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

Interest on the 2010A Bonds will be payable (without duplication) on: (i) the first Business Day of each
calendar month, (ii) with respect to any Credit Provider Bonds, the dates specified in the Credit Facility Agreement;
(iii) the date upon which the 2010A Bonds are subject to mandatory tender, (iv) upon the effective date of any
change in the Mode for a Series of 2010A Bonds; and (v) the maturity date of the 2010A Bonds (each, an “Interest
Payment Date”). Interest will be calculated on the basis of a 365/366 day year, as applicable, for the actual number
of days elapsed.
The 2010A Bonds will be issued as fully-registered bonds without coupons, and will be registered in the
name of Cede & Co. as registered owner and nominee for The Depository Trust Company (“DTC”), New York,
New York. Beneficial ownership interests in each Series of 2010A Bonds will be available in book-entry form only,
in denominations of $100,000 and any integral multiple of $5,000 in excess thereof. Purchasers of beneficial
ownership interests in the 2010A Bonds (“Beneficial Owners”) will not receive certificates representing their
interests in the 2010A Bonds purchased. While held in book-entry only form, all payments of principal, purchase
price, premium, if any, and interest will be made by wire transfer to DTC or its nominee as the sole registered owner
of the 2010A Bonds. Payments to Beneficial Owners are the sole responsibility of DTC and its Participants. See
APPENDIX B–“INFORMATION REGARDING DTC AND THE BOOK-ENTRY ONLY SYSTEM.”
Transfer and Exchange
The 2010A Bonds will be issued only as fully registered securities, with the privilege of transfer or
exchange for the 2010A Bonds of an equal or aggregate principal amount of the 2010A Bonds, interest rate and
maturity date in Authorized Denominations as set forth in the 1991 Master Resolution. All such transfers and
exchanges shall be without charge to the owner, with the exception of any taxes, fees or other governmental charges
that are required to be paid to the Trustee as a condition to transfer or exchange. While the 2010A Bonds are in
book-entry only form, beneficial ownership interests in the 2010A Bonds may only be transferred through Direct
Participants and Indirect Participants as described in APPENDIX B–“INFORMATION REGARDING DTC AND THE BOOK­
ENTRY ONLY SYSTEM.”
Weekly Mode Provisions
General
The 2010A Bonds will be initially issued in the Weekly Mode, subject to subsequent conversion by the
Commission of all, but not less than all, of any Series of 2010A Bonds to another Mode, as described herein. See
“–Optional and Mandatory Tenders for Purchase–Mandatory Tenders for Purchase–Mandatory Tender for Purchase
on Mode Change Date.” The initial Weekly Rate for each Series of 2010A Bonds will be in effect from the date of
delivery to and including February 16, 2010. Thereafter, the Weekly Rate will be determined by the Remarketing
Agent (defined herein) with respect to the applicable Series of 2010A Bonds.
During the Weekly Mode, 2010A Bonds may be tendered by the Owners thereof for purchase at a price
equal to the principal amount thereof plus accrued interest thereon to the date of purchase, upon seven days’
irrevocable written notice as described under “–Optional and Mandatory Tenders for Purchase–Optional Tenders by
Owners.”
Remarketing Agreement and Remarketing Agent
The Commission entered into three remarketing agreements, each dated as of February 1, 2010
(collectively, “Remarketing Agreements”) with Barclays Capital Inc. (“Barclays”) with respect to the 2010A-1
Bonds, with Morgan Keegan & Company, Inc. (“Morgan Keegan”) with respect to the 2010A-2 Bonds and with
RBC Capital Markets Corporation (“RBC Capital Markets”) with respect to the 2010A-3 Bonds. Barclays, Morgan
Keegan and RBC Capital Markets are each referred to individually as a “Remarketing Agent” and collectively, as
the “Remarketing Agents.” Each Remarketing Agent will remarket their respective Series of 2010A Bonds under
the terms of the applicable Remarketing Agreement.
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