Metropolitan Airports Commission

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1 Metropolitan Airports Commission Finance and Administration Regular Monthly Meeting Amendment # 1 Monday, December 03, :30 am

2 MEMORANDUM ITEM 3 TO: Finance and Administration Committee FROM: Evan Wilson, Attorney ( ) Bridget Rief, Assistant Director Airside Development ( ) SUBJECT: ANOKA COUNTY BOND REFUNDING DATE: November 26, 2012 In August 2005, the Commission authorized staff to execute a Joint Powers Agreement ( JPA ) with Anoka County that outlined the requirements for the sale of General Obligation Airport Improvement Bonds by Anoka County to fund certain improvements at the Anoka County/Blaine Airport ( ANE ). This agreement was necessary to comply with Minnesota State Statutes relating to the sale of bonds by the County. The JPA set forth and specified the respective rights, proportionate interests, duties and obligations of Anoka County and MAC relating to the financing, design, construction, installation and maintenance of the bond-financed improvements at ANE. It also required the formation of the Joint Powers Board ( JPB ), which is made up of one representative from the MAC Commission and one from the Anoka County Board. The main purpose of the JPB is to vote on the issuance of bonds by Anoka County as required by statute. In August 2005, the Commission also approved a lease with Anoka County for a 39-acre site, known as the Northwest Building Area, at ANE, and consented to a sublease between the County and Anoka Airport Development LLC ( LLC ), whereby the County subleased the Northwest Building Area to the LLC. The basic agreement outlined in the JPA stated that MAC would construct the following proposed projects included in the Capital Improvement Program: extension and widening of east/west Runway 9-27; extension of the parallel taxiway; grading for the new Runway 27 precision Instrument Landing System ( ILS ); equipment and installation of the new runway approach lighting system; taxiway for access to the new northwest building area; an apron for a new Fixed Base Operator ( FBO ) in the northwest building area; storm water improvements; and necessary wetland and environmental mitigation for each of the above. The County s responsibility included the cost of these improvements and its proportionate share of the environmental mitigation, as well as build-out of the Northwest Building Area FBO facility, hangars, and landside improvements including automobile parking, fire protection, sanitary sewer and water connections. The JPA also stated that the County would pay its share of costs at the time of construction, which became their up-front payment for the 30-year lease term. The total amount paid to MAC by the County equated $10,323, The County originally sold bonds to

3 cover this amount, plus construction costs associated with their responsibilities defined above. All construction projects were completed in Since 2005, MAC and the County have executed several amendments to the JPA. Among other things, these amendments allowed County financing for additional improvements related to the development of the Northwest Building Area. The lease between MAC and the County, and the sublease between the County and the LLC, have been amended several times as well. These amendments have, among other things, reflected these additional improvements and accommodated a new vision for development of the Northwest Building Area that was proposed by the LLC in These changes culminated in Commission approval of an amended and restated lease, and Commission consent to an amended and restated sublease, in January At this time, the County is proposing to issue General Obligation Airport Refunding Bonds, Series 2013A (the 2013 Refunding Bonds ), and use the proceeds of the 2013 Refunding Bonds to advance refund some of the County s outstanding Series 2005F Bonds, which were issued in 2005 to fund improvements at ANE as described above. The proposed refunding is projected to achieve debt service savings for the County in future years. The County will issue the 2013 Refunding Bonds with the same final maturity date as the Series 2005F Bonds, as required by the JPA. At its annual meeting on November 8, 2012, the JPB unanimously approved issuance of the 2013 Refunding Bonds. There are two actions being requested of the Commission at this time: 1. Authorize the Issuance of Anoka County s 2013 Refunding Bonds As set forth more specifically in the JPA, both the County and MAC, as parties to the JPA, must authorize the sale of the 2013 Refunding Bonds by Anoka County. Anoka County will be fully responsible for repayment of the 2013 Refunding Bonds and interest; MAC is not responsible for any portion of the principal or interest due on the bonds. Staff is requesting that this Committee recommend the Commission adopt the attached resolution, and thereby approve the issuance of the 2013 Refunding Bonds. 2. Authorize the Execution of the Fourth Amendment to the JPA The JPA also needs to be amended to allow the issuance of the 2013 Refunding Bonds. The Fourth Amendment will not amend or affect the allocations of rights and duties of the County and MAC under the JPA. Staff is requesting that this Committee recommend the Commission authorize the execution of the Fourth Amendment to the JPA. COMMITTEE ACTION REQUESTED: RECOMMEND THAT THE FULL COMMISSION ADOPT RESOLUTION NO IN SUBSTANTIONALLY THE FORM ATTACHED, AND AUTHORIZE THE EXECUTIVE DIRECTOR / CEO OR HIS DESIGNEE TO EXECUTE THE ABOVE-DESCRIBED FOURTH AMENDMENT TO THE JPA AND ANY NECESSARY INSTRUMENTS, CERTIFICATES, AND DOCUMENTS

4 RESOLUTION NO RESOLUTION APPROVING THE ISSUANCE OF GENERAL OBLIGATION AIRPORT REFUNDING BONDS OF ANOKA COUNTY, MINNESOTA PURSUANT TO THE PROVISIONS OF MINNESOTA STATUTES, SECTION AND MINNESOTA STATUTES, CHAPTER 475, AS AMENDED, TO REFINANCE THE 2016 AND LATER MATURITIES OF ANOKA COUNTY S GENERAL OBLIGATION AIRPORT IMPROVEMENT BONDS, SERIES 2005F WHEREAS, the Metropolitan Airports Commission ( MAC ) owns and operates the Anoka County-Blaine Airport, known as Jane s Field ( Airport ), as part of a system of reliever airports designed and developed to relieve Minneapolis-St. Paul International Airport from general aviation traffic; and WHEREAS, MAC and the County of Anoka, Minnesota (the County ) previously worked jointly for the funding, construction, and installation of various capital improvements at the Airport (the Improvements ); and WHEREAS, pursuant to Minnesota Statutes, Section through , as amended (the Act ), municipalities are authorized to further the public interest and aeronautical progress for the broad reasons set forth in Section of the Act; and WHEREAS, MAC and the County previously formed the Anoka County/Blaine Airport (Jane s Field) Northwest Building Area Joint Powers Board (the Board ) pursuant to (i) the authority granted under Section of the Act, and (ii) the terms of a Joint Powers Agreement, as amended (the Joint Powers Agreement ); and WHEREAS, the Joint Powers Agreement sets forth the respective and joint rights, duties and obligations of MAC and the County as members of the Board; and WHEREAS, Section of the Act authorizes a municipality, such as the County to issue bonds for the purpose of financing the cost of investigating, surveying, planning, acquiring, establishing, constructing, enlarging, or improving or equipping airports or other air navigation facilities, and the sites therefor, including structures and other property incidental to their operation in accordance with the provisions of the Act; and WHEREAS, under Section , Subdivision 2(b)(1) of the Act, no election is required to issue such bonds if a joint powers board (such as the Board) organized under Section of the Act recommends the issuance of such bonds by a resolution adopted by a vote of not less than 60 percent of its members; and WHEREAS, under Section , Subdivision 2(b)(1) of the Act, no election is required to issue such bonds if, in addition to the resolution of the joint powers board in the preceding Whereas clause, the governing body of each of the municipalities comprising a joint powers board adopts a resolution, by a vote of not less than 60 percent of its members, to authorize the issuance of bonds by one of the municipalities; and the Board of Commissions of MAC, on August 15, 2005, by a vote of more than sixty percent of its members, approved issuance of the Prior Bonds (as defined below) by the County and the Board also approved issuance of the Prior Bonds; and 1

5 WHEREAS, the County financed a large portion of the cost of the design, construction and installation of the Improvements through the issuance of its (i) General Obligation Airport Improvement Bonds, Series 2005F (the Series 2005F Bonds ), and (ii) General Obligation Airport Improvement Bonds (AMT), Series 2005G (the Series 2005G Bonds and together with the Series 2005F Bonds, the Prior Bonds ); and WHEREAS, the Prior Bonds were issued pursuant to the Act; and WHEREAS, the County now wishes to advance refund the 2016 and later maturities of the Series 2005F Bonds for debt service savings by issuing its General Obligation Airport Refunding Bonds, Series 2013A (the 2013 Bonds ) in order to achieve debt service savings in the years 2015 and later; and WHEREAS, the Board unanimously approved issuance of the 2013 Bonds at the Board s meeting on November 8, 2012; and WHEREAS, the County and MAC must enter into a Fourth Amendment to the Joint Powers Agreement (the Fourth Amendment ) in order to facilitate the issuance of the 2013 Bonds to advance refund certain portions of the Series 2005F Bonds,; and WHEREAS, MAC as a member of the Board will not be obligated for the payment of principal of and interest due on the 2013 Bonds because the 2013 Bonds are general obligations of the County and the full faith and credit and taxing power of the County is pledged to the payment of the principal of and interest due on the 2013 Bonds. NOW, THEREFORE, BE IT RESOLVED by the Board of Commissioners of the Metropolitan Airports Commission, as follows: 1. Authorization and Approval of Issuance of the 2013 Bonds by Anoka County. MAC pursuant to the requirement of Section of the Act, as a member of the Board, hereby approves the issuance of the 2013 Bonds by the County. The County will issue the 2013 Bonds on the terms and conditions that the County deems to be appropriate to achieve debt service savings. 2. Execution and Delivery of Fourth Amendment. The officers, executives, and staff of MAC are hereby authorized and directed to execute and deliver all other instruments, certificates and closing documents necessary to facilitate the issuance of the 2013 Bonds, including the Fourth Amendment to the Joint Powers Agreement. The MAC approval of the County s issuance of the 2013 Bonds has been by a vote of sixty percent (60%) or greater of the members of the governing body of MAC. The payment of principal of and interest due on the 2013 Bonds shall not be an obligation of MAC because the 2013 Bonds are general obligations of the County and the full faith and credit of the County is pledged to the payment of the principal of and interest due on the 2013 Bonds. 2

6 Passed by a vote of ayes and nays this 17 th day of December, Ayes: Nays: Absent: Abstentions: Chair Attest: Secretary 3

Metropolitan Airports Commission

Metropolitan Airports Commission Full Commission Regular Monthly Meeting Minutes Monday, 1:00 pm www.metroairports.org METROPOLITAN AIRPORTS COMMISSION FULL COMMISSION MINUTES REGULAR SCHEDULED MEETING