HomeMy WebLinkAboutResolution 5339-02-2021 A Resolution
NO. 5339-02-2021
APPROVING THE TERMINATION OF THE
ALLIANCEAIRPORT AUTHORITY, INC.
WHEREAS, AllianceAirport Authority, Inc. ("Corporation") is an industrial
development corporation created in 1989 to benefit the City of Fort Worth ("City") and to,
among other things, issue bonds to promote and develop new and expanded business enterprises
in the City, to promote and encourage employment, and otherwise to benefit the public welfare
in accordance with the Development Corporation Act of 1979, as amended;
WHEREAS, Section 501.402 of the Texas Local Government Code ("Code") allows the
Corporation, with approval by written resolution of the City Council, to terminate the
Corporation's existence if the Corporation by resolution determines that: (1) the purpose for
which the Corporation was formed has been substantially filled; and (2) all bonds issued by the
Corporation have been fully paid;
WHEREAS, the Corporation was organized for the main purpose of issuing Special
Facilities Revenue Refunding Bonds for the old American Airlines maintenance facility and a
FedEx facility as follows: (1) American Airlines (Series 2007) - $350,000,000 and (2) FedEx
(Series 2006) - $249,540,000;
WHEREAS, the bonds issued for the American Airlines maintenance facility were
deemed fully satisfied, released, and discharged upon American Airlines' emergence from
bankruptcy on or about December 9, 2013;
WHEREAS, the bonds issued for the FedEx facility were fully paid in 2016;
WHEREAS, on January 12, 2021, the Board of the Corporation ("Board") recommended
that the Fort Worth City Council ("City Council") adopt a resolution approving the termination
of the Corporation because the Corporation had substantially fulfilled the purpose for which it
was formed (i.e., issuing bonds for the American Airlines maintenance facility and the FedEx
facility) and all bonds had been fully satisfied;
WHEREAS, in addition, the Corporation currently owns mineral interests in Denton
County, Texas and leases those minerals per the terms and conditions of an Oil and Gas Lease,
the same being AAA Contract/Lease No. AAA-01-2011-01 ("Lease");
WHEREAS, City staff, as borrowed servants for the Corporation, will need to prepare all
of the necessary documents for winding up and terminating the Corporation; and
WHEREAS, the City will also need to execute certain documents to effectuate the
winding up and termination of the Corporation, including, but not limited to, transferring title to
all funds and property owned by the Corporation to the City.
NOW, THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF FORT WORTH, TEXAS:
1. That, the City Council approves the termination of the Corporation by the Board
because the Corporation has substantially fulfilled the purpose for which it was formed (i.e.,
issuing bonds for the American Airlines maintenance facility and the FedEx facility) and all
bonds have been fully satisfied.
2. That, City staff, as borrowed servants of the Corporation, are authorized and
directed to prepare any and all documents necessary to effect the winding up and termination of
the Corporation.
3. That, the City Council authorizes the City Manager to execute any and all
documents necessary to effectuate the winding up and termination of the Corporation,
including, but not limited to, the transfer of title to all funds and property owned by the
Corporation to the City of Fort Worth.
4. That, this Resolution will be effective when adopted.
Adopted this 2nd day of February 2021.
FOR
ATTEST:
By:
Mary J. Kayser, City Secretary
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 02/02/21 M&C FILE NUMBER: M&C 21-0088
LOG NAME: 17TERMINATIONOFALLIANCEAIRPORTAUTHORITY
SUBJECT
(ALL)Adopt a Resolution(1)Approving the Termination of the AllianceAirport Authority, Inc.,(2)Authorizing City Staff to Prepare any and all
Documents Necessary to Effect the Winding Up and Termination of the AllianceAirport Authority, Inc.,and(3)Authorizing the Execution of All
Documents Necessary to Effectuate the Winding Up and Termination of the AllianceAirport Authority Inc., Including, but not, Limited to,Transferring
Title to All Funds and Property Owned by the AllianceAirport Authority,Inc.to the City of Fort Worth
RECOMMENDATION:
It is recommended that the City Council adopt the attached Resolution:
(1)Approving the termination of the AllianceAirport Authority, Inc.;
(2)Authorizing city staff to prepare any and all documents necessary to effect the winding up and termination of the AllianceAirport Authority, Inc.;
and
(3)Authorizing the City Manager to execute any and all documents necessary to effectuate the winding up and termination of the AllianceAirport
Authority, Inc., including, but not limited to,transferring title to all funds and property owned by the AllianceAirport Authority, Inc.to the City of Fort
Worth.
DISCUSSION:
The purpose of this Mayor and Council Communication is to approve the termination of the AllianceAirport Authority, Inc. ("AAA").
On or about June 13, 1989,the City Council authorized and approved the creation of the AAA,which is an industrial development corporation
organized under Section 501.001 et.seq.of the Texas Local Government(otherwise known as the Development Corporation Act)("Act").The AAA
is authorized to act on behalf of the City for the specific public purpose of the promotion and development of new and expanded business
enterprises intended to promote and encourage employment and public welfare.
The Board of Directors for the AAA("Board") is currently comprised of nine members (Mayor and all City Council Members),who are each
appointed for a two-year term that expires on July 1,2021.
Section 501.402 of the Act allows the Board,with approval by written resolution of the City Council,to terminate the AAA's existence if the Board
determines that: (1)the purpose(s)for which the AAA was formed have been substantially filled; and (2)all bonds issued by the AAA have been
fully paid.
The main purpose of the AAA was to issue Special Facilities Revenue Refunding Bonds for the old American Airlines maintenance facility and a
FedEx facility,as further detailed below:
• American Airlines(Series 2007)-$350,000,000
• FedEX (Series 2006)-$249,540,000
The bonds issued for the American Airlines maintenance facility were deemed fully satisfied, released,and discharged upon American Airlines'
emergence from bankruptcy on December 9,2013. The bonds issued for the FedEx facility were paid in full on 2016.
Therefore,the AAA has met the requirements of Section 501.402 of the Act,as it has substantially fulfilled the purpose for which it was formed(i.e.,
issuing bonds for the American Airlines maintenance facility and the FedEx facility)and all bonds have been fully satisfied.
The AAA currently owns mineral interests in Denton County and leases those minerals to Blackbear Operating, LLC and Devon Energy Production
Company, LP through an Oil and Gas Lease("Lease").The funds collected by the AAA from the Lease have been used to pay annual existing
obligations of the AAA,with any remaining amounts being transferred to the City pursuant to AAA Board action and Article 11 of the AAA Articles
of Incorporation. A snap shot of the Board's other recent activity since 2015 is attached as an Exhibit to this M&C.
City staff will need to prepare, and the City Manager will need to execute, certain documents necessary to effectuate the winding up and
termination of the AAA, including, but not limited to,transferring title to all funds and property owned by the AAA to the City. This includes the
AAA's mineral interests, Lease, and any related funds collected by AAA from the same.Therefore, staff is recommending that City Council grant
City staff and the City Manager authorization to prepare and execute any such documents to ensure a smooth and efficient termination.
A Form 1295 is not required because:This M&C does not request approval of a contract with a business entity.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that approval of this recommendation will have no material effect on City funds.
Submitted for City Manager's Office b . Jay Chapa 5804
Originating Business Unit Head: Robert Sturns 2663
Additional Information Contact: Robert Sturns 2663
Expedited