BOARD OF DIRECTORS MEETING - March 23, 2022 Wilmington, NC

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BOARD OF DIRECTORS MEETING - March 23, 2022 Wilmington, NC
BOARD OF DIRECTORS MEETING
      March 23, 2022
      Wilmington, NC
BOARD OF DIRECTORS MEETING - March 23, 2022 Wilmington, NC
NORTH CAROLINA STATE PORTS AUTHORITY
                               BOARD OF DIRECTORS MEETING
                               WILMINGTON, NORTH CAROLINA
                                       March 23, 2022

                                              AGENDA

1. Call to Order

        a.   Pledge of Allegiance
        b.   Ethics Reminder
        c.   Safety Briefing
        d.   Roll Call
        e.   Introduction of Guests
        f.   Approval of January and February Meeting Minutes
        g.   Secretary Comments

2. Executive Director Update

3. Safety Update                    Mr. John Dittmar

4. Commercial Update                Mr. Hans Bean

5. Operations Update                Mr. Doug Vogt

6. IT Update                        Mr. Doug Vogt

7. Financial Results                Ms. Terry Dail and Mr. Jason Barnes

8. Action Item #1                   Port of Wilmington – Reefer Yard Phase 2

9. Action Item #2                   Port of Morehead City – New Warehouse

10. Comments by the Chairman
BOARD OF DIRECTORS MEETING - March 23, 2022 Wilmington, NC
ETHICS AWARENESS AND CONFLICT OF INTEREST REMINDER

         (To be read by the Chairman or his designee at the beginning of each meeting)

In accordance with the State Ethics Act, N.C.G.S. §138A-1, et seq., as applicable, and N.C.G.S.
§136-14, it is the duty of every Board member to avoid both conflicts of interest and appearances
of conflict.

Does any Board member have any known conflict of interest or appearance of conflict with
respect to any matters coming before the Board today? If so, please identify the conflict or
appearance of conflict and refrain from any undue participation in the particular matter involved.

 NORTH CAROLINA STATE PORTS AUTHORITY 2202 Burnett Boulevard P.O. Box 9002   Wilmington, NC 28402 www.ncports.com
BOARD OF DIRECTORS MEETING - March 23, 2022 Wilmington, NC
NORTH CAROLINA STATE PORTS AUTHORITY
                           MINUTES OF THE BOARD OF DIRECTORS MEETING
                                         Wilmington, NC
                                    Thursday, Janaury 27, 2022

The meeting of the North Carolina State Ports Authority Board of Directors was held at the Port of
Wilmington, NC on Thursday, January 27, 2022. Chairman Robert A. Wicker presided.

Chairman Wicker called the meeting to order at 9 a.m.

Attendance:
Roll Call:

Mr. Robert A. Wicker, Chairman, Mr. Robbie Hill, Vice Chairman (absent), Mr. Jerry Cook, Mr. Adair
Graham, Mr. Patrick Joyce (virtual), Mr. Patrick Molamphy, Mr. Rajan Shamdasani (virtual), Mr. Gus
Tulloss (virtual), Ms. Susan Rabon, Mr. Gregory Washington and Secretary Eric Boyette (absent).

Management and Staff:

Mr. Brian Clark, Ms. Laura Blair, Mr. Alherd Kazura, Mr. Hans Bean, Mr. John Dittmar, Mr. Doug Vogt,
Mr. Mark Blake, Ms. Tricia Hamric, Mr. Daniel Johnson, General Counsel, Ms. Kacy Hunt with NCDOT,
and Ms. Ann Dishong with NCDOT (virtual).

Pledge of Allegiance:

Chairman Wicker led all in the Pledge of Allegiance.

Ethics Reminder:

Ms. Blair read the Ethics and Conflict of Interest Statement reminding Board Members to abstain from
participating in matters in which they have, or appear to have, a conflict of interest. She continued,
reminding members that in accordance with NC General Assembly Session Law 2020-3, the meeting was
being conducted by simultaneous communication and as such, members were advised that all chats,
instant messages, texts, or other written communications between the members of the public body
regarding the transaction of the public business during the meeting are deemed a public record.

Ms. Ann Dishing provided information regarding annual compliance requirements.

Safety Briefing:

Mr. Dittmar provided a modified safety briefing to the group to include official CDC guidance regarding
COVID-19.
Introduction of Guests:
Ms. Blair introduced guests in attendance virtually, Ms. Rachel McIntyre with Wilmington Metropolitan
Planning Organization, Ms. Hannah Nelson with Southern Environmental Law Center, Mr. Greg
Moninger with Anchor QEA of NC, Ms. Johanna Still with Greater Wilmington Business Journal, Mr. Jeff

North Carolina State Ports Authority Board of Directors Meeting
Wilmington, North Carolina
January 27, 2022                                                                                Page 1
BOARD OF DIRECTORS MEETING - March 23, 2022 Wilmington, NC
Sheldon with Moffatt & Nichol, Ms. Susi Hamilton, Commerce Executive Liaison with NCDOT, Ms. Cheryl
Hannah, Terry Edwards, Jody Greene, Mr. David Kaufman, and Mr. James Willsi.

Minutes:

Chairman Wicker presented for consideration the December 16, 2021, meeting minutes. Mr. Cook
made a motion to approve as presented. Mr. Molamphy seconded the motion. All voted in favor.

Secretary Update:

Mr. Daniel Johnson, General Counsel reported NCDOT has not encountered any major issues regarding
snow and ice removal.

Mr. Johnson reported the Transportation Summit last week went very well. It was a well-attended
event.

Mr. Johnson thanked the Chairman and the Chairman thanked him for his remarks.

Executive Director Update:

The Chairman called on Mr. Clark for an update.

Mr. Clark reported the Authority is halfway through the fiscal year. General cargo continues to be
strong with some challenges on the container side.

Mr. Clark stated the authority is working on the Q3 forecast and it will be shared at the next meeting.

Mr. Clark reported the industry is changing by the day. The west coast is having significant challenges.
Several east cost ports are having record volume years. The Authority continues to share the
investments at the Port of Wilmington position it as a viable competitor to other congested ports.

Mr. Clark reported that CMA CGM will initiate a call at the Port of Wilmington in March. This call,
commonly referred to as an “extra loader” is an opportunity for the Port of Wilmington that should lead
to CMA CGM adding the Port to its regular rotation.

Mr. Clark thanked the Chairman and the Chairman thanked him for his remarks.

Safety Update:

The Chairman called on Mr. Dittmar to provide a safety update.

Mr. Dittmar reported the number of accidents, near misses and injuries at all facilities as of December
31. The lost time injury rate is 0 for Fiscal Year 2022.

Mr. Dittmar reported on how the post incident review process works.

Mr. Dittmar thanked the Chairman and the Chairman thanked him for his remarks.

North Carolina State Ports Authority Board of Directors Meeting
Wilmington, North Carolina
January 27, 2022                                                                                 Page 2
BOARD OF DIRECTORS MEETING - March 23, 2022 Wilmington, NC
Commercial Update:

The Chairman recognized Mr. Bean to update the Board on recent commercial activities.

Mr. Bean reported General Cargo continued to have strong performance to budget at both ports. The
December performance is 19 percent above budget. January trending is net positive to plan with
combined finish projected to be 25 percent over budget.

Mr. Bean reported the container segment performance was two percent below budget. January is
projected to be four percent below budget. Mr. Bean reported the Transpacific volumes in December
were 16 percent below budget as schedule integrity remains a major issue.

Mr. Graham asked why the Authority is under budget when there is a backup in Savannah and
Charleston. Mr. Bean responded there is a CMA trial call coming up as well as potential others which
are in discussion. Mr. Bean reported that it is a significant undertaking for carriers to make a change
because services are designed around distribution centers. The Authority is making progress with trial
calls and the goal is to be inserted into the regular network. Mr. Graham asked if the distribution sites
at other ports are on terminal. Mr. Bean stated they are primarily offsite. Mr. Clark stated the
importance of intermodal network is critical and the opening of the Rocky Mount Facility is key to
attracting additional services.

Chairman Wicker stated NC Ports needs to go to manufacturers within North Carolina and advise they
need to use Port of Wilmington if other ports cannot meet their needs. Mr. Bean stated his team does
do this. Mr. Bean also stated contracting season is underway and he anticipates network adjustments.

Mr. Graham asked if the rates of the containers fluctuate or it hey are negotiated annually in the
contract. Mr. Bean stated they are set annually. Mr. Bean also reported major beneficial cargo owners
are looking at two- and three-year contracts.

Mr. Washington stated he has heard it takes nine months to make a schedule change. He feels the
carriers are gambling to see if it makes sense to make schedule changes now or wait. Mr. Bean stated
that is correct and that there are very integrated networks, and one does not just move a vessel because
it is an entire global network. Mr. Bean reported on future developments and key initiatives.
Mr. Bean thanked the Chairman and the Chairman thanked him for his remarks.

Operations and IT Update:

The Chairman then recognized Mr. Vogt for an Operations and IT update.

Mr. Vogt reported on the Operational Key Performance Indicators. Mr. Vogt reported the impact of
COVID was seen in December with several employees absent.

Mr. Cook asked if the Authority has the same crane productivity metric at the Port of Morehead City.
Mr. Vogt responded no because the industry in general does not measure general cargo as they do
containers.

Mr. Cook asked if the crane at the Port of Morehead City is working better since the repairs. Mr. Vogt
responded yes.

North Carolina State Ports Authority Board of Directors Meeting
Wilmington, North Carolina
January 27, 2022                                                                                 Page 3
BOARD OF DIRECTORS MEETING - March 23, 2022 Wilmington, NC
Mr. Washington stated the industry benchmark is 30 container moves per hour and the Authority is
greatly surpassing this number. Mr. Washington stated that he brags about the Port of Wilmington
productivity.

Mr. Vogt provided an update on the ongoing capital projects at Port of Wilmington and Port of
Morehead City. Mr. Vogt reported the new gate at the Container Complex at the Port of Wilmington is
scheduled to open on February 14. The Port of Wilmington chassis yard will be resurfaced in three
phases and due to be complete by April. Area F East at Port of Wilmington will be complete by April 30.
Mr. Vogt reported the Scoular Transfer Facility is now operating daily with Authority and Schouler
personnel. Parking lot resurfacing at Port of Wilmington has begun and will be completed in two
phases.

Mr. Cook asked if the new Scoular conveyor system can handle product other than soybeans. Mr. Vogt
stated it is a grain transload facility. Mr. Bean stated Scoular may look to handle a different product
during off season.

Mr. Vogt reported the T-4 Chiller Food Safety Certification internal audit with Dole participation was
completed in December. A final walk though of identified actions is scheduled for January 28.
Certification audit with certification body Control Union is scheduled for February 3 through 4.

Mr. Cook asked the frequency on being recertified. Mr. Vogt stated there is an annual process to remain
active and will check how often recertification is required. Mr. Vogt reported on upcoming projects at
Port of Wilmington and Port of Morehead City.

Mr. Cook asked about the status of the large conveyor system at the Port of Morehead City. Mr. Vogt
stated it is still under analysis.

Mr. Vogt thanked the Chairman and the Chairman thanked them for their remarks.

Financial Update:

The Chairman then recognized Mr. Kazura for a Financial update.

Mr. Kazura reported on the December year-to-date financial results. Through December, ordinary net
income is $.8M against a budget of $.9M. Mr. Kazura reported a long term “Financial Stability” initiative
is underway.

Mr. Molamphy asked how many payments are left on the gate project. Mr. Blake responded about
$400,000. Mr. Kazura stated he can get an exact answer and stated the project is almost complete.

Mr. Kazura reported the Edgewater property sale closed in December for $1M.

Mr. Kazura reported USDOT Port Infrastructure Development Grant awarded $1.7M toward $2.1M rail
improvement on Radio Island.
Mr. Kazura provided a Hurricane Florence, Dorian, and Isaias recap. Mr. Kazura also reported a recap of
Port of Morehead City major property damage as well as an overall insurance claim review. Mr. Kazura
thanked the Chairman and the Chairman thanked him for his remarks.

North Carolina State Ports Authority Board of Directors Meeting
Wilmington, North Carolina
January 27, 2022                                                                                 Page 4
BOARD OF DIRECTORS MEETING - March 23, 2022 Wilmington, NC
Action Item #1

Mr. Molamphy made a motion to approve a contract award to perform the Roof and Structural Repairs
for Warehouse 8, Section B, at a total cost of $587,157 and authorize the Executive Director to execute a
construction contract not to exceed $497,870. Mr. Cook seconded the motion, all voted in favor.

Chairman Wicker stated the next Board of Directors meeting will be February 24 at the Port of
Wilmington. Chairman Wicker will delay further discussion regarding the North Carolina State Ports
Authority Foundation, Inc. until all members are together in person.
Mr. Cook made a motion to adjourn. Ms. Rabon seconded the motion, all voted in favor.

Approved this ____ day of _____________, 2022

______________________________                                     ________________________
Robert A. Wicker                                                   Laura G. Blair
Chairman, Board of Directors                                       Secretary

North Carolina State Ports Authority Board of Directors Meeting
Wilmington, North Carolina
January 27, 2022                                                                                Page 5
BOARD OF DIRECTORS MEETING - March 23, 2022 Wilmington, NC
NORTH CAROLINA STATE PORTS AUTHORITY
                           MINUTES OF THE BOARD OF DIRECTORS MEETING
                                          Wilmington, NC
                                    Thursday, February 24, 2022

The meeting of the North Carolina State Ports Authority Board of Directors was held at the Port of
Wilmington, NC on Thursday, February 24, 2022. Chairman Robert A. Wicker presided.

Chairman Wicker called the meeting to order at 9:10 a.m.

Attendance:
Roll Call:

Mr. Robert A. Wicker, Chairman, Mr. Robbie Hill, Vice Chairman (virtual), Mr. Jerry Cook, Mr. Adair
Graham, Mr. Patrick Joyce (virtual), Mr. Patrick Molamphy (virtual), Mr. Rajan Shamdasani, Mr. Gus
Tulloss (virtual), Ms. Susan Rabon, Mr. Gregory Washington and Secretary Eric Boyette (absent).

Management and Staff:

Mr. Brian Clark, Ms. Laura Blair, Mr. Alherd Kazura, Mr. Hans Bean, Mr. John Dittmar, Mr. Doug Vogt,
Ms. Tricia Hamric, Mr. Fred Pearson, Ms. Donna Jones, Mr. Justin Moore, Ms. Christina Hallingse, Mr.
Daniel Johnson, General Counsel, Ms. Kacy Hunt with NCDOT, and Ms. Ann Dishong with NCDOT.

Pledge of Allegiance:

Chairman Wicker led all in the Pledge of Allegiance.

Ethics Reminder:

Ms. Blair read the Ethics and Conflict of Interest Statement reminding Board Members to abstain from
participating in matters in which they have, or appear to have, a conflict of interest. She continued,
reminding members that in accordance with NC General Assembly Session Law 2020-3, the meeting was
being conducted by simultaneous communication and as such, members were advised that all chats,
instant messages, texts, or other written communications between the members of the public body
regarding the transaction of the public business during the meeting are deemed a public record.

Safety Briefing:

Mr. Dittmar provided a modified safety briefing to the group to include official CDC guidance regarding
COVID-19.
Introduction of Guests:
Ms. Blair introduced guests in attendance virtually, Ms. Rachel McIntyre with Wilmington Metropolitan
Planning Organization, Mr. Abdiel Tate, Ms. Johanna Still with Greater Wilmington Business Journal, Mr.
Ralph Petereit, Mr. Chappel Greene with S-IDA-G Security, Mr. Alan Faviccio with Ocean2Ocean
International, Ms. Tonya Lamb with Efficient Escort, Mr. Michael Gregory with Moving Forward, Mr.
John Adams, Mr. Adam Balderson, and Mr. Jim Girouard.

North Carolina State Ports Authority Board of Directors Meeting
Wilmington, North Carolina
February 24, 2022                                                                               Page 1
BOARD OF DIRECTORS MEETING - March 23, 2022 Wilmington, NC
Minutes:

Chairman Wicker presented for consideration the January 27, 2021, meeting minutes. Mr. Wicker
stated Mr. Graham had an issue with the January minutes not reflecting his questions. Chairman Wicker
stated he would like all questions posed by board members to be reflected in minutes going forward
along with staff responses. Chairman Wicker asked the minutes to be revised to reflect Mr. Graham’s
question and the Board will vote on approval of January minutes at the March 23, 2022 meeting.

Secretary Update:

Mr. Daniel Johnson, General Counsel reported Secretary Boyette is unable to make the meeting because
he was attending a conference. Mr. Johnson reported NCDOT cash balance remains strong and projects
continue to move along steadily. Mr. Johnson stated Secretary Boyette and NCDOT continues to remain
pleased with keeping transportation integrated in North Carolina.

Mr. Johnson thanked the Chairman and the Chairman thanked him for his remarks.

Executive Director Update:

The Chairman and Mr. Clark recognized two employees upon the occasion of their retirement.
Mr. Clark stated these events are bittersweet and thanked Mr. Pearson and Ms. Jones for their years of
service. Mr. Clark introduced Mr. Vogt to recognize each.

Mr. Vogt and Mr. Moore recognized Mr. Fred Pearson on his retirement and 16 years of service.

Mr. Vogt then recognized Ms. Donna Jones on her retirement and 27 years of service.

Mr. Clark reported the Authority is halfway through the fiscal year. General cargo continues to be
strong with some challenges on the container side.

Mr. Clark stated the March board meeting will take place in the new container building.

Mr. Clark stated the new gate went live on Monday, February 14. The gate opening went very well. The
team did a tremendous job allowing NC Ports to deliver great service. Mr. Clark recognized Mr. Vogt for
his leadership on both the IT and Operations side. Chairman Wicker thanked Mr. Vogt for his leadership
and work on the project.

Mr. Clark stated the previously discussed CMA CGM vessel call timeline is slipping to April 5. CMA has
added two additional vessel calls to the rotation for a total of three calls. The Authority is hoping this
will lead to a full-time position of the Chesapeake Bay Express service.

Mr. Clark thanked the Chairman and the Chairman thanked him for his remarks.

Safety Update:

The Chairman called on Mr. Dittmar to provide a safety update.

North Carolina State Ports Authority Board of Directors Meeting
Wilmington, North Carolina
February 24, 2022                                                                                  Page 2
Mr. Dittmar reported the number of accidents, near misses and injuries at all facilities as of January
31st. The lost time injury rate is 0 for Fiscal Year 2022.

Mr. Graham asked how involved NC Ports is in the safety training of non-port employees. Mr. Dittmar
stated each company has a full-time safety person who provides training but there is no direct safety
training of nonemployees.

Operations and IT Update:

The Chairman then recognized Mr. Vogt for an Operations and IT update.

Mr. Vogt reported on the opening of the new South Gate. Mr. Vogt provided pictures and explained the
process a truck driver experiences as they transit through the new gate.

Mr. Vogt stated the go live was successful. Mr. Vogt reported the Authority maintained turn times
through week one. Ms. Vogt stated the previous gate has been closed which provides more space for
containers.

Mr. Clark stated the team did an overall great job and again congratulated Mr. Vogt.

Mr. Vogt reported on operational Key Performance Indicators through January.

Mr. Vogt reported the T-4 Chiller Food Safety Certification internal audit was a success. The Authority
received immediate certification with a passing score of 96 percent and zero deficiencies. Mr. Vogt
stated this will be an annual audit.

Mr. Vogt provided an update on the first year of the Osprey Water Injection Dredge. Mr. Vogt stated
the Osprey outperformed design specs and expectations. The dredge moved more than 270,000 cubic
yards of material in year one.

Mr. Vogt reported on upcoming major projects to include Port of Wilmington Reefer Phase 2, Port of
Wilmington Intermodal Radiation Portal Monitors, Port of Morehead City log yard, Port of Morehead
City new warehouse, and Port of Morehead City Berths 5 and 6.

Mr. Cook congratulated Mr. Vogt on the gate opening and chiller certification.

Mr. Vogt thanked the Chairman and the Chairman thanked him for his remarks.

Commercial Update:

The Chairman recognized Mr. Bean to update the Board on recent commercial activities.

Mr. Bean reported the January results were mixed. General cargo continues to over perform. The
container segment continues to face issues surrounding congestion at other ports.

Mr. Bean reported the second half of the fiscal year is trending positive. January container volume had
challenges with services and trade lanes, but February is improving and the outlook with additional
vessels will help the remainder of the year.

North Carolina State Ports Authority Board of Directors Meeting
Wilmington, North Carolina
February 24, 2022                                                                                 Page 3
Mr. Bean reported general cargo January performance was 50 percent over budget. Mr. Bean reported
the January container performance was 14 percent below budget. Only six of nine vessels were
received in the transpacific trade. Mr. Bean reported there will be three CMA-CGM transpacific vessels
in April through May.

Mr. Bean reported on future developments and key initiatives.

Mr. Shamdasani noted container utilization is at 100 percent and that his company cannot obtain
containers to move product out of India.

Mr. Cook asked Mr. Bean to explain how chassis pools work. Mr. Bean reported on the different pool
models and which pools neighboring pools are members. NC Ports is part of the South Atlantic Chassis
Pool. Mr. Clark stated this is the best option for NC Ports.

Mr. Graham asked for more information on the backlog of empty containers. Mr. Bean reported that
the empty containers the Authority has are being used for exports. Full containers are scheduled for
upcoming vessels. Mr. Cook asked if the Authority is putting more containers directly on the rail or the
container on a chassis being moved intermodal. Mr. Vogt stated the Authority only moves containers
directly on the rail- no chassis to rail.

Mr. Bean thanked the Chairman and the Chairman thanked him for his remarks.

Financial Update:

The Chairman then recognized Mr. Kazura for a Financial update.

Mr. Kazura reported on the January year-to-date financial results. Through January, ordinary net
income is $.3M against a budget of $1.3M. Mr. Kazura stated the Authority is doing very well in general
cargo and lagging in containers. Operating income is tracking favorably to budget targets and expects
that to continue through the remainder of the fiscal year.

Mr. Kazura reported on unrealized losses in investments with rising yields as well as timing for capital
grant projects.

Mr. Kazura reported the Authority closed on the property located at 1650 South Front Street in
Wilmington.

Mr. Kazura reported the cash on hand and quarterly State Capital Appropriation will cover near term
capital and debt payments.

Mr. Kazura thanked the Chairman and the Chairman thanked him for his remarks.

Chairman Wicker provided a Resolution recognizing Mr. Adams for his service on the NC Ports Authority
Board of Directors. Mr. Graham made a motion to approve the Resolution. Mr. Cook seconded the
Motion. All voted in favor. A copy of the Resolution will be attached to the Minutes.

Chairman Wicker stated at the March meeting, he would like North Carolina State Ports Foundation to
meet. Several members have been invited to the Economic Development meeting in Raleigh on

North Carolina State Ports Authority Board of Directors Meeting
Wilmington, North Carolina
February 24, 2022                                                                                 Page 4
Thursday, March 24. Chairman Wicker stated therefore the next meeting of the Board would be
Wednesday, March 23.

Mr. Cook made a motion to go into closed session pursuant to NC General Statute 143-318.11(a)(3) and
143-318.11(a)(4). Ms. Rabon seconded the motion, and all voted in favor. The board returned to public
session at 12:06 pm and the Chairman advised that during closed session, no votes were taken.

Mr. Cook made a motion to adjourn. Ms. Rabon seconded the motion, all voted in favor.

Approved this ____ day of _____________, 2022

______________________________                                   ________________________
Robert A. Wicker                                                 Laura G. Blair
Chairman, Board of Directors                                     Secretary

North Carolina State Ports Authority Board of Directors Meeting
Wilmington, North Carolina
February 24, 2022                                                                            Page 5
Board of Directors Meeting
       March 23, 2022
Safety Update

        March 2022 Board of Directors Meeting
Safety Incident Reporting
      Port of Morehead City

            Near Misses   Incidents   Injuries
July            1             5          1 (port employee)
August          0             5          1 (port employee)
September       0             7          1 (non-port)
October         1             5          0
November        3             6          0
December        2             6          0
January         4             3          0
February        1             4          3 (2 port, 1 non-port)

                            March 2022 Board of Directors Meeting
                                                                    3
Safety Incident Reporting
       Port of Wilmington

            Near Misses   Incidents     Injuries
July            4           14            2 (1 port, 1 non-port)
August          1           24            1 (non-port)
September       0           24            3 (port employees)
October         8           16            4 (3 port, 1 non-port)
November        5           10            1 (non-port)
December        2           13            0
January         7           10            0
February        10           12           0

                           March 2022 Board of Directors Meeting
                                                                   4
NC Ports Lost Time Injury Rate FY22
Number of lost time injuries = 0

Employee hours worked in FY22 = 277,968.785
Temp employee hours worked in FY22 = 7990.5
Total employee hours worked in FY22 = 285,959.25

FY 2022 LTI = 0
FY 2022 goal = not to exceed .9
FY 2021 LTI = .9
FY 2020 LTI = .9
FY 2019 LTI = 1.4

(number of lost time injuries) x 200,000
----------------------------------------------------   = Lost Time Injury rate
        (total hours worked)

                                                           March 2022 Board of Directors Meeting
                                                                                                   5
Port Employee Safety Index

               March 2022 Board of Directors Meeting
                                                       6
North Carolina Ports
 Employee Incident Classification System
           Port of Wilmington
                 January                       February
-Very Minor          5                                9

-Minor               1                                0

-Moderate            0                                0

-Severe              0                                0

-Catastrophic        0                                0

                           March 2022 Board of Directors Meeting
                                                                   7
North Carolina Ports
 Employee Incident Classification System
         Port of Morehead City
                   January               February
-Very Minor          3                         2

-Minor               0                         0

-Moderate            0                         0

-Severe              0                         0

-Catastrophic        0                         0

                         March 2022 Board of Directors Meeting
                                                                 8
Port Employee Safety Index
   Incident Average                Month
           1.29                    July
           1.24                    August
           1.10                    September
           1.13                    October
           0.50                    November
           1.0                     December
           1.08                    January
           1.00                    February

Port Safety Index Average = 1.04
FY 2022 Safety Goal is Port Employee Safety Index not to exceed 1.3
FY 2021 Employee Safety Index = 1.23
FY 2020 Employee Safety Index = 1.6
FY 2019 Employee Safety Index = 1.8

                                   March 2022 Board of Directors Meeting
                                                                           9
TWIC Professional Services

       Standardized service for customers
Professional representative conducting business at
                both port locations
        Standardized pricing for customers

                            March 2022 Board of Directors Meeting
                                                                    10
Wind Event

       March 2022 Board of Directors Meeting
                                               11
Commercial Update

          March 2022 Board of Directors Meeting
Commercial Update – February
OVERVIEW - All Segments
•  February results mixed, primarily due program and vessel timing – go forward trending positive to plan
•  H2 revenue & volume projections positive to plan against ongoing major transpacific (TP) schedule disruptions
•  Ukraine related dynamics and risks - sector impacts; fuel costs; carrier activities
•  China Covid resurgence - disruptions; lockdowns, omissions – congestion + service and network steering impacts

General Cargo
•   +19% YTD to plan and +32% YOY; ROY outlook projecting combined finish 10-12% over plan
•   FEB performance mixed by port – POW 38% under budget; 39% over budget for MHC)
•   MAR trending net positive to plan with combined finish projected 15% over budget
•   Incremental YTD Upsides / Growth – BBK (breakbulk) conversions / congestion diversions
      •   12 vessels / 60,000 tons / $1.2M REV in FY22
•   Risks / Concerns - Ukraine/Russia impacts – AG & metal / steel sectors

Containers
•   FEB performance below budget as transpacific (TP) continues to lag due vessel bunching and slipping into March
•   Projections across March, April and May are currently trending above budget
•   Except for TP, all other market segments (transatlantic & north-south) continue performing above budget and YOY
•   Received confirmation of a 4th CMA-CGM vessel in May, prior to start of official CBX service

Key Initiatives & Developments
•    Industry engagement & leadership – RILA & TPM – Retail; Furniture, Apparel & Textiles, AG, Cold Chain
•    Cold Chain - 5th Annual Cold Chain Summit - April 12 – Max Capacity / Strong response from Industry
•    New & Existing Customer Program Expansions – progress updates
•    Intermodal – WME (Wilmington Midwest Express) Progress; QCE adjustments; Rail, Carrier & BCO Contracts
•    Economic Development Progress – NC Ports & Collective NC efforts

                                                                  March 2022 Board of Directors Meeting
                                                                                                                      13
Commercial Update - General Cargo
                                                                                       YTD       % YTD        YTD       % YTD
North Carolina State Ports Authority                          YTD         Prior         vs.        vs         vs.         vs.
FY21 Vessel Tonnage vs. FY21 Budget     FEB       YTD        Budget       YTD         Budget     Budget    Prior YTD   Prior YTD

POW BB and Bulk Total (S/T)            127,989   1,759,518   1,549,248    1,411,401    210,270       14%     348,117          25%

MHC BB and Bulk Total (S/T)            119,563    819,698     643,084      583,039     176,614       27%     236,660          41%

TOTAL                                  247,552   2,579,216   2,192,332   1,994,439     386,884       18%     584,777          29%

BHF and RADIO ISLAND Bulk (S/T)          2,304     142,317     100,000      74,056      42,317       42%      68,261          92%
GRAND TOTAL TONNAGE PORTWIDE           249,856   2,721,533   2,292,332   2,068,495     429,201       19%     653,038          32%
 GC Performance & Outlook:
       • FEB fiscal YTD performance tracking 19% above budget (excl. Nutrien)
       • FEB monthly performance combined (15%) to plan; variation due vessel and program timing
             • POW: (38%) under budget (Chemicals and Fertilizer timing)
             • MHC: 39% over budget (Forest Products and Steel upsides)
       • MAR combined forecast 15% above budget (excl. Nutrien)
       • ROY fiscal FY22 projecting +10% combined finish
 Highlights:
       • Captured 4x breakbulk vessels (steel) diverted as alternative to planned gateways (congestion)
       • Breakbulk (BBK) mode conversions - expected to continue in select commodities for calendar 2022
             • POW handling monthly fluff pulp BBK vessels
       • Nutrien dry bulk vessel (Fertilizer - MAP) for export in March (46,000 MT); testing potash export
       • Ukraine/Russia risks: imported fertilizer, Nucor pig iron, organic grain imports

                                                                      March 2022 Board of Directors Meeting
                                                                                                                              14
Commercial Update - Containers
North Carolina State Ports Authority                                                      YTD           %        % YTD       YTD       % YTD
Container (Moves) vs. FY22 Budget              February               YTD       Prior      vs           vs         vs         vs          vs
                                    February    Budget      YTD      Budget     YTD      Budget     Feb Budget   Budget   Prior YTD   Prior YTD
THE Alliance - EC2                   2,428      3,950     27,772    40,900    40,027     (13,128)     -39%       -32%     (12,255)     -31%
2M/ZIM - ZCP                         2,419      2,775     18,068    29,325    25,376     (11,257)     -13%       -38%      (7,308)     -29%
ICL                                  3,685      3,525     34,728    30,050    28,223      4,678         5%       16%        6,505      23%
Maersk/Sealand - SAE                  731       1,000      7,937     8,125     7,375       (188)      -27%        -2%        562        8%
Maersk/Sealand - NAE                  495        200       3,260     1,600       0        1,660       148%       104%       3,260         -
Crowley                              1,216      1,250     10,736     9,650     7,484      1,086        -3%       11%        3,252      43%
Other                                 279        200       1,636     1,750     1,918       (114)      40%         -7%       (282)      -15%
TOTAL                               11,253     12,900     104,137   121,400   110,403    (17,263)     -13%       -14%      (6,266)      -6%

Asia                                4,847      6,725      45,840    70,225    65,403     (24,385)     -28%       -35%     (19,563)     -30%
Europe                              3,685      3,525      34,728    30,050    28,223      4,678        5%        16%       6,505       23%
Central & South America             2,442      2,450      21,933    19,375    14,859      2,558        0%        13%       7,074       48%
Other                                279        200        1,636     1,750     1,918       (114)      40%         -7%       (282)      -15%

       February Performance + March & ROY Outlook
       •  February:                 13% below plan
            •   Transpacific:       Volumes 28% below plan. 1 THEA vessel slipped into March
                                    Schedule integrity remains a major issue (e.g. 3 “weekly” vessels in 4 days)
            •   Europe:             Volumes 4% above plan. 1 ICL vessel slip into March. POW utilization strong
                                         Delays due to COVID and cyber attack on Antwerp terminal
            •   Central America:    Volumes were at budget. 1 vessel omission due to schedule challenges.
       •     March forecast:                     1% above plan (as of writing) – multiple end month vessel calls
               •  Transpacific:                  Projected below budget due schedule integrity challenges
                                                        COVID South China & East Coast congestion impacts
                •     Europe:                    Volumes tracking above budget with continued strong market
                •     Central America:           Volumes to be above budget as overall trade and allocation volumes remain strong

                                                                                   March 2022 Board of Directors Meeting
                                                                                                                                           15
Operations Update

          March 2022 Board of Directors Meeting
Operational KPI through February
                            Feb-22       FY22          Targets
Crane Down Time              0.5%        0.7%            1.0%

Net Crane Productivity       38.7        38.7            40.0

Truck Turn Times
  Container
       Single Move           19.5        19.8            19.0
       Double Move           29.7         32             31.0

General Cargo
  Wilmington
       Steel                 67.6        72.6            70.0
       Lumber                50.8        56.1            70.0

  Morehead City
       Dimensional Lumber    100         91.9            70.0
       Rubber                41.6        36.1            50.0

                                     March 2022 Board of Directors Meeting
                                                                             17
Chassis Yard Update
                        •   Phase 1 & 2 complete.

                        •   Phase 3 paving
                            underway.

                        •   Inspections on returning
                            chassis began in
                            February.

                        •   Chassis Yard
                            interchanges began in
                            March.

                        •   Full Chassis Yard
                            solution completed in
                            April.

            March 2022 Board of Directors Meeting
                                                    18
Area F East Update

            March 2022 Board of Directors Meeting
                                                    19
Upcoming Major Projects
•   POW Reefer Phase 2
     • Bids received on 3/10. (6 qualified bids received)
     • Plan is to start construction upon completion of F East
     • Action Item for approval today

•   POW Intermodal RPM’s
     • Design started in January and expected to be completed in May
     • Construction expected to start in July and completed in November

•   MHC Log Yard
     • Construction started end of January and expect to complete by May

•   MHC New Warehouse
     • Selected contractor for pre-construction services based on initial bids
     • Pre-construction services (project final design/scoping) completed
     • Action Item for approval today

•   MHC Berth 4 & 5
     • Design being completed. Bid for this project planned for late April
     • Conditional project. Requires Board approval (May) w/ planned construction start in June

                                                             March 2022 Board of Directors Meeting
                                                                                                     20
IT Update

       March 2022 Board of Directors Meeting
IT Capital Projects Update

•   TOS (N4) project is closed; Live across General Cargo & Containers; No more spending
•   Disaster Recovery is closed; Redundant connectivity in place; No more spending
•   Network project work being finished up before end of FY22
•   GOS (Southgate/CAP) work to be finished by end of FY22
     • Working on remaining non-critical go-live functionality
•   Business Intelligence (Power BI) roll-out before end of FY22; No more spending
     • Will highlight functionality at April Board Meeting
•   Warehouse Automation will be primary IT focus into FY23
     • GC EDI, Warehouse Inventory Management and Point of work App. functionality

                                                           March 2022 Board of Directors Meeting
                                                                                                   22
Financial Update

         March 2022 Board of Directors Meeting
February Year to Date Financial Results
                                                                    Variance
(Volume in Thousands)      Feb ‘22    Budget    Feb ’21          Bud         PY
Container Moves              104.1      121.4      110.4         (17.3)        (6.3)
General Cargo Tons         2,579.2    2,192.3    1,994.4         386.9       584.8

(Financials in Millions)
Operating Revenue            $41.4      $42.2      $38.1         ($0.8)        $3.3
Operating Expense             38.7       39.9       34.7            1.2        (4.0)
Operating Income              $2.7       $2.3       $3.4            0.4        (0.7)
Non-Operating Items           (1.9)     (0.8)       (1.4)         (1.1)        (0.5)
Ordinary Net Income           $0.8       $1.5       $2.0         ($0.7)     ($1.2)

                                           March 2022 Board of Directors Meeting
                                                                                       24
Change in Net Position After
                  Extraordinary Items
                                                                       Variance
(Financials in Millions)      Feb ‘22    Budget    Feb ’21          Bud        PY
Ordinary Net Income              $0.8       $1.5        $2.0       ($0.7)      ($1.2)

Extraordinary/Special Items
Gain (Loss) on Disposal          $1.0       $0.0        $0.0         $1.0         $1.0
Asset Impairments                 0.0        0.0         0.0          0.0            0.0
Capital Appropriation            22.5       22.5        28.0          0.0       (5.5)
Extraordinary Rev (Loss)          0.0      (0.2)       (0.3)          0.2            0.3
Other Expense                    (0.7)       0.0       (4.2)         (0.7)           3.5
Subtotal                         22.8       22.3        23.5          0.5       (0.7)
Change in Net Position          $23.6      $23.8      $25.5        ($0.2)      ($1.9)

                                             March 2022 Board of Directors Meeting
                                                                                           25
YTD Budget to Actual
$s Thousands

                          March 2022 Board of Directors Meeting
                                                                  26
FY22 Cargo Movement
                             Container
                    20                                                                                                                         140
Moves (thousands)

                                                                                                                                               120
                    15                                                                                                                         100
                                                                                                                                               80

                                                                           14.3
                    10

                                                                                                                                    121.4
                                                                                                                                     110.4
                                                                                                                                               60

                                                                                                                                     104.1
                                         14.3

                                                                                   12.5
                                                           14.2
                             13.0

                                                  12.8

                                                                   11.8

                                                                                           11.3
                    5                                                                                                                          40
                                                                                                                                               20
                    0                                                                                                                          0
                             Jul         Aug      Sept     Oct     Nov     Dec     Jan     Feb        Mar      Apr   May     Jun     YTD

                             General Terminal Breakbulk                                        FY22         Budget    FY21
                    125                                                                                                                        600
 Tons (thousands)

                                                                                   110.5
                    100
                                                                                                                                               400
                     75

                                                                                                                                   541.1
                                                                                                                                    457.6
                                                                           60.0
                     50                                            79.3

                                                                                                                                      351.7
                                                                                                                                               200

                                                                                           66.7
                              64.2

                                                           62.5
                                          50.3

                     25
                                                   47.6

                         0                                                                                                                     0
                               Jul        Aug      Sept     Oct    Nov     Dec     Jan     Feb        Mar     Apr    May     Jun    YTD

                             General Terminal Bulk
                    400                                                                                                                        2,400
Tons (thousands)

                    300                                                                                                                        1,800
                                                   324.5

                                                                   259.8

                                                                                                                                   2,038.1
                    200                                                                                                                        1,200
                                          321.2

                                                                                                                                    1,734.7
                                                                                                                                     1,642.7
                                                                           265.9
                              262.1

                                                                                   260.4

                                                                                           180.9
                    100                                                                                                                        600
                                                           163.3

                         0                                                                                                                     0

                                                                                       March 2022 Board of Directors Meeting
                                                                                                                                                     27
FY22 Financial Statistics
                          Operating Revenue

                                                                                                                                                              $40.0
                   $6.0
                                                                                                                                                              $30.0
        Millions

                                                                                                                                               $42.19
                                                                                                                                               $41.40
                   $4.0

                                                                                                                                                $38.10
                                                                                                                                                              $20.0

                                                                       $5.37

                                                                                  $5.23

                                                                                                       $5.27
                                                                                           $5.52
                                      $5.10
                           $5.06

                                                             $4.84
                                                $5.01
                   $2.0                                                                                                                                       $10.0
                     $-                                                                                                                                       $-
                            Jul      Aug       Sept          Oct      Nov        Dec       Jan        Feb      Mar       Apr     May   Jun       YTD

                           Adj. EBIDA (FY21 excludes DEP net reimbursement)                         FY23        Budget         FY22
                   $3.0
                                                                                                                                                          $12.0
        Millions

                   $2.0
                                                                                                                                                          $8.0

                                                                                                                                               $13.64
                                                                                                                                               $13.08
                                                                                                                                                $13.81
                                                                                $1.69
                          $2.35

                                                                                           $1.99

                                                                                                      $1.78
                   $1.0
                                     $1.69

                                                                      $1.58
                                               $1.41

                                                                                                                                                          $4.0
                                                            $1.33

                    $-                                                                                                                                    $-
                          Jul        Aug       Sept        Oct       Nov        Dec       Jan         Feb      Mar       Apr     May   Jun       YTD

                          Ordinary Net Income
            $2,000                                                                                                                                       $2.0
Thousands

            $1,500                                                                                                                                       $1.5
                          $1,104.4

                                                                                          $42.5
                                               $(211.5)

                                                          $(264.7)
                                     $132.9

                                                                                                                                             $1.99
                                                                               $(57.3)

            $1,000                                                                                                                                       $1.0
                                                                                                     $7.6

                                                                                                                                               $1.48
                                                                     $61.2

                                                                                                                                                 $0.81
               $500                                                                                                                                      $0.5
                     $-                                                                                                                                  $-
             $(500)                                                                                                                                      $(0.5)

                                                                                                   March 2022 Board of Directors Meeting
                                                                                                                                                                   28
Capital Spending Overview
in thousands               Year to Date                                      Full Year
                Actual        Budget      Variance             Forecast        Budget       Variance
Expansion       $12,626       $23,893       $11,267              $27,875       $39,124        $11,250

Core              $3,766       $7,958        $4,192              $11,765       $13,047          $1,282

Total           $16,391       $31,851       $15,459              $39,639       $52,171        $12,532

Summary of Cash Flows
Cash and Cash Equivalents at July 1, 2021                      $82.2       Cash Balance - February

 Total Cash Provided From Operating Activities                  $4.6       Operating Cash                $21.0

 Total Cash Provided From (Used For) Investing Activities      (14.8)      Board & Bond Reserves          10.0

 Total Cash Provided From (Used For) Financial Activities       19.6       Special Reserves               35.8

   Net Increase (Decrease) in Cash and Cash Equivalents         $9.4       Excess Reserves                24.8

Cash and Cash Equivalents at February 28, 2022                 $91.6       Total Cash Balance            $91.6

                                                            March 2022 Board of Directors Meeting
                                                                                                                 29
Expansion Capital Commitments                                                                                                 Commitments
                                              FY 2016      FY 2017      FY 2018        FY 2019   FY 2020    FY 2021   FY 2022   from FY22
                                                                                                                                 Projects    Total
Wilmington
 Turning Basin & Berth Improvements           $ 15,768 $ 26,386 $ 21,565 $ 21,698 $ 30,634 $    123 $    450 $                          50 $ 116,673
 New Cranes & Yard Equipment                       -      7,247   15,125   10,666    5,608      739    2,106                          -       41,491
 Terminal Improvements                             -          19   1,533    6,685   13,980   20,030   16,855                       21,921     81,022
 Navigation Contributions                          -        -      4,000      294    7,199    4,899      995                          -       17,387
    Subtotal Wilmington Expansion Outflows    $ 15,768 $ 33,651 $ 42,223 $ 39,343 $ 57,421 $ 25,791 $ 20,406 $                     21,971 $ 256,573

Morehead City
 Turning Basin & Berth Improvements           $      -     $      -     $       -   $      -   $   -   $        611 $ 1,351 $         -   $ 1,963
 New Cranes & Yard Equipment                         -            -           1,499        379   4,921          780     -             -      7,578
 Terminal Improvements                               -            -             -          -       -            -     2,466         9,750   12,216
 Navigation Contributions                            -            -           2,500        -       -            -       -             -      2,500
 Subtotal Morehead City Expansion Outflows    $      -     $      -     $ 3,999 $          379 $ 4,921 $ 1,391 $ 3,817 $            9,750 $ 24,256

General Admin
 System Upgrades                              $      -     $      -     $      191 $ 3,294 $ 4,360 $ 5,402 $ 3,652 $                  -     $ 16,898
 Subtotal Administration Expansion Outflows   $    -   $    -   $    191 $ 3,294 $ 4,360 $ 5,402 $ 3,652 $                            -   $ 16,898
                   Total Expansion Outflows   $ 15,768 $ 33,651 $ 46,413 $ 43,015 $ 66,702 $ 32,584 $ 27,875 $                     31,721 $ 297,728

Annual Cash Outflows                              15,768       33,651        46,413     43,015    66,702     32,584    27,875      31,721 $ 297,728
Annual Appropriation Inflows                      35,000       35,000        45,000     45,000    50,500     50,500    50,000           0 $ 311,000
Annual Surplus / (Deficit)                        19,232        1,349        (1,413)     1,985   (16,202)    17,916    22,125     (31,721)

Cumulative Cash Outflow                           15,768       49,419        95,832    138,847   205,548    238,133   266,007     297,728
Cumulative Appropriations Inflow                  35,000       70,000       115,000    160,000   210,500    261,000   311,000     311,000
Cumulative Cash Surplus / (Deficit)               19,232       20,581        19,168     21,153     4,952     22,867    44,993      13,272

                                                                                       March 2022 Board of Directors Meeting
                                                                                                                                                       30
Summary
•   February YTD financial results on track for Ports Activity Income but lagging
    Budget in non-Operating areas
     • Unrealized losses in Investments with rising yields
     • Timing for Capital Grants projects

•   Reefer Yard Phase 2 & MHC New Warehouse Capital approvals

•   Financial Sustainability initiative & FY2023 Budget process underway

•   Cash on Hand and quarterly State Capital Appropriation will cover near term
    capital and debt payments

                                           March 2022 Board of Directors Meeting
                                                                                    31
ACTION ITEM # 1
Board of Directors Meeting
March 23, 2022

Contract Award: Reefer Capacity Expansion- Phase 2, Port of Wilmington

Management Recommendation
Management requests authorization for funding in the amount of $22,578,526 to perform
the Reefer Capacity Expansion- Phase 2, and authorize the Executive Director enter
agreements for the construction, engineering services, and equipment for up to
$22,578,526.

Background

Reefer Capacity Expansion- Phase 1 was completed in May 2020. The new facility
immediately experienced high volumes, and today it is not uncommon to have periods
when all 540 plugs are utilized. The Reefer Phase 2 project provides 704 new plugs in
a similar footprint to the Phase 1 yard, with 4-high reefer racks and outlets instead of
the 3-high at Phase 1. In addition, the Phase 2 project area (Area B) is larger than the
Phase 1 area (Area C), therefore the Phase 2 project will provide space for two (2)
unrefrigerated container stacks to the south of the three (3) refrigerated stacks.
Conduit pathways will be installed under the pavement below the unrefrigerated
stacks, to facilitate future conversion to refrigerated. The future conversion (Phase 3)
will allow two (2) more stacks at 8-wide, 4-high, 9 racks each, or 576 plugs.
The Authority received six qualified bids for the construction work on this project which
had a range of $6.5M with the lowest bid being selected.

Financial Overview
Construction                                           $20,074,786
Contingency 5%                                          $1,003,740
Engineering Services (Const Admin)                        $500,000
Backup Power Generators                                 $1,000,000
  TOTAL                                                $22,578,526

The Finance Department has reviewed the scope and associated costs of the project
and has been determined that the Authority has sufficient funds to fund the work through
Expansion capital. This determination is based on current approved capital and
equipment projects and their anticipated cash flow timing requirements. Based on this
determination, the Executive Director concurs with the Staff recommendation for Board
of Directors’ approval.
ACTION ITEM # 2
Board of Directors Meeting
March 23, 2022

Funding Authorization: Design-Build Services for the New Warehouse, Port of
Morehead City

Management Recommendation
Management requests authorization for funding in the amount of $12,411,500 to design
and construct the New Warehouse, and authorize the Executive Director enter
agreements for the engineering services and construction for up to $12,411,500.

Background

With increasing volumes in the past several years for grains, fertilizers, rubber, cement,
steel, lumber, and other products, the utilization rate is very high for all warehouse space
at Morehead City. The New Warehouse, on the north side of the general terminal facility,
north of the existing A-Frame Building, will provide 75,000 square feet of open space,
without columns or internal firewalls. The design accommodates bulk products. The
basis of design is 36,000 tons of fertilizer storage. However, the warehouse could serve
to store of a variety of cargo, as needs may change in the future.

The NCSPA has entered an agreement for pre-construction services, for $160,000. Per
the State process for design-build bridging, the initial design-build agreement for pre-
construction services is the same agreement that carries forward into full engineering
and construction. Once the parties agree to the full cost of all work, the agreement for
pre-construction services is amended by change order.

Financial Overview
Preconstruction Services                                    $160,000
Design-Build Agreement                                   $11,430,000
Contingency 5%                                              $571,500
Engineering Services (Design Criteria)                      $250,000
  TOTAL                                                  $12,411,500

The Finance Department has reviewed the scope and associated costs of the project
and has been determined that the Authority has sufficient funds to fund the work through
Expansion capital. This determination is based on current approved capital and
equipment projects and their anticipated cash flow timing requirements. Based on this
determination, the Executive Director concurs with the Staff recommendation for Board
of Directors’ approval.
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