Official Statement Airport Commission City and County of San ...
Official Statement Airport Commission City and County of San ...
Official Statement Airport Commission City and County of San ...
Create successful ePaper yourself
Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.
Letter <strong>of</strong> Credit<br />
Upon the delivery <strong>of</strong> the 2010A Bonds, the Bank will issue <strong>and</strong> deliver to the Trustee the Letter <strong>of</strong> Credit to<br />
support the payment when due <strong>of</strong> the principal <strong>of</strong>, Purchase Price <strong>and</strong> interest on the 2010A Bonds. The Letter <strong>of</strong><br />
Credit will be issued in a stated amount equal to the original principal amount <strong>of</strong> the 2010A Bonds, plus 48 days’<br />
interest at the rate <strong>of</strong> 12% per annum based upon a 365-day year. See “LETTER OF CREDIT AND REIMBURSEMENT<br />
AGREEMENT” <strong>and</strong> APPENDIX H–“FORM OF THE LETTER OF CREDIT.”<br />
Additional Bonds<br />
General Requirements<br />
Additional Bonds which have an equal <strong>and</strong> parity lien on Net Revenues with the 2010A Bonds <strong>and</strong> all<br />
previously issued Bonds may be issued by the <strong>Commission</strong> pursuant to the 1991 Master Resolution. The<br />
<strong>Commission</strong> has retained substantial flexibility as to the terms <strong>and</strong> conditions <strong>of</strong> any additional Bonds which may be<br />
issued with a lien <strong>and</strong> charge on Net Revenues on a parity with that <strong>of</strong> the 2010A Bonds. Such additional Bonds<br />
(which may include, without limitation, bonds, notes, bond anticipation notes, commercial paper, lease or<br />
installment purchase agreements or certificates <strong>of</strong> participation therein <strong>and</strong> Repayment Obligations to Credit<br />
Providers or Liquidity Providers) may mature on any date or dates over any period <strong>of</strong> time; bear interest at a fixed or<br />
variable rate; be payable in any currency or currencies; be in any denominations; be subject to such additional events<br />
<strong>of</strong> default; have any interest <strong>and</strong> principal payment dates; be in any form (including registered, book-entry or<br />
coupon); include or exclude such redemption provisions; be sold at such price or prices; be further secured by any<br />
separate <strong>and</strong> additional security; be subject to optional tender for purchase; <strong>and</strong> otherwise include such additional<br />
terms <strong>and</strong> provisions as the <strong>Commission</strong> may determine, subject to the then-applicable requirements <strong>and</strong> limitations<br />
imposed by the Charter.<br />
Under the Charter, the issuance <strong>of</strong> Bonds authorized by the <strong>Commission</strong> must be approved by the Board <strong>of</strong><br />
Supervisors <strong>of</strong> the <strong>City</strong> (the “Board <strong>of</strong> Supervisors”). The <strong>Commission</strong> has authorized <strong>and</strong> the Board <strong>of</strong> Supervisors<br />
has approved the issuance <strong>of</strong> up to $6.84 billion principal amount <strong>of</strong> refunding Bonds to refund Outst<strong>and</strong>ing Bonds<br />
<strong>and</strong> commercial paper. The <strong>Commission</strong> has issued $5.008 billion principal amount <strong>of</strong> such refunding Bonds,<br />
excluding the $215,970,000 principal amount <strong>of</strong> 2010A Bonds that are currently being issued.<br />
The <strong>Commission</strong> may not issue any additional Bonds (other than refunding Bonds) under the 1991 Master<br />
Resolution unless the Trustee has been provided with either:<br />
(a) a certificate <strong>of</strong> an <strong>Airport</strong> Consultant stating that:<br />
(i) for the period, if any, from <strong>and</strong> including the first full Fiscal Year following the issuance <strong>of</strong> such<br />
additional Bonds through <strong>and</strong> including the last Fiscal Year during any part <strong>of</strong> which interest on such Bonds is<br />
expected to be paid from the proceeds there<strong>of</strong>, projected Net Revenues, together with any Transfer, in each such<br />
Fiscal Year will be at least equal to 1.25 times Annual Debt Service; <strong>and</strong><br />
(ii) for the period from <strong>and</strong> including the first full Fiscal Year following the issuance <strong>of</strong> such Bonds<br />
during which no interest on such Bonds is expected to be paid from the proceeds there<strong>of</strong> through <strong>and</strong> including the<br />
later <strong>of</strong>: (A) the fifth full Fiscal Year following the issuance <strong>of</strong> such Bonds, or (B) the third full Fiscal Year during<br />
which no interest on such Bonds is expected to be paid from the proceeds there<strong>of</strong>, projected Net Revenues together<br />
with any Transfer, if applicable, in each such Fiscal Year will be at least sufficient to satisfy the rate covenants in the<br />
1991 Master Resolution (see “SECURITY FOR THE 2010A BONDS–Rate Covenant”); or<br />
(b) a certificate <strong>of</strong> an Independent Auditor stating that Net Revenues, together with any Transfer, in<br />
the most recently completed Fiscal Year were at least equal to 125% <strong>of</strong> the sum <strong>of</strong> (i) Annual Debt Service on the<br />
Bonds in such Fiscal Year, plus (ii) Maximum Annual Debt Service on the Bonds proposed to be issued.<br />
Any Transfer taken into account for purposes <strong>of</strong> (a) or (b) above shall not exceed 25% <strong>of</strong> Maximum<br />
Annual Debt Service in such Fiscal Year. See APPENDIX C–“SUMMARY OF CERTAIN PROVISIONS OF THE 1991<br />
MASTER RESOLUTION–Issuance <strong>of</strong> Additional Series <strong>of</strong> Bonds.”<br />
18