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

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In addition to these regulatory actions, other laws <strong>and</strong> regulations limiting GHG emissions have been<br />

adopted by a number <strong>of</strong> states, including California, <strong>and</strong> have been proposed on the Federal level. California<br />

recently passed Assembly Bill 32, the Global Warming Solutions Act, which requires the statewide level <strong>of</strong> GHGs<br />

to be reduced to 1990 levels by 2020. A recently proposed Federal bill, the American Clean Energy <strong>and</strong> Security<br />

Act <strong>of</strong> 2009, would, if passed, amend the Clean Air Act to require regulation <strong>of</strong> aircraft GHG emissions, require a<br />

reduction in emissions from transportation fuels including jet fuel, <strong>and</strong> generally would cap GHG emissions.<br />

The <strong>Airport</strong> is unable to predict what Federal <strong>and</strong>/or state laws <strong>and</strong> regulations with respect to GHG<br />

emissions will be adopted, or what effects such laws <strong>and</strong> regulations will have on airlines serving the <strong>Airport</strong> or on<br />

<strong>Airport</strong> operations. The effects, however, could be material.<br />

Expiration <strong>of</strong> Leases<br />

The <strong>City</strong>, acting through the <strong>Commission</strong>, has entered into certain long-term lease agreements (the “Lease<br />

Agreements”) with certain <strong>of</strong> the airlines that operate at the <strong>Airport</strong> (the “Signatory Airlines”) according to which<br />

the Signatory Airlines pay terminal rents <strong>and</strong> l<strong>and</strong>ing fees under a residual rate-setting system. See “SAN<br />

FRANCISCO INTERNATIONAL AIRPORT–Existing Airline Agreements–Lease Agreements.” The <strong>Commission</strong> expects<br />

that prior to the expiration <strong>of</strong> the existing Lease Agreements on June 30, 2011, the <strong>Commission</strong> may (a) extend the<br />

Lease Agreements, (b) negotiate new long-term agreements, (c) enter into month-to-month agreements, or (d) not<br />

enter into new agreements, <strong>and</strong> instead set rates <strong>and</strong> charges from time to time for airlines serving the <strong>Airport</strong> by<br />

<strong>Commission</strong> resolution. Any new agreements could be based on either a compensatory or a residual rate-setting<br />

methodology. In any event, the <strong>Commission</strong> will establish rates <strong>and</strong> charges that will comply with the requirements<br />

<strong>of</strong> the rate covenant under the 1991 Master Resolution. For a description <strong>of</strong> the rate covenant, see “SECURITY FOR<br />

THE 2010A BONDS–Rate Covenant.” If the <strong>Commission</strong> <strong>and</strong> the airlines do not execute new agreements by the time<br />

the existing Lease Agreements expire, the <strong>Commission</strong> would set rates <strong>and</strong> charges that are consistent with any<br />

applicable parameters established by the FAA, the U.S. DOT or their successors. See also “SAN FRANCISCO<br />

INTERNATIONAL AIRPORT�Existing Airline Agreements–Lease Agreements” <strong>and</strong> “–Expiration <strong>of</strong> the Settlement<br />

Agreement <strong>and</strong> Lease Agreements.”<br />

<strong>Airport</strong> Market Access<br />

The <strong>Commission</strong> has Outst<strong>and</strong>ing the following Bonds (collectively, the “M<strong>and</strong>atory Tender Bonds”) that are<br />

subject to m<strong>and</strong>atory tender for purchase:<br />

M<strong>and</strong>atory Principal<br />

Bonds Tender Date Amount<br />

Series 2008A-1 Notes May 1, 2010 $49,945,000<br />

Series 2008A-2 Notes May 1, 2010 50,000,000<br />

Series 2009A Bonds September 15, 2010 92,500,000<br />

Series 2009B Bonds September 15, 2010 82,500,000<br />

Series 2008A-3 Notes May 1, 2011 41,065,000<br />

Series 2008A-4 Notes May 1, 2012 25,460,000<br />

Series 2009D Notes December 4, 2012 88,190,000<br />

Payment <strong>of</strong> the principal portion <strong>of</strong> the purchase price <strong>of</strong> the M<strong>and</strong>atory Tender Bonds upon m<strong>and</strong>atory<br />

tender is not secured by a pledge <strong>of</strong> or lien on Net Revenues but is payable from remarketing proceeds. Payment<br />

<strong>of</strong> the principal <strong>of</strong> the M<strong>and</strong>atory Tender Bonds upon m<strong>and</strong>atory redemption there<strong>of</strong> is secured by a pledge <strong>of</strong>,<br />

lien on <strong>and</strong> security interest in Net Revenues on a parity with the pledge, lien <strong>and</strong> security interest securing all<br />

previously issued Bonds <strong>and</strong> any additional Bonds issued under the 1991 Master Resolution, including the 2010A<br />

Bonds.<br />

There are no credit or liquidity facilities in place to pay the Purchase Price <strong>of</strong> the M<strong>and</strong>atory Tender<br />

Bonds upon the m<strong>and</strong>atory tender there<strong>of</strong> for purchase. If for any reason the <strong>Commission</strong> is unable to purchase<br />

any M<strong>and</strong>atory Tender Bonds on their respective m<strong>and</strong>atory tender dates, such M<strong>and</strong>atory Tender Bonds will be<br />

subject to m<strong>and</strong>atory redemption at a redemption price equal to the principal amount there<strong>of</strong> plus accrued interest<br />

thereon. See “AIRPORT’S FINANCIAL AND RELATED INFORMATION–Current <strong>and</strong> Future Financings.”<br />

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