2003-15EXTRACT FROM MINUTES OF MEETING
OF THE AIRPORT AUTHORITY OF THE CITY OF BLAIR NEBRASKA
A meeting of the Airport Authority of the City of Blair, Nebraska (the "Authority") was convened in open
and public session at 7:00 o'clock p.m. on September 16, 2003, at the Administrative Offices of the Blair Airport,
Blair, Nebraska. Present were: Geary Combs, Loren Havekost, Dave Johnson and Gene Meyer; Absent were: Tom
Van Slyke.
Notice of the meeting was given in advance thereof by publication, one of the Authority's designated
methods for giving notice, a copy of the publisher's affidavit of publication being attached to these minutes. Notice
of the meeting was given in advance to all members of the Board of the Authority and a copy of their
acknowledgment of receipt of notice and the agenda is attached to these minutes. The availability of the agenda was
communicated in the advance notice and in the notice to the members of the Board. All proceedings hereafter
shown were taken while the convened meeting was open to the attendance of the public. The Chairperson presided
and the Secretary recorded the proceedings.
A discussion was held concerning the overall fmancing needs of the Authority and the necessity of passing
a resolution authorizing the issuance of the Authority's airport authority bond anticipation note.
Thereupon, Member Combs offered the following resolution and moved its adoption:
RESOLUTION 2003-15
"BE IT RESOLVED by the Members of the Airport Authority of the City of Blair, Nebraska (the
"Authority") as follows:
Section 1. The Authority finds and determines that:
(a) the Authority has been established by the Mayor and Council of the City of Blair, Nebraska
(the "City"), and remains in existence under the terms of Section 3-502, R.R.S. Neb. 1997, as amended; and
(b) the Authority has issued and outstanding its Airport Authority Refunding Bonds, Series 2003,
date of original issue --April 23, 2003 (the "2003 Refunding Bonds"), presently outstanding in the principal
amount of $445,000; and
(c) the Authority has issued and outstanding its Airport Authority Bond Anticipation Note, Series
2003 (the "2003A Note"), presently outstanding in the principal amount of $1,332,937; and
(d) the 2003 Refunding Bonds and the 2003A Note constitute the only outstanding indebtedness
of the Authority for which the Revenues (as defined below) of the existing airport and related facilities
owned and operated by the Authority (as now existing or hereafter acquired, improved and/or extended, the
"Airport") have been pledged; and
(e) pursuant to resolutions previously adopted by the Authority, certain public improvements to
the Airport, including land acquisition and construction of runway, apron and taxiway expansion and
improvements (collectively, the "Project") have been ordered by the Authority; and
(f) that pending permanent financing for the Project (including payment for such improvements
through a grant or grants by or through the Federal Aviation Administration, hereinafter the "FAA Grants")
and/or the issuance of bonds by the Authority, it is necessary for the Authority to obtain temporary
financing for the Project until completion of construction and funding of such FAA Grants and/or issuance
of such bonds; and
(g) the total estimated cost of the Project is not less than $3,500,000; and
(h) it is necessary for the Authority to borrow funds in the amount of up to $3,500,000 for the
purpose of paying a portion of the costs of the Project; and
(i) the taxable valuation of all taxable property in the City (excluding intangible property) as of
the most recent valuation is not less than $348,875,016; and
0) that all conditions, acts and things required to exist or to be done precedent to the issuance by
the Authority of its Airport Authority Bond Anticipation Note (Draw Down Grant Anticipation Loan),
Series 2003B, in the principal amount of not to exceed $3,500,000 pursuant to Section 3-507, Revised
Reissue Statues of Nebraska, 1997, as amended, in the form of a single note with principal to be drawn as
needed to pay construction costs, do exist and have been done as required by law.
Section 2. To provide funds to pay the cost of the Project as described in Section 1 hereof, there shall be
and there is hereby ordered issued the Authority's Airport Authority Bond Anticipation Note (Draw -Down Grant
Anticipation Loan), Series 2003B, in the principal amount of Three Million Five Hundred Thousand and 00/100
Dollars ($3,500,000) (the "2003B Note") to be dated the date of delivery thereof and to be issued in fully -registered
form. The 2003B Note shall bear interest at the rate of 4.00% per annum on the principal amount drawn and
outstanding from time to time until paid. Interest shall be computed based upon a 365 (or 366, as applicable) day year
and the actual number of days elapsed. The 2003B Note shall mature, and the entire unpaid principal amount of the
2003B Note, together with all unpaid accrued interest thereon, shall be due and payable on the date which is three (3)
years after the date of delivery of the 2003B Note to the purchaser (such date being referred to as the "Maturity Date").
Payments shall be applied first to accrued interest and then to principal, and shall be payable to the registered owner of
record as of the fifteenth day immediately preceding the Maturity Date or other date of prepayment, if applicable (the
"Record Date"), subject to the provisions of Section 4 hereof. Payments of principal and interest due at final maturity or
upon redemption in whole or in part prior to maturity shall be made by the Paying Agent and Registrar designated in
Section 3 hereof to the registered owner upon presentation and surrender of the 2003B Note (or presentation for notation
of partial prepayment, if applicable) to said Paying Agent and Registrar. The Authority and said Paying Agent and
Registrar may treat the registered owner of the 2003B Note as the absolute owner thereof for the purpose of making
payments thereon and for all other purposes and neither the Authority nor the Paying Agent and Registrar shall be
affected by any notice or knowledge to the contrary, whether the 2003B Note or any payment of principal or interest due
thereon shall be overdue or not. All payments on account of interest or principal made to the registered owner of the
2003B Note in accordance with the terms of this Resolution shall be valid and effectual and shall be a discharge of the
Authority and said Paying Agent and Registrar, in respect of the liability upon the 2003B Note or claims for interest to
the extent of the sum or sums so paid.
Section 3. The Authority's Treasurer is hereby designated to serve as Paying Agent and Registrar for the 2003B
Note. The Paying Agent and Registrar shall keep and maintain for the Authority books for the registration and transfer
of the 2003B Note at the Authority's offices in Blair, Nebraska, being the office of such Paying Agent and Registrar for
purposes of this Resolution. The name and registered address of the registered owner of the 2003B Note shall at all
times be recorded in such books. The 2003B Note may be transferred pursuant to its provisions at the office of said of
said Paying Agent and Registrar by surrender of such 2003B Note for notation of transfer, accompanied by a written
instrument of transfer, in form satisfactory to said Paying Agent and Registrar, duly executed by the registered owner in
person or by such owner's duly authorized agent, and thereupon the Paying Agent and Registrar on behalf of the
Authority will register such transfer upon its books and make notation thereof on said 2003B Note and deliver said
2003B Note at its office to the transferee owner (or send it by registered mail to the transferee owner thereof at such
transferee owner's risk and expense). The Authority and said Paying Agent and Registrar shall not be required to transfer
the 2003B Note during any period from any Record Date until the Maturity Date or to transfer the 2003B Note, when
called for redemption, for a period of 30 days next preceding the date fixed for redemption.
Section 4. If the date for payment of the principal of or interest on the 2003B Note shall be a Saturday, Sunday,
legal holiday or a day on which banking institutions in the State of Nebraska are authorized by law or executive order to
close, then the date for such payment shall be the next succeeding day which is not a Saturday, Sunday, legal holiday or a
day on which such banking institutions are authorized to close, and payment on such day shall have the same force and
effect as if made on the nominal date of payment.
Section 5. The 2003B Note shall be subject to redemption in whole or in part prior to maturity on any business
day upon written notice to the registered owner of the 2003B Note at par plus accrued interest on the principal amount
redeemed to the date fixed for redemption. Redemption in part shall be made only in whole principal increments of
$1,000 and shall include all accrued but unpaid interest on the principal amount being prepaid in part to the date fixed for
partial redemption. Such notice of redemption shall designate the principal amount of the 2003B Note to be redeemed
and the date fixed for redemption and state that the 2003B Note is to be presented for prepayment in whole or for
notation of prepayment in part at the office of the Paying Agent and Registrar. No defect in the mailing of notice for any
such redemption of the 2003B Note shall affect the sufficiency of the proceedings of the Authority designating the call
and the Authority shall have the right to direct further notice of redemption for the 2003B Note for any redemption for
which defective notice has been given. The registered owner of the 2003B Note shall have the right to waive notice with
respect to any redemption as described in this Section 5.
Section 6. The 2003B Note shall be in substantially the following form:
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UNITED STATES OF AMERICA
STATE OF NEBRASKA
COUNTY OF WASHINGTON
AIRPORT AUTHORITY BOND ANTICIPATION NOTE
(DRAW -DOWN GRANT ANTICIPATION LOAN)
SERIES 2003B
OF
THE AIRPORT AUTHORITY OF THE CITY OF BLAIR, NEBRASKA
No. 1 $3,500,000
Interest Rate Maturity Date Date of Delivery
4.00% , 200 September 30, 2003
KNOW ALL PERSONS BY THESE PRESENTS: That the Airport Authority of the City of Blair, Nebraska,
(the "Authority") hereby acknowledges itself to owe and for value received promises to pay to the registered owner
specified on the Provision for Registration (set forth below and forming a part hereof), or registered assigns, the sum of
Three Million Five Hundred Thousand and 00/100 Dollars ($3,500,000) in lawful money of the United States of
America, to the extent drawn and remaining unpaid under the terms of the resolution authorizing the issuance of this
Note, with interest on the unpaid principal balance thereof as drawn and remaining outstanding from time to time from
the date hereof or later date of drawing (as to each principal amount drawn) until paid at the rate of 4.00% per annum,
computed based upon a 365 (or 366, as applicable) day year and the actual number of days elapsed. The principal of this
Note together with all accrued and unpaid interest thereon shall become due on , 200_ (the
"Maturity Date"). Principal and interest due upon the Maturity Date (or earlier redemption) shall be made upon
presentation and surrender of this Note (or presentation for notation of partial prepayment, if applicable) to the
Authority's Treasurer at the Authority's office in Blair, Nebraska. Drawings under this Note shall be noted on the
annexed schedule of principal advances.
The Authority, however, reserves the right and option of making prepayment on this Note in whole or in part
prior to maturity on any business day upon written notice to the registered owner of the Note at par plus accrued interest
on the principal amount redeemed to the date fixed for redemption. Prepayments in part shall be made only in whole
principal increments of $1,000 and shall include all accrued but unpaid interest on the principal amount being prepaid in
part to the date fixed for partial redemption. Such notice of redemption may be waived by the registered owner in
writing. Partial prepayments shall be noted by the Authority's Treasurer on the form set forth below.
This Note is the single Note of its issue in the principal amount of $3,500,000 issued by the Authority for the
purpose of paying the costs of certain public improvements to the Airport, including land acquisition and construction
of runway, apron and taxiway expansion and improvements (collectively, the "Project") for the existing airport and
related facilities operated by the Authority (as now existing or hereafter acquired, improved and/or extended, the
"Airport"). The issuance of said Note has been authorized by proceedings duly had and a resolution legally adopted by
the Board of the Authority under and pursuant to the provisions of Article 5, Chapter 3, R.R.S. Neb. 1997, as amended.
This Note is transferable, with the prior written consent of the Authority, by the registered owner or such
owner's attorney duly authorized in writing at the office of the Authority's Treasurer upon surrender of this Note for
notation of transfer as provided in the Provision for Registration forming a part hereof. The Authority, the Authority's
Treasurer and any other person may treat the person whose name this Note is registered as the absolute owner hereof for
the purpose of receiving payment due hereunder and for all purposes and shall not be affected by any notice to the
contrary, whether this Note be overdue or not.
If the day for payment of the principal of or interest on this Note shall be a Saturday, Sunday, legal holiday or a
day on which banking institutions in the State of Nebraska are authorized by law or executive order to close, then the
date for such payment shall be the next succeeding day which is not a Saturday, Sunday, legal holiday or a day on which
such banking institutions are authorized to close, and payment on such date shall have the same force and effect as if
made on the nominal date of payment.
The resolution under which this Note has been issued constitutes a contract between the Authority and the
holder of said Note which cannot be altered or changed without the written consent of such holder. This Note shall
not be a debt of the State of Nebraska or the City of Blair, Nebraska (the "City"), and neither the State of Nebraska
nor the City shall be liable thereon.
This Note shall be payable from the proceeds of the Authority's airport authority bonds or other bonds, to
the extent not paid from other sources. In addition, the revenues, income, receipts, profits and other monies derived
and to be derived from the operation of the Authority's airport facility, including monies derived from the authorized
levy of taxes (the "Revenues") have been pledged for the payment of this Note; provided, however, that such pledge
is and shall be junior and subordinate to the previous pledge of the Revenues for the payment of the Authority's
outstanding Airport Authority Refunding Bonds, Series 2003, date of original issue --April 23, 2003,
IT IS HEREBY CERTIFIED AND WARRANTED that all conditions, acts and things required by law to exist
or to be done precedent to and in the issuance of this Note did exist, did happen and were done and performed in regular
and due form and time as required by law and that the indebtedness of said Authority, including this Note, does not
exceed any limitation imposed by law.
IN WITNESS WHEREOF, the members of the Board of the Authority have caused this Note to be executed on
behalf of the Authority by being signed by its Chairperson and Secretary and by causing the official seal of the Authority
to be impressed or imprinted hereon, all as of the date of original issue specified above.
This Note shall not be valid and binding on the Authority until authenticated by the Paying Agent and
Registrar.
THE AIRPORT AUTHORITY OF THE
CITY OF BLAIR, NEBRASKA
(SEAL)
By: (SAMPLE --DO NOT SIGN)
Chairperson
ATTEST:
(SAMPLE --DO NOT SIGN)
Secretary
PROVISION FOR REGISTRATION
The ownership of this Note shall be registered as to both principal and interest on the books and records of the
Airport Authority of the City of Blair, Nebraska, kept by the Authority's Treasurer, who shall make notation of such
registration in the registration blank below, and the transfer of this Note may thereafter be registered only upon an
assignment duly executed by the registered owner or such owner's attorney or legal representative, in such form as shall
be satisfactory to said Authority's Treasurer, such registration of transfer to be made on such books and endorsed hereon
by said Treasurer.
Date of Registration Name of Registered Owner Signature of Authority Treasurer
September 30, 2003 Washington County Bank
NOTATION OF PRINCIPAL ADVANCES
Date of Advance
Amount of Advance
NOTATION OF PARTIAL PREPAYMENTS
Date of Prepayment I Amount of Prepayment
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Section 7. The 2003B Note shall be executed on behalf of the Authority with the manual signatures of the
Chairperson and the Secretary and shall have impressed or imprinted thereon the Authority's seal. Thereafter the 2003B
Note shall be delivered to the Paying Agent and Registrar for registration. Upon execution and registration of the 2003B
Note, it shall be delivered to the Authority's Treasurer, who is authorized to deliver it to Washington County Bank, as
purchaser thereof. Said purchaser shall make payment for the 2003B Note by advancing funds from time to time up to
the full stated principal amount upon requests for disbursement of funds for disbursements approved with respect to the
Project executed by the Chairperson or other authorized officer of the Board. Each such advance shall be noted on the
2003B Note by the registered owner. The proceeds of the 2003B Note, as drawn in accordance with this Resolution,
shall be used and applied by the Authority to make payment of costs of the Project (which may include payment of
temporary indebtedness previously incurred by the Authority with respect thereto).
Section 8. The Authority covenants and agrees that it will take all steps required to acquire and complete
construction of the Project described in Section 1 hereof in a manner to allow it to issue and sell its airport authority
bonds or other bonds. The Authority further covenants and agrees to issue and sell its airport authority bonds or other
bonds in a sufficient amount and at such time as will enable it to take up and pay off the 2003B Note herein ordered
issued, both principal and interest, at or prior to maturity, to the extent not paid from other sources (such as the FAA
Grants). The 2003B Note shall be payable from the proceeds of the Authority's airport authority bonds or other
bonds, to the extent not paid from other sources (such as the FAA Grants). In addition, the Authority hereby pledges
and hypothecates the revenues, income, receipts, profits and other monies derived from and to be derived from the
operation of its airport facility and the income from any additions and improvements to said airport facility
(collectively, with the proceeds of the tax levy described below, the "Revenues") for the payment of principal of and
interest on the 2003B Note; provided, however, that such pledge is and shall be junior and subordinate in priority to
the pledge of such Revenues for payment of the 2003 Refunding Bonds.
Section 9. The Authority hereby finds and determines that it is now duly authorized by law to annually certify
to the governing body of the City a tax to be levied by the City for airport purposes on all the taxable property within the
City of not to exceed three and one-half (3.5) cents per $100 of taxable valuation of all of the taxable property within the
City. The Authority hereby covenants and agrees that while the 2003B Note remains outstanding, it will certify
annually to the governing body of the City a tax to be levied for airport purposes, in such amount, but not to exceed
three and one-half (3.5) cents per $100 of taxable valuation on all taxable property in the City, which tax together
with all other Revenues, shall be sufficient to operate the airport and to pay the principal of and interest on the
2003B Note, the 2003 Refunding Bonds and any additional bonds or notes issued on a parity with the 2003B Note or
the 2003 Refunding Bonds, as such principal and interest become due (taking into account the issuance of bonds to
pay the 2003B Note at maturity as provided in Section 8 hereof). The Authority further covenants and agrees that it
will, from time to time, establish, maintain and collect fees, rents, tolls and other charges for the use and occupancy
of the Airport and for all services, facilities and commodities, sold, furnished or supplied therefrom which will,
together with the proceeds of the tax levy referred to above, in the aggregate provide funds sufficient at all times to
pay all operating costs of the Authority and to provide net revenues sufficient to pay all principal and interest
requirements on the 2003B Note, the 2003 Refunding Bonds, and any additional bonds or notes issued on a parity
with the 2003B Note or the 2003 Refunding Bonds as the same become due (taking into account the issuance of
bonds to pay the 2003B Note at maturity as provided in Section 8 hereof).
Section 10. The Authority shall transfer to the account of the Paying Agent and Registrar, at least five (5)
days before any payment of principal and/or interest on the 2003B Note becomes due a sufficient amount to pay said
principal and/or interest as the same becomes due.
Section 11. Nothing herein shall prevent the Authority from issuing Refunding Notes which will take up
and pay off in full the 2003B Note at any time, subject to the applicable limit upon early redemption set forth in
Section 5 of this Resolution. The Authority may issue additional notes of equal standing with the 2003B Note with
the consent of the registered owner of the 2003B Note. The Authority may issue notes or other evidences of
indebtedness junior in lien and standing with respect to the 2003B Note without limitation.
Section 12. No amendments shall be made to this Resolution or to any rights of the holder of the 2003B
Note which would in any way be prejudicial to the rights of the holder of the 2003B Note without first obtaining the
written consent of the registered owner of the 2003B Note.
Section 13. The Authority further covenants and agrees with each of the purchaser and registered owner of
the 2003B Note that so long as said 2003B Note remains outstanding and unpaid the Authority will operate and
maintain the airport facility operated by it in an efficient manner and at a reasonable cost and in good repair; that the
Authority will carry the customary usual insurance on airport facilities of the kind maintained and in the amounts
normally carried by other similar airports, such insurance to include but not be limited to worker's compensation,
public liability, tornado and fire insurance and flood insurance, if available at reasonable rates, and in the event of
loss, the proceeds of such insurance shall be used in reconstructing or replacing the property damaged or destroyed
with any surplus remaining available for general corporate purposes of the Authority so long as payment of the
2003B Note, the 2003 Refunding Bonds and any additional bonds has been fully provided for as to payments falling
due within the year in which such surplus monies become available.
Section 14. The Treasurer of the Airport Authority and the Secretary of the Authority and any other
official or employee of the Authority having custody of the funds described and referred to in this Resolution shall
be bonded, in addition to their regular official bonds, in amounts sufficient to cover at all times the amount of funds
of the Authority held by them and the cost of premiums for obtaining such bonds may be paid as an ordinary
operating expense of the Authority.
Section 15. The Authority is hereby authorized and directed to keep proper books, records and accounts in
which complete correct entries shall be made of all transactions relating to the tax levy funds described herein and
the funds of the airport facility. The Authority further agrees that it will within 90 days following the close of each
fiscal year cause an audit of its books and records to be made by a certified public accountant showing receipts and
disbursements for all accounts of the Authority and such audit will be furnished to the purchaser and registered
owner of the 2003B Note. The registered owner of the 2003B Note shall have the right at all reasonable times to
inspect the airport facility and all records, accounts and data of the Airport Authority relating thereto.
Section 16. The Authority hereby covenants and agrees that, while the 2003B Note is outstanding, the _
Airport Authority will not grant any franchise or right to any person, firm or corporation to own or operate an airport
facility in competition with that owned by the Authority.
Section 17. The Authority hereby covenants to the purchaser and registered owner of the 2003B Note that
it will make no use of the proceeds of the 2003B Note, including monies held in any sinking fund for the 2003B
Note, which would cause the 2003B Note to be an arbitrage bond within the meaning of Sections 103(b) and 148 of
the Internal Revenue Code of 1986, as amended (the "Code"), and further covenants to comply with said Sections
103(b) and 148 and all applicable regulations thereunder throughout the term of the 2003B Note. The Authority
hereby covenants and agrees to take all action necessary under the Code to maintain the tax-exempt status (as to
taxpayers generally) of interest payable on the 2003B Note. The Authority hereby designates the 2003B Note as one
of its "qualified tax-exempt obligations" pursuant to Section 265(b)(3)(B)(i)(III) of the Code, and covenants and
10
warrants that it does not reasonably expect to issue tax-exempt bonds or other tax-exempt interest bearing
obligations aggregating in principal amount more than $10,000,000 during calendar 2003.
Section 18. This Resolution shall be considered as a covenant with the registered owner of the 2003B Note
and such owner may enforce the provisions hereof in any manner provided by law or in equity.
Section 19. If any section, paragraph, clause or provision of this Resolution shall be held invalid for any
reason, the invalidity of such section, paragraph, clause or provision shall not affect any of the other provisions of
this Resolution.
Section 20. This Resolution shall be in force and take effect from and after its adoption as provided by law.
ADOPTED this 16th day of September, 2003.
Chairperson
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11
The motion for adoption was made by Johnson and was seconded by Board Member
Combs. Upon roll call, the following voted YEA: Combs, Havekost, Johnson and Meyer. The
following Board Members voted NAY: None. Absent: Van Slyke.
The Chairperson declared said resolution adopted.
Chairperson
Attest: �
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Not id (r adjournment was duly made, seconded and on roll call vote was declared duly
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