City of Phoenix Civic Improvement Corporation Senior Lien Airport Revenue Senior Lien Airport Revenue Senior Lien Airport Revenue Bonds, Series 2017A Refunding Bonds, Series 2017B Refunding Bonds, Taxable (AMT) (Non-AMT) Series 2017C $199,585,000* $180,710,000* $35,955,000* Investor Presentation October 2017 * Preliminary, Subject to Change.
Disclaimer This electronic Investor Presentation that you are about to view is provided as of 10/03/2017 for a proposed offering by the City of Phoenix Civic Improvement Corporation (the “Issuer”) of $199,585,000* Senior Lien Airport Revenue Bonds, Series 2017A (AMT), $180,710,000* Senior Lien Airport Revenue Refunding Bonds, Series 2017B (Non-AMT), $35,955,000* Senior Lien Airport Revenue Refunding Bonds, Series 2017C (Taxable) together the “Bonds . ” Market prices, financial data, and other information provided herein are not warranted as to completeness or accuracy and are subject to change without notice. If you are viewing this presentation after October 3, 2017, there may have been subsequent events that could have a material adverse effect on the financial information that is presented herein. Neither the City of Phoenix Civic Improvement Corporation nor the Underwriters have undertaken any obligation to update this electronic presentation. This Investor Presentation is provided for your information and convenience only. By accessing this presentation, you agree not to duplicate, copy, download, screen capture, electronically store or record this Investor Presentation, or to produce, publish or distribute this Investor Presentation in any form whatsoever. This Investor Presentation does not constitute an offer to sell or the solicitation of an offer to buy any security or other financial instrument, including the Bonds, or to adopt any investment strategy. Any offer or solicitation with respect to the Bonds will be made solely by means of the Preliminary Official Statement or Official Statement, which describe the actual terms of such Bonds. Neither the Issuer nor the Underwriters make any representations as to the legal, tax, credit or accounting treatment of any transactions mentioned herein, or any other effects such transactions may have on you and your affiliates or any other parties to such transactions and their respective affiliates. In no event shall the Underwriters or the Issuer be liable for any use by any party of, for any decision made or action taken by any party in reliance upon, or for any inaccuracies or errors in, or omissions from, the information contained herein and such information may not be relied upon by you in evaluating the merits of participating in any transaction mentioned herein. Nothing in these materials constitutes a commitment by the Issuer or the Underwriters or any of their affiliates to enter into any transaction. No assurance can be given that any transaction mentioned herein could in fact be executed. Any investment decision regarding the Bonds should only be made after a careful review of the complete Preliminary Official Statement. You will be responsible for consulting with your own advisors and making your own independent investigation and appraisal of the risks, benefits, appropriateness and suitability of the proposed transaction and any other transactions contemplated by this presentation and neither the Issuer nor the Underwriters are making any recommendation (personal or otherwise) or giving any investment advice and will have no liability with respect thereto. Transactions involving the Bonds may not be suitable for all investors. You should consult with your own advisors as to the suitability of the Bonds for your particular circumstances. Past performance is not indicative of future returns, which will vary. This Investor Presentation may contain “forward‐looking” statements that involve risks, uncertainties and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, the results may differ materially from those expressed or implied by such forward‐looking statements. We caution you not to place undue reliance on these statements. All statements other than the statements of historical fact could be deemed forward‐looking . All opinions, estimates, projections, forecasts and valuations are preliminary, indicative and are subject to change without notice. Prospective investors should contact their salesperson at, and execute transactions through, an underwriter for the Bonds who is qualified in their home jurisdiction unless governing law permits otherwise. 2 *Preliminary, subject to change
Presentation Participants City of Phoenix Denise Olson, Chief Financial Officer Jay DeWitt, Deputy Aviation Director Senior Manager: Citigroup Neal Attermann, Director 3
Series 2017 Bonds Financing Summary $199,585,000* Senior Lien Airport Revenue Bonds, Series 2017A (AMT) Series $180,710,000* Senior Lien Airport Revenue Refunding Bonds, Series 2017B (Non-AMT) $35,955,000* Senior Lien Airport Revenue Refunding Bonds, Taxable Series 2017C Series 2017A: To pay costs or reimburse the City for costs of various improvements at the Airport, prepay bank revolving credit drawings, pay costs of issuance related to the Series 2017A Bonds and make a deposit to the Senior Lien Parity Reserve Fund. Purpose Series 2017B: To refund all of the Series 2008A Bonds, pay costs of issuance related to the Series 2017B Bonds and make a deposit to the Senior Lien Parity Reserve Fund. Series 2017C: To refund all of the Series 2008C Bonds, pay costs of issuance related to the Series 2017C Bonds and make a deposit to the Senior Lien Parity Reserve Fund. 2017A: July 1, 2018 – July 1, 2047 Amortization* 2017B: July 1, 2021 – July 1, 2038 2017C: July 1, 2018 – July 1, 2021 Tax Status Series 2017A: Tax-Exempt (AMT); Series 2017B: Tax-Exempt (Non-AMT); Series 2017C: Taxable Optional Redemption To Be Determined The Series 2017 Bonds are special revenue obligations of the Corporation payable solely from Security payments received under the City Purchase Agreement. The Purchase Payments relating to all of the Series 2017 Bonds are secured by a pledge of the Net Airport Revenues Pricing Date* Week of October 30, 2017 Delivery Date* Week of November 20, 2017 Confirmed Ratings S&P: AA- (stable); Moody’s: Aa3 (stable) Senior Managers Citigroup (Bookrunner) and Siebert Cisneros Shank & Co., L.L.C. (Co-Senior) Goldman Sachs, Loop Capital Markets, Estrada Hinojosa, Fidelity Capital Markets and Raymond Co-Managers 4 James *Preliminary, subject to change
PHX’s Key Credit Strengths • Principal commercial service airport in a strong and diversified MSA • Phoenix Sky Harbor International Airport (“PHX”) is an important airport for two major carriers: American and Southwest • PHX continues to benefit from a competitive airfare environment and growing O&D market • FY 2017 O&D ratio increased to 66.5% • Seven consecutive years of growth in O&D enplanements (FY 2011-2017) • Continued favorable financial performance • Committed to maintaining exemplary financial metrics • CIP Plan of Finance is demand-driven, manageable and modular • Strong, capable and cohesive Aviation and Finance management team 5
Cohesive Management Structure • The City of Phoenix owns and operates PHX and two general aviation airports (Phoenix-Goodyear Airport and Phoenix-Deer Valley Airport) • The Airports are operated as a self-supporting enterprise through the Aviation Department • The Phoenix City Council adopts ordinances establishing rates and charges to be paid by tenants and users of the Airports • The City Manager, appointed by the City Council, oversees all City Departments, including the Aviation Department • The City’s Finance Department oversees the issuance of debt for the Aviation Department and performs certain accounting, financing, treasury and related functions for PHX Management continues to refine and monitor its plan of finance for the Airport to maintain strong ratings 6
PHX Serves a Vibrant Urban Area • Phoenix is 5th largest city in U.S. Employment Jobs (‘000s) 3 2000 2007 2010 2016 U.S. 132,024 137,999 130,361 144,306 with 1.6 million residents (1) Arizona 2,243 2,679 2,386 2,704 • MSA is 12th most populous MSA 1,578 1,918 1,692 1,973 metropolitan area in U.S. with CAGR 3 2000-2007 2007-2016 2010-2016 2000-2016 2016 population estimate of 4.66 U.S. 0.6% 0.5% 1.7% 0.6% million residents Arizona 2.6% 0.1% 2.1% 1.2% • MSA 2.8% 0.3% 2.6% 1.4% Regional attributes well serve the Airport’s 14.5 million O&D Unemployment 3 enplanements in FY 2017 (2) 12% • MSA’s unemployment rate remains 10% below state and nation 8% 6% 4% 2% 0% 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 Sources: United States Arizona MSA (1) U.S. Census Bureau 7 (2) Leigh Fisher estimate based upon data from City of Phoenix Aviation Department and U.S. DOT, Air Passenger Origin‐Destination Survey, reconciled to Schedule T100 (3) U.S. Department of Labor, Bureau of Labor Statistics website, Current Employment Statistics survey, www.bls.gov, accessed July 2017.
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