Official Statement Airport Commission City and County of San ...

The 2010A Bonds will be secured by a pledge of, lien on and security interest in Net Revenues of the San
Francisco International Airport (the “Airport”) which are equal to and on a parity with those securing the prior
issues of Bonds and any additional Bonds issued under the 1991 Master Resolution, which, as of January 1, 2010,
were outstanding in the amount of $4.377 billion and funds drawn under an irrevocable direct pay letter of credit as
described herein. See “SECURITY FOR THE 2010A BONDS,” “LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT”
and “AIRPORT’S FINANCIAL AND RELATED INFORMATION–Currently Outstanding Bonds.” Payment of the principal
portion of the Purchase Price of the 2010A Bonds (defined herein) is not secured by a pledge or lien on Net
Revenues.
Each Series of 2010A Bonds will be issued in a Weekly Mode, subject to subsequent conversion by the
Commission of all, but not less than all, of such Series of 2010A Bonds to another Mode, upon the terms and
conditions described herein. See “DESCRIPTION OF THE 2010A BONDS–Weekly Mode Provisions–Changes from
Weekly Mode.” The initial interest rate established by the Commission for each Series of 2010A Bonds will apply to
the period commencing on the date of delivery to and including February 16, 2010, the initial Rate Determination
Date for the 2010A Bonds. Thereafter, each Series of 2010A Bonds will bear interest at a Weekly Rate determined
by the applicable Remarketing Agent as described herein, subject to certain conditions and exceptions. Upon
conversion of a Series of 2010A Bonds to another Mode, such Series of 2010A Bonds will be subject to mandatory
tender for purchase on the Mode Change Date at a purchase price equal to the principal amount thereof plus interest
accrued to the Mandatory Purchase Date. The Commission has no obligation to purchase any Series of 2010A
Bonds that are subject to mandatory tender for purchase but are not remarketed.
Upon the delivery of the 2010A Bonds, JPMorgan Chase Bank, National Association (the “Bank”) will
issue and deliver to the Trustee an irrevocable direct-pay letter of credit (the “Letter of Credit”) pursuant to the terms
and conditions of a Letter of Credit and Reimbursement Agreement dated as of February 1, 2010 (the
“Reimbursement Agreement”) by and between the Commission and the Bank. The Letter of Credit will be issued in
a stated amount equal to the original principal amount of the 2010A Bonds, plus 48 days’ interest at the rate of 12%
per annum based upon a 365-day year. See “LETTER OF CREDIT AND REIMBURSEMENT AGREEMENT” and APPENDIX
H–“FORM OF THE LETTER OF CREDIT.”
The Airport is a department of the City and County of San Francisco (the “City”). The Commission is
responsible for the operation and management of the Airport. See “SAN FRANCISCO INTERNATIONAL AIRPORT.”
For a discussion of certain risk factors associated with an investment in the 2010A Bonds, see “CERTAIN
RISK FACTORS.”
This Official Statement, including the exhibits hereto, contains brief descriptions or summaries of, among
other things, the 2010A Bonds, the 1991 Master Resolution, the Swap Agreements, the Escrow Agreement, the
Continuing Disclosure Certificate of the Commission, the Reimbursement Agreement, the Letter of Credit, the
Remarketing Agreements, the Settlement Agreement and the Lease Agreements, each by and among the
Commission and certain airline tenants of the Airport. Any description or summary in this Official Statement of any
such document is qualified in its entirety by reference to each such document.
2010A Bonds
REFUNDING PLAN
The Commission will apply proceeds from the sale of the 2010A Bonds, together with certain other
available moneys, to establish an irrevocable escrow to refund $210.49 million aggregate principal amount of
Refunded Bonds (described below). Such proceeds of the 2010A Bonds will be deposited with The Bank of New
York Mellon Trust Company, N.A., as escrow agent (the “Escrow Agent”) pursuant to an Escrow Agreement, dated
as of February 1, 2010 (the “Escrow Agreement”), by and between the Commission and the Escrow Agent.
The amounts deposited under the Escrow Agreement, together with certain other available moneys,
including certain amounts currently held pursuant to the 1991 Master Resolution, will be held by the Escrow Agent
and invested in noncallable Government Obligations (as described in the 1991 Master Resolution), the principal of
and interest on which, when received, will be sufficient to pay the redemption price of, including premium, if any,
and interest on the Refunded Bonds upon redemption thereof. Upon delivery of the 2010A Bonds, the Refunded
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