 There's a revised version of the voting process Just two typos instead of you know four it's three and three and two and Then two communications from Solve that I think you guys got and then just so I Don't think a lot of people knew that No So good evening everybody I'd like to convene this Regular meeting of the Burlington City Council on Monday, November 27th at 5 45 p.m Please join us in the Pledge of Allegiance One Their first order of business is the agenda council roof Yes, thank you I'd like to make a motion to amend and adopt the agenda as follows add to the consent agenda item 4.12 communication from Solvegg over be regarding the sale of Burlington telecom net neutrality data privacy Monica Horton book the closing of the net with the motion to waive the reading except the communication and place it on file add to the consent agenda item 4.13 communication Solvegg over be regarding authorship of Summary of proposals RVI 11 24 17 PDF with the motion to waive the reading except the communication and place it on file Add to the agenda item 5.11 a resolution adoption of the official flag of the city of Burlington, Vermont Counselors Shannon and Paul per chief of staff. Hello, this agenda item will be considered before the public forum Note the revised version of the agenda item 5.09 Resolution city council voting process for final selection of a Burlington telecom buyer on November 27th 2017 revised city council voting process subcommittee counselors. No Dell Mason roof and right per the city attorney's office per council roof Thank you. Is there a second to that motion? Counselor Wright. Thank you any discussion seem none on favor of adopting our agenda as amended. Please say aye Any opposed very good. So we're into our second item, which is a work session to answer counselors questions on the the new BT bids and We will have a public forum time certain at 7 30 As is our normal practice But we'll have about an hour and 20 minutes or so To take up counselors questions on the bids that are before us at this time I understand that that mr. Dorman is available by phone as needed and mr. Nos is available by phone as needed and otherwise Welcome to the bidders from kbtl from zrf and from Ting we Where appreciative of your being here today to answer our questions? So my idea was we might spend some time on each bid and then if there's leftover time We can just take any question on any bid does that sound like an acceptable way to proceed? Okay, so why don't we we start with a new bid with the the zrf with shores bid and We have mr. Nisar here mr. Shores and mr. Evans So I will open it up for Questions for the team Also the be advised that our legal counsel Ms. Blackwood and this little work will let us know if we're venturing into into territory, which we should avoid so I'll be looking to them for for that Council so who would like to kick off any questions Counsel right Would you please come up? Would you like all three to come up? Sure. Okay. It'd be great Good evening and welcome Todd Fossil and Gary. Thank you. She'd be in here Just a note of war everyone will need to speak right into the mics for it to get picked up in the room and by channel 17 so Could you whoever again whoever is most appropriate to answer this? Talk a little bit about the merge proposal explain it to us what Todd your role with Shores is in the proposal and Also, what the role will be of? HBC I mean if there is a connection to HBC or we're able to take advantage of best practices, etc. With HBC Sure, and thanks for the question. I'll start and then I will turn it over to the others. How's that? That's good And and thank you for having us here. We we appreciate that As some of you know When our companies were invited back into this process We really thought about what would be the right way to do that and since you'd encouraged Others to possibly do a joint venture For the first time Gary Evans called me and Gary's the former CEO of Hiawatha Called me and said I think you and Fossil would like each other and would be worth meetings So we met for the first time a week ago Tuesday After the last city council meeting and said gee there might be an interesting way where we take the best of our two offers Address some of the issues that this group has raised and others have raised And see if we can bring the best of both Specifically and I'm gonna let him address the rest of that but specifically about Hiawatha our company Since we began this process with Burlington have announced that we are in the process of acquiring Hiawatha I expect that will close at year-end. So we do not own Hiawatha today So I don't want to I don't want to leave an impression We have an agreement and we're proceeding and I fully expect that to happen in at the end of the year Our intent would be that there would be active sharing and collaboration between those two entities Because we think there's a lot that each can learn from and benefit from each other So that's certainly our that's our clear intent First of all, thanks a lot everyone for giving us the opportunity and inviting us back to the process So we we we appreciate that I think Todd covered it well that that When we were both out of the process we were both getting Comments about our respective proposals. There were things which were We understand people liked about our proposal People liked our community development initiatives. They liked our BTB Tech Innovation Fund and like the Job retraining program, but they were concerns about us which we which we which we receive directly and indirectly And I would say the same is True About chores. So our idea was how can we combine the two? Where we can bring the best of both options where we can create what I say more optionality for the city where on one end that you have the option to be able to Create more options today and In the future We thought that it will open more doors and that's why we combined our solutions and as far as HBC is concerned first time when we met the discussion was Our vision of BT What do we think of BT and that's when we got together and we had the same vision there were aspects in our proposal which Which shores became part of our vision and that is how the Tech development community development and how what what I say the two plans work very well together so we're gonna work with HBC with shores and we have an agreement that we're gonna But we will not dictate it we will let the management teams of both companies Sit in a room and say how can we work together? how can we learn from each other and That's our intention because at the investor level. We do not want to be dictating terms to the to the Managements of either HBC or BT But the intent is that they're gonna be collaboration in terms of technology in terms of economies of scale in terms of product and services There are a lot of things which BT wants to do Which HBC has done so we were very excited in Past because Gary Evans our partner. He is the founder of HBC But so we our view was that we have access to HBC's knowledge through Gary, but why this partnership we believe is good because it it Not only we have access to Gary who was the founder we have access through Todd to HBC to all the resources so I Would simply say and thank you for allowing me to come back I find Burlington kind of a second home for me and it's it's quite a nice second home I might add It has long been a dream of mine that there would be Collaboration between HBC and BT and After meeting Todd and Winona and Spending time also with Fassel it just seemed to me that the two gentlemen would work well together and it would give us an opportunity then to Allow the synergies that I thought would be beneficial to both entities to take place so You know, I hope that happens and I guess you will tell us tonight All right, thank you. I may have a couple more but I'll Somebody else go I Have councillor Tracey and then councillor roof was that a hand up councillor roof? Okay, and then Mason Thank you, and thank you for joining us tonight One of the issues that's grown in importance only you know over the course of the time that we've been discussing this has been that of Not neutrality with the FCC set to basically roll back that provision And it's of deep concern to us It has been throughout this process even before that FCC decision came forward and it's something that I put to the team Two cows folks. I believe last time they were here or I get all these me confused But anyways, one of the things that I would just really appreciate hearing is your views on that neutrality Do you commit to maintaining that neutrality? And if so how what particular Means will you will we have to really ensure that that that truly is the case? so We have seen some comments and So let me first acknowledge it appears that when we put the LOI together We did it very quickly in four days because we just formed our partnership So there was an omission and it was not mentioned. So first of all we have fixed that So we issued an LOI supplement in which we have addressed that we are committed to net neutrality But in addition, I think our answer is we are committed our it's very clear position internet should be open Privacy should be respected and all Traffic should be treated the same So I think that's the principles on which we agree And we'll proceed that way and so we will commit to that. Yes And I know this is sort of new territory But is are there ways that you can think of that we could really that you're thinking of to sort of contractually Bind that you know, there would be ways to verify that I just really we will put that in a contract. Okay. Yes So we will as part of the Contract we will agree to net neutrality. Okay. Thank you very much Thank you. I've counselor roof then Mason Thank you President Odell. Thank you for being here. I want to talk a little bit about valuation and equity First question will be really simple with regard to valuation the some a lot of folks in the public have been curious in looking at the range of Offer prices, frankly, so could you explain the offer toy the offer price of 25 million dollars, right? I think I think The offer price of 25 million should be looked in the context of who the buyer is ZRF is a financial investor and is Valuing the company on a stand-alone basis if if we one compares that price to a strategic buyer whether that is a Or B a strategic buyer can always pay What I would we say a quote-unquote strategic premium? What it basically the way we think about it is that they have other businesses they have other Resources they have other place where they can justify paying that premium As far as any financial investors concerned we only have one plan We only that is Burlington Burlington plan. We don't have five other companies We do not have any Other strategic plan this is so when you go to a Sale to a financial buyer is always going to be different than a sale to a Strategic buyer and the way I would explain is that if you have if you have a piece of land Somebody's gonna build a home on that is gonna pay a very different price than somebody who's going to Use it for some other commercial purpose so in our case We don't have that other the Leading criteria or is that something the most important aspect? Then we are not the price leaders. We just never would be But our understanding was that there are elements here in your decision, which are more than cash and What we try to do in our plan is and this goes back to our original discussion that What the way we see the true value of Burlington telecom? how Burlington telecom can play a role in the ecosystem development of Burlington and we are saying we will play our little role in that bigger goal and to that it is It is the the tech innovation fund and Job training program you see all the in you know if we and let's just say ZRF and shores are putting 1.75 million dollars into that entity If we wanted to work together, why can't we raise more money around that vehicle? Managed by BTV ignite Go to UVM go to these places do the competitive Process pick two or three startups fund them with the first fifty or seventy five thousand dollars and and then If we can just have one company raise five million dollars of series a that can create 30 jobs So so my understanding is that that your answer is Your offer includes the two hundred and fifty thousand Dollars annually for seven years for the BTV ignite product plus fifty thousand dollars for the tech education Ting's offer includes two hundred and fifty thousand dollars annually for Indefinitely longer than seven years and For similar things with some flexibility. I assume you're flexible as well to develop Businesses in Burlington, but their offer is also seven point three million dollars more than your offer So those two things seem to be kind of the same if we're not able to have a carried interest How do you make up? For for that difference because the thing you mentioned is really pretty comparable I mean you pay fifty thousand more annually, but they pay it for you know forever so What we're gonna try to do is Talk about the metrics of our deal and we when it compared to the other offer we will leave in I would say better hands and to decide which a is better or B is better So our job tonight is not to go and say why we are better than Ting or kbtl our job is why we think we have a proposal which we think has has Has metrics to do that So if if to go back to the start-up point you see our plan is integrated the startups the and And Tech redevelopment are a key assumption to how we are driving value out of the business So we are so nice are I don't I don't mean to interrupt you, but I do know that President no Dell is going to cut me off soon. Okay, so I want to just make sure that I understand your answer is that What what's in it for Burlington? I understand you don't want to compare But what's in it for Burlington is this 200 and with without the carried interest? The benefit to Burlington comes in the form of the two hundred and fifty thousand dollars a year annually plus the $50,000 a year for the for the tech said three hundred thousand dollars a year. Do you have any other elements? That make your offer You know compelling or differentiated from the others To benefit the city For us, it's not about the money we can put in for us, it is about The catalysts role we can play we can We would not have 10 million to put in the BTV ignite fund But if we lock our arms together We can sure raise more money around that vehicle and that vehicle let's just say we put 1.75 in over seven years Why can't we raise more money around it? And why can't that not be why can local businesses not jump in why can't we not say that you know There's a lot of when startups and this part has is is integrated off our plan. So You have the best universities Okay, I think I think I understand you're trying to You know build on what that two hundred and fifty thousand Can do so let me ask Also follow up on another question that was asked. How long is the right of first refusal? We we started this conversation when we were able to meet previously you referenced tonight that commercially Reasonable would be a requirement In conversations with Terry Dorman He indicated that a commercially reasonable right of first Refusal might be 30 to 60 days Is that your assessment of a commercially reasonable right of first refusal under normal circumstances in business partners? It's 30 days Given where the city is we have accommodated city and cities processes To make it longer and we will be open-minded to make it longer But can we you know make it to a point? Where it is hurting the business in which you will actually be you know, if you're the equity partner No It would it has to it will have to be commercially reasonable and we expect that if we are reasonable with you You'll be reasonable with us What what is the longest that you can envision extending a right of first refusal? I've not thought about it completely. So maybe I just need to talk to Todd, but I think it's We would need to understand how long you need We would need to understand how what is the fastest you can act on if you need to if you plan to well I think we need to know how long you can give us because as you've seen through this process We'll take all the time we can get and more right so we really need to hear from you what are the upper limits even if it's a range of What is What would be a reasonable commercially reasonable right of first refusal? I can see ourself going up to 90 days Anything on top of that we would have to have a longer discussion about it. Okay. Thank you very much I still have many questions, but I'll let somebody ask them. Okay. Thank you. I do want to clarify right your first refusals Decrease the value They've decreased the very value of the business in which you will be partner said what we can't do is saying hey Put a price on my house I'll tell you in a year if I want to sell it to you or not if that's what it is You'll always get the people who are not serious bidders. So I think To you know given again, we're trying to respond to your needs. So we will go more than two times three times what commercially reasonable is and Completely agree a right of first refusal can kill any deal. Thank you I have counselor Jang and then busher and then if there's any questions for other bidders people should bring them forward Counselor Jang, thank you president and I have two questions the first one ways It sounds like you've been following the BT cell process Right after you were voted out. You've been following it Indiana from from afar. Yes, exactly And you know about all the details, you know joint proposal that did not work And I was just wondering if you reach out to kbtl or kbtl reached out to you to find A joint proposal to bring it forward to us. That's my first question to sheriffs to both of you No, but no Gary introduced the two of us. I did not No one else reached out to us and we didn't reach out to anybody else. I think it's appropriate to Ask this question to kbtl They will come later. Yeah, they will be here We just want to respect and not comment. I think it's an appropriate question for them Let's have them. The answer is yes Open-minded. Yes. Have there been discussions in the past? I think it's an appropriate question for them. Yeah, thank you. And I think Consolation and did talk about a little bit of an ongoing Community investment and it sounded like reading your proposal. It's like You will be investing 1.75 million into the community for seven years and That's it No, there is no that's it now. There is no that's it. Thank you. Yes. Yes. This is a start I understand. This is a start of a partnership The goal is to Not say because the 250 and that's what I was trying to clear Don't look at this 250 as the 250 towards startup and we're gonna forget about it No, I'm looking for the seven years. No, no, this is no, that's it There will be you have our commitment. The only thing is when you do Put things on piece of paper you want to You know, be careful in terms of what you write so if the fundamental thesis is Strength off community relations will drive Network penetration network penetration will drive business performance the more the business does better the more the business will You know put more money into the community That's it. So the fundamental assumption of this proposal is We just think it's good business we because ultimately 7,000 people who are Our customers they give us You know, they vote every day if we do the right thing by them and if they say the great things about us and if they say Well, I like you know, I like Burlington telecom, you know, they gave Internship to my kid. Well, I like them because they gave Was a high school and they gave him a print and ship, you know, I like them because they invested That's the way to drive business It's it's we may get a huge startup out of here. We don't know. There's only one way to know Try it, but so there is no cap. This is not that it's written in stone If we have more funds and the our strategy works Why can't we put do more than 250? But why can't we know it do it for ten years? We can and anybody who will buy into this this entity in five to ten years will have to Be a buyer of Burlington values And that's it anybody whoever it is Shores ABC whoever that is No investor Financial a strategic would ever want to be If you don't if if you don't share the values So to answer your question. Well, there is no cap It's not a number written stone and it's not something that we are saying. This is it There is no this is it. This is the only thing we could show at this stage So my last question I'll try to combine them and it's because earlier you did talk about it I think you made it very clear that the value of a company can go up The value of a company also can go down But it sounds like the one point seven five million over seven years is locked That's definitely you will do it whether the company go up or down But afterward if the company go down, would you still commit? That's what I'm really asking. Would you commit in one point five seven million or would it go down? And now my last question would be if you are the successful bidder by of this company Will we still have the name to still be Burlington telecom or really be sure is KBT What would it be? You see that's the beauty of this proposal It is it would be Burlington telecom. We only have one plan Burlington's plan we're making one investment Burlington telecom and people of Burlington we do a good job here Burlington telecom will just take care of itself So it would not be shores. It would not be anything else. It would be Burlington telecom and the thing which I like about this partnership is that Let's just say five seven ten years later Shores wants to be the buyer in a process which will be competitive on the price which will be Market-determined as we all saw what it can be My understanding and Todd can correct and they have no right to acquire the company other than We would have done five to seven year or ten year diligence on them To see if we if they share the values or they don't My understanding is it will be even in that scenario. It will be Burlington telecom So I'll speak for our company the way we looked at it is the value This is a competitive telecommunications market the local brand name as great goodwill in the community Of course you keep the local brand name Counselor busher Thank you So I'm gonna have a couple of questions And one of them is gonna go back to what counselor Shannon was starting about about what else? your offer Has in it besides if indeed we don't have an equity Share in the entity So getting to that point, but that's not my main question, but it's one of my questions if indeed We were not allowed to take that equity share and had to take the cash Would we as a Community if the community if the residents still had a desire to have Some portion of an equity share in the entity would we be able to exercise that and is there a limit on When we could exercise that so let's say you get you get the nod and the partnership is here and we go through the process in all earnest and We get told that we cannot Take the equity share we have to take the money and Pay off our debt and there's no portionality of that My question to you is if the city then realized that and we had some money and we did what we needed to do with that Money, but there was a strong desire from the community Outpouring of or a cry from the residents saying We still want to have a say in this entity Would we be able to exercise that and for how long would you be able to offer that to us? I Think if I understood the question right that in an event you are not allowed to take equity Right not from the sale of not in that not in this process But then do we have the right to buy equity into this kind right? So first of all, let me We've been thinking a lot about why you would not be allowed equity And I'm not saying that that would be the case Yes, so the first thing we have we've been thinking about why you would not be allowed equity And they could be two answers. Well equity is risky. You may lose money and This business has gone through its ups and downs. What if it loses again in that case? What we are off what we will be willing to offer is the remaining 80% shareholders saying you would not lose money, right? We will stand behind your Value at closing So therefore why that's important because then you can say The remaining 80% are willing to guarantee that so I think the probability of you City retaining equity in our opinion goes up Will there be other things in the thing which we don't know the answer is short They could be things which we don't understand now. The question is would we have give the opportunity to? other local Investors to participate in in the company. I think the answer is yes But we'll have to be careful Which is that it is? It will have to be there certain laws The regular which we have to we have to respect it has to be qualified investors So there are local investor local businessman local people We are open-minded towards it, but what we don't want to do is Take well a we have to respect the law that we it has to be qualified Accurated investors, so if they're if they meet that criteria, are we open-minded towards it? Yes but what we don't want to do is Take money, which we are not supposed to and then That can create a legal issue. So the answer is yes as long as they are qualified investors Per the law yes, and I'm not asking thank you for that That was a little bit different answer than what I was really asking But I was asking not to not to do something illegal by any means but to find another source of of revenue potentially That if indeed there was a desire and what I really was looking for what answer I'm looking for is that Would that opportunity? exist for a period of time post the signage of of this Partnership and if so I would like to see something There so that I'd understand what our opportunity was To as a city, I'm talking as a city. I'm not talking as an individual I'm talking as a city as an entity, and I'm talking about the residents as a collective if there was a collective Desire from the majority of the residents for the city to Exercise some way of getting an equity share even though we couldn't roll over We wouldn't be able to initially get that would we have that opportunity and would that sunset? At some point in time, and that's really my question, but then I have another right If I understood right can city say okay, we want to invest Yeah We are open-minded towards it. It's just my understanding is that you may are not you may not be allowed Well, I understand that I'm there's a two-part process first is if indeed there is there are some Suggestions that as councillor Shannon said that in the process as we move forward We may not be able to actually take And and have an equity share we may have to take all the cash in it out and just take the cash And that's it. We won't be able to reinvest any of that in an equity share That's number one scenario and if that happens So be it but then if there was if the community as a whole if there was another Avenue that the city could go down having dealt with the cash out and dealt with that money But had another avenue would we be able to exercise that and would there be a sunset on when we could actually buy into the entity We are open-minded we are open-minded towards it obviously what it can't be that Would but on on reasonable terms like for example, it can't be that Within a reasonable period if city wants to let you say invest and buy equity Sure, it's the same thing as what we are offering today if you invest these dollars or you want to invest some other dollars sure Okay, but that's thank you. You've answered that question Okay Now the second piece is when you when councillor Shannon once again Thank you for setting the stage for my questions. Councilor Shannon does have another question just FYI. Oh, okay, but go on Okay, all right, so so When you when she was asking what you had to offer Besides the money if indeed we couldn't get the equity share I Wanted to answer for you Because I'm looking at what you have to offer and I guess for me there is something that wasn't articulated that I'd like you to speak to Which is the experience of laying fiber to the home and running a business such as BT And so could you speak a little bit to what you have to offer in that regards? I Think the people on my Right and left are Very excited to have Gary as a partner and you know, very you know now we have you know Shores as well. I think Gary is the best person to answer this question and Gary will be on the board of directors of PT as our partner Thank you. I think that Arguably Hiawatha broadband is recognized in the country as Certainly the first but also one of the best Overbuilders if you will and That legacy was based on do the right thing Customer service is a way of life. It's a mindset and You have to have a team that is Fully committed every member to Providing the very best service that can be offered I'm not sure that I'm HBC sold as many customers as Customers so customers for us the the fact of the matter is that HBCs roots were sewn in 1990 I Don't know if any of you specifically remember 1990 But my guess is that few of you had a computer and if you had one It was probably hardwired and it probably didn't do a lot of things that Today's computers do Internet was a military device back then By 1992 those of us who were using the internet were Making toll calls to AOL in Chicago to get online HBC became the first small-town internet service provider in the country I think it's honors and accolades speak for themselves and So I guess another way Counselor busher of answering your question is to say Whatever has been learned in those 27 years Will be at BT's disposal some of it has been through the years okay The surest company has been in business for 145 years. Yeah, well an awful lot longer than HPC has been in existence So the fact of the matter is that there is an awful lot of experience sitting at this table and I think that experience has proved That it a knows how to run telecommunications companies and Be that it clearly knows how to Architect fiber to the home infrastructures. Thank you. Can I just add something very quickly? Counselor Shannon he didn't mention himself and And their their bid was better than our bid for the community stuff I hate to say it, but it's clearly true the skill set he brings To this endeavor is as important if not more so than the dollars In terms of the experience the networks the people he knows He's gone through this with a number of people a number of firms and startups and that is a Very valuable set of skills So he won't say it about himself, but I won't well and hitchhiking on that Let me just point out that one of the things that makes Burlington telecom a valuable Instrument is its location You sit here with Lots of customers very nearby lots of customers a number of whom last night I ate at a place called Glacier is out in Williston and I Was talking to some people all of whom wish they had Burlington telecom The problem is that Building Williston and building South Burlington Require resources and I don't any know anybody better at finding them than facile so Todd's right Running companies laying fiber is only part of the equation finding the resources To make that happen is The major part of the puzzle and that's where facile excels Thank you. I'll set let's go to counsel Shannon. Thank you Um facile you you mentioned that in order to have community and that if We should fail to have Carried interests for the city and we were looking at community investors. It would have to be a Qualified equity investor and that requires a Minimum net worth doesn't it there there's a list of requirements including a minimum net worth is that the kind of investor You're looking for was it something else? We're not looking for investors We would well if there are people who are local investors or businessmen. They just have to Whatever the financial requirements are I don't it's they've been changing I don't exactly to call it but my sense is that it in order to make private investments there's a certain criteria you need to make meet and And So but we are open-minded towards it But it's a you have to obey the law as you said and there's a minimum net worth to do that, correct? My understanding is there is one. Yes, okay and We also had this discussion, but I want to We had this discussion when we met previously, but I want other people to have the benefit of the conversation what protects us from You want to sell your concept is to build up the value of BT and then flip it in a sale for profit Presumably profit to the city of Burlington as well as profit to yourselves and your investors and What? Protects us from a sale to charter or time Warner We know we are protected from a sale to Comcast, but that's kind of the limit Our protections as I understand it. I think first of all you are a lot more protected with Private company than alternatives Because the control of the Private company is in private hands, which is sitting right here The judgment has to be do we have alignment of interest today? Second is what protects you? Yes, you will have the boat seat as Part of the as part if you decide to roll over But what it really protects you is what I think I covered earlier anybody who is a buyer of Burlington telecom at any point Will have to be the buyer of your values the buyer of how we conduct business the buyer of How this city chooses? To work with its telecom provider if it was solely on price Then we would not be sitting here today You all know that So and the reality is that if it is charter for example just to answer their question directly Cable guys do not compete with each other if the Comcast is here There's no reason for them to be here and and compete with With Comcast but from our perspective we would agree to that all the anti-monopoly Clauses which have been mentioned and we agree to so you will have a lot more control Would you have? You will have the right of first refusal Assuming we can agree to the terms of it then What I would say compared to other alternatives But it will have to be a reasonableness test on both sides of the table If you want to do it if you want to partner with us I Expect that in the next month We both sides will be reasonable and they'll find the common ground so I Hope that answers your question I know it's not a hundred percent control, but there are a lot of things built in here including right of first refusal So our protections are that we have one board seat and you've now narrowed that down to there's going to be five board seats and we'll have No board seat if there's not a carried interest, but we will we will have one board seat if there is a carried interest And our right of first refusal for 90 days is our protection against a sale from some I mean you you may well be right that charter would not be the company Interested in BT, but they're certainly concerned in the community about a variety of potential buyers that I'm not well versed Enough to list them all now, but our protection comes in the board the board seat and the right of first refusal for 90 days and Your other investors do not get a vote in the sale. Is that correct? It's just the board that's a vote in the sale general partner Gets is the sole party making decision, which is us which is ZRF so the board does not get a Have a role in the vote. No Anybody who is investor they do not have a vote and that's a distinction. I'm trying to I Want us to understand because we are private entity Shores will not have a vote To say ZRF you should take this bit and neither does the city of Burlington Even if we have a board seat, we don't have a vote on the sale. You have I think for the city I think the most important thing to understand or at least the way we think of business is that Whoever is going to yes theoretically speaking is that possible it is practically speaking what it really is that the community is engaged the community is involved and Whoever will be buying Burlington telecom if the community does not want it They're not gonna buy Burlington telecom. That's just the reality. We live it But the good thing is that it's not that Nobody is gonna be here when they're not welcome So so I think you are the only you get to make the final decision But our protection is that a company that we would not that we would not want to buy us would not Want to buy us? No, it's it's not We are not Ultimately you have protections built in you have right of refusal and it depends what percent of ownership. It's not that Wells decides to rule we don't know that but yes If we do our business right we'll make decisions correctly and We'll be making decisions correctly at the board level and we'll be making decisions at the investor level and the sale decision lies with you sales decision lies with board and The investors in which ZRF is one of them and you will be another one And if Citibank or blue water or anybody else wants to decide It's so the city does get a vote on the sale if we have a seat on the board At the board level. Yes at the board level. Yes, but you say that the final This will have to be It's not going to be a Decision where we wake up one day I think the reality is that this decision will always be made on who the buyer is and the buyer will really be the buyer of Your business your community. I'm sorry, but I feel like you've said two different things and First you said the city gets a vote because we're on the board Then you said it's not a board decision This decision lies with the general partner, which is you and then you said the city gets a Vote on the board level, but my question is about the sale. Who gets the vote on the sale? Who makes that decision? Decisions are always made at two levels True in every company true in every private public company made first at the you know board level then it goes to the shareholder So the board level yes, you know city will have a board seat And the shareholder level should city also has its shareholdings to vote whether they like what the board has said Are approved so then the the other shareholders get a vote as well Yes, the other shareholders that we don't know who they are oh In ZRF ZRF is the voting block If it's ZRF ZRF is the general partner is the voting block Shores is not That's the difference between GP LP structure So Shores does not get a vote Does the city of Burlington get a vote? City of Burlington gets the vote because city is an individual shareholder not a shareholder in ZRF They are shape, you know a limited partner off ZRF city would have its own Parallel to ZRF a seat on the table So city will get to vote at the board level City will get to board at the vote at the shareholder level Shores is Is Does not have that vote Okay At the shareholder level this so the city gets a vote at the board level the city gets a vote at the shareholder level We have a 20% share So how are the votes weighted in the sale and exactly you said there are other shareholders that get a vote Who are the other shareholders to get a vote Shores is not one of the shareholders that gets a vote So who are the other shareholders who get a vote? limited partners in a GP LP structure do not get a vote General okay, we have that but who does get a vote. It's the ZRF general partner will vote on behalf of It's It's investment So the voting Works where GP Controls the vote city control its vote. Let's just say city bank wants to convert They will vote for their shares and if water wants to convert they will vote for their shares But you have the controlling vote because you've made that very clear that you have the you're the controlling decision Maker here, and you have the controlling vote Yes, yes, if we are the control of the company. Yes, we will have the controlling vote. Okay. Thank you. Thank you Councillor Shannon Councillor Paul Thank you So facile one of the things that you had and and for Todd as well or Gary as well One of the things that you alluded to in your LOI was the issue of dividend recapitalization and I'm wondering first of all for the benefit of those of us who weren't there if you could You know fairly succinctly explain what dividend recapitalization is and then if you could also Say whether or not you are willing to commit to that because that is an attractive part of your offer is that the city could Recap some of its investment without taking its principle and wonder if you are willing to commit to that With a with a you know Sort of a range of when you would be willing to do that so let me start let me explain it Yeah, let me do the layman's because I did it before And then I'm gonna let fossil ask answer it So it was in response to are there other ways where the city could get liquidity in a shorter time window from Burlington telecom and the answer was yes And the way that would be done is this offer from ZRF insurers is an all-equity offer There's no debt on Burlington telecom with this offer If Burlington telecom continues its growth we believe that in a window And I don't know if that wind is three years four years five years, but it's a it's not 10 years That the business will be generating sufficient cash Will be attractive to lenders and what a dividend Recapitalization in is at that point is Burlington telecom could go into the debt markets Put some debt on to the entity and then do a distribution To all of the shareholders so that would be kind of that is what a dividend Recapitalization is in the most basic form I would argue that right now would not be the right time to do it And and it I'd say it'd be hard to put a time frame on it from my perspective Because there's some great growth opportunities in front of Burlington telecom So I think the best use of funds would be to reinvest in the business rather than take the money out Also, there's not sufficient cash flow where you could have a lot of lenders where it would be a very Competitive process, but that's kind of conceptually what it is I would second that that's a that's a one of the benefits of Taking all equity deal and maintaining your ownership that we have the ability to take on debt and then Everybody can take some piece off the table the reason why I think at this stage to to put this in What I would say in a on a time period is Would not be prudent is that what we don't want to do is put too much debt on the company and burden it Because that's where we were in the past So we have to just gain more strength as we gain strength. Is that one of the option? Absolutely we But we will be aligned To to say okay, everybody takes 20 cents 30 cents off the table and we still have enough cash flow to grow the business What we must not do is starve the business Give up the growth opportunities to take money off the table. So now is not the time. Is it possible in the future? Yes, it is Okay, so I understand if that's okay. I'm not sure. Oh, I'm back. I'm yes, please proceed. Okay So I understand that that obviously now is not the time to do it that makes perfect sense the company is still You know, I mean the EBITDA is not that high Todd you've said three four or five years Basil you're the one that's going to be the general partner if you're successful. What's your answer to that? I think the time frame Todd is is mentioning appear reasonable the reason I the reason why I you know Why I'm hesitant is the last thing we ought to be telling you is Hey, we'll do this in three years if things change if there's a great opportunity growth opportunity comes along and Together we make a decision that we want to grow BT that way. Then I just don't want to say I Don't want to be I don't want to lead you a path We're businesses change things evolve That markets change that markets change we may get an opportunity you see We may get great great growth opportunities, which we may want to realize but I want to tell you from investors perspective That's great That's great because they love to you know You know buy the company put debt on it take all of your money and then Do that? That's not who we are. We're gonna run this company Conservatively we're gonna grow it at some stage will take that so The time frame if nothing else change sounds reasonable, but the reason of caution is Because we want to do the right thing by the business first now, but this is what I'm saying is that We are interested line we if there's access cash or If there is cash, which we can do in a prudent manner without creating Any damage to the growth opportunity we should do it, but we have to learn From our past where we took on too much debt too early so Absolutely open-minded We are very much aligned on that point But you know if we are partners together you would want us to do the right thing and we will do the right thing So I guess the last question I have is you had just said that you will be you be running the business conservatively yet part of your model as an equity investor would be to sell your share of the company within five to seven years chances That sort of seems to be at odds with each other you're you're running the business conservatively, but your time frame is very short So are you running it conservatively, or are you running it aggressively? What I meant to say that is we're not gonna take financial risks We're not gonna say we'll let's put 30 million of debt on it And and things will be great when I say conservatively. I mean spend the money you have live within your budget Grow what you can afford Don't do the standard mistakes which is build and they will come Burlington will build as per plan outside Burlington Just be fiscally responsible and there's a lot You know Gary will bring to the table, which is If we go to a neighborhood How about a community of dinner and see how many people want us on that street? If there is a demand we build the street and we do that's what I mean conservative, which is don't we have to just learn from the past I Think that one of the things that HBC had always had 60% penetration in a community before it even put a shovel in the ground And I think that's what we're talking about here We want to make sure that we go where we're wanted alright and And the weight of Burlington. Yes, but I'm talking about the greater area the way you do that is is you pre-sell okay, and You ensure the success of the company before you spend dollar one Thank you. Okay. Great. I think we need to close down the work session, but thank you very much for answering all those questions I think if there are questions for other bidders or more questions We can get to those when we get to the voting process if there are more questions So thank you very much. Thank you. And we're going to thank you. Thank you We're going to move on to five point eleven Which is a resolution about Burlington's flag. Yeah, we're gonna just take a quick minute Be right with you. Yeah, but he has to sit here and wait We're gonna come back together and we're going to go to five point eleven Which is a resolution about adoption of the official flag of the city of Burlington and We're after this after them the resolution is moved and we're gonna look at the flag Proposed new flag Then I will ask if anyone in the public would like to advise the council on how you think we should vote on This resolution and then we'll go to the vote We just like to always make sure that we hear from the public before we make decisions. So with that said, I think I'm recognizing counselor Paul Thank you So thank you. Thank you president Odell I Would like to read the resolution in just a bit later Would ask for a second and then make a few comments after the second So you're gonna read the cup read the resolution. I'll read after us. Is there a second second? Yes Councillor Shannon seconds it Councillor Paul Thank you. Um So while many of us are gathered this evening to discuss the sale of Burlington telecom Today is a day that we celebrate a historic moment in our city's journey in time tonight we're celebrating the inauguration of a new flag for the city of Burlington and this after a Lengthy and very lively process a flag has been selected for our approval this evening this flag is going to be waving over City Hall and in city buildings for many years to come and Isn't it only fitting that the designers of this flag? Are dare I say I'm gonna take it. I'm gonna take a chance and say that I believe they are probably the youngest people in this room And some of the youngest citizens in our city and not only are they young and bright and seventh graders at Edmunds elementary school But they're also twin brothers They're here this evening and we'd all like to recognize them and their mother who is a lifelong resident of Burlington Lucas and Owen Marsh or so and their mother Molly a bear sitting right in the front row and We'd also also would like to recognize that not only is their mother life long resident And they all live in Ward six But so do their grandparents Lucy and Alan a bear who are also Ward six residents and are also here this evening as the as proud grandparents So with the council's permission, I would just read the resolution in the year 2017 resolved by the city council in the city of Burlington as follows That whereas a flag represents a unique place and its people and can be a symbol of community pride And whereas a flag should be simple wordless and easy to read from a distance and Burlington's existing flag has served the city well since 1990 but does not meet these basic criteria and Whereas a budget of six thousand dollars was approved in the FY 18 budget Supporting the process of procuring a new flag and the Production of flags to be used by departments of the city of Burlington and within city council chambers And whereas the city the Burlington City Council unanimously approved moving forward with the creation of a new flag in January 2017 and Burlington City Arts was appointed to develop the process and whereas BCA presented a process to the city council in March 2017 that like many similar flag processes Processes nationwide was geared to invoke broad citizen engagement and enabled formal council adoption of the winning flag following a city-wide vote Whereas BCA consulted with the North American vexacop vexacological Haven't said that word a few too many times Association and specifically internationally renowned authority on flag design and the author of quote good flag bad flag Edward Ted K to develop criteria and guidelines for flag design submissions and whereas BCA announced the redesign of the city flag in September of 2017 and immediately began a media and outreach campaign to encourage submissions from Individuals of all ages who live or work in the city of Burlington and whereas submissions were accepted online and in person between September 1 and October 15th 2017 and 138 Submissions were received including those submitted by Burlington children students parents teachers designers Artists and residents from all walks of life and whereas the submissions were evaluated based on the quote five Basic principles of flag design which include keep it simple use meaningful symbolism Use two or three basic colors No lettering or seals and be distinctive or be related and whereas a committee of community volunteers including Educators graphic artists students in high school and college government officials and business owners facilitated by Edward Ted K selected seven flag designs as finalists and BCA conducted a media and outreach campaign to encourage Participation in rating the seven flag designs from individuals who live or work in the city of Burlington and whereas 1427 individuals Rated the seven flags flag designs online between October 17th and November 17th And whereas the flag design that we received the highest score from participating individuals is flag design a Created by twins Owen and Lucas Marchasso who attend seventh grade at Edmunds Middle School in Collaboration with their mother life-long Burlington resident Molly a bear and whereas the team designed each layer of their flag to symbolize the sky Which represents looking back on our rich history to a head To unknown future with perpetual hope Snow-covered mountains and indelible backdrop of our city the Green Mountain State Burlington's commitment to the environment and the University of Vermont the breakwater protecting our spectacular waterfront Lake Champlain sustaining and enriching our Community and lives whereas Owen and Lucas Marchasso will receive an honorarium of $250 in recognition of their effort and participation in this community process And whereas the new flag is scheduled for its first official raising during a first night Burlington 2017 ceremony that will take place on the steps of City Hall at 4 p.m Now therefore be it resolved that the flag attached here to Created by and selected through a public process by individuals who live and work in the city of Burlington is hereby Adopted as the official flag for the city of Burlington, Vermont and be it further resolved that the official official flag design of The city of Burlington shall be freely available for public work use and Reproduction, thank you very good Yes floors open counselors Shannon and I do want to hear from the public, but I'll go to you next Thank you. I Actually can't see from this side if what we're looking at is double-sided is Okay, that's what I thought I thought it'd be nice after we vote if perhaps the designers could come up and Reveal the flag to the public that we're looking at now. Yes. I was thinking maybe we'll do that now Would you be willing to come and show the flag to the public? And then I'm going to ask if any member of the public would like to Advise us on how we should proceed of a little public forum mini public forum only on the flag The mini public forum on the flag is open if you just raise your hand if you'd like to address us With the designers of the flag like to address the city council. You don't have to So I think I'm going to take the clapping as a wholehearted endorsement and recognize counselor Shannon Would you like to speak to it? No, no, you're all set. Okay The floor is open Are we all set? I'll in favor of oh, yes mayor Weimiger. Excuse me. Thank you president. I'll just really quickly I want to say congratulations and thank you to Owen and Lucas for this great design and for putting all this hard work into it It was one of the exciting things about this process was you were not the only Youth in our community that were working on this I saw kids at Edmunds Middle School Submitting designs. We saw kids down at the King Street Center submitting There were dozens and dozens of entries that came in they even I think it is exciting that it is one of our Couple of our kids that have brought this home, especially knowing that there was an architectural firm represented at this council that put in a finalist bid that didn't quite make it there So great work. Thank you, and thank you to BCA which read led a really well organized and well promoted process involved hundreds over 1400 people ultimately helping with the decision as well as the dozens and dozens of entries and Andrew Krebs in particular think this should be Acknowledged for leading this and thank you Doreen and Sarah as well Let's go to a vote all in favor of adopting the resolution as moved. Please say aye Any opposed it carries unanimously congratulations, and thank you very much. I just want to acknowledge Deb Kahlo who was the organizer for Burlington City Arts who brought this whole process together working Very closely and spent many many hours in outreach to the school community and to community groups to bring public engagement and I also think it's really important to See and I know you too tomorrow when you go to school It's gonna be a whole new day for you because this is the people of Burlington's flag and you have helped design this and make this a part of all of our lives, so thank you so much Great. Thank you so much. That's wonderful So we have I think one more was that I was thinking it might be nice. Yeah Great, thanks. That was great. So we have one more small amendment to our agenda to accommodate Some members of the public Councilor busher Yes, president and Odell I would like to move to amend the agenda to take up next Item 5.07 which is a public hearing regarding roadway acceptance request Stanaford farm roads and then 5.08 the resolution which is the Stanaford farms conveyance to the city of Burlington So I move to add to take those two items up next. Is that a second Councilor Hartnett. Thank you So this is their discussion. This requires two-thirds vote. I'll in favor of amending our agenda in this way Please say aye Any opposed so it carries and so at this time I will open the public hearing regarding a roadway acceptance request for Stanaford farms road Does any member of the public seek to address the council on this matter? Okay, seeing none. I will close that public forum and go to the resolution itself counselor busher Yes, thank you very much I'm going to move to waive the reading and adopt the resolution and after a second I would look either to the license committee who actually dealt with this Prior to the time it came to this for the council or any other member of the council that wanted to speak to it Okay, thank you. Was there a second? counselor Dean seconds it and Is there any discussion? Counselor Dean right so this item did become come before the license committee for evaluation Essentially what it addresses is development that's happened out in the New North End at Stanaford Farms Road it addresses water easements sewer easements that allowed that road to be put in place certainly was a significant development for An improvement to the city in addition to our tax base so we saw no issue with the Submitted materials they followed all protocols. We had a presentation from the city of Burlington engineering as well on this And we supported it unanimously in our committee great any counselor Seen none on favor of adopting that resolution on the Stanaford Farms conveyance to the city of Burlington Please say aye. Aye. Are there any opposed that carries unanimously and it shall be done At this time I I will open the public forum a Little bit late. Sorry about that 745 p.m And I've had some requests from the council some inquiries about About the the proposed length of the public forum And I would just like to say that I would like to I would propose that we try to wrap up the public forum by no Later than nine o'clock Does that sound agreeable to the council and to the public we I think we can accommodate everyone here, but we We want to get into our debate Before Early or as early as possible while still hearing from the public. So that's how we'll proceed. Thank you So we'll yes, Kelsey Shannon If we're if we're ending the public forum potentially early could we try to hear from people we haven't heard from from before kind of at the front of the file The council president doesn't necessarily have an excellent memory Okay, yes, okay, I will see what I can do Take that under advisement. All right. So we'll we'll start off with we'll set the clock for two minutes and the first speaker is Russ Scully And the second speaker is John Callow and again if we if we have We've been listening. We've been listening carefully and so new information is always especially valuable At the public forum. So is Russ Scully here? Okay, then we'll go on to John Callow to be followed by Kelly Kelly divine Good evening Speaking about the BT transaction first I'd like to commend the council and the community on the process that's brought us here tonight. I know that's It's a little bit like watching sausage getting made and it hasn't always been pretty but but we're here I think we've had robust debate among a passionate electorate, which That's a good thing. We've got a community community that really cares and in that that speaks really well for us we've We're fortunate that we've had three proposals that that span a Variety of levels of expertise Capitalization and just economic approaches In my opinion when you The city of Burlington here is settled in 1773 over 200 years of history. It's gonna have another 200 years of history For a transaction like this I think it really needs to be looking for a partner that shares that that that long-term view and And does so in a way that that brings a variety of tools to the table From my read of the three proposals the Ting to cows proposal is the one that rises to the top They have they're well capitalized They're well experienced. They've operated in markets throughout Canada in the United States of varying sizes Smaller and larger than than Burlington, Vermont They have a long-term consistent with their prior experience. They have a long-term strategy for Burlington Which I again, I think we need to be thinking as a community About what is our prospects for the future? They want to grow the asset I T the Ting's is is focused on promoting Burlington as a future hub for economic activity in a digital economy to me. That's key That's very key When I look at this the demo or when we look at the demographics This is an important feature It enjoys the support of the current BT staff and oh, yeah, it's the highest cashed offer That's been then that's been received for those reasons. I urge you to move forward with things. Thank you. Thank you very much Kelly divine then Jeff booze us Jeff booze us please and then Anne Barton. I'm here to voice my support for the Ting bid There are reputable telecom company with a strong proposal With a sale to Ting the city will recoup millions of lost dollars and will bring the BT saga to a close And in all likelihood, we'll also enjoy an excellent telecom service That said I like co-ops and I wish we could keep BT local I've been a member of city market for about 20 years Before it was even called city market when it's out on North Newsy Avenue. I've subscribed to BT since essentially its inception My heart is with KBTL, but my head knows Ting is what is best for the city This is a head decision not a hard decision and it shouldn't be a political decision either The KBTL proposal has many positive aspects, but bid just brings too much uncertainty Everyone knows the potential pitfalls including less money for the city a lawsuit by city bank the possibility of regulatory obstacles in an organization with little to no experience in running a telecom company The ZRF shirts bid is being Reconsidered very late in this process and therefore cannot be vetted with the same rigor as the Ting and KBTL Also, they stated their intention to flip the asset in a couple years. That seems like the antithesis of the KBTL bid There's been strong support from Berlin Tony and at the KBT For KBTL at the city council meetings and I find that very impressive and admirable But however, it shouldn't be construed as representative representative of the views of the of all Berlin Tony and everyone I talked to supports Ting My data supporting Ting is equally anecdotal Finally, I think it's worth noting that the city of Burlington doesn't actually own BT right it's owned by blue water So maybe keeping it local is Actually too late. I asked the city council to do the right thing and bring on Ting Thank you And Barton and then Abby Tai cocky Hello, I'm Anne Barton. I'm a resident and ward for and yes I had my little sign comparing the two and I really wanted to make it really short and sweet and ask the city council to as as officials that are Voted in by the by the residents in the city to do the Physically responsible thing make the right decision for the city of Burlington. I do support Ting I think that it brings the best The best offer to the city of Burlington and also to To do what will protect the city from further legal action as we've all heard may happen With other decisions that are made so I didn't really want to get into any specifics, but I just wanted to let you know that That I supported Ting and that I would like you to do as I'm not sure the gentleman's name that spoke earlier But as he said to make a decision with your head and not your heart We all do like to keep things local and we do support the co-op and we support Burlington Telecom and we support and we think that they've done a remarkable job But it's not the best deal for the city of Burlington, and I think that's what you need to focus on is what is the best The best option for the residents in Burlington. Thank you Thank you Abby Ticocchi and that excuse me Barbara win win Roth Tonight I'm delivering a comment on behalf of Burlington telecom employees Sean Kayo I'm the digital marketing and analytics staff member for BT each day Part of my role is to review BT marketing efforts and the return on investment of our weekly spend a difficult element of this process Is valuing the intangibles the impressions the public perception online reviews and public comments? The BTab criteria does state it is important for the city's public officials to try to recover as much of the taxpayers 16.9 million as possible it goes on to say part of that should come from the indirect benefits of maintaining a strong telecom system And so when I joined BT in July of 2016 My charge was to continue to push the narrative of BT away from the negative and focus on the amazing work that BT does every day For this community over time this new narrative has taken hold often just walking down Church Street in a BT t-shirt or Tabling at a community event around town I receive praise from current customers who couldn't be happier with BT's quality of service and commitment to the community So how do we value this? What's it worth after the final vote is made? Where does all this excitement and passion for BT go for the 26 current employees? It simply carries over to tomorrow morning The employees spend every day working to pay back the city and its residents by doing whatever it takes to generate that Next five-star Google review or happy email or ecstatic phone call just last week our team made a business owner cry tears of gratitude I am not exaggerating over the expediency with which we installed her service and at half the price that she was Quoted by our competitors. We take great pride in delivering the best internet service This city has ever seen and providing exceptional customer experience. We feel that value that recovery every day What is that value the council puts on a consumer that is legitimately excited about internet cable and phone provider? Please do not make a vote tonight based solely on the numerical recovery of funds that recovery started years ago It continues to be delivered right now While Zach is down the street taking service support calls until 10 p.m. Tonight, and it will continue tomorrow at 8 a.m. Sharp. Thank you Thank you Barbara Winroth and then Carolyn Bates I speak as a member of Burlington telecom and What I heard tonight and all the things that I've heard I am I won't mention my heart because this is Reasoning from all that I have gathered and from all that I've gathered I Feel so much more secure in keeping it here in Burlington where we will support and really participate and be really Out front for the community to make it succeed and And I feel very much that it's going to succeed. It's not succeed Succeed and I've come here to say that I Wish you could see things the way I do and I also have been petitioning in the Community and there may have been two or three people that didn't agree out of hundreds And I have worked hours on this That said oh, well, I don't think so so I Feel that the community is solidly behind keeping it here Thank you Thank you Carolyn Bates, we'll do the silent applause. I appreciate that The exception was for after Carolyn will be And this is the divine Thank you all very much. I'm talking with reference to this chart. I gave it to the TV and I've passed some of them out I'm Carolyn Bates Ward 5. I was one of the beta people working on BT So I helped them figure out problems that they didn't know they had and I want to address some of the things for KBTL. I wanted to Say that Mayor Murrow and some of our city councillors say KBTL is not viable That it will fail to keep BT afloat But I want you to look at all the KBTL supporters right behind me and you know many many more They're 500 plus members alone of KBTL You all know Alan Mattson personally you even know what kind of shoes he wears KBTL as you know will be transparent Just give us a call and we'll repair any problem You will not have to look under rugs to find us Or go to Canada Or have the numbers redacted like shores did All of us want BT to be a huge success. We will not let it fail The conservative projected long-term monetary return of Burlington telecom under KBTL in 10 years is $11.1 million profit in 50 years it will be a hundred and eighty million dollars The present Burlington telecom forecast says twenty six point one million dollars in ten years and 283.9 million dollars in fifty years Our schools need millions of dollars Memorial auditorium should not sit unattended This profit from Burlington telecom should stay Local and put money back into City Hall I want to charge you all to hear us and stay local. Thank you. Thank you Kelly divine and Then and then drew Baker I'll make it quick because I know there's a long night ahead Wanted to thank the counselors again for all their incredibly hard work on this I just wanted to mention on behalf of the business community members that I represent our business customers have a lot of choice we've looked at the Bids that are before us and our business customers can pretty easily switch between carriers based on service or price and Doing some research on Ting and shores one of the concerns that came up for us was the Low ratings and customer service for shores as well as the fact that their pricing wasn't as competitive We'd like to see a solution selected tonight that really helps set Burlington up for the future for being a leading edge technology city and We've reevaluated based on the new combined bid and still are coming in support of tank. Thank you Thank you Drew Baker and then Richard Bragg Hello I'm Drew Baker. I'm UVM student I live in Ward 3 right across from Burlington telecom. So I've been able to keep very close eye on the building We appreciate that. Yeah, I want to personally thank the city council for their continued deliberation on this issue As I know it has chewed up a great chunk of your time This sale has been very divisive for counselors and residents alike and I represent most students when I say that we need to keep BT local Burlington residents including many students have been paying very close attention as this new can of worms has been recently opened This is of course the FCC's proposal to roll back net neutrality, which currently gives consumers equal access to all internet content Most people especially students rely on internet daily Rolling back net neutrality will create a pay-to-play technology infrastructure Which unfairly affects consumers media companies and small telecom providers alike It gives more power to companies like Comcast to charge their consumers more for the service and the ability to block or slow down Certain content also infringes on our basic human rights ZRF fails to ask new net neutrality and claims that their advocates but like but like most corporate telecoms Providers they are always have been and always will be attached to profit motive and their investors Functionally local is not the same thing as financially local Save for the co-op no option will keep the revenue here in Burlington nor will they value fairness over profit We should be proud that Ting is interested in the hub of Burlington But we will not let them sweep in to Burlington for the promise of rich reward Burlington is not for sale BT local is the only bid who will protect our residents until the end of our days Local control keep net neutrality secure right here in Burlington now tomorrow and many years in the future This is no longer about profits of the city. It's about morality a vote for kbtl is a vote for consumer fairness And everyone in this room is watching. Thank you. Thank you Richard Bragg and Then Alan Turnbull I wanted to Actually extend that a little bit and talk about net neutrality because I don't know if anybody really thought about it, but it It really is over If you've been following the FCC net neutrality is over I don't know if you've ever if you are really thought about that, but it really is going to be over And states will not have a right to To set up their own net neutrality rules under this either So It's not a pie-in-the-sky thing. It really is over and as a commercial ISP Guess what you're going to be setting up slow lanes. That's what you've got to do if you ain't going to be doing that You're going to be out of business This is the reality that we are now facing Have you thought about that really? Any commercial ISP The only option to even begin This is a complete uncertainty that we're heading into here The only stability that will have any voice that will have is to is to is to have it co-operative So I'm here to support brilliant keep this Burlington Keep it here and and it's the only way we'll have any any voice in this because it That's all I got to say Thank you Alan Turnbull and then Charles Simpson members of council Excuse me. I Wish to be as respectful as possible when I say this I've heard that Councils I've heard the suggestion from many of you that council's primary Responsibility seems to be to avoid legal action Instead I believe that that your responsibility is to steward the public's business with Transparency and in the best interest of the citizens of Burlington now and in the future. I Am sad that the city first failed to exercise adequate oversight of BT's financial behavior years ago But I find it more regrettable that the council reacted by putting in motion this process to privatize a public asset That was built with public funds While I regret that the city will sell BT I think that selling to KBTL is the best of your very limited and unfortunate options at this time and I hope that you will do so keeping it local and Husbanding the resources that the city has invested in BT for the benefit of Burlingtonians into the future. Thank you Thank you Charles Simpson and then Robert Bacchus Thank You Councils for this public forum. I Think Rick Bragg and the student before him said it more eloquently than I will But if there was ever a compelling reason to maintain local control of our access to the Internet a Vents this week at the Federal Communications Commission have provided that reason The FCC has proposed the total Resinning of net neutrality rules and with a Republican majority on the FCC this will pass It means that internet providers can institute fast and slow lanes Can manage content including blocking content and will eliminate Burlington's present fast and lower priced internet access The FCC will emphasize market efficiency as the only value It will not take into consideration the public interest Public access subscriber interests or support for new internet dependent startups Please vote to maintain the Burlington difference. Thank you. Thank you Robert Bacchus and then Lynn Martin Thank you And as I'm afforded another opportunity to speak on this issue I think I'll let you for the time and consideration that you put into this I know you are all trying to make what you think is the best decision to me The decision is clear. It's to vote for kbtl as Mr. Simpson just referred to we are looking at a changing landscape in terms of net neutrality And this is actually a huge issue because with the recommend with the new regulations that I'm sure we're going to get Given the political environment Net neutrality will be a thing of the past and that means content management And that means corporate censorship of the information that we achieve and that means the loss of one of the promises of the internet And that is that we the people can get access to all kinds of information get to it readily and skirt the limitations that were previously imposed on us by monopolistic press and One that is now almost completely monopolistic and will not provide a counterbalance of any sort to this and So if we keep bt local we can protect ourselves Maybe not the world around this but ourselves and our ability to get information Of course, I know That there will be Items in the contracts that the city will at least attempt to negotiate requiring net neutrality, but unfortunately Contracts are only worth anything if you're willing to enforce them and being willing to enforce them means billing willing to go to court and to litigate and This council has already made clear and citizens in this city have already made clear that fear of Confrontation fear of litigation is a big driver in this decision-making process If I'm looking at this contract as the person who's bound by it And I'm having to decide between litigation and not litigation. I'll litigate because I know What the city's attitude is and that's one of fear and we cannot let that be our attitude. Thank you Thank you Lynn Martin and then Dean Coran First I want to thank all of you for your time and considerable diligence And to especially give a shout out to those of you have Voted to keep Burlington Telcom local thus far Some of those here tonight have spoken of the future but we need to consider the current political climate and Understand that net neutrality may fall nationally probably will Your vote tonight needs to consider the political climate if Net neutrality is lost Burlington Telcom will become even more valuable to those who might want to sell it off Um Vermont has done a good job of keeping the klepto Dear keeping the kleptocratic metastasis at bay Keep our dollars local stem the corporate rot Please Please vote to keep this with us Thank you. Thank you Dean Coran and then Eric mayor Good evening. This certainly has gone on a long time And for some reason I don't understand there's a great division between keeping it local not just The BT but keeping the control of BT local which you've heard is so essential especially today And and those who want anything but local I don't understand that especially in light of just a few days ago We had a celebration opening the new south end city market outlet and You know, we can't keep the city running on previous innovations forever We can't just keep coasting along We have to innovate and plan for the future and not sell off our assets When the city officials were there celebrating the opening of city market some of those same officials if The vote for city market today were to take place Would be opposing that and where would we be we'd be out in the countryside with Shaw's or Hannaford's It's really a remarkable situation I Asked you to support the vast majority of burlingtonians vast majority the People who are business people in Burlington entirely dependent on telecom through Burlington telecom a vast Improvement over what came before Support the members who have invested in the co-op support Those who have made really large investments through money in the co-op and even support Vita that now supports the co-op these are Votes of confidence in the co-op that will carry us forward and make a gigantic asset that that Makes small potatoes out of all the financing details and top-line amounts of money a fraction of which the city would get From all the differences that have been discussed So I ask you please to support all of those factors in favor of the co-op and keep Burlington local Thank you Eric mayor and then Alexander friend Hey, I'm Eric Meyer live in word 5 down in Lakeside Wow Burlington telecom quite a slog that we're on Here maybe we'll see a resolution tonight Maybe not either way I wanted to comment on something that's bothered me throughout this process When counselor Jang spoke a few weeks back on the moral vision of our city as related to this choice Anyone in the room could feel the collective I roll from the Democratic side of the table. I'll eat stick to the numbers That moment was a good snapshot of the ideological approach of Burlington Democrats stick to the numbers Read our mayor's letter to the city in the 2016 annual report He can't even wait a paragraph to tell us that the audit the audit went great And that our municipal credit is back on the rise my business-minded grandfather would have loved that report And as a small business owner myself, I do have respect for the way Democrats have studied the ship in past years Unfortunately, though, I'm disturbed by this council's reticence to govern with moral principle and vision. We don't have time for that I wonder what sort of ideological wall Exists in your minds between what happens in the world and what happens in this room as you're entertaining Profit-seeking offers from multinational corporations tonight. Our planet is literally dying this summer New York New York magazine published the uninhabitable earth a bleak unflinching essay about the coming consequences of what humans have done to our environment The overwhelming consensus among scientists is that our century will see unthinkable catastrophe unless we drop everything and act now And yet here we are teasing apart dividend Recapitalization scenarios and wondering how each of these proposals would doll up our city finances such that we could in the future Borrow more money at a cheaper rate So then we could keep dolling up our city finances so that we could in the future Borrow even more money at an even cheaper rate with all due respect I wonder why you all are here if you're not trying to fix the world you're working hard And it's not like you're getting rich doing this We need bold action rooted in moral vision not technocratic tinkering We hear over and over again about fiduciary responsibility and obviously a bankrupt city hurts everyone, but we're not bankrupt Yeah, I have a lot more words, but I ran out of time I would support you guys to keep this local But in general to continue to engage with the outside world and not just this room when we make these decisions Thank you. Thank you for curtailing your remarks Alexander friend silent silent applause, please Alexander friend and then Michael long Good evening. I'm Alexander friend. I live on Henry Street in Ward 1. Thank you President Odell I'm here to talk about vision in government or lack of vision Obviously, we've got some examples that differing differing visions of government the FCC banding that neutrality your City market opening a second store Vision gave us a waterfront park It took vision to close off Church Street the cars when it was our major shopping thoroughfare Lack of visions what knocked down little Italy that part of our pass is gone forever It took vision to lease prime land on South Winooski Avenue Took a little co-op to build a grocery store 15 years later that that little co-op is so successful It opened the second store last week. I know people say it's just a grocery store It's not at all comparable to something high-tech like Burlington telecom, but I don't think you can overstate the size of that achievement That's what happens when you have vision I don't think it requires a lot of vision to see what will happen if we sell Burlington telecom to either Ting or ZRF shers or shers and as little as five to ten years a big telecom company will buy it Because that's a sale is always the end point of their business plans It's simply the nature of the business and they've both been quite upfront about that Just a little while ago Faisal Nisar said anybody who would buy into this must buy into Burlington values You already have a buyer that completely embodies those values keep BT local You still have a chance to seize that vision. Thank you Thank you Michael long and then Karen long Good evening. Thank you The choice tonight is not about the head and the heart. It's a rational values decision and The KB tail offer is really the only bid that is consistent with the values of this community The investment that has already been made in Burlington telecom The 17 million misappropriated the 30 million plus from Citibank. I mean that's 50 million Dollars at least it's been invested and I think considerably more than that. So this this entity should be worth 50 million or or or or more The corporate offers and these might be great companies privately held or publicly held companies, but the choice is between a Cooperative in which everyone has an opportunity to be a member which can really keep this entity local or Comcast at all a corporate Ownership here is just kind of a generic corporate ownership and there's no telling where that goes It's the same kind of telecom opportunity that most people in America have to choose from Choosing kbtl gives us another Option and it's an opportunity that should not be lost. Thank you Thank you Karen long and Then sorry Steve good kind Hi My heart is still really beating hard from the gentleman that read his piece and to me that is what this is all about and It is it has bothered me as I've come to many meetings ever since the mall Divide as I call it But we do have this part that is like always siding against the other part and that is not good I mean we need to bring the city together and this is not helping at all But I listened I went to the work session. I listen. I mean it seems like new stuff not just shirts coming back like it was He's there's a whole new deal But what I heard loud and clear and they it's a good business plan. I guess they are going to build up the company and sell it Right. I mean that's very clear. They're gonna build it up and sell it John Callow said, you know, we want to look for a vision a long-term plan But how long term is that if in five to ten years? They're gonna sell So it really seems like and I don't understand it And I know these people don't even look at me anymore because I've come so often and I'm I don't understand I appreciate President Nodell's Wonderful economic Evaluation of this this whole thing, you know, it was like a class a little lecture. We got she was amazing and People didn't even like blink an eye They got up and they told their saga of why they support Ting or whatever but You know really what in the long run is gonna help us Think about that and I there is far more support to keep this local This is Burlington and if this is local this this business will fly so many people now don't know what to do because If it's gonna sell then, you know, they're not gonna sign up. So I mean really you guys have You can make it fly Just support our community because this is a bad divide Thank you Steve good kind and then Brian Pine Thank You President Nodell. I Don't know how you're gonna vote tonight But it wasn't hard to predict where we'd find ourselves tonight Time and time again, we see what happens When the optics that are desired for clear political ambition Collide with what's really good for our city Now we're finding ourselves one more time in a divisive Situation which was totally avoidable The optics that led to the blue water deal led us straight to this point You've heard me talk about this before Some might say that it looks like our city government might be on the on the take to get us into a spot like this I don't think so. We're not on the take. We're on the give What we're doing is we're giving away and liquidating a valuable city asset and We're writing off millions probably about 15 to 20 million dollars of taxpayer money Burlington telecom should not be sold We need to try to make some kind of a deal with blue water Either to buy it out or to get a long-term lease It's not a bad optic. It's about vision BT should not be sold. Thank you Thank you Brian Pine and then Chris Trombly. I I took a look at the Burlington telecom advisory board Findings, I think it's just worth mentioning them because not everybody is fully aware of those findings that are on page five of the Dislection criteria, I just think it's really critical to revisit what those were the not number one item local local ownership Number two continued affordability of services number three commitment to net neutrality and the list is we as you go down it You think wow? They're describing KBTL It seems pretty it seems pretty clear. That's what's happening. So then you look at the number of citizens who've expressed Their preference over a thousand Burlington citizens have signed a petition in support of local ownership This is this is these are significant numbers These are you know these when you start to do petitions to get items on the ballot You're starting to get to that number where you need a certain mass of citizens to do that You have three distinct options in front of you tonight One is a local cooperative One is a publicly traded company and one is a growth equity firm and I believe all of them are Comprised of excellent people doing excellent work carrying out their individual missions I think option two and three are just fundamentally and diametrically opposed to local ownership and local control I don't think there's really any other way you can get around it There are currently hundreds of communities hundreds part of the municipal network organization trying to create locally controlled municipal networks We have one here if we didn't have it what we'd be debating tonight is the task force Needed to create one, but you've got one you've got it right here Please don't let it slip away. Once it's a once it slips away. We're not going to get it back There's rarely a chance that the council gets to take what are called legacy votes I think you're just going to get a couple Sharon may be more but because she's been doing this for a while but She and I took one and it was the waterfront vote I think we probably felt the most significant vote we got to take in the 90s was that this is your legacy vote, please Carry on our legacy. Thank you Chris Trombly and then Lauren Glenn Davidian extremely brief if if the intent tonight is to Decide who's going to purchase Brawlington telecom. I think we would need more time to evaluate the CRF offer it's a competitive bid, but There's there's a lot of questions of whether that really aligns with our values and there's a lot of unanswered questions So if we're going to decide tonight, I think we need to cut them loose in the first round move forward Ting and KBTL and Let let the let the process work We've we've had a process that got those two finalists to this step and We should respect that. Thanks. Thank you Lauren Glenn Davidian and then Donna Powell Good evening everyone I'm not sure anything I say is going to change anyone's opinion, but I feel it's important to bring this up I was on a call this morning with about 75 advocates from across the country on the question of net neutrality and what to do about it and The issue that faces us is not just that the FCC is going to withdraw the net neutrality rules Because that will then be fought in court But there is an endless cycle of the FCC making rules and then being challenged in court and then Congress changing the laws and It's the lack of stability around these rules that really challenge us and these rules that are being proposed Essentially as has been mentioned also are proposing to Undermine states authority to set protections So it's at this precise moment when we would be looking at not owning our own internet infrastructure Seems very short-sighted especially when When we look at the three proposals One of them Ting is going to create a regional hub Which we all know from since 1914 the history of telecommunications and communications means That creating a regional hub means positioning it to be resold The other company has already said that it plans to flip The one thing and or perhaps it's not the one thing but the primary thing that we as a city council are concerned about as The weakness of the KBTL proposal is that city bank is going to sue us because they don't believe it's an arms-length Transaction, I would suggest we get some new legal counsel That's what I would do if I was faced with that decision I would find no lawyer who was ready to defend our Proposal as an arms-length transaction And I would also just remind all of us as Brian did of the immense amount of work that we did to establish criteria for this purchase and the top three things are Those things that KBTL represents So I wonder why we did all that work in order to get to this moment and throw those criteria out Thank you for all of the work that you have done to bring us to this moment. Thank you. Thank you Donna Powell and then Russ Scully if he's here another shot I'm Dr. Donna Powell. I'm from award seven. I also own a small business down here on Main Street and And Burlington's been very good to me and to my family. I Wanted I we've all heard the facts. We've all seen The proposals we've seen the people presenting the proposals I just want to kind of bring to you the idea of what I do for a business and how that relates to Burlington I Work with natural plants substances I work with what's around locally because the local plants do the best job of healing us The local plants are what we need what we find around that actually provide the medicines For the different complaints that we have I Have a lot of customers patients and that means that Burlington and Vermont in general because they come from all over Vermont understand this concept I'm hoping that you can understand this concept that we go from individual We don't think about money. We think about health and Health has to come from community webs working together all parts as a whole not as individuals so we might be as individuals lured by money or by concept or by fame or fortune or by words and Graphs and things like that, but we also have to come from in the heart. Somebody said we don't have to come from the heart We have to make rational decisions always. I think you've got passion. I think you have passion and that's what also builds a company That's what people come to me for they say because I'm passionate about helping them with their health And so I'm gonna ask you to look around and see the passion I'm from the you know Ward 7 New North End and I can tell you I go to different things around my neighborhood and I talk to the people and You know, they're interested. They're interested in being part of Burlington telecom and they have Burlington telecom as a local Company and I think they will participate. I know that anytime I make a service call. I get good quality service So I want you to think from your hearts. Think about your citizens. Think about working as a community Think about all of us in this together Thank you Is Russ Scully here? Okay, then we'll go on to July Sanders and then Paco de Francis Hi Thank you all for all the time that you've put into this. I I've been to many many meetings and I haven't gotten up here to speak and What drove me to speak this time was hearing somebody say that There was something that had been bothering them and There's something that has been bothering me and what's been bothering me is that throughout this process? It seems that 90% of the time this half of the table Has their head in their laptop or their phone and Especially when anybody's speaking not for Ting it's even more so and It's very hard to feel like we are coming together as a community and as Burlington and you're representing Representing all of Burlington. I know in particular your ward But you as a council represent all of Burlington and it can't be the time that you're you know Figuring out what's going on. I mean, I don't I'm not gonna assume what you're reading what you're not reading But it's really really important for especially during this public period that you are listening to the public Because we are telling you what we want what we what is important to us And if you're not listening and you're just focusing on what the mayor is telling you to focus on because I've spoken to many in you And I've heard you say things like that that doesn't feel like you're representing the people so I really encourage you to listen during this time and to Hear what those who you are supposed to represent have to say so thank you very much and I do sport Keep me be to you local. Thank you. Thank you Cocoa silent silent silent claps silent plaza appreciate that Paco de Francis and then Stephanie Següino Thank You counselor Nadelle So a recently about the last couple of weeks a certain Retail gasoline distributor magnet in Northwestern Vermont Challenge another Supreme Court ruling for the Costco gas station in cold Chester That gas station it through the Vermont Environmental Court that the Costco gas chase gas station is expected to Charge retail gas prices at 12 to 25 percent less than current price in shunning County On top of that that's likely to cause all non-cosco Gas prices to be 10 to 18 cents less than what's currently charged in shunning County Ultimately profits in shunning County retail gasoline Gas stations will become lower and the consumers will benefit Now this these challenges have could have tremendously You know work to current gas stations Benefit by rooting out competition and being able to increase their profit margins and These and those gas ish donors are using the environmental court to their advantage to undermine competition when we do not Work to include other private sector and include better, you know a more healthy competition in In, you know for goods and services for consumers It's consumers who don't benefit its consumers who are left with pain a higher price for lower quality service And I deeply fear that this kbtl bid will have the same effect on consumers in Burlington and beyond by not by not allowing for healthy competition and ultimately only increasing Comcasts market share and increasing Comcasts Profits while not not allowing consumers to have that good services for lower cost Thanks. Thank you Stephanie Seguino and then kit Andrews Thanks for the opportunity to talk. I wanted to just acknowledge that I know that all of you have a lot of details about these bids that perhaps The rest of the community doesn't have as full a knowledge of I'd like to share with you some of my own Knowledge in terms of the work that I do which has largely been focused on what is it that makes communities grow and what promotes economic growth and I want to relate that to the decision you have to make with regard to who to award this bill to this bid to one of the one of the most clear Factors that promotes economic growth is those countries and communities that have nurtured Local entrepreneurial talent because that talent tends to spill over and promote productivity growth And it tends to promote innovation in the community in a way that a foreign firm does not necessarily do and I think of countries like China South Korea and many other countries that have rapidly grown that have adopted that model and we have an opportunity with keeping keeping BT local exactly to to benefit from that development of entrepreneurial talent that we would not have with the other bids the other thing that unequivocally stimulates economic growth is public investment and public infrastructure and Again, a publicly owned asset like BT local is is is precisely the kind of entity That is going to have spillover effects to the rest of the community that foreign owned firms or privately owned firms do not have and I just want to remind you that you may or may not be aware of the period of privatization of many state-owned enterprises whether in South America or in the Soviet Union and other countries that have led to Higher prices and many layoffs and a lot of lost productivity growth So privatization in fact has failed in many countries around the world Finally, I just want to mention and respond to the concern that I've heard raised by city counselors with regard to the threat of city Bank to sue I think I've shared with you my understanding that the city did not in any way State that it would sell to the highest bidder and if I just might make this last point But what I do want to do is remind you of some exemplary examples throughout the world of people that have stood up to big banks in the financial crisis of 2008 Iceland's economy was was was in chaos and it was the only country of European countries that stood up and said it would not bail out the big banks and it has grown more rapidly Than any other European country since the financial crisis Malaysia in the Asian financial crisis similarly turned its nose up at the IMF's request that it not impose capital controls Because of and it did in fact to keep its currency from devaluing and it too emerged More strong from the crisis than any other country that heated the behest of the IMF I encourage you to be courageous in the face of this and to think about what we've learned from many other Countries of the things that really do promote community growth and economic growth. Thank you. Thank you Kit Andrews Is up Thanks for the opportunity I Keep coming back to the public good. I keep coming back to your legacy. I Mean it's our legacy all of us Burlingtonians. What are we going to leave for future generations? But on this issue at this time you the council hold our collective legacy in your hands In August I spoke with several counselors of different parties and they said that they and Indeed they thought a strong majority of counselors would really want to go with local ownership and Therefore would want to go with the KBTL co-op bid except for concerns about the financials For the past 12 weeks and this was prior to our latest bid Your concerns about the financials have been answered by the KBTL board with professionalism and a spirit of cooperation The final bid of the KBTL co-op Presents even better financials With viable financials and we are proud of this chart There is no comparison between the KBTL co-op bid and the other two bids What will be your legacy Will you sell off our local telecom company into private hands so that we citizens and taxpayers lose our beloved and valuable asset forever Or will you keep Burlington telecom locally owned and community controlled? Regarding the choice you have Regarding your legacy and our legacy. I'm going to end with the front's piece to this gem of a book For our times. It's called on tyranny 20 lessons from the 20th century by Tim Snyder the quote is By a Polish social philosopher named Lasek Kolikowski He said in politics being deceived is no excuse Now be clear. I'm not saying that any individual is trying to deceive you. I'm not saying that I'm saying that if that any of you who vote against the KBTL co-op bid or Will have been deceived by the anti KBTL co-op argument You have a legacy in your hands. Thank you. Thank you very much. We I have Brian waters Thanks My name is Brian waters. I live in Ward 2 I'm a supporter of the co-op And I came down tonight because I thought I'd regretted if I didn't speak before this process was over A lot has been said about the financials of the whole situation and about the merits of Local cooperative ownership, but I don't think a lot has really been said about the nature of Burlington telecom itself Which is an internet service provider Seems like that's changed a bit tonight. I've heard a few people talk about net neutrality But I want to talk about privacy So I work in computer security For a living and I know How intimate the data is that ISPs hold about us So Burlington telecom holds records or they could hold records on every web page. We visit app that we use etc So like I said a lot has been said about net neutrality But in the spring Congress actually voted to roll back rules that regulated what ISPs can do with data that they have about us So if Berlin telecom is turned into a locally owned co-op The people of Burlington can make the decision about whether or not selling this very personal browsing data To advertisers is worth the money for example If if we sell Berlin to telecom to to a private outside party, we won't be able to make that choice That said I've come to realize over the past few weeks that there's a pretty good chance that KB till might not win And so I'm here. I sort of worry that I'm here too late But I think we should be having a conversation about how the city can hold Whoever buys Berlin telecom accountable for what they do with the data that they have about us So, you know, I don't know where we are in this whole bidding process or what could be done But I haven't heard a lot about that and I think that we should be talking about that so Thanks, thank you. I've sure done it and then Molly Fleming I think people are watching from home and then they're coming to speak Hello, I wasn't planning to talk tonight, but I moved to All of my most of my predecessors I'm gonna speak from the heart And I'm going to speak once again as a journalist the last time I spoke I talked about the danger of Trump TV of The fact that there are the this large right-wing conglomerate that's buying up local radio stations and imposing Right-wing content on local communities now I hear about FCC I thought Those who have raised it spoke very eloquently. This is a game-changer The people here are fighting for democracy I'm fighting for democracy as a writer. I can tell you I am a censored writer I am a suppressed writer as is my husband We wrote about some two of the most powerful families in this country Dupont and Rockefeller and it is because of the internet that our books have been resurrected again just now You have no idea what it's like to be censored But it's even worse for the community who does not get access to information. I am Literally Begging you to make the right decision tonight save democracy and and Help the people in this community have Accurate information so that we can make informed choices in our lives. Thank you. Thank you Molly Fleming, please Which one time? I just wanted to bring up again. I think it was Eli Pine at one of the met meetings earlier and that only Burlington telecom Is a group that would represent give discounts to people in school And if any of you have had any experience in the and the Burlington schools There are a lot of children that would not afford internet if it was not for that Particular thing that they give to students that are Getting free lunches and stuff. So I think it's there is a discounted thing I don't think any of the other people that are doing bids are doing that and I think those people aren't here Representing themselves, but it's very important to them Thank you Russ Gully is our last speaker. Thank you. Sorry. I was late. I just wanted I'm gonna keep this brief I just want to come back out tonight. I know this has been a long process I just want to thank you all for your patience through What's obviously been a very long proceeding to try to come up with this decision? I just want to go on record tonight again in support of Ting I think this is a really clear black-and-white issue for us in terms of the future of Burlington telecom and I Encourage the city to really kind of put this decision to rest move on to other pressing matters I know it's been I know there's a lot of reasons for why we've kind of gone back and forth with this process, but Just from an outsider's perspective I think that you know, I think we lost something in the efficiencies here And I think that it's a really clear decision in terms of what that what's best for building to telecom in the future so I really want to just come out tonight in support of Ting and Again, just say thank you to all of you put in so much time You're going through this this long process. So thank you Thank you very much and at this time I'd like to thank everyone for for coming and speaking to us and being so concise and we will close the public forum at 858 48 p.m. And We've got the consent agenda. We've got some public hearings and some Zoning ordinances to act on and then we'll be getting back into the Voting for for BT. So is there a motion on and it might might be a little break before we get into the BT stuff Okay, is there a motion on the consent agenda, please council roof I Will move to adopt the consent agenda and taking the following the actions as indicated Thank you. Is there a second councilor busher seconds it any discussion? Seeing none all in favor of adopting our consent agenda and taking the actions indicated. Please say aye Any opposed we have our consent agenda Moving into our deliberative agenda. We I'm I'm like to open a Set of consolidated public hearings regard regarding the following proposed amendments to the city's comprehensive development Ordinance or our zoning ordinance and those are the following z a 17 10 green roof lot coverage Z a 17 11 emergency shelters Z a 17 14 pre-school technical amendments Z a 17 15 article for development bonuses and Z a 17 16 Replacement mobile homes I'm opening the public hearings on any of those proposed changes to our comprehensive Development ordinance at this time. If you're interested in speaking to us, please just just come forward Okay, seeing none. I will close those public hearings and move on to 5.02 The ordinance on green roofs and lot coverage z a 17 10 councillor mason. Thank you president No, I'd like to make a motion to waive the second reading adopt the ordinance and invite Scott Gustin who? Scott in the room is mr. Gustin here Saw him earlier. He was here. There he is mr. Gustin Welcome nice timing mr. Gustin So are we asking him to just describe what this is? Let's get a second and then turn a second councillor busher Thank you mr. Gustin. We've got a series of amendments. I was hoping at least you could give an introductory Some minor comments on each and then field questions as necessary So right now we're on yeah, we're on green roofs Is mr. Gustin going to describe them or what what's our game plan? So I can take a stab at the first one while you're waiting, you know the green lot amendment And as an SNC amendment specifies how lot coverage is calculated for various types of green roofs This came about as a result of the UV as my understanding it's got correct me if I misstate this but as a result of the UVM project It was identified that there needed to be some amendments So in essence this gives credit if you will for a green roof There's some there's distinction between an extensive and an intensive and if there are specific questions on that I'll let Scott answer that right Let your Allen know UVM emcee When they went through the development re-board process for the radiation oncology project Let the DRB scratching their heads as to okay. How do we deal with lot coverage? for this It's it's one of One or two examples depending on how you view them of actual instances of partially at gray green roofs in the city But it generated enough head scratching that they requested that we directly address it in the in the zoning code and the Planning Commission Supported the idea and so here we have it a green roof up in the air isn't any credit One at grade such as the roof of the garage is open space and then one like the radiation oncology roof is calculated as An intensive green roof it gets partial coverage credit and so there we have it. We've addressed it. Yes Back to the council any floors open Seeing none all in faith. I'm going to a vote all in favor of adopting This amendment to our ordinance on green roofs, please say aye Any opposed carries unanimously five point oh three. Thank you president O'Dell next Ordinance is it proposed amendment ZA 1711 and they can make a motion to waive the second reading adopt the ordinance and ask the floor back Briefly after a second. Thank you second again from councillor busher Thank You president no dell This came before the committee Got a few times we did send it back got additional it is part of I would say the overall Quality of life issues that the council is grappling with what we heard so in essence Shelters were being sort of shoehorned into a you know community house standard, which they did not necessarily fit or technically fit I won't speak for you. So in essence this this creates a new Definition for shelters and also establishes it as a permitted use in the downtown Core and conditional use and others Scott and I were briefly discussing before something we grappled with you look at the use table Form district five and form district six which are now part you know are not on here So you don't see it which I sort of rushed to Scott saying wait we messed up It's not on here, but that's because it's under article 14 It's incorporated under article 14, which is all things form code and that's something that we did talk about at the the ordinance committee level So the ordinance committee did did pass this out after hearing Over the course of two meetings about the urgent need for this It's not a present problem, but trying to avoid a problem on a going forward basis Okay Any question from the council councillor busher? so So as the chair of the ordinance committee stated that this came before us twice and there is a real need for emergency shelters and so The Planning Commission looked at this and wanted to be as accommodating as possible the ordinance committee as as Councillor Mason stated we had some questions and so So it came back and and understanding the time of year and the difficulty in Finding places that could serve as an emergency shelter This got supported, but I do want to say and I'm going to speak to one other ordinance that I Had one concern that had to do with the fact that there needs to be a staff person present and that there is no accommodation for parking and so Based on the feedback I Said okay But I am still raising that concern Because I think that you know we as a community don't address parking adequately and I was only looking for one parking space So I'm going to support this, but I do think that When a need is so urgent, I hope we do our due diligence so that we have good legislation That's all I want to say. Thank you any other counselor Seemed none all in favor of this amendment to our zoning ordinance. Please say aye Any opposed that carries unanimously 5.04 thank you President Odell I'd like to make a motion to waive the second reading adopt the ordinance and turn it over to Scott to try and explain this one Second from Councillor Busher. Mr. Gustin and please speak right into the mic preschool technical corrections is a pretty simple straightforward amendment that fills in a couple of holes that were missed when we Put preschools as a new use in the use table It simply establishes a parking requirement which mirrors that for daycares and it also plugs it into the newly established Neighborhood activity center Cambrian rise zone Any questions? Yes, Councillor Busher. Sorry So the ordinance committee moved this forward But we did ask a question to have the planning Commission re-look at the table 8.1.8 dash 1 which is the minimum off-street parking requirements If anyone I know tonight is not the night that people really delved into these but if you look at the definition of a Large and small preschool if you're a large preschool you have over 20 children And you're required to have one parking space plus one for every five children If you're a small preschool and you can have up to 20 children you only need one parking space So if you had 21 children, you need five parking spaces if you have 20 children You need one and so we asked them to go back and really relook at this to make sure that this was correct So that's it. Thank you very much Council Bishop was that addressed? It was it was not addressed yet It was our recommendation that we would move this forward, but that we would ask the Planning Commission to look at this Okay, I don't know but councilor mason. Yeah, just to that point We've so we've tasked the city attorney with also coming up with an internal checklist because there are a number of times Where we sort of have questions and expect to hear back, but we didn't have a tracking system So we did talk about last meeting setting up a tracking system with an expectation of a report back. Okay, great Any other councillor? This is on the preschool technical corrections Seeing none all in favor of amending our zoning ordinance as stated, please say aye. Aye. Aye. Any opposed? That's unanimous five point oh five. Thank you President Odell on 17 oh six Sorry skip one 17 15 article for development bonuses. I'd like to make a motion to waive the second reading adopt the ordinance Second blushers seconds it councilor mason. I just briefly turn it over to Scott to explain this one This is another fairly discreet fairly short corrective amendment this simply Lines up the existing bonus provisions between article four which pertains to zoning districts and article mine Which pertains to inclusionary housing The punchline is that no available bonuses for anyone under any circumstance changes This simply makes the bonus provisions under the two articles actually match and line up It also eliminates existing contradictory language about cumulative use of bonuses Okay, any councillor Seeing none on favor of 5.05 amendment, please say aye. Aye. Any opposed that carries unanimously five point oh six last but not least is EA 1716 Proposed amendment relating to replacement mobile home and make a big motion to waive the second reading adopt the ordinance And briefly ask for the floor back after a second. Thank you. Bush your seconds it councilor mason this came about as a result of No, north end is that you know correct that you know in essence we're removing the co-op. Yes Sorry, go ahead Scott and then at the co-op. Yes at the co-op And in essence we're removing conditional use from any alteration which my understanding Well, maybe I should shut up and let Scott explain So this in Practice most zoning permits at the mobile home park are for alterations Okay, so we do that administratively When this mobile homes park amendment was initially passed a year or so ago it threw everything into the conditional use box So in effect it required the new deck out back to go through conditional use and that's clearly not the intent So what this amendment does is it clarifies that only new mobile home parks or expansions of existing mobile home parks is conditional use That's the last of the cleanup. Well for now. Let's put it that way. Okay floor is open council butcher So I just want to thank you for putting in language that I can understand in the ordinance Thank you very good All in favor of 5.06, please say aye Any opposed that that carries unanimously, okay? So we're through the business on this comprehensive development ordinance We've done 507 and 508 which was the Stanford Farms Convance 5.09 is the city council voting process. We're missing counselor right Are there any amendments coming on on this resolution Okay, yes, okay, so then I would like to wait until counselor right is back And so I'm going to call a brief a brief recess Yeah, I would like I was going to request like a five-minute recess if you just do five to ten until we've got our full Everyone back do we have an amendment in writing Joan? I Counselors, please get take their seats Okay, we're we're very sorry. We were exploring some different ideas and now we're ready to get back to work That was cancer rights ten-minute recess for sandwich. Yes Okay, we are on we're very sorry for that that very long long Delay 5.09 a resolution is a Resolution yes, you don't mind. Could you? Oh, yes. Yes. I'm gonna recognize counselor Hartnett for just a few remarks I'm related to BT and Unfortunately, it's it's tonight, but I just feel I would like to Two weeks ago. I I mentioned to counselor here that you know John Ewing is dialing a rare blood cancer and Unfortunately John passed away Saturday at about four o'clock in the afternoon and I went down Sunday morning and sat with his wife Jane and one of his daughters and She kind of shared with me some that some of the thoughts is going to be private So you're not going to really hear a lot about it. There is going to be a small bit. I think it is Public knowledge I'd like it to be public knowledge that he wrote his own a bit And it's probably about this big and if you knew John That's exactly who he was a very humbled Individual For me personally, it's a big loss Right. He was a dear friend of mine Chatted with him every day and I certainly could have used him today And his advice and it wasn't there. So it was kind of a but You know, we met a lot to the city of Brodington It just wasn't me met a lot. He did a lot for the city. He did a lot for the state I think counselor Wright is going to say a few words. I know I think the mayor is as well, but it's a big loss and You know, so my advice maybe is if you knew them well and it is going to be private Maybe a phone call to Jane or a letter to Jane. I think that's probably Would be appropriate, but again it is going to be family only and Jane wanted me to pass along all her Appreciation for our thoughts and prayers and there's certainly appreciation of what the city did for John this past summer She had the plaque out showing me what the mayor had sent him and framed and was very appreciative of what the mayor had done But when I looked and I saw all the other Plaques and letters and all the other things he received They were they were down in the basement and Jane said that's where they stay because that's where John wants them to stay so He was a great man and we're gonna miss him and I just wanted to save one last time that to Jane that you know We're thinking of you and your entire family and we're here and if you need anything, please let us know. Thanks Thank You counselor Hartnett go to counselor right and then the mayor Thank you president O'Dell and thank you counselor Hartnett for those obviously heartfelt words And I I would share exactly what counselor Hartnett said about John and Jane and I think it's a tremendous loss for the community There's not many people that I have more respect for in the city of Burlington or anywhere frankly than John Ewing I think he's a giant. It was a giant in this community in so many ways He had so much to do with the foundation raising money through that for the foundation for the bike path and other things Through chair of the parks commission. He had his hands on and everything in the Miller Center I don't think we'd have the Miller Center in the new north end. If not for John's involvement He started an environmental organization as we know. He was in the Capitol many many times advocating for issues out in the environment that were important to him and Of all those big things he also did all the little things too I would run into John and Jane on the bike path. I saw a couple Picking just picking up trash on the bike path, but as counselor Hartnett said really a lot of the character of the man is that he was so humble that when we did the the day for him in the summertime and We we all said some words about him when we talked to him afterwards privately He said he was embarrassed and said I really don't deserve this So many people did so many more much more on these things than I did and so I'm willing I accept this It's nice, but I really don't think that I deserve the all these things you're saying about me And that was even more so about the the character of the man Was just his humble attitude and feeling that he he didn't deserve all the recognition that we all gave him but I couldn't agree more with the words of calzahar and it said it's a tremendous loss and just send My sympathies to John's family Jane Colleen and the rest of the family and just losing a tremendous tremendous Man of incredible integrity Thank You president down. Thank You counselor Hartnett for Having the presence of mind to call this point of order and make sure these words got said tonight before we go on I think It's helpful to remind us of some Some of the other important things in this community that John was so involved in John was a remarkable man I knew him Through his role before I was mayor In the Vermont forum on sprawl which later became smart growth Vermont where he was an incredible leader You know the ceremony that counselor Hartnett referenced was down on the bike path and that part of the bike path We call a Texaco Beach area where a new park opened this past summer and where John's Contribution to rebuilding the bike path was noted in you know, so, you know, not that long a time that I've been in this office five and a half years John has been John was so centrally involved in so many of the major things that happened over that time period he Led the campaign for the fiscal stability bond and I think his banking background Made him very persuasive and in that he was so involved in the whole redevelopment of the waterfront It's I don't know that there are any individuals who have sort of been more involved from my perspective as mayor in moving the community forward In the past few years and then when you think about that that was multiplied I'm sure many other mayors and Governors and other elected officials from around the state feel exactly the same way because of the major contributions that he Made in these so many other areas. I think it should be noted. He did so With a great partner in Jane who has accomplished Woman as well and a very civic-minded woman who has served for many years on the cemetery commission and the two of them were lovely our heart goes out to Jane tonight and Thank you counselor hardening again for Letting us all know the best way to express our sense of loss and appreciation to Jane and the rest of the family in the coming days I've counselor Shannon and I'm sorry, but I'm gonna have to make a brief remark as well Thank you. I wasn't expecting to be making these remarks now I found out as we sat at this council table about John's passing John used to live in the South End and John and Jane and When I first ran for City Council 14 years ago, they were the first people who stepped up to support me and They were my first brochure and I was quite flattered by their support as a as a first-time candidate I Was able to talk to John and Jane about a week and a half ago And when Jane shared that this this was the end and I Considered that a great gift that Jane was so forthright to tell me in one certain terms that you know It's not good and I got to talk to John and I said John I'm not gonna wait till you're gone to utilize eulogize you I want you to know while you're here what you mean to this community and that you have made a difference and you've made a difference in the community and You've made a huge difference to me personally and I told him I loved him which I I do and We are lucky Jane is still here with us and Jane is is as passionate as John. They were a great team and We are lucky to have we are lucky to have had John we're lucky to still have Jane and I look forward to their continued The Jane's continued Participation in our civic life here. I actually did have the chance to talk to John about this issue because he brought it up even at that point and We I will leave it at we we had a good talk about about this. I know how he felt and I love you John Thank You cancer Shannon just really briefly 30 years ago I was part of a group and there's some people in the room that were part of the group as well that Bank of Boston was trying to buy the Bank of Vermont And we had a citizens group that opposed that acquisition Because we were concerned about the loss of local control over our banking system And John at the time was general counsel for Bank of Vermont. And so we were we were antagonists We were going at it, but after that John was always so supportive of me. He just totally he was totally respectful You know didn't matter to him, you know, that was part of the process and everyone was doing what they thought was right So I've just had a ton of respect for him and Jane as well So thank you. Thank you counselor Hartnett for allowing us a little moment to kind of get you know remind ourselves of You know what's what's important So are we Are we now ready for the resolution on the city council voting process? Councillor Roof, I think is gonna move that for us I'll move to Wave the reading and adopt the resolution There's a motion to wave the reading and adopt the resolution. Is there a second? Is there a second? Councillor Jang, thank you very much The floor is open for any discussion The the process was developed Since I'm not hearing anyone speak to it. The process was developed by a committee consisting of councillor councillors roof Mason no Dell and right and It under this process We we we start with three or three bids We thought maybe would have four but we have the three and each councillor on a first round votes for two different bidders and The two highest vote getters advance to the second round if there is a tie for the The lower slot then we have a runoff between those two until we have a decision on the top two vote getters in the first round Once we have the two then we every councillor votes for one and that that is that basically the process is laid out Councillor Shannon Thank You president no Dell I Had decided at some point tonight that I would bring forward an amendment to Go back to our original voting method, which was that we each cast one vote in the elimination round to Then move to to the final round I think that that was a fair way to vote I think we all agreed the first time around it was fair that fair way to vote this time around We appointed a committee the committee Decided that we would place two votes in the first elimination round and I Told the committee members that I spoke with at the time that I Didn't think that was a good idea. I didn't think the councillor should be compelled to vote For two when many councillors only really had one That they really wanted to move forward I think the second vote becomes a strategy and I know when I proposed changing things tonight That complaints were made that that would then change the strategy, but I think that This is this is not about strategy. It's about being true to yourself and casting votes that are true. I Have not decided if I will cast two votes in in the first round But I will I am willing to support adopting this resolution because I think we need to get to the voting how we vote is You know well I Will live with that, but I have to be true to myself when I cast my vote. Thank you This is we came into this vote with a different understanding and so Sometimes we take recesses we think we have a understanding we come back and Find out we don't have an understanding Ask if we took a five-minute recess and there's also some new information that we that we need to possibly vet So I'm very sorry, but we do need to take another every request. This will be very sure Take their seats Counselors will please take their seats The first thing we need is a motion to spend the rules to continue our work So moved Counselor Paul moved it counselor roof seconded it all in favor of suspending our rules to continue on 5.10 Which will be the and then please say aye Or any opposed to our spending our rules. Okay, so we are We're okay. We're back in business and we're on 5.09 the resolution on our voting process and I believe Counselor Shannon had spoken to this it had been moved by counselor roof and seconded by By counselor jeng. Yes, so the floor is open for discussion on the resolution on how to on our voting process Any other counselor on that resolution? Counselor Shannon, well, I'll just say I'm sorry that my announcement that I wasn't sure how I was going to vote put everything in Such disarray and caused the long delay for the public Thank You counselor. Any other counselor counselor Tracy I just want to say that I will be voting against this resolution because I'm under the The idea that there will be changes to the LOI that are presented To one of the bids so I feel that my second that I can't in good faith vote for a second choice I understand that we are not Necessarily obligated to do so so I may very well not do that Understood counsel Tracy. Thank you. I think under this process a counselor could vote for one We have been advised by a city attorney Counselor jeng I really don't know how the politics works and all of this But I don't think we need to change anything in here because this was the resolution that this council Approved to have a commission of four people to go and come back with the way that we will we need to vote to move forward and I don't know me city attorney if this is accurate I just need some type of explanation I think the issue is if somebody that that you all are doing a resolution in which you're saying you you want everyone to vote Twice but if someone feels very strongly that they cannot in their conscience and in their duty as a counselor vote for a Second choice This question doesn't really give them a chance to say no the way of a regular motion would be So their choice is not to vote and so they will abstain that and the fact that the resolution says they won't abstain I just don't see how you can make somebody Vote who doesn't want to vote. Yeah, so I think you and I we had this Conversation through email and I ask you very simple question because it sounded like I knew this was going to happen I knew this was going to happen one day sooner or later and today is a 27 There is no way we're getting out of here without making a decision and move forward and in the email It made it very clear. What would be the consequences if a counselor decide to not vote? This is something that we decided and we need to move forward and I don't know how things work Why things changing this way? I mean and you are the legal person that need to Advice us and I ask you a question that but the answer wasn't clear. I mean there should be consequences. Yeah, sorry No, I just think there is not there isn't anything you don't have any Ability to force someone to vote who is going to say I am not going to vote What I have suggested to people is that if you think you are not going to vote for two that you say that you do Essentially what counselor Tracy did which is to say I believe that it's not consistent with my duty as a counselor that I could vote for two of of these folks and and right now you haven't first of all you haven't adopted the process yet and one option would be to change the process and and I Suggested that a that somebody could amend the resolution that hasn't happened yet But if one counselor comes forward and says I'm not going to vote There I'm just glad that our conversation is on record the email that I sent you an 1128 and it was about 612 p.m And your responses are also in here So I just want all of us to please make sure that we do this right and we get out of here all of us Thank you. Thank you councillor jane. I you know I think that councillor jane has a good point and it is if people can comply Can find a way to comply they will and that's I think that all we can ask tonight The floor is open on the motion to adopt councillor shannon. I just want to say that there This should not be such a huge surprise to the council because in the past We have had commission appointments where we have two people put up and I have in fact voted No, because we are not allowed to abstain and not vote but My vote has been no in similar situations because you can't compel somebody to vote for Something that they are against and that's my intention tonight. Thank you. Thank you councillor shannon. Any other councillor? Seeing none all in favor of the motion to adopt our resolution on our count on our voting process as presented Please say aye Any opposed Can you raise your hand please so we have councillor Tracy in the in opposition and all the rest Support so passes on a vote of 11 to 1. Thank you councillor Okay, so we are now into the next item which is the selection of a Burlington telecom buyer and We have we're going to start I understand with a presentation from the ZRF insurers folks I Am going well I'm on I'm going to pass the gavel to our president pro tem Anderson I let her know so she's going to be managing the voting and this item and so I guess I should pass it off now, so I'm figuratively passing the gavel to our pro tem and I think that City of the city attorney will advise you on Where we're going now, but I think the next step is the presentation Yes, it might make sense to first indicate that there's going to be a presentation that is going to Change Make a change in the bid We have offered that same opportunity to the other two bidders both of whom To to make an adjustment to their bid both of whom decided not to make an adjustment this evening Okay, so the question for vote tonight is whether the council shall authorize in the mayor to sign a letter of intent for the purchase of Burlington telecom with KBTL ting to Kels or ZRF shares And now we'll have a presentation by ZRF shares Thanks for inviting us back Let me start by saying that Foss and I We were honored to rejoin the process and we did our partnership in a way that we thought gave the council a real Alternative and we're not sure it helped you so we're coming back with Still a partnership between us because we think there are elements That we each bring to the table, but I let me just start by saying that our partnership is switched But it's still a true partnership, but I want I want to give ZRF all the credit for kind of stepping aside So what we're proposing is basically taking elements out of sure's his last LOI and and and Melting them with the LOI that you received from us Monday of last week and the updated one today So it would be the old sure's price of thirty point eight million. It would have the It would still have the community investment the entrepreneur The job retraining All the elements of the ZRF bid it would no longer be a GP LP. It would be sure's as the owner The city would still have its right to roll over equity Just just for the city Price will go up to the third price right commitment to city of Burlington of all the community Related activities BTB tech and job retraining will stay the same Yeah, the net neutrality is the same and There are some terms which you would their lawyers will need to figure out regards to memorial and right You know our last let me put this way our last letter of intent was you know Didn't have all the details sorted out because it took us four days five days This one was more of 15 minutes So we don't have everything salt, but I think you understand You know if there are elements that overlapped in the two we would clearly honor those And if there are adjustments required, they will be made right I think the structure is that it's sure's deal With ZRF as a minority partner there is no GP LP structure There is no second sale right what's GP LG sorry general partner limited partner It's a very different structure that it's that structure is not there There is no second sale, but from our perspective As I said, we will do the right thing And if the right thing was for ZRF to step aside and Let people get to a consensus and maintain the benefits of ZRF, which is The community related initiatives startups will do all of that so I think we have As we said, we would not stand in the middle of you reaching consensus and if that's what The group wants We are supportive of it Yes, thank you pro Tim Anderson and just we can't hear you unless you speak right into the mic Thank you, and there's the room so I just have a question for the attorneys, which is It's the expectation that we'll have there'll be something on paper But in your judgment the council can act on the in the revised LOI as it has been presented to us here tonight Yes, I I've talked to the lawyers and I think they're gonna deliver it tomorrow morning as suggested tonight So the pro time is managing the floor now, right? There the internal second sale is not there it is I Want everyone which is Counseling yeah, this is a question for the attorney again When would the other LOI is due From the bidders when when when would the date and time that they would do this? I believe the latest ones were due last Monday at 9 a.m. And today we are Monday the 27th one week after and it sounds like this is a total new LOI presenting to us. I mean It's a question It is a different LOI. Yes, but it's based on the same terms that you've seen It's basically a combination of the ZRF and shers proposal They're taking the shers price and shers flipping to a majority owner and the ZRF the other ZRF Benefits and them staying as a minority owner. I mean now my real question is are the attorneys deciding? on Adopting a new LOI's or it's the council that should decide that we need to have a new LOI from an From and from from a new bid. I mean this is totally like something totally new And I don't know who should make the decision if we will accept this or no Well, I think that what you're being asked to consider tonight is whether you accept it on the terms that are verbally presented But obviously it's gonna have to be followed through with a right a written one And if you don't get that in writing on the terms that we're talking about it And knowing that the LOI's would do One week ago and one week after we are getting a presentation of a new LOI. That's not even in paper I mean, I just need to to look at our processes the way we do things There have been a number of changes in process and this is another one for sure So I have Mayor Weinberger and then Councilor Buescher Thank you President Pro Tem Anderson um Councillor Jang I Hear the frustration in your voice and I Certainly share Some of it, but let me say a couple things As I understand the motion it is To authorize the mayor to sign a letter of intent and I can certainly assure you that Uh, I will not actually sign a letter intent until there is an excellent document If if if and I think it remains an if this is the proposal that the council chooses to accept tonight I will not be signing that document without a Very uh tight and well written um LOI uh to sign off on um, so there's some discretion there that You know, you can you can ensure will happen um this This is a surprise to me and um No idea that this uh was going to transpire uh tonight in fact Had uh made some calls to Hoping to ensure there were no last-minute surprises um And I'm sure this is anyone watching at home and I understand there are Quite a lot of people watching on youtube and facebook and the free press website and who knows how else Uh That um, this is quite a spectacle going on and I know this you know, I've been seeing some of the tweets I know there's a lot of frustration was going on um, I have to say that um, I am glad that This change happened here. I'm not saying I'm going to support this but what I'm saying is What the council now has I believe before it is uh A much stronger bid than what um what we had been discussing earlier in the night that at least from my perspective um was Not something that I could consider accepting the the fact that um, the second sale Uh, the fact that there was such a dramatic discount or For for the 25 million dollar offer that was on the table um The fact that I think had we accepted the other one there would have been substantial legal risk still um open The city would have faced and I wanted to go with that That in more I think has been addressed by this change. This is not a small change. I think it's done the council and the city Uh a favor to have this different choice before us um I think you now have two very different types of Operating companies that both have long track records that you can look at and making the decision And I hope even though the hours is late Quite late that we will I think the people of Burlington deserve some discussion of the very different choices now that they have That are now on there before we adjourn tonight. So I hope that's helpful out councilor jay Great, so then I have councillor busher then roofed heart in it and tracing um, thank you, um I didn't know if you it looked like you wanted to answer something but um, so I have um, so once again another Turn and in the process here that wasn't anticipated um But one that I'm intrigued by um So but I need to know a little more and I know you've you've tried to give us a quick overview Um, so I have a couple of well three questions. First of all Um gary ovens does his role change? in this Yes, no Um, yes in the sense that there's no longer a partnership Um, so yes, that would change but no there's still things Really we we we got together because we think this is interesting what we might do together So do I see gary having a role? Yes I have to ponder that. Um decision making For the city. Can you just refresh my memory? I didn't bring your original shame on me LOI, but I didn't um, so can you just refresh my memory on the decision making ability that the city would have In this relationship Um, I didn't bring my original LOI either so Um, you're not the only one If I remember correctly, you know, we believe well, I know we believe in strong local management So that would be the key role here. We also proposed a local board Um that um very similar to what zrf had so that was there would be local There'd be local management local governance a separate local audit because you have shared ownership Okay Yeah, the city would have a board same structure. It's only is rather than Let's just call it same five people board. Yeah, city getting its seat The difference is it will be shows deciding Who will be on the board and if requested we will play the same role which they were required they were Uh Playing in orbit, right, but I think the biggest difference is what we captured of The second sale right So the last question, I mean you spoke to this and so for me the concept of partnering and being having a being a partner was Pretty relevant for me pretty important And and I appreciate the the change in in this relationship, but I'm still trying to Adjust to it The equity share as I do recall when I was doing my this is way back when we had the first four proposals before us I remember that that shores had the most opportunity for the city to have a A larger equity share up to potentially one third. Does that remain? Um, yeah, I we definitely want the city to roll over its equity and have the right to do so I think that's one of those What I was told is whether the city can do so or not is is The city doesn't know I think that's something we we'd revisit very quickly So our our intent would be the same if okay, so my question once again is does that when does that sunset? That's a really important piece for me And so I asked that before in the other relationship, but it's really important for me now to know in this new relationship If the city wasn't able to act on so if indeed the city Found itself in a situation where the state or the regular regulatory body said You can't do that Would the city have an opportunity to talk among ourselves and the residents and figure out if there was another way that we could exercise An opportunity to have some type of equity share Yeah, I think our intent would be yes. I don't know how we would do that Okay, but I think So that's an important comment for me to roll over equity. Yeah, we are obviously very comfortable having the city as a partner So Yeah The answer is yes. I just don't know how yet, but I'm writing. Yeah, okay Okay, I think it's for the city to figure out that if they have the ability to contribute Either if not through equity if they can figure it out then in principle You'll have to so I'm talking hypothetically, but I'm also wanting in this Letter of intent and ultimately if indeed you were to be the Selected entity I would like to see that written obviously So that we would know what the criteria was and what what the what the opportunity was I think that's very that's important to the community. I mean because there is So you're looking at somebody who really doesn't want to sell the entity at all There was one person that came maybe two that came tonight and spoke about you shouldn't sell vt And really I'm in that camp. I have to be honest with you. That's really where I'd like to be I wish I was Todd shores and I wish I could give it back to the city actually, you know, if I had money But I don't so I'm in the situation where I'm I'm trying to do what is best and trying to also Let the people that I represent and the citizens of burlington know that although They're going to no longer and they don't own it now I get it, but they're no longer going to have that entity that they'll still have some say in it So that's why this is so important. Yeah, no So I understand what you're saying and absolutely whatever we do would be in writing That's that's I just don't have it for you right now So, yeah I I understand what you're saying. Okay. Thank you council rift Um, I will can I have two quick questions first. I think it's the attorneys. Um, just trying to get my by head around The difference between lois that we've seen and something that is is new and by my understanding the nature of lois are they are Also non binding non contractual. They are I mean, I might be over this might not be legal, but are they essentially verbal commitments? No, that's very legal They are non binding all of the lois that have been presented are non binding and and this is non binding and also verbal which is different Um, but it's going to be followed up in writing And the idea is to get principal terms agreed to that them would turn into definitive documents Okay. All right. And the second um is for Mr. Scherz One item that was typically commonly discussed was the guarantees around Cost for service for a certain time length I'm trying to recall and I can't I'm wondering if you can the time That was in your last oi and just to be on the record for committing to that. I believe it was five years Yeah, we had the longest commitment That will that commitment will remain under this proposal Yeah, thank you I have councillor hartnett tracy rate and no doubt. Thank you um There's a couple things so I I know you got that look on your face out there. How do we get here? But you know, I honestly believe if we didn't get here that we would be six six again And we weren't going to have an outcome And I think this gives us an out a chance to to get to get here And I look at this more as an amendment to Scherz's letter of intent. I mean It's really the original letter of intent that Scherz submitted That's been seen by this council. It's been seen by the public. It's been vetted I'm not saying that we don't get to see it again and we will but this isn't something that like You know is brand brand new like, you know, that they're trying to some of the counselors are trying to say that This is a brand new letter of intent. That is that is not really true This is a this is kind of a win-win Right, it answers all the questions If we talked about bt and in their criteria that we heard tonight about local ownership and and and about you know Future sale, right? This answers all that and to be honest with you Coming out of the b-tab committee and we got a letter from david provost over the last couple days It said the city council needs to honor the work of the b-tab Well, if that was really the case Really coming out of b-tab shores was the recommended company initially All right, and if we were to handle this differently from the start and including myself We sure we made mistakes But at the end of the day if this takes us a little extra longer If it takes us till 12 o'clock at night or till the more morning to get this right and to come up with the best Partner for the city of brolington. I think we have a responsibility to do that and not everybody in this Council is going to be able to embrace this, but I would say there'd be Seven eight nine counselors that at the end of the day could say okay Maybe we ended up with the best partner wasn't my choice But maybe we ended up with the best partner And I appreciate Shores and zrf willing to do that and to be honest with you I approached them myself and asked them tonight if you want to know how we got here because I knew that we were headed 6 6 And we can't be 6 6 We can't for the sake of broington telecom For the sake of the city for the sake of the council we can no longer be 6 6 It's bigger than all of us right that we need to get out ahead of this And if they're willing to do it I think we should I think as a council we should embrace this Thanks counselor tracy So we came into this meeting thinking that we were going to be debating one loi And midstream out of the view of the public We got a completely different loi that was negotiated out there in the hall Out of public view out of anybody's knowledge or anything Anybody's ability to review it. I haven't even had a chance to look at it in any way I feel incredibly uncomfortable with this and I think it's incredibly unfair to the citizens of burlington Who have not had a chance to do who have not had a chance to look at this loi I understand that the other lo that the other bidders were given a chance to look at this but they were To to throw this on their their their plate at the last second and say hey You want to make a counter offer feels incredibly unfair to them as well? Um, and it's just a slap in the face to the public process that that's happened here I think this is completely unjust So I would ask both of you in your own words. How is this at all fair to burlington citizens? I don't think we're trying to be unfair to anyone I think we were invited if you remember We were invited back into the process And we tried to give you an alternative And unfortunately the first alternative we gave you didn't seem to help resolve the issue that the council was having so Honestly, I don't know if this one will help either But we're actually trying to be helpful and certainly not insult anyone But Okay, I certainly appreciate that and I just feel like I don't feel I can feel completely uncomfortable with this I walked in thinking that I was going to support you and give my second bid to you But I don't think I can do that because you know, I just don't I just don't think that this was the proper process to follow for this I think this is completely Wrong, and I just really don't like it. I think you should always vote your conscience um Let me add to that We did not come in today for this outcome I ZRF proposal was always different. It was always An equity proposal. It was always about the second aspect of community development This deal which was on the table We did not craft In order to do the right thing so that the council can make a decision ZRF did not stand in the middle of it Which they had the right to do I want to be in front of that But it would not have been the right thing to do for us to say That's the deal So the all I can say Fine. We're not the winner. Our structure is not the winner but if Burlington can get a better deal which I still have my views on first sale second sale, but it doesn't matter I had the same views back in july about which one is a better decision So I think What this is not a deal we created. This is the situation which was presented in front of us We had a decision to make Either we could just stay at our position and this or for ZRF to step aside Let shores be the lead Ment and we did not say that we will not do the the piece which we said we want to do which is the community piece We'll be the minority partner But I can tell you this Throughout this process. I have gained A huge respect for this partnership Maybe half an hour ago or an hour ago. We were the lead And they were in a different role I hope to god I can play the same gracious role which they played to us. So We responded to what was asked Of us in the in the best way we know how to and to give up essentially our Our structure and our deal but not take away From Burlington the benefits. I'll keep on coming back to you is We'll do it under Shores's deal nothing is changed. I'll I'll still do all What we committed to do council council right Thank you. Um I understand councilor tracy's frustration in a sense, but I want to thank both of you and gary um I very much appreciate that you're doing this in a spirit of what you think helps move this city forward I think that you sat up there and you watched and listened And you saw the result that many of us were seeing that we were going to be in the potentially to be in the same spot As we've been in for for weeks here So I don't think it was My guess is it was not easy for you to come to this decision. I think that facile I think thought that he had a better way forward And I think there was a lot of exciting elements to the proposal that was in front of us before But some of the questions that I did have when when I first heard about this was What happened to the five-year broadband? I I asked the freeze on broadband was different in this proposal There was other good things in the first proposal, but now the five-year broadband's back in The freeze on broadband prices um One of the questions I had asked in the mayor's office and I asked it a number of times is the question about valuation And I get that we were more about equity in your proposal and the carried interest But now the now there is no question about a loss of it anymore The valuation is up into an area where there will be no question about that There will be no question about the regulatory process to me. I'm excited as hell about this change I think it gives us a both of the best of both worlds in this I think we have a And there's no no knock on the first proposal. Please believe me. There's no knock on the first proposal I appreciate how hard you worked on the first proposal and and and I I absolutely love the spirit That you both including gary have come forward with this proposal and and the good intentions for the city of berlington So I am eager and I hope that we have found the sweet spot With a proposal that a majority of the council can once and for all Get behind and move us forward. So I want to thank you for that Thank you. I really want to I don't know what outcome we will have if uh, whether this Revised proposal will work or not, but one thing which I want to do in the record that I want to I'm thankful to gary Of putting us together I am whether we win or lose you know I'm really thankful for gary for For making this at least us introduction happens. Yeah I have a president no dell then I have counselors mason shannon and paul Thank you pro tem anderson. So I want to ditto everything that the counsel right said counsel hartness said Um, and I also totally respect the frustration of my colleague counselor tracy um But in my when I spoke at length probably too long a couple weeks ago Really my point there was We have with the kbtl and with the two cows ting bid We had two very extreme kind of opposite In many ways opposite proposals And we didn't get neither we were getting deadlocked between those two opposites and I was saying we need to find something in the middle And eventually that led to inviting back shores and zrf and A lot of the comments I was prepared to make on behalf of zrf's bid, which I also really liked Really do also apply here, which I for the people who you know wanted the co-op. I don't see a way of getting getting there But what I do see That carries forward some of those values Is that under this proposal bt continues as Kind of an independent burlington based burlington centric Burlington identified burning burlington embedded company. And I think that's Really really important and has lots of positive implications for us moving forward The potential ownership position is 33 and a half percent from the the september 18th shores bid There is the board there five member board We still have the same competencies of the partners At the table hbc shores and zrf very complementary kinds of competencies And so like counselor right i'm hoping that we we can get to a A strong majority vote For this for this revised loi I've spent most of my time When i'm not scrambling to get ready for lecture reading these lois over so I I personally don't feel that I can't understand What's in front of me? I feel that I have a good grasp Of the verbal presentation of what we are looking at here And I I know that the mayor will give it a fine tooth comb and will review it carefully And I think we can have confidence in that work that the mayor will do on on our behalf if we do Decide to go with this proposal revised proposal tonight. Thank you counselor mason Thank you acting president anerson um Thank you for Your efforts to try and get across the goal line. I what i'm struggling with I appreciate that those of us on the council Who have lived eaten breathe bt for significant period of time may be able to grasp this very material change The difficulty is the public um You know we've we've all done significant outreach and in particular over the last week via front porch forum meetings etc This is a complete change from what we presented To the public. I've not received You know a single constituent that said vote for shares because You didn't have a bid And that's the piece that i'm struggling with I don't know what I mean. I appreciate all of us on this Council want this to be over tonight. I I think if any of us made a motion to postpone or you know For a week or some period of time to allow public input um, I'd probably be You know pummeled But the reality is we really have not had the public input and there are differences, you know between the three offers There was started to be public Um input, you know on shares some of which I appreciate Was not received well, but there are differences between ting insurers customer service pricing etc And we really haven't a dug into that as a council or or as much as we might Um and also not allowed the public to weigh in on that and and i'm struggling with what do I do with that? It's 12 o'clock I appreciate there's a desire to move forward and i'm not asking you to do this I'm just telling you what i'm thinking through here. We are in a process where i'm gonna have to cast two votes Um, I know how I may feel about those two votes But I don't know that I've afforded my constituents and the public an opportunity to inform me in making that bid and that's troubling to me I I don't I I I appreciate I appreciate what you're saying council shannon Thank you I've just first want to say thank you to all of you for staying in this process with us Thank you to all the folks at ting. Thank you to the folks at kbtl This has obviously been an agonizing process for all of us and there's a lot of frustration And I don't want it to appear like it's with you because honestly, it's not with you I think you've been straight shooters with us and I appreciate that facile You came to the table and you told us this is about building it up and flipping it and some people don't like the terminology But you were straight and I respect that I'm not sure I use the word flip. You did. Yeah, you did You did I type like verbatim But It's okay because you can use a different term. It's still the same thing and you just told the truth. That's good I will tell you there will be a second sale But if I used it Okay, well, we don't we don't need to be doing we have like lots of things to debate and we don't need to debate that And this is not yet your opportunity to weigh in so you have not been asked a question For the record, please take this word out So um By understanding is that's not whatever we call it. That's not the plan anymore So that's I think that that's a good thing for burlington. Generally I Completely respect that you have come forth with with your best offers Um, but in you know in figuring out how did we get here today? Um, I'm wondering if over the last two weeks have you met or had conversations with any counselors about changing your bid or about coming forward with Uh, something else No, you have not. No, Dave Dave chatted with us tonight So you did not meet with counselor president odell. You did not meet with counselor right at the airport I didn't know Point of order point of order Beth, I mean, we're really talking about the bid. We're not really talking about the process. Are we I mean There has been no discussion to change the deal There has been no discussion Prior to tonight because I would not have put so much effort into the deal If I knew what the outcome just happened But you have had meetings and discussions about not to change to Alter the bid in some way. There was no point of order. They've had discussions about the sale his sale Counsel shannon She is out of control You're out of control counsel shannon and you're going down the wrong path I've never had a wait. I'm sorry can I want to acknowledge Comments that are being made So president nodel. I think you want it. I I believe I have the floor Okay, I think I'll allow her to keep going Okay All right, so facile can continue to answer the question. I've not had a discussion with anyone prior to tonight Whether how are we gonna If this deal would have worked this is of this deal would have happened the discussions were only about your old deal We have had Input from everyone A lot of people in terms of what we should do with our deal. There will pressure on us Increase evaluation do this do that. Yeah, but my only questions is if you've met with city counselors Outside of the city organized meetings So you did not meet with president nodel or or counselor right Point of order because that needs to be explained Right Point of order, please. I'd like to be recognized on point of order Counselor right No There were no more meetings any different than what you attended counselor Shannon We had a process That if we went through terry dorman we could set up a meeting And it just couldn't be an individual counselor by themselves by themselves I had questions that I wanted to continue to ask about the proposal No different than you going to the fletcher fleet free library and meeting with them as you did Yes, you certainly did and that was a sanctioned meeting I'm sorry. I have the floor right counselor. Shannon. I have the floor point of order No, I believe I'm addressing counselor right has to address the chair not myself And so the reality is I contacted terry He sanctioned the meeting We met at the airport because facile was flying out of town Otherwise we would have met with him in a downtown location But we said it was it was the easiest thing to do there We followed the process that was exactly as it was laid out We ran into counselor paul there. We asked her if she wanted to join the meeting and she did She actually brought up the question and said I'm not sure we're supposed to be doing this and I said well, we are because terry set the meeting up for us and because there's more than one of us here. It's fine And that was the process that we followed There is no question about that It is no different than the meeting that we had at the fletcher free library Or the meetings that we had here in the city hall It is a meeting where we continued to want had questions about the process And nothing was as it was exactly as facile has stated Facile didn't request the meeting we requested a meeting that facile was here As was Todd and gary to meet with counselors and to go through their proposal. Thank you We had continuing questions about that. Thank you. I believe I have I have the floor you do have the floor okay, uh I want to be clear because I'm being accused of doing something outside of what we agreed to that um, the council was invited to meet with uh, with the bidders in meetings that were arranged and shared with the full council I had no knowledge of and the meeting at um, the library was actually with terry dorman Was available to all of the counselors and we all sat in on the meetings. There were no secrets And it was known to everybody Um, that those meetings were available to all of us That was not the case with meetings at the airport and other meetings that I've heard about But I'd like to move on to the substance of this issue Um, and everybody who has had separate meetings. I know I have not had any meetings with you or any other bidder Or any conversations Those who've had can you know defend themselves um Who will operate uh, bt under your Uh current proposal You said it would not be gary No, it would not be gary unless I mean, I guess we could Have that discussion, but I haven't had that discussion with gary So we would have a strong local leader and so that's to be determined Um, so that's you know where we are right now As I said, I'd like to I'd like for gary to have a role. I don't know what that role would be But but who would be? Operating and managing bt. How would that work? You know, I'll I'll be Yeah, I'll be candid with you right now I wasn't expecting to answer that question. Yeah, I was expecting to answer the question as lp So I mean if you can't answer the question it's perfectly fair to say, you know I'll get back to you or I can't answer the question. I don't know the answer. Okay um Your My understanding was you would need board approval to go forward with this deal And I'm sure you had some inkling as to that that your board was going to approve your original loi perhaps that was run by them and perhaps The partnership with zrf had been run by them and I wondered where are we with your board approval process? So the previous loi was reviewed and approved by our company's acquisition committee and our board So that structure was already done The zrf partnership my acquisitions committee met Tuesday of last week and approved that So I'm having to schedule a new board meeting in the next couple weeks. So that would be I would update everything at that point Okay, so so it still requires that that process um Who will be the investors in My understanding is this is 60 percent shares. It's 40 No, it would be no. I'm sorry didn't mean to interrupt you. Oh go ahead if it's no then just go ahead Our company would be the owner The city of burlington would roll over or invest what they would do Zrf would have a stake in a minority sticking as well. We're figuring that out But that would be it What percentage ownership would you have would shirts have could you Well, and it would be anywhere. I mean part of it depends on what the city does so it could be It could be I think the right way to think about it. This is This will be a shores deal right with zrf as a minority partner What percent we will decide we haven't decided but it is not the it is It is shores is deal with benefits of zrf of all the community related initiatives and investments But we do not have the gplp structure We will be a minority partner in their deal And and to get back to Councilor busher's question. Yeah, I don't know It we're not it's not a general partner limited partner kind of structure But we're still figuring out how it all fits together understandable Do you So you're going to be a my minority part Zrf is going to be a minority partner. Is it just going to be you investing or will there be other Investors in that zrf partnership that Will be the minority partner We haven't figured this out, but the reality is the right way to think this about is This is shores deal Okay, this is shores deal going to have the majority shores will have a minority interest if you have other investors Will we know that you have other investors and will we know who the investors are? We're going to follow the same process which we followed earlier It's you know If zrf is you know, a big investor It will have be a same gplp structure between zrf and its investors But at this stage, I think the right way to think about it is not get into the internal dealings off Sorry, how we structure that I think the right way because the the thesis of zrf's proposal was That That there will be a second sale at some stage I I do understand that you don't know this is not that this is right This is zrf. This is shores deal And just think of this is I'm sure you have to go and and Figure out, you know, if you're going to have other investors and and it might not be the same people interested in this deal That were interested in the previous deal But my question is just if you bring in other partners you had it previously agreed to share the names of the other partners with Um Which are pretty small but not with the city and I just want to know is that the same arrangement? Will we know that you have partners? Will we know who the partners are? Who will that information be shared with? I think because we are we are public it's different than a private body and and It's important to the public to know who owns the telecom I think in this case shores owns it Shares is a minority partner, but I'll take that to mean that you do not want to share the details of who's in your partnership is No, I think shares would be the majority partner and we would have anywhere from And again, it depends on what the other parties do we could have anywhere from 60 to 95 to 100 of the ownership so Effectively shares would be the owner of BT at that point And so zrf may not be your partner in what you're offering us tonight No, there's still some things that zrf offers that we are very much interested in namely The things in the community with the entrepreneurship with the job retraining That's those are the things that we're still figuring out But if you own 60 to 100 percent at 60 percent zrf is your partner and at 100 percent I assume he is not most most of that gap and there's how much does the city of burlington have I think our partnership is Would we support? Shores to do the things which we suggested one should do The answer is yes, okay Would we be there to help? shores Do all those things including the tech innovation fund including the retraining Yes, so you're talking about that 200 and well you put it as 1.75 million dollars over seven 1.75 million dollars over seven years point of order Council jeng Yes, we were supposed to make a vote on the 27 we on the 28 and we won't be here until the 29 Can we ask can we make take turns to ask questions? Yeah, at least I will wrap up my my questions point of order You like that council? We need we need to move on I do think that it's important that we get all of our questions answered so we can go another round I'm happy to do that. So I have more questions. I don't think we can vote until all questions are answered, but I will yield to the other counselors council, pa Thanks, um You know, I I had actually prepared You know some comments that I was going to speak to given the fact that it was a zrf sure's proposal and one of the things that I was going to say was that Quite honestly, I would have preferred a sure's offer with the zrf Value add I think this is a better proposal for the city of burlington And as others have mentioned as counselors hartnett Right and president nodell have mentioned some of the benefits of that one of the others is that And one of the concerns that I always had was that I was much more attracted to a decentralized model And I think this is a decentralized model the burlington telecom that we have today Under a sure's the rf proposal will I believe feel like the burlington telecom that we all care about And I think probably the opportunities are much greater with this kind of arrangement For us to be able to benefit from the synergies with hayawatha broadband So i'm very happy with this proposal The other thing I just wanted to mention is that um, you know, I I I wouldn't have had really an opportunity With a zrf sure's proposal to really speak to the financials because You know, you really you it was hard to As a family office. It's a completely different setup But I just wanted to for the benefit of the public To just reiterate what I had said back in Mid-october, which was I did at the time have Long before there was a moratorium on individual counselors being able to speak with With the bidders I had contacted terry Jormann and had asked him if he would set up an opportunity for me to speak with todd about His audited financials and we had a a great conversation on a sunday afternoon And He also did give me the opportunity to access his His audited financials for which I was very appreciative and I think I think what we're looking at with sure's communication is a very strong and sound company One that is not interested in any sort of get rich quick Kind of scenario. It's a very patient Patient return on equity And I think it's the kind of offer that we're looking for a long-term owner Their record is not one of you know buy something and sell it in five years Buy something and sell it in 10. They are a long-term holder and And I think that I I personally think that you will be if you're selected a very good partner for burlington That being said and I I do want to make sure that we do have an opportunity to give The the two people that are here from ting the opportunity to come up and you know and and and for us to ask any questions That we want to ask of them. I do want to say in To to to ting that one of the things that maybe a lot of people don't know is that over the last couple of weeks There's a lot of things that we have asked of ting We've asked them to go and talk directly with kbtl to possibly work out something with them We've talked we've talked to them about different things that we wanted in their loy They have agreed to everything that we have asked of them And I think that we that that does bear our acknowledgement and our thanks You know they if they are selected they will be a very good partner for burlington as well So um, I agree with the mayor we have an opportunity to move forward with several good offers and uh Hope that we can wrap this up on the 28th of november. Thank you councillor jane Yep, I would like to make a request in having the summary of this new proposal before we make any vote I would like to ask maybe the council we go on a recess They can work on the summary of their proposal and bring it forward before we make any votes because we cannot just make votes on Just woods we have to have at least something in writing before we move on That's just a request. Thank you Okay, I think that's it Council's decision if you want to ask them to do A written loy So before we Grouped again. I met with Todd and fuzzle and we went through the joint loy that was proposed by them And No, is this the right one? No, not. Yeah, was this the right one? And Yeah, and and basically went through and put pencil notes on the things it would needed to have changed in that loy. So it was We pulled a few points out of the shores old loy and plunk them in pencil in that if it would help to Circulate that and look at it. We can do that or we can step through the actual Joint loy and explain what the differences are You want a copy of it? Okay Not the whole loy but at least the summary We'll call a five minute recess to make copies point of order Could we continue it's another recess honestly is pretty dangerous here Could we just continue asking questions and the and the we can just get copies of what you have shared with the council So that we can continue this process Councillor Jang were you done with your questions? I mean, I don't have any other and I don't know how people can ask questions just For asking questions. I mean we need something to look at in order to ask a question and that's what I'm Nicely asking to the council at least Councilor no doubt our president no doubt Yes, and I think it's helpful to have something in writing if we can get something, you know, fairly quickly I think that's an excellent idea And in the meantime if there are more questions we can, you know, kind of keep going through the questions I think we should need to make progress. We need to and no councillor shannon has more questions Let's get through the questions And let's I do think that we should get to the voting at some point and I think We we owe it to ourselves and to the city and to the bidders to at some point get to Voting because Questions could go on forever And we can't allow We need to get the important questions out. We need to get important information out and then we need to vote And I will ask to councillor because I don't have another hand to councillor paul's question Do we want to bring the other bidders? For back for any questions I have further questions But I know I wanted other councillors to have an opportunity Council shannon, okay Will you still be buying up other municipal telecoms? Is that still part of the plan? I think right now I think that we will be Digesting this one first. It would be the right answer I think we want to learn I think we want to learn before we make that next decision. We see a lot of opportunities clearly we committed to You know Complete the bill that in burlington except for those 120 households that are very difficult that we'll figure out how we can get to at some point There's lots of room to expand in in in neighboring communities. I think there's opportunities throughout the state of vermont so we're but We're going to walk before we run would be my answer and um You recently sold the telecom. I think in 2016 I don't remember the name of it over the Because it was made aware of this many weeks ago, but advanced cable in florida. Yeah, and can you share with us? Was that a fiber to the home business that you sold or no, and why did you sell it? It was a traditional cable business and we had been in that market There was coral springs in western florida's two communities I think we're in one about 20 years and the other about 30 to 40 years We were in a very difficult competitive position In a large media market there were I think Half a dozen video providers and probably five or six broadband providers and we found we just couldn't effectively We couldn't effectively serve our customers or compete in that market. And so we said it was better for us to leave Okay, so it was a very competitive broadband market and All of our markets and and we are in the sous city, iowa Region that's a competitive market. We're in the Outside of phoenix and toos on arizona. Those are competitive markets. So It's not the competitive nature of the competitive market It was the it was the fact that we just effectively couldn't communicate our message Okay, and now i'm going to ask you kind of the same question that i you know We had the zrf proposal on the table and the attraction of the zrf proposal was to I'm not going to irritate you It was to build it up and sell it Thank you You bet Willing to meet you halfway So That's not the plan Any Anymore right Our intention would be a long-term owner of burlington telecom So if if you're thinking that we switch seats and then The intent is still to Sell it in five to ten years that would not be so the city well the advantage to the city in that deal was that We were You know pretend if you were successful in doing that we would have had this Large yield at yield at the end and so The argument was that you know, there was a seven million seven point three million dollar differential between you and ting and But we could make that up at the sale in five to ten years We could potentially make more than the the seven million dollars So But in this comparison now you don't have that upside your price is 30.8 million Ting's price is 30 32.3 million You don't you're telling me you don't know who's going to operate this business So How are you going to be I mean are you going to make the argument that you're going to operate the business Better than ting or what's the thing that kind of puts you over in your mind? um What's the strength of your Of your bid here now. I mean you are at one point the high bidder I remember No, and you know I I can't judge how ting would operate the business You know, we would operate the business. Do I know who the local manager would be at this point? Yeah, that's that's all the things we need to figure out. We have a structure in our company um in terms of support and other things that We are right now in three markets and once we close the hiawatha broadband Um deal will be in four communities Um, you know, we've got tens of thousands of fiber customers. So We you know We have a track record and kind of know how we want to operate that. I think the big difference would be um You know, there would not be I I would not envision a sale of burlington telecom As a as a hundred percent entity in the future So, you know, we would need to sort out how you do that valuation I would expect and my our intent would be that the city's Ownership stake, whatever that is would grow I you know When we talk about alignment of interest I wanted to succeed for for everyone So, um, we'd have to figure out that valuation mechanism because it probably wouldn't be a sale Of the entity on the open market right so And I don't remember from your previous offer What the buyback arrangement was if the city has a I assume you're offering the city a 20 share and and we would have The opportunity to buy back the share and What what was the previous offer and are you sticking with that? Yeah, our previous offer was we we would be happy to have the city roll over its equity We also said if the city wanted to put in additional equity resources in We would welcome the city increasing its share up to one third of burlington telecom But then if the city is in for one third and then wants to liquidate that investment What is will shers buy out the city at some point? Yeah, and that was I think we had not And you're asking me to remember a letter of intent from well or what your intention is today Yeah, I can't remember. I think that we had said we would set up a mechanism But we hadn't done that yet. I know the answer to the question because I have the documents. Thank you The answer was basically that we would work it out We'll work with you to work it out And I also have burlington there the shers is confidential 11 year plan Which lays out very clearly their business plan. So if any counselor is interested in having this document Much of many of the questions that we are hearing now are actually have been answered by documents. We have received Up to now Okay, I just don't have it brought him yet. I can't remember. I apologize Thank you. So we don't we don't know at what rate you will buy us buy us back. Okay. Yeah, thank you I don't have questions, but I have a statement. I'd like to make When we're done with questions, can we complete the questions? with this presentation and Offer the opportunity to ask any of the other bidders questions Do we have a final copy of the written? Okay, because there there probably still be questions. I think councillor dang I don't want to speak for councillor dang, but I think that's what he was waiting for right Yes, we move on to the others though and come back to this for time Does do any councillors have questions for the other bidders? Yes for the other bidders. I would like to have both ting and kbtl Here, please Were you sleeping? So Can I ask question? I mean, I would like to start by saying thank you for trying joint venture proposal And as of right now It sounds like that's still a possibility. You still can work on a proposal and bring it right now You know if you could consider it we can give you some time to go do so I appreciate that. Thank you. Okay So my question for ting Is um, you know, you've been hearing all of this And it sounds like nothing is Done yet and we still have a possibility to make a vote before 12 p.m Today, right? So now I was wondering if you can work on Your community investment a little bit If you can, you know Work on it a little bit instead of two hundred fifty thousand dollars a year is that possible possible for you also to Make it happen a little bit make it go up a little bit And if you interest it in doing so, please do it You know In order for us to have all the LOIs to to discuss And yeah, maybe you can answer that and then my next question will go to kbtl Uh, one thing I do want to confirm is it's two hundred and fifty thousand dollars per year In perpetuity And in addition to the two hundred and fifty thousand dollars We would do the same things we do in other markets Which involve significant community support such as sponsoring local events Such as giving free service to select nonprofits Such as initiatives that would help bridge the digital divide beyond the lifeline program So I I think we will be giving additional community support That we haven't necessarily quantified but um, which is Which burlington has told us is important And that will be outside of the two hundred and fifty thousand dollars and would be on a yearly basis So there is no way to have it in writing what you just talked about and say this is the amount that we can Commit in bringing forward every single year for burlingtonians I think our our letter in 10 stands. I think uh, I think our bid Is is fair and is still the high bid. I think our Our commitment to the community is Is is higher if you take into account the fact that it It lasts forever Then what we've seen and and so I don't know that this is I don't know. This is about a bidding war anymore. I think this is about Values and and preferences and and and and who we trust to operate this business Thank you, and that's a great segue for kbtl And I think um, this is all about value the amount of support that you receive because we value community We value local control. We value sustainability And I haven't asked this question to any of you yet What are the chances for kbtl to not? Be successful if you are the successful bidder as a whole the the co-op to not be successful in terms of percentage Yeah, and I'll start with something. I think folks have heard me say which is We're not going to come up in front of the city and we don't want to put ourselves in a position Where we're going to fail And We've had a lot of pressure To just increase our bid we've had a lot of pressure to do different things And what we did in this final proposal Um Is something that's going to require a you know requires us to really you know Sharpen everything as finely as we can But still be in that position to say this is going to succeed within the community because the last thing we want to do Is take us back You know to the position where Things were either, you know, it wasn't necessarily that they took on too much debt But it that was that it was a spent too much on You know the build out and we don't want to put it back into that position so we've Focused very closely on making sure that we're not Going to be for the cooperative putting this in a position to fail So if you ask me the probability, I mean it's going to basically be a probability event that would be based on You know some dramatic business shift that would cause issue for any party And it's not going to be in us an operating issue that would come up Or a financial ability to pay our debts that come up So um, you know, whatever the probability of a you know, basically a business disruption that would be You know, and I don't mean a business I don't mean a business disruption like an equipment failure I mean the total change in the way the world Works type of business disruption the buggy whip kind of story that Would be our reason for failure And lastly the main concern for many of my constituents and also Many of the city councilors Were the amount of debt Now it was 12 million and now 18 millions Do How how did you come up with that? How why did you want to add more debt into your bid? Instead of just sticking to the 12 12 million that you came from the company councilor dean I have a very specific question that I think this is for ting On page 11 of your slide deck addressing investments in the local economy You Highlight a 50 million capital expansion investment plan for the next 10 years Which I think obviously shows your commitment to building out the The network the fiber network in this city and into the communities beyond But then a few pages later use you mentioned in in your investment commitment a 57 million dollar investment over 10 years And so i'm just trying to understand the seven million dollar difference between those two investments that you quote Yeah, the number is 57. I think we we used sort of over 50 as just a general round number placeholder So the real number is 57 million dollars. Yes. Thank you president. No doubt Just continuing that I had a similar question on the the team proposal And then I also have a question for kbtl the Discussion about completion of burlington you're very Unequivocal that where we will finish new north then we will build up burlington and then You say that you review plans for neighboring areas including winooski esics willister in south burlington build there if warranted So that's we're going to explore it and if it makes sense, we'll do it Okay, just want to clarify that so on on the keep it keep it tells there was a revision to the bid So my understanding is that the upper price in effect is now 16.5 and not 18 million dollars. Is that correct? Dave I think you need to yeah The 18 million dollar bid Assumes that the city takes a carried interest of 1.5 million So if the city is going to preserve its full option To take all cash The offer does have to come down to 16.5. Okay, but at an 18 million dollar bid the city's Available cash or available carried interest is larger than that or 12 million dollar bid which may give the city more flexibility Okay, and then when you compare your I didn't have a chance to study the new projections in detail But I knew the 12 million dollar number is pretty well So when you change to the 18 million, let's assume the city with all the assumptions to get to 18 million How does it affect your? You know cash flow and The numbers still work with the Well, you have to keep in mind there were several important changes at the 12 million dollar bid there's member buy-in $500 per account With half of that waived for burlington subscribers With a minimum pay-in of five dollars a month And and that brings in close to four hundred thousand dollars a year for the first four years So So there's other elements that improve the cash flow as well as the impact of Do you want me to detail all of the changes? No, no, no just the summary just the kind of big picture the short answer is that the Debt coverage ratio Has a has a bit of a larger hole in the 18 million dollar bid at Five years when the payment to main fiber steps up right On the other hand, there's substantial amounts of Available cash in the years prior So if if the cash flow is managed The the average debt flow debt average is fine. So it does work. Okay. Thank you Yep, maybe last question. Um, so I asked earlier a question to She was ZRF Um about If you contacted them In bringing a joint proposal together And I was You were just wondering and they said they could not answer that question right and It was all it's all good We did talk to them and the reason I know the reason they didn't Answer the question is they didn't know if we were in the room and they were uncomfortable to answer without Us being in the room. So yes, we did and I think it was Again, it was just, you know, something that wasn't gonna Um, you know necessarily connect with the approaches that we take in particularly toward ownership of of the asset. So Um, yeah, we were introduced and we were able to speak with them a bit, but it didn't really Uh, you know have didn't go very far Councillor Shannon, um There's actually a Question posted on twitter that I wanted to ask of shers, but I don't know if they're still in the room Or if they just want to Negotiate On the what? Okay, when they come back I have a question for them Sorry, I'm sorry. I don't have questions. I've seen so much of you guys. I don't really have any more questions for you So by the way, if any The shoes are uh, brooks. I don't think you actually knew that they were bricks. Although they are red. Okay There are no other questions on should I propose a five-minute resource or alan thinks I asked about shoes rather than shers because it is so late My ears aren't that bad Why don't we take a five-minute recess then while we wait for the papers? To be copied and completed We don't have any more questions for them Shers is not in the room um I just didn't want to drag this on any any longer than we need to so So so somebody just tweeted and asked me to ask this question and sent me a link And you know, honestly, we haven't had a lot of time to do any kind of due diligence On your offer. So I apologize for just kind of springing this on you on the floor But what was what was sent to me was uh from mother jones The title of it is media meet the media companies lobbying against transparency And there is a list of companies included in this And you and and this goes back to 2012 Lobbying Against net neutrality in in 2012 along with there's there's a number of Other organizations on there Including gannett Cox media group Hearst television and and you're on the list So I just wanted you to have the opportunity to address that and I know you do hire lobbyists and and Do you hire have you hired lobbyists on the net neutrality issue or What was your position in 2012 has it changed? Yeah We've hired a lobbyist once it was not for net neutrality it was for something completely different It was for a a transaction Related kind of thing And I don't know what that one was about. So I you you're catching me cold Um, I don't think we've ever lobbied on that neutrality as far as I'm aware of Um, at least let me say I know I haven't um, I also know that The commitment we made to you um That we made And that the two of us made In the letter of intent we did together as well as the one that we made our company made In september we would absolutely honor that that's that's the way we do business So I I don't know. I don't know that one That specific article. I'm sorry If if you make a deal with btv that you are supportive of net neutrality I don't really understand the structure of your company to know if Um, you might have you have a subsidiary Antietam I think They could lobby for uh against net neutrality even though Even though in burlington we support net neutrality They might decide that they do not support net neutrality. Is that correct? Yeah, well, let me we we own eight newspapers I don't think we've ever had a year where they've all endorsed the same candidate We're fine with that. Okay. Thank you Anyone else the attorneys have gone downstairs to update just so everyone knows what's going on They're updating a document that they will take a few minutes on and come back with so If there are no other questions We go back for Was that a hand? I'm sorry. No, let's recess then for a way to recess. Yeah Can we get some water? Is there water back there? No, I just want to We need to get you some cups too I'm your class tomorrow Oh, I have to be at work by eight And I'm getting tired. Hey chip. What time do you have to be at work tomorrow? Me too In the morning don't go to bed Because you'll feel worse Are you going on tomorrow? Where are you? What? So So Okay, great. Thank you I don't think so It's uh, I think it's going to come to an end shortly here But shares provide a path through the city I don't think so We can't we can't afford to that's the problem The problem is that once you know once you if it continues to grow like we all hope it does We hope it's lucrative and successful It becomes cost prohibitive You should take some and it was what I'm going to do is go build this check-up again Yeah, I can But could we have a more meaningful partner? I don't think so I think crf. I like that model better But I think crf We could have You know The city is looking for the same thing we are in terms of we don't mind taking a Share as long as we have a path Ownership that doesn't mean buying them out at some high price Right, but I don't I I think that you know You know unless I'm really wrong I don't feel like the city can afford to buy it back But afford to buy it back now Because it is just starting to do But No, I think I'm hoping I want to be able to buy it back, but yet I want it to be successful So I'm hoping that actually it will take off and our share will be Good for us financially and hopefully it will be a meaningful enough Share that we will be able to realize What we want out of it. We will have some real say in them That's really my goal Well, that's another possible Again, looking at it from the co-op We could say, okay, you can you can build the extension. Let us have brilliant. Yes, but if you Yeah In a way that you could buy out We might get there, but even in the agreement. Yeah, but even in the agreement that they put forward with crs They talked about they talked about a number of options and one of them was that they could expand It was a different model. I wasn't quite sure Or Somewhere it says that the curies potentially That they would Themselves would own the fiber, but we would So I wasn't quite sure what that meant whether they would be Investing in the build out. So that would say this is the crm proposal I wasn't quite sure if that meant that they would Be you know putting up the money for that expensive infrastructure because To put fiber to the home is expensive. Yeah So I wasn't Yeah, okay. Okay. Here it is. Wait a minute. Sorry. I set it wrong. Wait a minute partner with other municipalities where vt becomes operator of the network and co-ops municipalities The physical fiber So the municipalities would own their physical fiber But vt would be the operator So that that could work for the co-op as well. It was the co-op Yes, I know The city allowed the co-op to buy them out See that's where that's where I was trying to understand and I still don't understand If they would have If they would allow you to be a minority share Well, you need to think fast that should not you but I think that's really a question And I don't know that I I said, yes, but it was a really like a Any kind of I Good morning Would you like to meet at the garden atrium for coffee if the room could Be quiet So the documents have been handed out. I think we'll ask If Ralphino work will maybe walk through it briefly and then address any questions Okay, so the document that you have in front of you is the summary of proposals that we've been using To review the various lois this last one is the last presentation that was put Fourth by zrf kbtl and tings And then I've taken the third column Which was the zrf column and converted it over to add in the new proposal so it's sort of a blended Approach of showing the changes from the zrf proposal to the new shores proposal So the first provision is on management ownership on that Shurs is going to be the majority Owner and zrf will be a minority owner or partner or however that ends up getting characterized But the concept there is the majority minority position No change with respect to the retention of staff on the Offer a source of funding. It's cash at 30.8 million It assumes that the 2.5 million that's been planned and capital expenditures will continue to be made And additionally there is possibly an additional price increase Based on the ebitda performance for fiscal year 2018 those those that was in the shores offer before and but it doesn't have firm Numbers around it yet. It's a cash deal that hasn't changed from Before on the commitment to move memorial There they will move memorial facilities with 18 months of notice and the payment of that is still To be negotiated with with the lease terms is what we're talking about The potential city equity is I think on the purchase price proceeds, it's it's 20 percent There's been this talk about additional amounts But that's going to be subject to whether the city can do that. I think so that's The same on fiber build out the they're actually much more expansive provisions on the capital commitment But the plan is to reinvest the profit into growth and then to make additional capital commitments that were set forth and that you know more expanded LOI from before I think it had like the 6.5 million and Am I saying that right? And then the the community commitment these provisions are all the provisions from the zrf proposal and they stayed the same Pricing commitment was to make no price increases on broadband for 60 months Which is an increase from the 36 and content costs increases only on video past on it cost The customer service Was you know an expansion of the of the Current customer service They have included the anti monopoly provision and concept this the specific language around that still needs to be determined The there's a commitment to net neutrality and On the put right if the city decides to take it's an equity interest and they want to sell their interest back They've included that but still some of the terms around what that put right is going to look like or need to be determined That was consistent with the old shores loi as well The the commitment to smart city initiatives is the same With respect to the church street location they Would like a long-term lease with either a right of first refusal or an option to buy And we haven't we still have to negotiate the terms on rent And they offered a right of first refusal to the city on the future resale But that also needs to still be negotiated Which is again consistent with the prior loi and the board You know, there's some flexibility on this as well, but the idea would be that probably uh Nisar and Todd and Maybe even Gary would be on the local board and the city would have a board seat as well If it rolls its equity in it assumes zero working capital and I think that's pretty much the The run-through yes So we'll open it to questions. Um I councillor busher Thank you. Um, thank you. This was very helpful. Um, I just have um, a couple of questions Since tonight is the night to think outside the box I'm gonna exercise that But the first thing has to do with The opportunity, um You referenced it. Um, where is it? City may elect to retain sorry city may elect to retain ownership interest up to Whatever but approximately 20 percent and What am I confusing the 33 and a third with this 20 percent? What am I what am I the 20 percent reflects the um, if if we were to roll over all of the sale proceeds I think the 30 percent that you're thinking about Was A provision that was in the other it was in the previous loi But it was saying if the city had additional funds to roll in Right, but is that going to be retained in this Because that was in the original loi from shores. That's important to me. I reference it I don't think shores has any problem with it. I didn't put it in there because I don't I don't know how we could structure that under our charter Okay, okay The answer is yes, okay um And so the other question is I don't know if I have the I have the right to ask it, but I'm not sure if it's legally okay. Where's Eileen? She probably went home just exhausted. But anyways um 200 church street, which you know long term lease or right of first refusal refusal or option to buy Could we just get more equity in in the company? Just saying that mr. Mayor So I'm just trying to figure out ways to increase our Portion of this And I just wanted to know I didn't know whether that was something that really could be discussed It's a real estate transaction and that has to come before the council. I'm well aware of that, but Anyways, that's another food for thought as As we move forward. Thank you Councillor mason Thank you. Um, thank you for this chart ruffian. It's helpful, but I think it also highlights some of the Difficulties we're going to have to face in making a decision. I see at least Three material items that are not finalized The you know the the move I know it's been projected. That's a million dollar plus. Who's going to pay for that was something to be determined The right of repurchase Again, something to be negotiated in good faith Contrasted with the ting offer where we've got a specific purchase price and a specific timing requirement And finally, you know on the right of first refusal We have specific language from at least one bidder, but we have a to be negotiated From a leverage perspective if they are moved forward as the winner, what leverage do we have to extract? Terms that would be more favorable to the city Well, I think your leverage has been extraordinary through this transaction So I I'm saying now though. I mean if we go from three to two to one tonight You know with these three material terms open Well, we have to get those terms finalized quickly I think it's there was some there's some exposure on this on in all of the lois Frankly, we hadn't really nailed all of this down in any of them. So I think there was exposure in all of them. So I I appreciate what you're saying. There might be a few more points here that would be But frankly, this was true in all of the lois. Thank you council hearten it I just want to make sure i'm correct here, but letter of intent is really As we talked about earlier, you know non-binding and that we're going to have probably another 30 days to Get some of these questions answered right before we sign a sign a final letter Is it no actually? I think that you're going to have to sign a letter Soon very soon. We're going to have to sign final purchase documents by december 31st Okay, but we have some time to get these questions answered Necessarily don't have to be answered tonight. First you have to pick a bidder and then we'll yeah, right? Well, that's is what we're trying to do but my point is is that Sooner we vote We'll soon be able to do this, right? So, you know, let's vote mayor Weinberg Thank you Pro tem Anderson I I really do want to thank you. This has been extraordinarily difficult Meeting to step into and be asked to do this and and thank you for Keeping this move in and bringing us I think imminently to to a resolution here Obviously this has been By orders of magnitude the most challenging vote that that I've ever seen I've been involved in over the last five and a half years. I know that many brawlingtonians are going to wake up tomorrow and have No matter what happens of these three votes and you know, it's not entirely clear to me what's going to happen Of the three bidders. I think there's going to be questions I just want to say that as painful as this has been and as circuitous as it has been I know everyone sitting here at this table has worked extremely hard on This issue and has had the interest Burlington in mind and trying to bring this to as good a resolution as possible and as Ralphine just suggested It's painful. This process has been the bids have gotten substantially better over the last couple months and We are I hope in position to close us out in a in a successful way at long last That wasn't confident of that going into the night and I do want to thank again Todd Scherrs and facile nissar for for I think Staying flexible and finding a way to help us get to the end. I do want to Say again two things to the kbtl um Board and volunteers If if the kbtl is not chosen in the votes a minute. I I I hope you see the stamp on these final Both of these final other bids and how much you have improved them I also of the you know, I have a few regrets of how this thing how this has transpired in the last couple months one of my regrets is that We were not able to quite get over the Finish line and find a way for the co-op to have a 20 percent ownership With the ting bin. I think that would have been Combined with the city that was almost within our grasp there that we would have had 40 percent local ownership and maybe as you know for mayor Kovell suggested more weight than the 40 percent suggested in the future of the company and I want you to know that I wish that had had had come to had come to pass I think it would it would be maybe better than what we're going to end up with Final thing I would like to say is I do want to say thank you to to ting for their extraordinary work over throughout this process Noss did right to me years ago sent a mayor to lay letter to the mayor's office That I didn't really notice for for years, but it is remarkable how long king has been Following what is happening here and been interested and and and wanted to be a partner to burlington While I if if The sure's bid is chosen tonight. I Fully expect that I will be able to work with The sure's company and get this done. I do want to be clear before the council make its final vote that I do continue to believe that That that ting is would be a great choice for burlington as abby ty cocky tweeted earlier today ting has been through the hashtag btv cc america and ninja warrior gauntlet and they're still here waiting to scale that warp wall They have been very committed Throughout I I believe They are The choice of a large segment of the public. I think many burlingtonians are going to be very disappointed If they wake up tomorrow and find that ting is not the choice And I think that's because ting has an extraordinary record of affordability A extraordinary record of customer service And I think they have Shown for 24 years that they believe in burlington values like net neutrality like an open internet like good privacy policies like Lifeline programs and and make ensuring that the digital divide is closed I've been unable to convince you that as everyone knows Four weeks now, so I will close not with my words But I do want to just make sure that the council is aware of a letter that came in right here at the end came in last Wednesday just before thanksgiving was written by christopher michael The highly respected director of community broadband networks from the institute for local self-reliance His letter stated in part. I won't read the whole letter, but there's some important words We are an organization that shares localism as a strong value and has more than a decade of experience working on broadband policy to best benefit communities We have a long history with ting though no financial relationship Not only have we extensively documented ting's partnership with westminster maryland to build a citywide fiber network But many of us have been customers of ting's parent two cows in various ways Ting's has long been a force for good in protecting and expanding an open internet Both in sponsoring important events and via its CEO who has Served in organizations that can be thankless and irritating But nonetheless make the internet what it is today in its partnership with westminster Ting put more on the line to make that partnership work than we have seen in any other partnership Um, I believe with what is still before you for at least a few more moments here. You have Uh, an loi that could be a new model of municipal partnership Municipal private partnership the combination of a partnership with a company with a long progressive track record An agreement that codifies a long list of local values And I hope the people understand there were comments in public forum earlier tonight We've been caring about the privacy policy. We've been caring about Other policies that we're still hearing the public care. It's in that agreement This is an agreement that codifies a long list of local values and goals And a city minority interest that gives us a seat at the table With an ability to demand enforcement of our agreement will be something that other communities greatly envy Um, I still think that would be a great choice a great outcome from tonight. Thank you I Thank you. Uh, I just really uh, I'm gonna take a little issue here with the mayor I think people are going to wake up tomorrow in brookton and we disappointed that an ingot sold to kvtl And and so aren't we in a sense all right that Because of actions not by this administration or by this council that we were put in this position That I believe everybody around this table in this room would love to have this concept of kvtl Right, but we don't own kvtl And unfortunately we're not in that situation right And to say that people in brookton will be disappointed that it's not sold to tang Is not true Where they're really going to be disappointed is that we unfortunately because of the mistakes that we made in the past And where we had to get to because with this city was on a financial meltdown a crisis That we couldn't even buy fire trucks for christ sakes or police cruisers That we had to we had to be in this position tonight not to be able to keep this our own And that's the sad thing Not that we're not going to sell it to tang But that we couldn't eventually be and still be the owner of this company And that is that no fault to anybody in this room So hopefully tonight, I think we have partnered with somebody that Is going to be a true partner And if you look at the criteria of the brookton b-tab and you look at the work they did And their recommendation coming out of brookton b-tab that shores was the right partner all along And they got screwed because of politics So to say that tang would be the only one to make people in brookton happy is not true counselor tracy As throughout this process i've been in a huge kvtl supporter and i continue to be a kvtl supporter I'll be casting one vote for kvtl I think that the values that they brought to the table the tenacity that they brought to the table the organizing and the continuous public support That they demonstrated time and time again, whether it was coming out to city council meetings coming to forums that we organized in the old north end whether it was rallies whether it was questions that counselors answered are asked It was really truly unbelievable to see the community coming together and organizing and showing true vision And I think that that's what i'm going to be really heartbroken about tonight If we don't end up going with with kvtl is it's a real loss for the city of burlington It's a real loss for the city of For the people of burlington and something that i think that we will will very much regret in the future should we not go with kvtl I also think it's incredibly unfortunate that we've decided to abandon all process seemingly at the at the At the 11th hour. Well, maybe it was the 12th hour. I don't don't know I lost track of time long ago, but The the fact of the matter is is that we've lost any semblance of real process and it it strikes me as completely unfair that we put Ting and kbtl through their paces in over six months of vetting And then we have another loi emerge before us in the hall out there Negotiated away from public eyes coming before us at the in the middle of the night And we just it's 1 a.m. And we just get the deal in writing And now we're expected to now we're going to be voting on on this deal And this could be very well the telecom that we have to live with for generations to come when we don't really Have any of the vetting that we did with any of the other other bidders in place, which is just incredibly unfortunate And I think it's a real mistake To do so I think it's incredibly unfair and I think that burlington residents are going to wake up tomorrow morning and be furious Absolutely furious that they were not given a chance to weigh in on this particular option. It's going to be messy It's going to be really ugly because people were this is a participatory town This is an issue that has drawn on that participation And we really have left the public out of any meaningful Ability to comment on this this offer that they're going to be asked to live with For generations to come so I think it's incredibly unfortunate. I think it's an absolutely a mistake And I think we'll regret it as a city if we move forward this way council shannon Thank you um I just want to be clear about For those that are considering Considering a vote for sure as and I'll say it's hard to talk at this late hour But there's a few things that I want to point out If we're not going to vote for local ownership with kbtl, which I know for myself I am not and I have said that to all of the board members. I think Um over a long course of time I wish I could support the offer but but I can't and so if we're now choosing between the two non local offers and let's be clear These are both non local offers Let's look at what the comparison between those non local offers are We do not know who will be operating bt under Um Scherz management. That's what we were told tonight that decision has not been made Um when it was under zrf We had been told that it was going to be operated Um, I think the bt staff was told this morning was going to be operated by gary evans and steven baraclough Later, we were told that they would that steven would not be part of it. So i'm not sure we knew there either Um, but we do know who the operators are under ting The board approval is still required and this deal would fall through the board I don't believe knows about the deal that was crafted here on the floor tonight And should that approval not come this deal will fall through Um, we do not Know who the investors from zrf are Um, they will be A minority partner And they have shared with us tonight that they Do not intend to disclose who those investors are. Does it matter who owns our telecom? I think it does matter to the citizens of burlington I think that um If you know, we we could find out anybody Owns a significant share in burlington telecom. It could be donald trump Owns a share in burlington telecom We don't know who those people are and I think that that is a problem for the citizens of burlington We are supposed to be transparent as government um, and I understand, uh, you know Private companies don't work that way public companies do and ting is a public company. So we know a lot about them There's nothing redacted. It's it's transparent um We don't know, uh President nodel had made a huge issue of our buyback rate and said that Burlington was not getting a good enough deal from ting the deal that we have with ting is that ting is going to Uh buy burlington at a certain multiplier of ibida and the agreement was that if We wanted to liquidate our share That they would buy us back at the same multiplier of ibida, but that was not good enough In this case, we have no idea What the buyback rate is going to be And that was critically important in considering the ting offer but now I think we lose our leverage out of our vote tonight And while the date is december 31st that we're supposed to uh, Approve the final documents. It's december 18th. That's our last Meeting of this year and getting into the christmas holiday is hardly a transparent time to be approving documents um Currently 50 of bt employees get retirement benefits I don't know what shers plans to offer to the bt employees. I know that Uh ting had said that 100 percent of the bt employees will Get retirement benefits So that remains an unknown unless somebody wants to correct that point because I Certainly, I might have missed something at this at this time There's no right of first refusal in this offer in the communications that I have received certainly on the council floor The predominance of input from the public has been support for kbtl In my own inbox. Um, I've had very mixed Support for kbtl and ting there has been a lot of support that has been expressed to me in the community And you know, it's not televised, but there is a lot of support in the community for ting on twitter I think the predominant support has really been for ting from the kind of tech community Um, there were I think on facebook. I had two People respond that their second choice and it was a long second Was zrf and when I asked why the only thing I heard was the right of first refusal That is not part of a shers offer. There's no right of first refusal in a in a shers offer So we have lost that so for the community The community has not Asked for anything in this offer. There's nothing in this offer that that ting isn't providing Ting is providing $250,000 annually Um for community Uh community investments like btv ignite like smart cities like bridging the digital divide Uh We have a seven-year commitment in the shers offer I think there's a lot of value when that when that gets cut cut off We're going to feel that when you take that $250,000 annually out of the community We are going to feel that as a community There's a number of questions that are being raised on twitter about shers's position on net neutrality um, they are not Convinced of the answer. They're not well I don't want to say they're not committed to the answer because I think todd was very fair in saying that he's agreed To net neutrality for burlington telecom, but the other organizations of shers are not committed to net neutrality The parent company is not committed to net neutrality So to the extent that burlington telecom, i'm sorry that i can't support you because i don't think you met the bar of a viable offer But ting is a great alternative and one of the experts in local telecom the community expert in local telecom Says well, if you can't go local Ting is an awesome choice In in uh, their their letter to burlington, which the the mayor referenced so I uh I don't understand how the council how how any counselor can cast a vote For a company that has virtually no community support Nobody in the community is saying that they want shers. It's not true. It's just not true That's just bullshit. I have the floor. It's unbelievable Councilor, i have gotten no support. I have nobody to tell me make the stuff up Councilor heart not that look at the stuff that you made up. Councilor heart net. I'm sorry, but that's unfair, right? I mean she sits here. How about we rebut this heart net? She has the floor Perhaps counselor heart net has had lots of people telling him that they want how about that That's for him to say For myself, I have no input from the public in support of the offer that is now on the table It's unknown to the public because they have been sleeping for all of the time that it's been negotiated here And I will not be casting a vote That is I mean I I hate to use the word transparency and I never do But I never have seen a less transparent process than bringing in a completely new offer At the 11th hour when everybody's asleep Yeah And I will not I I I think shers could be a good operator And I think that they could be good for burlington But I cannot tonight In good and they're good people and I like them and boring, but I hope That we won't I hope that we won't cast a vote For an unknown I think the attorneys just wanted to make a clarification and then Yeah, I just wanted to clarify the point on the right of first refusal I I think they have offered a right of first refusal. We just don't have complete clarity on the terms I I realized that's not a full answer, but it It's not that there's a lack of willingness to offer a right of first refusal, but it's just not defined yet Where is that like how would I know that? On page thank you for the correction Okay, I just I appreciate it No, call the question We'll vote then I'm indulge me. I'm just going to remind you don't we have to vote on calling the question Oh, that's point of order. So I think uh There's a motion to end debate and move to the vote which I think does it require a second? No, I don't think it does But it does need to be voted on that's why I stopped. I'm sorry Okay, so we will then we'll We need to vote on it We'll vote on the calling the question I'm sorry So just for clarification a yes vote means we want to end debate and move to voting. Okay. All those in favor Point of order. Can I ask a question? I'd not not during the vote. Sorry I'm sorry. Can we just have all the can we call the question again? Yes. Yes. I'm calling the question again All those in favor, please Opposed Okay, so then we will we will move to vote Now I'm just I'm just indulge me for just a moment. I'll remind everyone what we're going to do make sure I have it straight Um, the question is Um, whether the council should authorize the mayor to sign a letter of intent for the purchase of burlington telecom with kbtl Ting two cows or zeor f shares We'll go through two rounds of voting in the first round. We will try to move from three to two bitters Each council will be asked to vote for their two for two choices And so if we as we do the roll call you will say Will you'll respond with one vote for your first choice and one vote for your second choice? That would be great. Hopefully we will have two Two winners from there. We will move to the second rounds and vote again for one each Okay So we will actually call the roll councilor hartnett Shores and kbtl city council president nodel Shores and kbtl councilor dean One vote for ting and I respectfully declined to vote for another candidate to councilor shannon Ting and no councilor bushar kbtl on shores councilor tracy kbtl councilor moor kbtl and shores councilor right Shores and kbtl councilor mason Ting and shers councilor paul Ting and shers councilor jing kbtl and no councilor roof Ting and shers So I have eight for kbtl five for ting and Eight for shores slash no, no That's not correct You said Okay So this is right. Yes I agree with that. Okay Seven for kbtl kbtl five for ting and eight for shores Okay So the two highest were shers and kbtl. So we will Okay, we will move forward to the second round And we will again call roll and ask each councilor to vote for one of the two shers or kbtl You would call a roll, please councilor hartnett shores city council president nodel shores Councilor dean I won't cast a vote Councilor shannon. No councilor bushor councilor tracy kbtl councilor moor shores councilor right shores councilor mason Councilor paul shores Councilor jing councilor roof Councilor siref two for kbtl and eight for shores Okay So the final vote is for shers as the party to move forward and I will pass the gavel back Thank you And I'll entertain the motion to adjourn move to adjourn Bright and roof seconds it All in favor Aye We stand adjourned at 145am