10c. Memo - Introduction of 2021 First Lien Revenue Bonds

COMMISSION 
AGENDA MEMORANDUM                        Item No.          10c 
ACTION ITEM                            Date of Meeting       April 27, 2021 
DATE:     April 9, 2021 
TO:        Stephen Metruck, Executive Director 
FROM:    Elizabeth Morrison, Director, Corporate Finance 
Scott Bertram, Manager, Corporate Financial Analysis 
SUBJECT:  Resolution No. 3787  Issuance and Sale of First Lien Revenue Refunding Bonds in
the Aggregate Principal Amount of Not-to-Exceed $60,000,000 
ACTION REQUESTED 
Introduction of Resolution No. 3787: A Resolution of the Port Commission of the Port of Seattle
authorizing the issuance and sale of First Lien Revenue Refunding Bonds, Series 2021 in the
aggregate principal amount of not to exceed $60,000.000 (the "Bonds"), for the purpose of
refunding the Port's First Lien Revenue Refunding Bonds, Series 2011B (the "2011 Bonds");
setting forth certain bond terms and covenants; and delegating authority to approve final terms
and conditions and the sale of the Bonds. 
EXECUTIVE SUMMARY 
Commission authorization is requested to issue the Bonds in an amount estimated not-to-exceed
$60,000.000 (including any required reserve fund deposit and cost of issuance) to refund up to
$57,790,000 outstanding 2011 Bonds for debt service savings.
JUSTIFICATION 
As part of the Port's debt management program, the Port monitors opportunities to reduce debt
service.   The Port issued the 2011 Bonds to refund bonds issued in 1999 that funded
improvements at Terminal 18. The 2011 Bonds are callable on June 1, 2021. Current low interest
rates provide a favorable refunding opportunity at this time.  The Port expects to refund
$49,385,000 of the 2011 Bonds and estimates present value savings of approximately $5 million.
The total Bond amount will also include proceeds sufficient to pay cost of issuance and to fund
any required deposit to the First Lien common debt service reserve. 
DETAILS 
The Bonds are being issued pursuant to the Amended and Restated Master Resolution No. 3577
and this Resolution No. 3787. The Bonds will be issued as tax -exempt private activity bond
exempt from regular federal income tax, but subject to the alternative minimum tax (AMT).

Template revised September 22, 2016.

COMMISSION AGENDA  Action Item No. 10c                                  Page 2 of 2 
Meeting Date: April 27, 2021 
Resolution No. 3787 is similar in all material respects to other First Lien Series Resolutions and
provides for any required contribution to the common debt service reserve fund that provides
security for other First 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 component, maximum interest rate for the new money bonds 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:                     $60,000.000 
Maximum interest rate:                  2.5% 
Expiration of Delegation of Authority:  six months 
Upon adoption, Resolution No. 3787 will authorize the Designated Port Representative (the
Executive Director or 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 Barclays Capital Inc.; BofA Merrill Lynch; J.P. Morgan Securities LLC; Morgan
Stanley and Co. LLC.; and two small firms, Drexel Hamilton, and Siebert Williams Shank. Piper
Sandler 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 
(1) Draft Resolution No. 3787 
(2) Presentation 
PREVIOUS COMMISSION ACTIONS OR BRIEFINGS 
October 27, 2020  The Commission was briefed on the Draft Plan of Finance 





Template revised September 22, 2016.

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