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$62,800,000 Greater Orlando Aviation Authority

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$62,800,000 Greater Orlando Aviation Authority NEW ISSUE – BOOK ENTRY ONLY Fitch: A Moody's: A2 (See "RATINGS" herein) In the opinion of Co-Bond Counsel, (i) interest on the Series 2009 Bonds is not excluded from gross income for federal income tax purposes, and (ii) the Series 2009 Bonds and the income thereon are not subject to taxation under the laws of the State of Florida, except estate taxes and taxes under Chapter 220, Florida Statutes, on interest, income or profits on debt obligations owned by corporations as defined therein. See "TAX MATTERS" herein. $62,800,000 GREATER ORLANDO AVIATION AUTHORITY Special Purpose Facilities Taxable Revenue Bonds (Rental Car Facility Project), Series 2009 of the City of Orlando, Florida Dated: Date of Delivery Due: October 1, as shown on inside cover The $62,800,000 Greater Orlando Aviation Authority Special Purpose Facilities Taxable Revenue Bonds (Rental Car Facility Project), Series 2009 of the City of Orlando, Florida (the "Series 2009 Bonds") are revenue bonds issued by the Greater Orlando Aviation Authority (the "Authority"), an agency of the City of Orlando, Florida (the "City"), under and pursuant to the Constitution and laws of Florida, including particularly, the Act (as defined herein), and other applicable provisions of law, and pursuant to a Trust Indenture, dated as of October 1, 2009, between The Bank of New York Mellon Trust Company, N.A., as trustee and the Authority (the "Trust Indenture"), a resolution of the Authority adopted on August 19, 2009 and a resolution of the City adopted on August 24, 2009. See "FORM OF THE TRUST INDENTURE" attached hereto as APPENDIX A. The Series 2009 Bonds are being issued for the purpose of providing funds sufficient, together with other available funds of the Authority, to: (a) pay costs and expenses of designing, constructing, and relocating automobile rental facilities at the Orlando International Airport including quick turnaround facilities as further described herein (the "2009 Project"), (b) fund all of the Debt Service Reserve Fund Requirement and Coverage Fund Requirement for the Series 2009 Bonds, (c) refund all or a portion of the Authority's taxable commercial paper debt used to provide interim financing for certain costs of the 2009 Project, and (d) pay certain costs of issuance of the Series 2009 Bonds. See "EXISTING FACILITIES AND THE 2009 PROJECT" and "ESTIMATED SOURCES AND USES OF FUNDS" herein. The Series 2009 Bonds are being issued as fully registered bonds and will initially be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"). Individual purchases of beneficial interests in the Series 2009 Bonds will be made in book- entry only form, in the principal amount of $5,000 and any integral multiple of $5,000. Interest on the Series 2009 Bonds will accrue from their dated date and will be payable on April 1 and October 1 of each year commencing on April 1, 2010. Purchasers of beneficial interests in the Series 2009 Bonds will not receive physical delivery of certificates. Transfers of beneficial interests in the Series 2009 Bonds will be effected through the DTC book-entry system as described herein. The Series 2009 Bonds will not be transferable or exchangeable, except for transfer to another nominee of DTC or otherwise as described herein. Principal and interest with respect to the Series 2009 Bonds will be payable by The Bank of New York Mellon Trust Company, N.A., as paying agent in Jacksonville, Florida for the Series 2009 Bonds to Cede & Co., as nominee of DTC. See "BOOK-ENTRY ONLY SYSTEM" herein. The Series 2009 Bonds are not subject to redemption prior to maturity. See "DESCRIPTION OF THE SERIES 2009 BONDS" herein. The Series 2009 Bonds are limited obligations of the Authority, payable solely from and secured by a pledge of the Pledged Revenues (as defined herein) derived by the Authority from Customer Facility Charges (as defined herein) and other funds as described herein. The Customer Facility Charges were authorized by a resolution of the Authority adopted on August 20, 2008, as amended and restated on August 19, 2009. See "CUSTOMER FACILITY CHARGES AND RENTAL CAR OPERATIONS" herein. The pledge and lien of the Series 2009 Bonds upon the Pledged Revenues is on a parity as to payment with any Additional Bonds (as each is defined herein) hereafter issued under the Trust Indenture. See "SECURITY FOR THE SERIES 2009 BONDS" herein. THE SERIES 2009 BONDS SHALL BE LIMITED OBLIGATIONS OF THE AUTHORITY. THE SERIES 2009 BONDS AND THE INTEREST THEREON SHALL NOT BE DEEMED TO CONSTITUTE OR CREATE AN INDEBTEDNESS, LIABILITY OR OBLIGATION OF THE AUTHORITY, THE STATE, THE CITY OR ANY POLITICAL SUBDIVISION OR AGENCY THEREOF WITHIN THE MEANING OF ANY STATE CONSTITUTIONAL PROVISION OR STATUTORY LIMITATION OR A PLEDGE OF THE FAITH AND CREDIT OR THE TAXING POWER OF THE STATE, THE CITY OR ANY SUCH POLITICAL SUBDIVISION OR AGENCY. THE AUTHORITY HAS NO TAXING POWER. THE SERIES 2009 BONDS AND THE INTEREST THEREON ARE PAYABLE SOLELY FROM AND SECURED BY THE TRUST ESTATE, ALL AS DESCRIBED IN AND SUBJECT TO LIMITATIONS SET FORTH IN THE TRUST INDENTURE AND ARE NOT PAYABLE FROM OR SECURED BY ANY REVENUES UNDER AND AS DEFINED IN THE AIRPORT FACILITIES BOND RESOLUTION (AS DEFINED HEREIN). This cover page contains certain information for quick reference only. It is not a summary of the Series 2009 Bonds. Investors should read this entire Official Statement to obtain information essential to the making of an informed investment decision. The Series 2009 Bonds are offered when, as and if issued, and subject to the approval of legality by Greenberg Traurig, P.A., Orlando, Florida and Marchena and Graham, P.A., Orlando, Florida as Co-Bond Counsel. Certain legal matters will be passed on for the Authority by Broad and Cassel, Issuer's Counsel to the Authority. Nabors, Giblin & Nickerson, P.A., Tampa, Florida and Ruye H. Hawkins, P.A., Orlando, Florida, have served as Co- Disclosure Counsel. Certain legal matters in connection with the Series 2009 Bonds will be passed upon for the Underwriters by Robert P. Saltsman, P.A., Orlando, Florida, counsel to the Underwriters. Morgan Keegan and Company, Inc., Winter Park, Florida and National Minority Consultants, Inc., Winter Park, Florida are Co-Financial Advisors to the Authority. It is expected that the Series 2009 Bonds in definitive form will be available for delivery through DTC on or about October 7, 2009. Merrill Lynch & Co. J.P. Morgan Morgan Stanley Citi Jefferies & Company Loop Capital Markets, LLC Dated: September 23, 2009 $62,800,000 GREATER ORLANDO AVIATION AUTHORITY Special Purpose Facilities Taxable Revenue Bonds, (Rental Car Facility Project), Series 2009 of the City of Orlando, Florida Maturities, Principal Amounts, Interest Rates, Prices and Initial CUSIP Numbers Maturity Principal Interest Initial CUSIP October 1 Amount Rate Price Number1 2010 $6,910,000 2.14% 100% 392273AE8 2011 7,175,000 2.76 100 392273AF5 2012 7,370,000 3.26 100 392273AG3 2013 7,615,000 3.66 100 392273AH1 2014 7,890,000 4.16 100 392273AJ7 2015 8,220,000 4.51 100 392273AK4 2016 8,590,000 5.12 100 392273AL2 2017 9,030,000 5.47 100 392273AM0 1 CUSIP Numbers are included solely for the convenience of the reader of this Official Statement. The Authority takes no responsibility for the accuracy or use of the CUSIP numbers in this Official Statement. Greater Orlando Aviation Authority One Airport Boulevard Orlando, Florida 32827-4399 (407) 825-2001 Authority Board Members Jeffry Fuqua, Chairman Jacqueline Bradley, Vice-Chairperson Cesar Calvet, Treasurer The Honorable Buddy Dyer, Mayor, City of Orlando The Honorable Richard T. Crotty, Mayor, Orange County Joseph L. Colon, Member James Palmer, Member City Council Commissioners Buddy Dyer, Mayor Phil Diamond Daisy W. Lynum Tony Ortiz Patty Sheehan Robert F. Stuart Samuel B. Ings Authority Management G. Steve Gardner, Executive Director Phillip N. Brown, Deputy Executive Director-Administration Robert L. Gilbert, Deputy Executive Director-Facilities C. Christian Schmidt, Deputy Executive Director-Airport Operations Dayci S. Burnette-Snyder, Assistant Secretary and Manager of Board Services Jacki M. Churchill, Chief Financial Officer Issuer's Counsel BROAD AND CASSEL Orlando, Florida Co-Bond Counsel GREENBERG TRAURIG, P.A. MARCHENA AND GRAHAM, P.A. Orlando, Florida Orlando, Florida Co-Disclosure Counsel NABORS, GIBLIN & NICKERSON, P.A. RUYE H. HAWKINS, P.A. Tampa, Florida Orlando, Florida Co-Financial Advisors MORGAN KEEGAN & COMPANY, INC. NATIONAL MINORITY CONSULTANTS, INC Winter Park, Florida Winter Park, Florida Airport Consultant JACOBS CONSULTANCY Burlingame, California Independent Auditors ERNST & YOUNG LLP Orlando, Florida NO DEALER, BROKER, SALESMAN OR ANY OTHER PERSON HAS BEEN AUTHORIZED BY THE AUTHORITY, THE CITY OR THE UNDERWRITERS TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATION, OTHER THAN THOSE CONTAINED IN THIS OFFICIAL STATEMENT, IN CONNECTION WITH THE OFFERING OF THE SERIES 2009 BONDS AND, IF GIVEN OR MADE, SUCH INFORMATION OR REPRESENTATION MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE FOREGOING. THIS OFFICIAL STATEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY THE SERIES 2009 BONDS AND THERE SHALL BE NO SALE OF THE SERIES 2009 BONDS BY ANY PERSON IN ANY JURISDICTION IN WHICH IT IS UNLAWFUL FOR SUCH PERSON TO MAKE SUCH OFFER, SOLICITATION OR SALE. THE INFORMATION AND EXPRESSIONS OF OPINION CONTAINED IN THIS OFFICIAL STATEMENT ARE SUBJECT TO CHANGE WITHOUT NOTICE AND NEITHER THE DELIVERY OF THIS OFFICIAL STATEMENT NOR ANY SALE MADE HEREUNDER SHALL, UNDER ANY CIRCUMSTANCES, CREATE THE IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE AUTHORITY SINCE THE DATE HEREOF OR THE EARLIEST DATE AS OF WHICH SUCH INFORMATION IS GIVEN.
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