings. C. Reference Standards: Contractor’s work shall conform to the applicable requirements of the following standards and guides:

1. American Society for Testing – Materials (www.ASTM.org)

ASTM D4285-83 (1999) Standard Test Method for Indicating Oil or Water in Compressed Air

ASTM E337-02 (2007) Test for Relative Humidity by Wet-and-Dry Bulb Psychrometer 2. Steel Structure Painting Council (www.SSPC.org) SSPC-SP-1 Solvent Cleaning SSPC-SP-2 Hand Tool Cleaning SSPC-SP-3 Power Tool Cleaning SSPC-SP-7 Brush-Off Blast Cleaning SSPC-SP-10 Near-White Blast Cleaning SSPC-SP-11 Power Tool Cleaning to Bare Metal SSPC-PA-2 Measurement of Dry Coating Thickness with Magnetic Gages SSPC-PA-3 A Guide to Safety in Paint Application

SSPC-Guide 6 Guide for Containing Debris Generated During Paint Removal Operations

SSPC-Guide 7 Guide for Disposal of Lead-Contaminated Surface Preparation

Debris


SR-2

D. Quality Assurance and Quality Control – Coating Inspection: Contractor shall assure quality in the following manner.

1. Surface Temperature Readings and Weather Conditions: Surface temperature and

humidity readings shall be taken as required. The substrate temperature shall be between 30°F and 100°F and the relative humidity shall be 98 percent maximum. There is no restriction on dew point temperature differential if the surface is visibly dry and free from condensate. No coating shall be performed during rain.

2. Dry Film Thickness: The dry-film thickness shall be measured with an Elcometer digital coating thickness gauge or Positest/Positector digital gauge or an accepted equivalent, at five random points for each 100 square feet of surface area or at five evenly spaced points on each piece less than 100 square feet in area. The testing method shall be in accordance with Standard SSPC PA-2. Areas with a dry-film thickness less than that specified shall have additional coats applied within the recommended recoating period to achieve the specified minimum requirements.

3. Visual Defects: The coating shall be visually inspected for effects such as overspray, runs, sags, lack of color uniformity or lack of adhesion. All defects shall be repaired according to manufacturer approved touch-up and repair procedures.

2.02 PRODUCTS

A. General: Unless otherwise specified, all coating materials used on any surface shall be acceptable products from one manufacturer. Contractor shall not use products from two different manufacturers on the same surface at the same time. Coating materials shall be in pre-measured units. B. Abrasives: Abrasives used by Contractor for blast cleaning shall be clean and dry, furnished either in bulk or packaged, and shall be free of oil or other contaminants. The abrasives must also be California Air Resources Board certified for outdoor use. The particle size shall be capable of producing the surface cleanliness. Abrasives suitable to recycling, such as steel grit may be used provided the Contractor uses a cleaning system in the recycling process to remove cuttings. If the Contractor does use an abrasive recycle process, then Contractor shall ensure that recycled abrasives are free of oils and moisture. Contractor shall test for oil and water content at the beginning of each shift. C. Coating System: The coating system for all steel surfaces to be painted by Contractor shall incorporate three coats as noted below for each facility to be coated. Contractor shall apply the coating in accordance with Paragraph 2.03 B and as noted herein.

1. Exterior surfaces: The Contractor shall use the following products or their approved equivalent:

a. Upstream side:

i. One coat of Wasser MC-Zinc 100 primer applied at a thickness of 3.0 – 4.0 mils in accordance with manufacturer’s specifications.


SR-3

ii. Two coats of Wasser MC-Tar Black top coat applied at a thickness of 5.0 – 7.0 mils DFT per coat.

b. Downstream side:

i. One coat of Wasser MC-Zinc 100 primer applied at a thickness of 3.0 – 4.0 mils in accordance with manufacturer’s specifications.

ii. One coat of Wasser MC-Miomastic 100 as a mid-coat applied at a thickness of 3.0 – 5.0 mils DFT.

iii. One coat of Wasser MC-Ferrox A 100. The moisture-cure urethane Micaceous Iron Oxide based top coat shall be applied at a dry film thickness of 2.5 to 3.5 mils in a single coat in accordance with the manufacturer’s application instructions. Wasser’s standard gray color is acceptable for Little Grass Valley Dam spill gates.

D. Thinners, Solvents and Cleaners: The addition of thinner or other solvents to the coating after the manufacturer has shipped the coating is not permitted. Cleaning solvents used by Contractor shall be as recommended by the manufacturer of the coating. E. Delivery: Coating materials shall be delivered to the place of application in the manufacturer’s unopened, original containers bearing a legible product designation, batch number, shelf-life and date of manufacture. Containers that are damaged shall not be used. Contractor shall ensure that the shelf life meets the requirements of Paragraph 2.02 G below. F. Handling and Storage: Contractor shall ensure that materials are handled and stored in accordance with manufacturer’s latest published instructions and protected from damage, moisture, direct sunlight and temperature below 40°F or above 100°F. In the event the temperature falls below or rises above these specified limits, Contractor shall provide to SFWPA a manufacturer’s written acceptance of a representative sample from the storage area prior to job commencement. G. Shelf Life: All materials shall be used by Contractor within twelve (12) months of their manufacture. The date of use shall in no case exceed the manufacturer’s recommended shelf life, if such shelf life is less than 12 months.

2.03 EXECUTION

A. Surface Preparation: Surfaces must be dry and free from dust, grime, oil, grease, rust and other surface contaminants, or degraded coatings that will impair the quality of the painting or interfere with the proper adhesion of the new coating. When repainting, firmly adhering paint need not be removed, but maintain the minimum total dry thickness. Contractor shall prepare the surfaces of the facilities to be recoated as appropriate:

1. Contractor shall employ solvent cleaning, hand tool cleaning and/or blast cleaning in

accordance with Standards SSPC-SP1, SSPC-SP2, SSPC-SP-7 and SSPC-SP 10, as necessary.

2. Hand Tool or Power Tool Cleaning: Areas of extensive rusting shall be cleaned in accordance with Standard SSPC-SP2, Hand Tool Cleaning and SSPC-SP3, Power Tool


SR-4

Cleaning. The edges of the existing sound paint surrounding the spot-cleaned areas shall be feathered and no loose or abrupt edges shall remain.

3. Prior to Painting: All metal surfaces shall be free of all cleaning residues, supplemented with brushing if necessary. Cleaning shall be approved by SFWPA prior to painting. Particular attention shall be given to edges, crevices, nuts, bolts and rivets to ensure that they are clean of residuals, rust, paint, etc.

4. Areas cleaned to bare metal: Whether by hand or power tool cleaning, any areas cleaned to bare metal shall be primed on the same day as cleaning in accordance with Paragraph 2.03 B below.

B. Coating Application: Contractor shall apply the coatings to the facilities as required by the terms of this paragraph.

1. The coating system to be used by Contractor shall be in accordance with Paragraph 2.02.C.

2. All painting to be performed by Contractor under this contract shall be performed in conformance with the best practices of the trade and in conformance with applicable portions of Specification SSPC-PA-1, when those specifications are not in conflict with the specifications provided herein.

3. In accordance with Paragraph 2.03.A.4, Contractor shall ensure that all surfaces cleaned to bare metal shall be coated with the specified prime coat that same working day. Any cleaned surface that rusts before the application of the prime coat shall be re-cleaned.

4. Paint film thickness measurements shall be made during wet film application, utilizing an approved wet film thickness gauge, in conjunction with an approved magnetic or digital dry-film gauge, such as an Elcometer or Positest digital gauge, after the application of each subsequent coat. If 100 percent of all thickness measurements fall below the specified minimum, additional application of paint shall be made as necessary to meet the thickness required, at no additional cost to SFWPA.

5. Sufficient time shall elapse between the applications of successive coats to permit each coat to dry properly before recoating.

6. Apply coatings via spray, brush and/or roll methods, utilizing approved equipment that is standard to the industry according to the Application Information sheet provided by the manufacturer. Cleaning procedures for such equipment will also be outlined on this instruction.

7. When applying successive coats to a freshly coated surface, the Contractor shall ensure that the surface of the paint being covered is thoroughly dry and free of moisture, dust, grease or any other substance that would prevent the bond of succeeding applications. Hand tool cleaning will not be permitted in areas adjacent to areas that are in the process of being painted. Freshly painted surfaces shall be protected by the Contractor from contamination by dust or foreign materials from any source. Contaminated surfaces shall be cleaned to the satisfaction of SFWPA before any succeeding application of paint is made.

C. Cleanup, Removal and Disposal: Contractor shall clean all tools and equipment used to perform the work, and remove and dispose of all waste in accordance with the requirements noted below and all applicable federal, state and local laws, rules, regulations, orders and codes.


SR-5

1. All equipment used for painting and coating shall be cleaned in accordance with the coating manufacturer’s instructions.

2. The existing paint being removed by the Contractor has been identified as being a hazardous waste material. All reasonable precautions shall be exercised by Contractor to prevent the discharge of hazardous material into the waterway or work area.

3. Contractor shall ensure that protective clothing and respiratory apparatus are used during paint removal operations and while handling any hazardous waste material.

4. All old paint removed from the structures shall be contained by curtains, drapes or other reasonable methods approved in advance by SFWPA.

5. Hazardous waste material shall be stored in approved leak proof containers and shall be handled in such a manner that no spillage will occur.

6. Removal and disposal of hazardous waste material shall be performed in accordance with all applicable federal, state, county and local regulations, orders and codes.

7. All hazardous waste material shall be disposed of by Contractor at a State of California approved Class 1 Disposal Site. It is the responsibility of the Contractor to verify with the operator of the disposal site whether the material will be accepted at the disposal site. All material shall be hauled by a currently registered hazardous waste hauler using correct manifesting procedures and vehicles displaying current certification or compliance. Contractor shall ensure that the material is transported in accordance with the U.S. Department of Transportation requirements.


TO: Public Recipients of Agenda Information FROM: Michael Glaze, General Manager DATE: May 23, 2013 RE: Existing Litigation Closed Session Agenda Item for 5/28/13 Board of Directors Meeting The information provided to Directors for this agenda item is not available to the public. The purpose for this item is to give the Board an opportunity to confer with legal counsel about litigation in which the Agency is already involved. The Board is permitted by law (Brown Act) to confidentially discuss information that might prejudice its legal position and is exempt in such situations from the Brown Act’s requirement that matters before the Board be discussed in public. Attendance during this closed-session item will be limited to Directors, support staff, and legal counsel.

south feather water & power agencytuesday; may 28, 2013; 2:00 p.m. a. roll call b. approval of...

Documents