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14-0036 San Diego Co Reg Aprt Authority OS.Xps

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14-0036 San Diego Co Reg Aprt Authority OS.Xps . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ~TtrnrrTYSCHEDULE $29,390,000 San Diego County Regional Airport Authority Senior Special Facilities Revenue Bonds (Consolidated Rental Car Facility Project) Series 2014A (Tax-Exempt- Non-AMT) $29,390,000 5.000% Term Bonds due July I, 2044, Yield:4.750%c; CUSIP No.': 79742GAA9 $275,895,000 San Diego County Regional Airport Authority Senior Special Facilities Revenue Bonds (Consolidated Rental Car Facility Project) Series 2014B (Federally Taxable) Maturity Date Principal Interest (July 1) Amount Rate Price CUSIPNo. 1 2018 $5,580,000 2.537% 100% 79742GAB7 2019 5,720,000 2.987 100 79742GAC5 2020 5,890,000 3.410 100 79742GAD3 2021 6,090,000 3.730 100 79742GAEI $252,615,000 5.594% Term Bonds due July I, 2043, Price: 100%; CUSIP No.': 79742GAF8 1 Copyright 2014, American Bankers Association. CUSIP111 is a registered trad.emaik of the American Bankers Association. The CUSIP data herein is provided by the CUSlP Service Bureau, managed on behalf of the American Bankers Association by Standard & Poor's. The CUSIP numbers are not intended to create a database and do not serve in any way as a substitute for CUSIP service. CUSIP numbers have been assigned by an independent company not affiliated with the Authority and are provided solely for convenience and reference. The CUSIP numbers for a specific maturity are subject to change after the issuance of the Series 2014 Bonds. Neither the Authority nor the Underwriters take responsibility for the accuracy of the CUSIP numbers. c Priced to the par call date of July 1, 2024. SAN DIEGO COUNTY REGIONAL AIRPORT AUTHORITY BOARD Robert H. Gleason (Chair) '•1 Paul Robinson (Vice Chair)' Tom Smisek' David Alvarez Bruce R. Boland Greg Cox Jim Desmond Lloyd B. Hubbs MarySessom Laurie Bennan, Ex-Officio Member Colonel Farnam, Ex-Officio Member Eraina Ortega, Ex-Qfficio Member Member of the Executive Committee. 1 Mr. Gleason's term expired on January I, 2014. Mr. Gleason will continue to serve on the Board until a replacement is appointed or he is re-appointed. SAN DIEGO INTERNATIONAL AIRPORT MANAGEMENT Thelia F. Bowens, President and CEO/Executive Director Vernon D. Evans, Vice President, Finance/CFO and Treasurer Angela Shafer-Payne, Vice President, Operations Jeffrey Woodson, Vice President, Development Mark Burchyett, Chief Auditor Breton K. Lobner, General Counsel TRUSTEE BOND COUNSEL AND DISCLOSURE COUNSEL U.S. Bank National Association Kutak Rock LLP FINANCIAL ADVISOR FEASffiiLITY CONSULTANT Frasca & Associates, L.L.C. Unison Consulting, Inc. No dealer, broker, salesperson or other person has been authorized by the Authority to give any information or to make any representations other than as set forth herein and, if given or made, such other information or representation must not be relied upon as having been authorized by the Authority. 1bis Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Series 2014 Bonds by a person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale. This Official Statement is not to be construed as a contract with the purchasers of the Series 2014 Bonds. Statements contained in this Official Statement which involve estimates, forecasts or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as representations offacts. See "INTRODUCTION-Forward-Looking Statements" herein. The Underwriters have provided the following sentence for inclusion in this 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. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder shall under any circumstances create any implication that there has been no change in the affairs of the Authority since the date hereof. This Official Statement is submitted in connection with the sale of the Series 2014 Bonds referred to herein and may not be reproduced or used, in whole or in part, for any other purpose. THE SERIES 2014 BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, IN RELIANCE UPON AN EXEMPTION CONTAINED THEREIN, AND HAVE NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATE. THE INDENTURE HAS NOT BEEN QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED, IN RELIANCE UPON AN EXEMPTION CONTAINED THEREIN. THE SERIES 2014 BONDS HAVE NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE SECURITIES COMMISSION OR REGULATORY COMMISSION. FURTHERMORE, THE FOREGOING AUTIIORITIES HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED THE ADEQUACY OF TillS OFFICIAL STATEMENT. IN CONNECTION WITH TillS OFFERING, THE UNDERWRITERS MAY OVERALLOT OR EFFECT TRANSACTIONS WIDCH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE SERIES 2014 BONDS AT A LEVEL ABOVE THAT WIDCH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING TRANSACTIONS, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. THE UNDERWRITERS MAY OFFER AND SELL THE SERIES 2014 BONDS TO CERTAIN DEALERS AND OTHERS AT PRICES LOWER OR YIELDS HIGHER THAN THE PUBLIC OFFERING PRICES AND YIELDS STATED ON THE INSIDE COVER PAGE OF TillS OFFICIAL STATEMENT, AND SUCH PUBLIC OFFERING PRICES AND YIELDS MAY BE CHANGED FROM TIME TO TIME BY TilE UNDERWRITERS. ii TABLE OF CONTENTS IN1RODUCTION......................................................................... I Development of the Airport ................................................ 54 General ................................................................................. I FINANCIAL FEASIBILITY REPORT ....................................... 56 Plan ofFinance ..................................................................... 1 General ............................................................................... 56 The Authority ....................................................................... I Projected CFC Collections and Debt Service Coverage ...... 56 San Diego Jntematiooal Allport and Aiiport System ............ 2 CERTAIN INVESTMENT CONSIDERATIONS ....................... 58 Series 2014 Bonds and Pledge of Trust Estate ...................... 2 Series 2014 Bonds Are Special Limited Obligations .......... 58 Rental Car Lease Agreements; Rental Car License Factors Affecting Collection of Project Revenues .............. 58 Agreements .................................................................. 3 Construction and Operation of the Project .......................... 59 Financial Feasibility Report .................................................. 3 Financial Feasibility Report .••.••..•..•..•..•..•..•..•..•..•..•..•..•..•..• 61 Continuing Disclosure .......................................................... 4 Ability to Meet the Minimum Annual Requirement and Investtnent Considerations ................................................... 4 the Senior Bonds Coverage Requirement ................... 61 Forward-Looking Statements ............................................... 4 Restrictions Imposed on Authority to Collect CFCs ........... 62 Additional Information ......................................................... 5 Off-Aiiport Rental Car Companies Do Not Collect PLAN OF FINANCE AND APPLICATION OF SERIES 2014 CFCs or Pay Bond Funding Supplemeotal BOND PROCEEDS ............................................................. 5 Consideration ............................................................. 62 Plan of Finance ..................................................................... 5 Effect of a Rental Car Company Termination of the Application of Series 2014 Bond Proceeds ........................... 6 Rental Car Lease Agreement ...................................... 62 DESCRIPTION OF TilE SERIES 2014 BONDS ......................... 7 Term ofRental Car Lease Agreemeots Different Than General ................................................................................. 7 Term of Rental Car Concession Agreements ............. 63 Redetnption Provisions ......................................................... 7 Eofurceability of Remedies ................................................. 63 DEBT SERVICE REQUIREMENTS OF SERIES Limitation on Amounts Available Upon the Occurrence 2014 BONDS .................................................................... 12 of an Event ofDefault ................................................ 64 SECURITY
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