OSU Medical Trust Minutes

OSU Medical Authority and Trust

Tuesday, July 29, 2025 9:00 AM CDT
@ OSU-CHS, North Hall 4th Floor Boardroom, 1111 West 17th Street, Tulsa

Agenda

Notice of the meeting was given in writing to the Oklahoma Secretary of State more than forty-eight (48) hours prior to the meeting, and the agenda of this meeting was posted at all entrances of Oklahoma State University Center for Health Sciences, 11111 West 17th Street; twenty-four (24) hours prior to such meeting, excluding Saturdays, Sundays, and legal holidays, in compliance with the Oklahoma Open Meeting Act.

Attendance

Present:

Members: Ellen Buettner, Jay Helm, Michael Herndon (remote), Brett Lessley (remote), Tracy Poole, Barry Steichen, Johnny Stephens

Guests: Eric Atkinson, Deborah Dage, Mike Fields, Catherine Gann, Akhil Govin, Amanda Hardt, Jami Longacre (remote), Madeline Maker (remote), Finny Mathew, Cade Pearson (remote), Eric Polak, Michael Rogers, Jessica Russell (remote), Bill Schloss, Phil Thomas (remote), Terri Tinkler, Erica Woolf

1. Call to order and establishment of a quorum (Presenters: Jay Helm)
   • The meeting was called to order by Chairman Helm at 9:00 AM. After a roll call,
     Chairman Helm declared that a quorum of the Trustees of the Oklahoma State University Medical Trust was present for the meeting.
2. CONTRACTUAL AGREEMENTS and EMPLOYMENT ACTIONS (Presenters: Jay Helm)
   1. Discussion and consideration regarding Hospital Expansion Project Alternates (Presenters: Eric Polak, Finny Mathew, Catherine Gann, Eric Atkinson)
      • Management will provide a summary of actions to date and describe each of the alternates in detail, including potential impacts to cash flows. Individual votes to be taken as described below.
      • File Name: OSUMC July 2025 Expansion Presentation PDF.pdf
      • File Name: SBAR Hospital Expansion - -inance (as presented 10/24/2024).pdf
      • File Name: Budget Checklist Printable.pdf
      • File Name: Exhibit T Cash Flow 30 Day Printable.pdf
      • File Name: Exhibit U Cash Flow 30 Day + Debt Reimbursement Cuts Printable.pdf
      • File Name: Exhibit V Cash Flow 60 Day + Debt Printable.pdf
      • File Name: Exhibit W Cash Flow 60 Day + Debt Reimbursement Cuts.pdf
        1. Finny Mathew went over the overview of what was being discussed
           today.
           • Goals for today: Summary of governance and construction, philosophical review of medical office strategic investments, review cash flow impacts and directional agreement on financing mechanisms, and approval of final project scope/alternates.
        2. Summary of recommendations:
           • Management recommends approval of:
             • Alternate 1: addition of 5th Floor shell-provides needed administrative square footage for continued business growth. This is above surgery and it will be less disruptive to do now rather than down the road.
             • Alternate 2: kitchen/cafeteria relocation-the hospital has outgrown its current cafeteria/kitchen space, and remodeling the current location is not practical.
             • (Alternate 3 was a vivarium request from the university that is no longer being requested so it has been removed.)
             • Alternate 4: Relocation of central sterile into the basement of the expansion project.
           • Management recommends, but will return at a later date, for final consideration:
             • Alternate 5: 5th Floor interior completion
           • Seeking approval for $17,849,013 above the approved base cost
           • Total project cost of $192,849,013.
        3. Base project that has already been approved for $175 million includes the basement with dock and central supply, lobby, pharmaceutical research lab, and surgery department that includes 8 operating rooms and 3 procedure rooms.
           Potential on-campus medical offices
           • If kitchen/cafeteria (#2) is relocated:
             • Fits within MOSI
             • Total square feet: 12,225
             • 8 providers
             • $3.7M construction only
           • If 5th Floor shell (#1) and buildout (#5) completed:
             • Not in MOSI
             • Total square feet: 20,817
             • 10-13 providers
             • $6.3M construction only
        4. Eric Atkinson reviewed the budget check list and breakdown of alternates, contingency detail, financing assumptions at $193M with what is/is not included in cash flows. Eric mentioned not shown in the numbers is the contractor allowances that are built into the construction costs as well. There is about $7.5M worth of contractor allowances that is included in those base bids and alternate bids as well.
           He also broke down the options of 30 days cash on hand, 30 days cash on hand with OSUMT line of credit and funding reduction assumptions, 60 days cash on hand with OSUMT line of credit, and 60 days cash on hand with OSUMT LT debt and funding reduction assumptions. The reason these scenarios are important is it helps us figure out our level of risk tolerance as it relates to funding the alternates and potentially taking on debt.
           Jay Helm mentioned he is comfortable using a line of credit. Johnny Stephens mentioned he is more comfortable with the 60-day scenarios than the 30-day scenarios.
           The group, as a whole, felt more comfortable with 60 day cash on hand scenarios rather than 30 day scenarios.
           1. Discussion, consideration, and possible vote to approve Alternate #1-5th Floor Shell in the amount of $4,511,830 and accompanying fees- ACTION (Presenters: Jay Helm)
              • The "fees" described include the sections of the budget checklist including but not limited to Asbestos LRFP, Construction LRFP, Campus Supt LRFP, Fees, Equipment, Reserve, and additional reserve as described by management and agreed to by the Trust.
           2. Discussion, consideration, and possible vote to approve Alternate #2- Kitchen/Cafeteria in the amount of $8,606,984 and the accompanying fees- ACTION (Presenters: Jay Helm)
              • The "fees" described include the sections of the budget checklist including but not limited to Asbestos LRFP, Construction LRFP, Campus Supt LRFP, Fees, Equipment, Reserve, and additional reserve as described by management and agreed to by the Trust.
           3. Discussion, consideration, and possible vote to approve Alternate #4 - Central Sterile Relocation in the amount of $1,472,954 and the accompanying fees- ACTION (Presenters: Jay Helm)
              • The "fees" described include the sections of the budget checklist including but not limited to Asbestos LRFP, Construction LRFP, Campus Supt LRFP, Fees, Equipment, Reserve, and additional reserve as described by management and agreed to by the Trust.
              • Motion: Motion to approve Section II. А. 1-3.
              • Motion moved by Johnny Stephens and motion seconded by Barry Steichen. Aye: Helm, Stephens, Poole, Steichen, Buettner Nay: None Abstain: None
           4. Discussion, consideration, and possible vote to approve Alternate #5-5th Floor Interior in the amount of $6,141,456 and the accompanying fees ACTION (Presenters: Jay Helm)
              • The "fees" described include the sections of the budget checklist including but not limited to Asbestos LRFP, Construction LRFP, Campus Supt LRFP, Fees, Equipment, Reserve, and additional reserve as described by management and agreed to by the Trust.
              • Administration asked this to be tabled and brought back at a later date if project funds allow. There will not be a major impact to the overall project if this is added later.
   2. Discussion, consideration, and possible vote authorize the Chair to negotiate and execute a license agreement with Oklahoma State University for the completion of the construction project (Presenters: Eric Polak)
      • The license agreement will establish the final arrangement with Oklahoma State University to provide access to the site for the duration of construction, manage construction activities in coordination with hospital administration, and establish final payment mechanisms for reimbursing the university for project fees and expenses within the budget approved in prior actions of the Trust
      • Eric Polak went over the university only has access contractually to the $50M in ARPA funds. In order to authorize Flintco to move forward and issue the contracts, we need the final agreement from this body with all the alternates that they are authorized to go ahead. We are granting the university access to provide access to the contractors to complete the scope of work that was approved.
      • Motion: Motion to authorize the Chair to negotiate and execute a license agreement with Oklahoma State University for the completion of the construction project within the budget limits approved by the Trust by prior actions.
      • Motion moved by Barry Steichen and motion seconded by Johnny Stephens. Aye: Helm, Stephens, Poole, Steichen, Buettner Nay: None Abstain: None
3. Unfinished Business (Presenters: Jay Helm)
   • None
4. NEW BUSINESS (Limited to Matters Not Known About and Which Could Not Have Been Reasonably Foreseen Prior to Posting of the Agenda) (Presenters: Jay Helm)
   • None
5. ANNOUNCEMENTS (if any) (Presenters: Jay Helm)
   1. Next regularly scheduled Trust meeting: Thursday, August 28, 2025, at OSU-CHS 1111 W. 17th St. Tulsa, OK 74107
      • This is being changed to take place at OSU Medical Center at 744 W. 9th St., Tulsa, 74127 OK.
6. ADJOURNMENT (Presenters: Jay Helm)
   
   • Motion: Motion to adjourn the meeting at 10:09 А.М.
     
   • Motion moved by Johnny Stephens and motion seconded by Barry Steichen. Aye: Helm, Stephens, Poole, Steichen, Buettner Nay: None Abstain: None
     

Minutes signed off by Oklahoma State University Medical Trust Finance Committee Secretary, Michael Herndon.

If you would like a copy of these minutes, please reach out to Terri Tinkler at osuma@okstate.edu.