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

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Maturity Date (May 1) 2011 2012 2018 2019 2020 2021 2024 2030 Maturity Date (May 1) 2022 2026 2030 Airport Commission City and County of San Francisco, California San Francisco International Airport Second Series Revenue Bonds Principal Amount $2,735,000 2,895,000 4,110,000 4,355,000 4,615,000 4,895,000 16,515,000 43,100,000 $83,220,000 Issue 25 (AMT) Dated Date: March 1, 2000 Redemption Date: May 1, 2010 Interest Rate 6.00% 5.75 5.50 5.50 5.75 5.75 5.50 5.75 CUSIP (79765A)† KQ8 KR6 KX3 KY1 KZ8 LA2 LB0 LC8 Airport Commission City and County of San Francisco, California San Francisco International Airport Second Series Revenue Bonds Principal Amount $4,425,000 17,855,000 22,545,000 $44,825,000 Issue 26A (AMT) Dated Date: December 1, 2000 Redemption Date: May 1, 2010 Interest Rate 5.25% 5.25 5.25 CUSIP (79765A)† QV1 QZ2 RD0 Redemption Price 101.0% 101.0 101.0 101.0 101.0 101.0 101.0 101.0 Redemption Price 101.0% 101.0 101.0 _______________ † Copyright American Bankers Association. CUSIP data herein is provided by Standard and Poor’s, CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc. This data is not intended to create a database and does not serve in any way as a substitute for the CUSIP Service. CUSIP numbers are provided for convenience of reference only. None of the Commission or the Underwriters take any responsibility for the accuracy of such numbers. Series 2010A Swap Agreements In July 2007, in connection with the anticipated issuance of Bonds in 2010, the Commission entered into two forward starting interest rate swap agreements effective February 1, 2010 in the aggregate principal amount of $215,920,000 (the “Series 2010A Swap Agreements,” formerly referred to as the Issue 35 Swap Agreements) in accordance with the Swap Policy (as defined herein) adopted by the Commission (see “Airport’s Financial and Related Information–Interest Rate Swaps”) pursuant to which the Commission will receive monthly variable rate payments from the respective counterparties at variable rates commencing February 1, 2010, and the Commission will pay fixed rates to the respective counterparty. The variable rate the Commission will receive under the Series 2010A Swap Agreements is intended to approximate the variable rate the Commission pays on the 2010A Bonds. The initial aggregate notional amount of the Series 2010A Swap Agreements is $215,920,000 and declines concurrently with the repayment of the 2010A Bonds. The Series 2010A Swap Agreements terminate May 1, 2030. The counterparties to the Series 2010A Swap Agreements are DEPFA Bank plc, New York Branch (“DEPFA”) with respect to an initial notional amount equal to $71,973,000 and Goldman Sachs Group, Inc. (“Goldman”) with respect to an initial notional amount equal to $143,947,000. As of January 15, 2010, the payment obligations of DEPFA were rated “A3” by Moody’s, “BBB” by Standard & Poor’s and “A-” by Fitch. The payment obligations of 4
Goldman are guaranteed by the Goldman Sachs Group, which, as of January 15, 2010, was rated “Aa3” by Moody’s, “A” by Standard & Poor’s and “A+” by Fitch. If for any reason the Commission terminates either of the Series 2010A Swap Agreements, the Commission may owe a termination payment to the applicable swap provider, depending upon then current interest rates in the municipal swap market. Any such payment would be payable on a basis that is subordinate to the Bonds. The Commission expects that it would make any such termination payment either from available funds, proceeds of its commercial paper program or another financing, and/or proceeds from a replacement swap. Any such payment obligation is not expected to have a material adverse effect on the Airport or its financial condition. For a summary of the Interest Rate Swap Policy adopted by the Commission and a summary of the swap agreements entered into by the Commission, see “AIRPORT’S FINANCIAL AND RELATED INFORMATION–Interest Rate Swaps.” Additional Notes or Bonds The Commission expects to issue additional Bonds in 2010 to refund mandatory tender bonds and other outstanding Bonds of the Airport. See “AIRPORT’S FINANCIAL AND RELATED INFORMATION–Future Financings.” ESTIMATED SOURCES AND USES OF FUNDS The following table sets forth the estimated sources and uses of funds from the sale of the 2010A Bonds. See also “REFUNDING PLAN.” SOURCES OF FUNDS: Principal Amount of 2010A Bonds ...................................... $215,970,000.00 Refunded Bonds Funds ........................................................ 3,910,462.50 TOTAL.............................................................................. $219,880,462.50 USES OF FUNDS: Deposit to Escrow Fund 1) ..................................................... Costs of Issuance (2) ............................................................... Underwriters’ Discount (3) ..................................................... $218,399,639.79 1,109,750.31 371,072.40 TOTAL.............................................................................. $219,880,462.50 _______________ (1) Represents proceeds of the 2010A Bonds and other funds that will be used to refund the Refunded Bonds. See “REFUNDING PLAN–2010A Bonds.” (2) Includes fees and costs of Co-Bond Counsel, Disclosure Counsel, Bank Counsel, the Co-Financial Advisors and the Trustee, printing costs, rating agency fees, Verification Agent fees and other miscellaneous costs of issuance with respect to the 2010A Bonds. (3) Represents the aggregate Underwriters’ discount with respect to the 2010A Bonds. For a description of the Underwriter’s discount with respect to each Series of 2010A Bonds, see “UNDERWRITING.” DESCRIPTION OF THE 2010A BONDS The 2010A Bonds will initially be issued in a Weekly Mode. This Official Statement provides information concerning the 2010A Bonds during a Weekly Mode only. Owners and Potential Owners of the 2010A Bonds should not rely on this Official Statement for information concerning the 2010A Bonds following any conversion of the 2010A Bonds to another Mode, but should look solely to the offering document to be used in connection with any such conversion. General The 2010A Bonds will be dated the date of delivery and will bear interest at a Weekly Rate until converted to another Mode. 5
Page 1: SAN FRANCISCO INTERNATIONAL AIRPORT
Page 4 and 5: 2010A BONDS MATURITY SCHEDULE The i
Page 6 and 7: Information Provided by the Commiss
Page 8 and 9: Page Page VERIFICATION OF MATHEMATI
Page 10 and 11: The 2010A Bonds will be secured by
Page 14 and 15: Interest on the 2010A Bonds will be
Page 16 and 17: Mandatory Sinking Fund Redemption T
Page 18 and 19: Redemption of Credit Provider Bonds
Page 20 and 21: SPECIAL CONSIDERATIONS RELATING TO
Page 22 and 23: “Operation and Maintenance Expens
Page 24 and 25: Fifth, to pay for necessary reconst
Page 26 and 27: Letter of Credit Upon the delivery
Page 28 and 29: Pooled Reserve Account The 1991 Mas
Page 30 and 31: No Acceleration The Bonds are not s
Page 32 and 33: LETTER OF CREDIT AND REIMBURSEMENT
Page 34 and 35: appealable judgment, to be null and
Page 36 and 37: In addition to revenues received fr
Page 38 and 39: In addition to these regulatory act
Page 40 and 41: Each of Moody’s, Standard & Poor
Page 42 and 43: Initiative, Referendum and Charter
Page 44 and 45: Jackson J. Wong was appointed Chief
Page 46 and 47: that supports all airlines in the I
Page 48 and 49: from $1.50 to $4.00. The Airport is
Page 50 and 51: Airport Security In the immediate a
Page 52 and 53: � United Airlines commenced daily
Page 54 and 55: The following table lists the air c
Page 56 and 57: During Fiscal Year 2008-09 approxim
Page 58 and 59: Domestic Enplanements. During Fisca
Page 60 and 61: International Enplanements. Interna
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Cargo Traffic and Landed Weight Car
Page 64 and 65:
TOTAL LANDED WEIGHT BY AIRLINE †
Page 66 and 67:
Settlement Agreement Under the Sett
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Expiration of the Settlement Agreem
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the beneficiaries (the people of th
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Hazardous Material Management Envir
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SUMMARY OF AIRPORT FINANCIAL RESULT
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Aviation Market Stimulus Program In
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On November 21, 2006, Travelex, the
Page 80 and 81:
PRINCIPAL AIRPORT CONCESSIONAIRES
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Off-Airport Parking Facilities Seve
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INTEREST RATE SWAP POLICY MAXIMUM N
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The table below summarizes the inte
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SUMMARY OF PAYMENTS MADE BY THE AIR
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Voter Approved Changes to the Retir
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A decline in the actuarial value of
Page 94 and 95:
Postemployment Health Care Benefits
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Under the Treasurer’s current inv
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Debt Service Requirements The follo
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Current and Future Financings Capit
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Other Matters In the regular course
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federal, state or local tax liabili
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MISCELLANEOUS This Official Stateme
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(This Page Intentionally Left Blank
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Introduction APPENDIX B INFORMATION
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APPENDIX C SUMMARY OF CERTAIN PROVI
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Closing Date means the date upon wh
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Interest Payment Date means each da
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the Trustee for cancellation; (b) B
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payment agreement with the United S
Page 161 and 162:
Special Facility means any existing
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Revenue Fund; Allocation of Net Rev
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Moneys in the respective accounts i
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Investments are allocated. Amounts
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Subordinate Bonds The Commission ma
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act or thing the effect of which wo
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filing of any such petition or to t
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moneys, funds and properties pledge
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The recitals, statements and repres
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The Trustee or the Paying Agent, as
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to or greater than the Credit Facil
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(a) such 2010A Bonds sold by the Re
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The Remarketing Agent The Remarketi
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APPENDIX D SUMMARIES OF CERTAIN PRO
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computations made in accordance wit
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APPENDIX E SUMMARY OF CERTAIN PROVI
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statement, it must be available fro
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Duties, Immunities and Liabilities
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APPENDIX F INFORMATION REGARDING TH
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Ambac Assurance’s consolidated fi
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Capitalization of AGM At September
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The available amount of each MBIA s
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complaint also alleges that certain
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APPENDIX G PROPOSED FORM OF OPINION
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APPENDIX H JPMORGAN CHASE BANK, NAT
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The Available Amount (as hereinafte
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JPMorgan Chase Bank, National Assoc
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IN WITNESS WHEREOF, this Certificat
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(ii) $_______________________ is de
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The undersigned Transferor acknowle
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The Bank of New York Trust Company,
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Page 233 and 234:
The Bank of New York Trust Company,
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