6c

PORT OF SEATTLE 
MEMORANDUM 
COMMISSION AGENDA               Item No.      6c 
ACTION ITEM 
Date of Meeting      May 24, 2016 
DATE:    May 5, 2016 
TO:      Ted Fick, Chief Executive Officer 
FROM:   Elizabeth Morrison, Director, Corporate Finance 
SUBJECT:  Resolution No. 3722  sale and issuance of intermediate lien revenue refunding
bonds in the aggregate principal amount of not to exceed $130,000,000 

ACTION REQUESTED 
Request First Reading of Resolution No. 3722: A Resolution of the Port Commission of the Port
of Seattle authorizing the issuance and sale of intermediate lien revenue refunding bonds in one
or more series the aggregate principal amount of not to exceed $130,000,000, for the purpose of
refunding certain outstanding revenue bonds of the Port; setting forth certain bond terms and
covenants; and delegating authority to approve final terms and conditions and the sale of the
bonds. 
SYNOPSIS 
Commission authorization is requested to issue intermediate lien revenue refunding bonds (the
"Bonds") in an amount estimated not to exceed $130,000,000 (including cost of issuance) to
refund up to $124,625,000 outstanding intermediate lien revenue bonds, Series 2006 for debt
service savings.
BACKGROUND 
As part of the Port's debt management program, the Port monitors opportunities to reduce debt
service. In 2006, the Port issued Intermediate Lien Revenue Bonds to refund bonds issued in
2000 to fund Airport projects. The 2006 Bonds are now callable and current low interest rates
provide a favorable refunding opportunity. The outstanding amount is $124,625,000 million and
estimated present value savings are currently $19 million.  The refunding bonds will be
structured for level savings which will result in reduced annual debt service with the same final
maturity date as the 2006 Bonds. The total Bond amount will also include proceeds sufficient to
pay cost of issuance. Intermediate lien bonds (including the 2006 bonds to be refunded and the
2016 bonds to be issued) are secured by a common debt service reserve fund. Due to sufficient
funds already contributed to the reserve, including a contribution from the 2006 bonds, no
proceeds from the 2016 bonds will need to be added to the common debt service reserve. 


Template revised May 30, 2013.

COMMISSION AGENDA 
Ted Fick, Chief Executive Officer 
May 5, 2016 
Page 2 of 2 
ADDITIONAL BACKGROUND 
The Bonds are being issued pursuant to the Intermediate Lien Master Resolution No. 3540 and
this Resolution No. 3722. The Bonds will be issued in one series as governmental bonds exempt
from all federal income tax (non-AMT) 
Resolution No. 3722 is similar in all material respects to other Intermediate Lien Series
Resolutions and provides for a common debt service reserve fund that provides security for all
intermediate lien bonds. 
The Resolution delegates to the Port's Chief Executive Officer the authority to approve interest
rates, maturity dates, redemption rights, interest payment dates, and principal maturities for the
Bonds (these are generally set at the time of pricing and dictated by market conditions at that
time). Commission parameters that limit the delegation are a maximum bond size, minimum
savings rate for the refunding and expiration date for the delegated authority. If the Bonds
cannot be sold within these parameters, further Commission action would be required. The
recommended delegation parameters are: 
Maximum size:                 $130,000,000 
Minimum debt service savings:         4.0% 
Expiration of Delegation of Authority:     October 31, 2016 
Upon adoption, Resolution No. 3722 will authorize the Designated Port Representative (the
Chief Executive Officer, the Chief Financial Officer) to approve the Bond Purchase Contract, the
official statement, escrow agreement (if any), pay the cost of issuance and take other action 
appropriate for the prompt execution and delivery of the Bonds. The Bonds will be sold through
negotiated sale to Merrill Lynch, Pierce, Fenner & Smith Inc.; Barclays Capital; Drexel
Hamilton, LLC; Citigroup Global Markets, Inc.; Goldman Sachs & Co.; and Siebert Brandford
Shank & Co., LLC. Piper Jaffray is serving as Financial Advisor, K&L Gates LLP is serving as
bond counsel and Pacifica Law Group is serving as disclosure counsel on the transaction. 

ATTACHMENTS TO THIS REQUEST 
Draft Resolution No. 3722 
PREVIOUS COMMISSION ACTIONS OR BRIEFINGS 
October 27, 2015 - Commission Briefing on Draft Plan of Finance

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