10a. Memo

Resolution 3822 Limited Tax General Obligations and Bonds

[Annotation] Morrison, Elizabeth
To be updated with a cushion
AGENDA MEMORANDUM                        Item No.          10a 
ACTION ITEM                            Date of Meeting       April 16, 2024 
DATE:     March 22, 2024 
TO:        Stephen Metruck, Executive Director 
FROM:    Elizabeth Morrison, Director, Corporate Finance 
Scott Bertram, Manager, Corporate Financial Analysis 
SUBJECT:  Resolution No. 3822 authorizing the issuance and sale of limited tax general
obligation and refunding bonds of the Port in the aggregate principal amount of not
to exceed $325,000,000 

Introduction of Resolution No. 3822: A Resolution of the Port of Seattle authorizing the issuance
and sale of General Obligation and Refunding Bonds, 2024 in the aggregate principal amount of
not to exceed $325,000,000 (the “2024 LTGO Bonds”), for the purpose of financing or refinancing
capital improvements to Port facilities and refunding certain outstanding obligations of the Port;
and authorizing a Designated Port Representative to approve certain matters relating to the sale
of the 2024 LTGO Bonds. 
The 2024 LTGO Bonds will be used to provide an estimated $200 million for capital improvements 
in the Seattle Harbor and in support of maritime industries (“new money bonds”). The Bonds
will also refund an estimated $103.8 million of outstanding 2015 LTGO bonds and generate debt
service savings. General obligation bond (LTGO) debt service is paid from the Port’s tax levy. 
As part of the Port’s debt management program, the Port monitors opportunities to reduce debt
service. In 2015, the Port issued the 2015 LTGO bonds to fund a portion of its contribution for
the Alaskan Way viaduct replacement program and to refund certain outstanding obligations of
the Port. These bonds will be callable on June 1, 2024, and the current estimated present value
savings of refunding these 2015 GO Bonds is approximately $3.6 million. 
In addition, the 2024 LTGO Bonds will include funding for an estimated $200 million in Port 
project costs. The 2024-2028 Plan of Finance estimated future LTGO bond needs of $351 million
to pay for capital costs for Maritime, Economic Development and Northwest Seaport Alliance
(NWSA) North Harbor investments over the next five years. The 202 4 LTGO Bonds will be used

Template revised September 22, 2016.

             COMMISSION AGENDA – Action Item No. 10a.                                 Page 2 of 4 
Meeting Date: April 16, 2024 
to fund all or a portion of projects in the Seattle harbor including redevelopment of Terminal 91
berths 6 and 8, and the development of the Maritime Innovation Center at Fishermen’s Terminal.
These projects are ready for construction and are currently funded with tax levy cash.  Other
projects that might use a portion of the bond proceeds include, but are not limited to, Terminal
91 Uplands Development Phase I and various container terminal projects for the NWSA in the
North Harbor, including those at Terminals 5, 18, 30 and 46. Exhibit A provides a list of potential
If project spending is delayed, the 2024 LTGO Bond proceeds may be redirected to other projects 
identified in the Plan of Finance for tax levy or LTGO bond funding. No 2024 LTGO Bond proceeds
or other funds can be spent on any project without the appropriate project authorization, and
use of 2024 LTGO Bond proceeds is to be identified in Port project authorization requests. The
total 2024 LTGO Bond amount will also include proceeds sufficient to pay cost of issuance.
The 2024 LTGO Bonds are being issued pursuant to Resolution No. 3822 which is similar in all
material respects to other LTGO Bond Resolutions. The 2024 LTGO Bonds are backed by the full
faith and credit of the Port and require that the Port levy taxes sufficient, along with other funds,
to pay scheduled principal of and interest on the Port’s outstanding LTGO Bond obligations.
The 2024 LTGO Bonds will be issued in multiple series based on the tax status of the projects to
be funded or refunded. One series will be issued as tax-exempt, governmental purpose and will
be used to refund the 2015 LTGO Bonds that are also governmental purpose. Investors in these
governmental purpose 2024 LTGO Bonds are exempt from all federal income taxes on the 2024
LTGO Bonds. For project funding needs, the resolution provides for both a tax-exempt, private
activity series (exempt from regular income tax, but subject to the alternative minimum tax – 
AMT) and a taxable series, which is subject to federal income tax. Certain projects like the
Maritime Innovation Center and the Terminal 91 Uplands development do not qualify for taxexempt
bond funding. In addition, although taxable bonds typically come with a higher rate of
interest compared to tax-exempt bonds, they do provide the Port with flexibility to use the
proceeds for any project and to use the associated bond funded facilities for a variety of purposes
that might or might not qualify for tax-exemption during the life of the bonds. The Port will
evaluate individual projects to determine qualification and appropriateness of tax-exempt bonds. 
The 2024 LTGO Bond Resolution delegates to the Designated Port Representative (the Port’s
Executive Director, the Deputy Executive Director or the Port’s Chief Financial Officer or their
respective delegates) the authority to approve the manner and date of the sale of the 2024 LTGO 
Bonds within parameters established by the Commission in the 2024 LTGO Bond Resolution.
Commission parameters that limit the delegation are a maximum principal amount, maximum
interest rate, minimum savings rate on refunded bonds and expiration date for the delegated
authority. If the 2024 LTGO Bonds cannot be sold within these parameters, further Commission
action would be required.

Template revised September 22, 2016.

             COMMISSION AGENDA – Action Item No. 10a.                                 Page 3 of 4 
Meeting Date: April 16, 2024 
The recommended delegation parameters are: 
Maximum size (par):                                                    $325,000,000 
Maximum interest rate on new money bonds:                                   6.0% 
Minimum savings on refunded bonds                                          3.5% 
Expiration of Delegation of Authority:                                       April 23, 2025 
The savings target is a weighted average based on the Port’s debt management policy. The 2015
LTGO Bonds being refunded included longer-term bonds for the SR99 project with a refunding
target of 4% and shorter-term bonds that refunded 2006 LTGO Bonds and have a savings target
of 2%.
Upon adoption, Resolution No. 3822  (the 2024 LTGO  Bond Resolution) will authorize a
Designated Port Representative to select the manner and date of the sale, approve the final sale
terms, pay the cost of issuance, execute all documents, prepare, and disseminate a preliminary
official statement and final official statement, provide for continuing disclosure and take other
action appropriate for the prompt execution and delivery of the 2024 LTGO Bonds.
Unlike Port  revenue  bonds that are sold through a negotiated process with the Port’s
underwriting team, the G.O. Bonds are expected to be sold through a competitive sale in which
any banking firm can bid on the 2024 LTGO Bonds of each series. The Port’s debt management
procedures allow for competitive sales for appropriate transactions where, in consultation with
the Port’s Financial Advisor, a competitive sale is likely to provide better financial results than a
negotiated sale. Competitive sales are well suited to transactions that have a relatively simple,
high-quality  credit like the Port’s LTGO  Bonds  and  are sold in relatively stable market
environments.  Should market conditions change, in consultation with the Port’s Financial
Advisor, a Designated Port Representative may determine that a negotiated sale is a more
effective approach. A negotiated sale would also need to be executed within the Commission
established parameters. 
Piper Sandler is serving as Financial Advisor, K&L Gates LLP is serving as bond counsel and Pacifica
Law Group, LLP is serving as disclosure counsel on the transaction. 

(1)   Draft Resolution No. 3822 
October 24, 2023 – The Commission was briefed on the draft plan of finance and tax levy 
including the 2024 LTGO Bonds. 

Template revised September 22, 2016.

[Annotation] Bertram, Scott
Angie/Elizabeth review - based on conversation yesterday w/David Morrison.
[Annotation] Rose, Angie
Looks good - David is working on the CIP roll-forward this week. Once we get that, we can tidy up the project names. 
COMMISSION AGENDA – Action Item No. 10a.                                 Page 4 of 4 
Meeting Date: April 16, 2024 
Terminal 91 Berths 6 and 8 Redevelopment 
Terminal 91 Uplands Development Phase I 
Fishermen’s Terminal Maritime Innovation Center 
Terminal 5 Modernization 
T5 Phase 2 Paving 
T5 Transtainer runs 
T5 Reefer demarcation 
T5 Container Yard Expansion 
T18 Shorepower Design 
T18 Full Dock Rehab Design 
Jack Block Park Pier & Plaza Replacement 
T46 N. Substation #1 Replacement 

Template revised September 22, 2016.


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