Kenton County Airport Board
Total Page:16
File Type:pdf, Size:1020Kb
NEW ISSUE – Book-Entry-Only Ratings: See “Ratings” herein In the opinion of Squire Patton Boggs (US) LLP, Bond Counsel, under existing law (i) assuming continuing compliance with certain covenants and the accuracy of certain representations, interest on the Series 2016 Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations, and (ii) interest on the Series 2016 Bonds is exempt from income taxation and the Series 2016 Bonds are exempt from ad valorem taxation by the Commonwealth of Kentucky and all political subdivisions thereof. Interest on the Series 2016 Bonds may be subject to certain federal taxes imposed only on certain corporations, including the corporate alternative minimum tax on a portion of that interest. For a more complete discussion of the tax aspects, see “TAX TREATMENT” herein. $47,785,000 Kenton County (Kentucky) Airport Board Cincinnati/Northern Kentucky International Airport Revenue Refunding Bonds, Series 2016 (Non-AMT) Dated: Date of Delivery Due: January 1, as shown on the inside cover The Kenton County Airport Board’s Cincinnati/Northern Kentucky International Airport Revenue Refunding Bonds, Series 2016 (Non-AMT) (the “Series 2016 Bonds”) will be issued as fully registered bonds in the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York (“DTC”). DTC will act as a securities depository for the Series 2016 Bonds. Purchasers of beneficial interests in the Series 2016 Bonds initially will be made in book-entry-only form (without certificates) in denominations of $5,000 and any integral multiple thereof, and under certain circumstances are exchangeable as more fully described herein. Principal of, premium, if any, and interest on the Series 2016 Bonds will be paid by U.S. Bank National Association, Cincinnati, Ohio (“Paying Agent”), a national banking association, as Paying Agent for the Series 2016 Bonds. So long as Cede & Co. is the registered owner as nominee of DTC, payments on the Series 2016 Bonds will be made to such registered owner, and disbursal of such payments to beneficial owners will be the responsibility of DTC and its participants. See “APPENDIX F - Book-Entry-Only System.” The Series 2016 Bonds shall mature on the dates, in the principal amounts, bear interest at the rates per annum and have the prices, yields, and CUSIP numbers as shown on the inside cover page. Interest on the Series 2016 Bonds is payable on January 1 and July 1 of each year, commencing January 1, 2017. The Series 2016 Bonds are subject to redemption prior to maturity as described herein. See “THE SERIES 2016 BONDS – Redemption Provisions.” The Series 2016 Bonds are being issued for the purpose of (i) currently refunding the outstanding Kenton County Airport Board’s Cincinnati/Northern Kentucky International Airport Revenue Bonds, Series 2003B (the “Refunded Bonds”) and (ii) paying the costs of issuing the Series 2016 Bonds. The Series 2016 Bonds will be issued under and secured by the 2016 Airport Revenue General Bond Resolution adopted by the Kenton County Airport Board (the “Board”) on May 16, 2016 (the “General Bond Resolution”), as supplemented by the Series 2016 Bond Resolution adopted by the Board on May 16, 2016 (the “Series 2016 Resolution” together with the General Bond Resolution, the “Resolution”). The Series 2016 Bonds are payable from, and secured by a pledge of, Net Revenues of the Board (as described herein) which pledge is on a parity with the pledge of Net Revenues made to secure the Board’s Additional Bonds, which may be issued and outstanding from time to time pursuant to the General Bond Resolution, as further supplemented. The Series 2016 Bonds will be the first Series of Bonds issued under the General Bond Resolution. The Series 2016 Bonds will not be subject to acceleration upon an event of default or otherwise. The Series 2016 Bonds will not constitute general obligations or be an indebtedness of the Board or of Kenton County, Kentucky, or of the Commonwealth of Kentucky within the meaning of the Constitution of Kentucky and neither the faith and credit nor the taxing power of Kenton County or the Commonwealth of Kentucky (or any political subdivision thereof) will be pledged to the payment of the Series 2016 Bonds. The Series 2016 Bonds will be secured by a pledge of Net Revenues derived from the use and operation of the Cincinnati/Northern Kentucky International Airport. See “SOURCES OF PAYMENT AND SECURITY.” The Series 2016 Bonds are offered when, as and if issued and received by the Underwriters subject to the approval of legality by Squire Patton Boggs (US) LLP, Bond Counsel, and certain other conditions. Certain legal matters will be passed upon by Ziegler & Schneider, P.S.C., general counsel to the Board, and for the Underwriters by their counsel, Dinsmore & Shohl, LLP. Frasca & Associates, LLC serves as an independent financial advisor to the Board. It is expected that delivery of the Series 2016 Bonds in book-entry form will be made through the facilities of DTC on or about June 30, 2016. BofA Merrill Lynch PNC Capital Markets LLC Dated: June 23, 2016 Maturities, Amounts, Interest Rates, Prices, Yields and CUSIP+ Numbers $47,785,000 Kenton County (Kentucky) Airport Board Cincinnati/Northern Kentucky International Airport Revenue Refunding Bonds, Series 2016 (Non-AMT) Maturity Interest (January 1) Amount Rate Price Yield CUSIP+ 2017 $1,250,000 2.000% 100.661% 0.680% 491026 UD0 2018 1,985,000 4.000 104.709 0.840 491026 UE8 2019 2,065,000 5.000 109.862 1.000 491026 UF5 2020 2,165,000 5.000 113.143 1.160 491026 UG3 2021 2,280,000 5.000 116.036 1.320 491026 UH1 2022 2,390,000 5.000 118.594 1.470 491026 UJ7 2023 2,510,000 5.000 120.781 1.620 491026 UK4 2024 2,635,000 5.000 122.521 1.780 491026 UL2 2025 2,765,000 5.000 124.322 1.890 491026 UM0 2026 2,905,000 5.000 125.648 2.020 491026 UN8 2027 3,050,000 5.000 124.474* 2.140 491026 UP3 2028 3,205,000 5.000 123.795* 2.210 491026 UQ1 2029 3,360,000 5.000 123.313* 2.260 491026 UR9 2030 3,530,000 5.000 122.546* 2.340 491026 US7 2031 3,710,000 5.000 122.070* 2.390 491026 UT5 2032 3,890,000 5.000 121.785* 2.420 491026 UU2 2033 4,090,000 5.000 121.501* 2.450 491026 UV0 ____________________________________________ * Priced to January 1, 2026 optional redemption date. + Copyright 2016, American Bankers Association. CUSIP data herein are provided by Standard & Poor’s, CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc. The CUSIP numbers listed above are being provided solely for the convenience of bondholders only at the time of issuance of the Series 2016 Bonds and the Board does not make any representation with respect to such numbers or undertake any responsibility for their accuracy now or at any time in the future. The CUSIP number for a specific maturity is subject to being changed after the issuance of the Series 2016 Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of such maturity or as a result of the procurement of secondary market portfolio insurance or other similar enhancement by investors that is applicable to all or a portion of certain maturities of the Series 2016 Bonds. Kenton County (Kentucky) Airport Board Airport Board J. Michael Schlotman, Chair JohnA.Mocker,Jr.,ViceChair Kevin W. Canafax Bryan Carlisle Kathy Collins Robert G. Cooper Mike L. Drysdale Timothy S. Mauntel William T. (Bill) Robinson III Todd M. Schneider William M. Schuler Chad L. Summe Paul T. Verst Airport Management Candace S. McGraw, Chief Executive Officer Tim Zeis, Chief Operating Officer Sheila R. Hammons, Chief Financial Officer General Counsel to the Board Ziegler & Schneider, P.S.C. Bond Counsel Squire Patton Boggs (US) LLP Financial Advisor Frasca & Associates, LLC Independent Accountant Blue & Co., LLC Airport Consultant LeighFisher, Inc. i REGARDING THE USE OF THIS OFFICIAL STATEMENT The Underwriters have provided the following sentence for inclusion in the Official Statement. The Underwriters have reviewed the information in this Official Statement in accordance with, and as part of, their respective responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriters do not guarantee the accuracy or completeness of such information. This Official Statement is being used in connection with the sale of the Series 2016 Bonds and may not be reproduced or used, in whole or in part, for any other purpose. Certain information contained in this Official Statement has been obtained by the Board from DTC and other sources that are deemed to be reliable; however, no representation or warranty is made as to the accuracy or completeness of such information by the Board. The delivery of this Official Statement at any time does not imply that information herein is correct as of any time subsequent to its date. This Official Statement should be considered in its entirety and no one factor considered more or less important than any other by reason of its position in this Official Statement. Where statutes, reports or other documents are referred to herein, reference should be made to such statutes, reports or other documents in their entirety for more complete information regarding the rights and obligations of parties thereto, facts and opinions contained therein and the subject matter thereof.