R ESOLUTION 26-01 Page 2
W HEREAS , the MDOT MAA has asked the MDTA to issue the Series 2026 PFC Bonds for the purpose of financing three state of good repair projects, one capacity project, and the design for a new Air Traffic Control Tower (collectively referred to as the 2026 PFC Projects). The state of good repair projects to be financed with the Series PFC Bonds include the Concourse C/D Connector, the Concourse C/D Baggage Handling System, and the Concourse B Projects (Roof Replacement, Passenger Movement Modernization Terminal Vestibule Doors, Elevators, Escalators, Moving Walkways). The capacity project to be financed with the Series PFC Bonds is for a Concourse D/E Bag Claim Expansion. WHEREAS , Section 2.05 of the PFC Trust Agreement provides that the MDTA may from time to time issue Additional Bonds (as defined in the PFC Trust Agreement) in accordance with the terms and conditions set forth in the PFC Trust Agreement for the purpose of paying all or any part of the cost of any additional Airport Facilities Projects (as defined in the PFC Trust Agreement); and W HEREAS , the MDTA desires to adopt this Resolution to authorize the execution and delivery of a supplement to the PFC Trust Agreement (the “ Supplemental PFC Trust Agreement ”) that will include, among other provisions, the terms of the Series 2026 PFC Bonds as Additional Bonds, the pledge of PFC Revenues as security for the Series 2026 PFC Bonds, other legally available revenues generated from operation of the airport facilities, as deemed appropriate by the Executive Director of the MDTA (the “ Executive Director ”), and the issuance of one or more additional series of PFC Bonds, for the purpose of (i) financing and refinancing the costs of the 2026 PFC Projects, (ii) funding a debt service reserve fund, and (iii) paying the costs related to issuance of the Series 2026 PFC Bonds, provided that certain conditions set forth in this Resolution are met. N OW , T HEREFORE , B E I T R ESOLVED B Y T HE M ARYLAND T RANSPORTATION A UTHORITY , as follows: Section 1. The MDTA hereby authorizes the issuance of one or more series of PFC Bonds designated as its “Passenger Facility Charge Revenue Bonds, Series 2026, Baltimore/Washington International Thurgood Marshall Airport,” or such other or further designation as may be deemed appropriate by the Executive Director, in a total aggregate principal amount not to exceed One Hundred Thirty Million Dollars ($130,000,000), for the purpose of (i) financing and refinancing the costs of the 2026 PFC Projects, (ii) depositing funds into a debt service reserve fund, and (iii) paying the costs related to the issuance of the Series 2026 PFC Bonds, subject to the limitations set forth below in Section 3(b). Section 2. The Series 2026 PFC Bonds will be issuable as fully registered bonds without coupons, and may be issued in such denominations as the Executive Director may determine, in consultation with the Chief Financial Officer of the MDTA (the “ Chief Financial Officer ”), the Chief Financial Officer to the Maryland Department of Transportation (the “ Department CFO ”), the Chief Financial Officer of MDOT MAA (the “ MAA CFO” ), and the financial advisors and bond counsel to the MDTA, as appropriate. The Series 2026 PFC Bonds are special obligations of the MDTA payable, as to principal and interest, solely from the revenues and funds pledged thereto under the PFC Trust Agreement, as amended and supplemented, and are not and shall not be deemed (i) to be general obligations of the MDTA, (ii) to constitute
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