6c attach2

COMMISSION 
AGENDA MEMORANDUM                Item No.     6c_attach_2 
ACTION ITEM                   Date of Meeting    August 15, 2017 
DATE:    August 8, 2017 
Attachment B 

SUBJECT:    North Satellite Renovation & North Satellite Transit Station Lobbies (NSAT)
Project (CIP #C800556) at Seattle Tacoma International Airport 
EXECUTIVE SUMMARY 
The NSAT project is a collaborative effort of the Port and Alaska Airlines (AS) since late 2011 to
create and promote a user-friendly "curb-to-seat" traveler experience by improving customer
service, employee working environment, airport and airline operational efficiencies and longterm
energy savings. To meet this goal and the airport's urgent need for gates, the existing 45-
year old north satellite must be modernized and expanded to increase from 12 to 20 contact
gates. At completion NSAT will provide a balance of holdrooms, concessions and circulation
space to meet the overall project vision of improved operations and increase airport revenues. 
The Commission recently authorized an additional $200 million capital budget increase on June
27, 2017.  Since then  negotiations have completed for the final Maximum Allowable
Construction Costs (MACC) Amendment and the expected final project budget has been
determined. The current authorized budget must be increased by $107 million (capital) and by
$0.5 million (expense) to complete the project in Q3 2021. Included in the budget increase is $5 
million to replenish the project's Management Reserve. Staff recommends approval of the
increased budget, authorization of the entire project, amending the Hensel Phelps (HP) contract
for the final MACC to complete the project, and authorization to execute all pending and future
change orders to the HP contract within authorized budget and project scope to avoid potential
delays. 
The team has refined the phasing to improve the design to better address customer and
operational service, gate capacity and the passenger experience during construction and to
ensure there is no significant degradation in level of service and the smooth activation of each
new portion of the facility. Recent work included validating the design by conducting 
simulations, analysis, studies, detailed phasing, micro phasing and construction sequencing. 
Due to the complexity of constructing the project while maintaining AS's operations, the
schedule had to be extended. HP originally forecasted  that Alaska would not be operating in
phase 2 of the project (renovated existing NSAT) until Q1 of 2022, but through a tremendous
amount of hard work, the entire team reduced this extension to only 3 months (Q3 of 2021), at
a cost noted later. 

Template revised September 22, 2016.

COMMISSION AGENDA  Action Item No. _6c___                    Page 2 of 11 
Meeting Date: August 15, 2017 

To better accommodate unforeseen/changed conditions and install  equipment, staff is 
requesting approval to use Port crews in support of the NSAT construction in addition to
utilizing small works contractors.
According to the Port's tenant reimbursement policy, the staff recommends that Commission 
authorize a Tenant Reimbursement Agreement to reimburse AS for NSAT project scope
constructed by AS, estimated at $1.2 million, which is included within the project budget. This
agreement will also allow AS to reimburse the Port as appropriate for Port designed &
constructed improvements. 
The formal majority-in-interest (MII) project approval for $531 million occurred on March 31,
2016. Staff recently briefed the Airlines on July 20, 2017 on the current status of the project. 
Staff has determined another MII approval from the Airlines is not required as described in the
section titled budget and source of funds below. AS has expressed verbally to Port staff they
concur with the budget increase and moving forward with completion of this project. 
JUSTIFICATION 
The Port and AS made a collaborative recommendation in 2014 to the Commission to not only
renovate the North Satellite, but to expand the facility's size to meet project requirements and
capacity to 20 gates. This was in response to projected increases in airport-wide activity for all
domestic and international growth updates to Sea-Tac Airport's capacity projections. The 
project is adding 8 gates to the North Satellite, which is critical to the Airport plan to address
growth of the airlines and the needs of the region that the Airport currently experiences. 
The recommended increases to the capital ($107 million) and expense ($0.5 million) budget
have been vetted and identified into 6 capital and one expense categories: 
o  Understated Initial Estimate/Design Evolution ($22 million/21%) 
o  Scope Added by Port/Airlines - Accepted ($21 million/20%) 
o  Other Required Cost Increases ($12 million/11%) 
o  Market Conditions/Contractor Availability ($24 million/22%) 
o  Schedule and Phasing Complexity ($23 million/21%) 
o  Replenishment of Management Reserves ($5 million/5%) 
o  Recover Cost of Removing Contaminated Soil ($0.5 million Expense) 
The understated initial estimate/design evolution  describes a lack of sufficient design
development allowance after 60% design that adequately covered the final complexity and
design of all the integrated building systems and for which the project team will conduct lessons
learned to better improve future cost estimating on mega-projects.  Scope added by
Port/Airlines categories cover additional scope requested by the Aviation Division or Alaska
Airlines. The other required cost increases cover changes required such as sales tax increases,
100% worker & employee security screening requirements, and future regulatory requirements.

Template revised September 22, 2016; format updates October 19, 2016.

COMMISSION AGENDA  Action Item No. _6c___                    Page 3 of 11 
Meeting Date: August 15, 2017 

Market conditions/contractor availability covers the challenging conditions of our regional
construction market. Staff has been reporting that market conditions have contributed to
overall budget increases. Critical factors contributing to the increase consist of the lack of
subcontractor availability, regional labor shortages, lack of qualified labor in the area, and the
ability of subcontractors to "pick and choose" projects (Port restrictions including badging,
security, limited access and laydown area).  These factors are now included as realized market
driven cost increases, due to documented increases in regional construction activity and 
increases in subcontractor and commodity pricing, resulting in a low interest bidding climate.
While staff has worked closely with the contractor to maximize bidder interest to obtain
competitive pricing, a large number of sub-bid packages had only one or two bidders. HP has
completed all bidding, with the exception of two packages that received no bids.  As staff 
completed the design, the building systems designs were fully developed, resulting in the
engineer's estimate for the project increasing which requires the budget must increase. 
The team has been working on refining phasing resulting in an improved design that better
addresses customer and operational service, gate capacity and the passenger experience during
construction over the next 4 years. The intent has been to ensure that during construction
there is no significant degradation in level of service and to ensure the smooth activation of
each new portion of the facility.  Staff has and will continue to work closely with AS and HP to
mitigate construction impacts in order  to maintain the highest level of customer and
operational experience during the project. A more complex and detailed construction worksequencing
plan to transition from Phase I to Phase II has been completed. The sequencing plan
harnesses new port strategies to minimize impacts to airport operations while providing as
many operational gates as possible during the construction.
In order to maintain project schedule and construction sequencing, staff is requesting
authorization to execute all pending and future change orders to the HP contract within
authorized budget and project scope. The allowances and contingencies identified in the
contract are required by State law and are the contract mechanisms for executing the future
change orders. Staff will provide summaries of these changes in quarterly briefings throughout
construction. 
Staff recommends $5 million of the requested budget increase be placed into Management
Reserve to cover potential unknown situations that could occur over the four years of
construction. Staff will only be allowed to access this authorized amount after approval by the
Aviation Division's Investment Committee and Commission notification. An emergent example
is the FAA's operational safety concerns of the adjacentrunways given the height required for 
large construction crane to construct NSAT. 
The expense budget is recommended to be increased by $0.5 million to cover additional
contaminated soils discovered during the preliminary work completed to date.

Template revised September 22, 2016; format updates October 19, 2016.

COMMISSION AGENDA  Action Item No. _6c___                    Page 4 of 11 
Meeting Date: August 15, 2017 
Staff recommends approval of the increased capital and expense budget, authorization of the
entire project and amending the HP contract for the final MACC to cover the remainder of the
project.  Amending the contract by $161,563,526 is proposed to support the critical path of 
construction and to maintain the overall project schedule completion dates. Staff recommends 
proceeding with construction by increasing the current project authorization and executing a
contract amendment with HP. 
Staff has been advancing construction activities through three preliminary work packages using 
previously authorized funds.  The preliminary work has benefitted the project and will
seamlessly transition into the major construction of the project. Preliminary construction work 
includes excavation, footings and foundations, preliminary mechanical, electrical and plumbing
utilities below grade, metal decking, and the structural steel for the expansion portion of the
North Satellite building. Structural piles have been installed in the new expansion area as
excavation and construction progresses. 
This project has been coordinated with the Sustainable Airport Master Plan (SAMP), continues
to coordinate closely with the near term planning of the Airport through 2021, and will not be
adversely affected by future development recommendations of SAMP.
Project Objectives 
1.  Extend the length of NSAT by approximately two hundred forty feet to improve
customer service and accommodate additional aircraft and passengers. 
2.  Seismically strengthen NSAT and expand the existing infrastructure. 
3.  Balance  and  integrate  NSAT  functional  areas  and  requirements  (concessions,
holdrooms, amenities, airline operations and airline services) through a renovation and
expansion of the NSAT's terminal area to achieve acceptable levels of service. 
4.  Align near term and forecasted airport-wide gate use and capacity by providing 20
contact gates at NSAT. 
5.  Optimize gate door contact points, loading bridges and aircraft parking positions,
including fuel hydrants and other support utilities. 
6.  Meet or exceed current sustainability goals of the Century Agenda.  This project is
pursuing Leadership in Energy and Environmental Design (LEED) certification. 
7.  Create a "frictionless" and stress-free passenger experience within NSAT. 
8.  Create an exciting and attractive facility integrating hold-rooms, diverse amenities and
numerous concessions. 
9.  Maintain and promote a Northwest sense of place through the design of architecture
and connected technologies. 


Template revised September 22, 2016; format updates October 19, 2016.

COMMISSION AGENDA  Action Item No. _6c___                    Page 5 of 11 
Meeting Date: August 15, 2017 
DETAILS 
The project design has been completed and delivered to HP. The passengers will travel
smoothly through the construction areas and be drawn to positive digital messaging illustrating
the final facility configuration. The Port has collaborated with the contractors, designers and
Alaska to maintain operational requirements through the planned construction.
Numerous passenger flow simulations, level of service analyses, and circulation/use studies
have been conducted. These efforts have led to a path of success during the construction
phases and assuring the smooth activation of each consecutive sequence of construction. The
collaboration results in a better overall NSAT terminal design. The Port and AS staff agree to
continue working collaboratively to refine construction phasing, signage and wayfinding during
construction to ensure no degradation of current levels of service. 
Pursuant to the Tenant Reimbursement Guidelines, and RCW 14.08.120(4), the Port and AS will
enter into a Tenant Reimbursement Agreement (TRA) and work collaboratively to complete
documentation and schedule of values for the tenant reimbursement, including the validation
of prevailing wages and release of liens. The Port has also agreed to reimburse AS $508,587.24
for a portion of the HOK preliminary design effort that was considered applicable and beneficial
to the current design, per the Letter of Understanding, dated April 4, 2012 between the Port
and AS. The Port has requested AS reimburse the Port for the expense cost of removing the
Dual Door scope they originally requested be added to the project, which is in negotiations. AS
has requested the Port replace the glazing for their lounge with specialty glazing and will
reimburse the Port up to $250,000 considered to be the incremental additional cost for this
scope. These three amounts are not considered Tenant Improvement Reimbursement by RCW
14.08.120(4) and are additive to the $1.2 million noted above. 
Scope of Work 
This request includes the following elements associated with the requested authorizations: 
1.  Amend the HP contract by $161,563,526 to maintain project schedule completion dates. 
2.  Authorize Port crews to support NSAT construction. 
3.  Authorize Port staff to enter into a TRA with AS for the reimbursement of AS and Port
responsible design efforts and improvements, in alignment with AV-2, for reimbursable
costs associated with: 
o  AS's tenant improvements in their future leased areas at the North Satellite 
o  AS's design efforts from the useable portions of the study HOK performed 
o  Port installation of AS requested specialty glazing  for their Lounge which 
replaces the specified glazing 
o  Port standard finishes for all AS tenant spaces 
o  Port design efforts for adding then removing AS requested Dual Door features


Template revised September 22, 2016; format updates October 19, 2016.

COMMISSION AGENDA  Action Item No. _6c___                    Page 6 of 11 
Meeting Date: August 15, 2017 
Small Business 
Under the current contract with HP, there is a requirement to achieve SCS firm participation of
5.5%. There are also two aspirational goals that HP is expected to attain: Small Business
Enterprise participation of 16%, and Disadvantaged, Disabled Veteran, Minority, Women's
Business Enterprise participation of 3.6%. These benchmarks were reached and exceeded
within the Preliminary Work Package #1  and continue to track toward the  goals and 
requirements.  Staff has and will continue to update the Commission through quarterly
briefings. 

Schedule 
The schedule to complete the project is detailed below. The team has accommodated many
changes including the redesign of the third floor, so it is important to note given the
complexities of constructing this project while maintaining AS's active operations, completion 
of the project has extended 3 months from the schedule previously presented to the
Commission in 2016. The final project schedule attached to the HP contract amendment has
been agreed to by the Port and AS. 
Activity 
Design completion                           2nd Quarter 2017 
Commission construction authorization              3rd Quarter 2017 
Construction start                              2nd Quarter 2016 
In-use date Phase 1                            2nd Quarter 2019 
In-use date Phase 2                            3rd Quarter 2021 
Substantial Completion                         1st Quarter 2022 
Cost Breakdown          This Request       Project Total 
Design                       $1,784,397            $82,628,410 
RMM/ERL                  $500,000         $12,300,000 
Construction                   $96,958,494           $529,204,170 
State & Local Taxes                $8,257,109            $46,488,612 
Total                         $107,500,000            $670,621,192 




Template revised September 22, 2016; format updates October 19, 2016.

COMMISSION AGENDA  Action Item No. _6c___                    Page 7 of 11 
Meeting Date: August 15, 2017 

FINANCIAL IMPLICATIONS 
Authorization Summary             Capital       Expense      Total 
Previous Budget                   $551,321,192    $11,800,000   $563,121,192 
Budget Transfers                          $0           $0           $0 
Current Request for Budget            $107,000,000      $500,000   $107,500,000 
Current Budget                    $658,321,192    $12,300,000   $670,621,192 
Previous authorizations               $396,773,800     $3,500,000    $400,273,800 
Authorization Transfers associated with           $0           $0           $0 
above Budget Transfers 
Current request for authorization        $261,547,392      8,800,000    270,347,392 
Total authorizations, including           $658,321,192     $12,300,000    $670,621,192 
this request 
Remaining amount to be authorized             $0          $0          $0 
Annual Budget Status and Source of Funds 
This project is included in the 2017  2021 capital budget and plan of finance with a budget of
$538.1 million. The project will be funded with a combination of Airport Development Fund,
revenue bonds and Passenger Facility Charge revenues (PFCs). 
The terms under which AS will participate in the Port's NorthSTAR Program costs have been
established via an April 5, 2012, Letter of Understanding between the Port and AS. The airlines
approved this project for $531 million on March 31, 2016 via the majority-in-interest (MII)
process as outlined in the Signatory Lease and Operating Agreement (SLOA). Since the project
is under construction, per SLOA any additional budget increase does not require further MII
approval. The airlines were recently briefed on the potential for a budget increase on May 18,
2017. 
Financial Analysis and Summary 
Project cost for analysis         $658 million 
Business Unit (BU)            Terminal 
Effect on business performance   Could be positive or negative depending on level of PFCs
(NOI after depreciation)         used. Increasing use of PFCs reduces Port revenues as
capital costs are excluded from airline rate base.
IRR/NPV (if relevant)           N/A 
CPE Impact                $0.60 - $1.60 depending on amount of PFCs applied to 
ongoing revenue bond debt service. 


Template revised September 22, 2016; format updates October 19, 2016.

COMMISSION AGENDA  Action Item No. _6c___                    Page 8 of 11 
Meeting Date: August 15, 2017 
The funding plan includes approximately $128 million of PFCs to fund construction costs.
Capital costs funded with PFCs are excluded from the airline rate base and therefore do not
impact passenger airline cost per enplaned passenger (CPE). The funding plan also includes the
use of PFCs to pay some level of ongoing revenue bonds debt service. Debt service paid by
PFCs is also excluded from the airline rate base. The amount of PFCs applied to this project will
vary over time depending on the PFC eligibility of project costs (PFC application is currently
pending with Federal Aviation Administration), availability of PFCs each year (e.g., 1998 PFC
backed bonds will be fully amortized in 2023, thus freeing up considerable capacity) and rate
management decisions (i.e., allocation of PFCs among airfield, terminal and FIS cost centers).
Consequently, the CPE attributable to this project could vary between $0.60 and approximately
$1.60 depending on the amount of PFCs used to pay ongoing revenue bonds debt service. 
Future Revenues and Expenses (Total cost of ownership) 
An adequate estimate of staff hours and materials expense to operate the expanded and
renovated NSAT building is still in development. Thorough design reviews of 30, 60, and 90
percent design stages have evaluated infrastructure systems to minimize the total cost of
ownership. It is already understood that the additional expansion area will incur additional
maintenance expense. A key objective of the project is installing sustainable materials and to
maximize the maintainability of the new equipment. The complete renovation/replacement of
the mechanical, electrical, lighting, communications, pre-conditioned air, 400 Hz, baggage and
other major systems provides an opportunity to achieve life cycle cost efficiencies and savings. 
The project is pursuing LEED certification and is submitting the design for evaluation in August 
of 2017. Rigorous in depth studies and evaluation of options for 30 year life cycle cost have
resulted in more holistic decision making throughout the design process, balancing first cost,
energy consumption, replacement cost of infrastructure, and maintenance over the life of the
facility. The resulting design champions total cost of ownership for the Port. 
ATTACHMENTS TO THIS REQUEST 
PowerPoint presentation 
PREVIOUS COMMISSION ACTIONS OR BRIEFINGS 
July 25, 2017 NorthSTAR Program status update (mail notification) 
June 27, 2017 NorthSTAR  Commission authorized: 
o  Increase project authorization for the NSAT Project by $200 million. 
o  Execute Preliminary Work Amendment #3 (PWA #3) with Hensel Phelps (HP) for
up to $200 million. 
o  Authorize Port staff to execute all change orders to the HP contract within
authorized budget and project scope without returning for additional
Commission authorization. 


Template revised September 22, 2016; format updates October 19, 2016.

COMMISSION AGENDA  Action Item No. _6c___                    Page 9 of 11 
Meeting Date: August 15, 2017 
o  Authorize Port Construction Services (PCS) to execute small works contracts and
use Port crews to support NSAT construction. 
April 25, 2017 NorthSTAR Program status update 
January 24, 2017 NorthSTAR Program status update 
September 13, 2016  Commission authorized four NSAT related items: 
o  Increase the NSAT project scope and budget (capital) by $7 million for a revised
total budget of $549,902,042. 
o  Increase authorization by $1 million for project design. 
o  Amend design service agreement with URS that exceeds 50% of the value of the
original contract. 
o  Increase authorization by $30 million for Preliminary Work Package #2 (PWP #2)
construction for a revised authorization total of $194,718,800.
August 9, 2016 NorthSTAR Program status update 
May 24, 2016  Commission authorized four NSAT related items: 
o  Increase NSAT project scope and budget (capital and expense) by $121,219,098
for a revised total budget of $542,902,042. 
o  Increase authorization by $11 million, $5 million for continued NorthSTAR
Program/Project Management services (CIP# C800544) for a new total of
$9,350,000 and $6 million and overall project support (CIP# C800556) for a new
total of $163,718,000. 
o  Amend service agreements with Jacobs Project Management Company and URS. 
o  Authorize the use of port crews and small works contractors to perform work for
the project. 
April 26, 2016  NorthSTAR Program status update 
February 9, 2016  NorthSTAR Program status update 
December 8, 2015 - Project authorization, and execute contract amendments and
change orders to HP for $98.1 million and execute a contract for project specific
construction audit services. 
November 24, 2015  NorthSTAR Program status update and NSAT budget briefing 
July 14, 2015  NorthSTAR Program status update 
April 28, 2015  NorthSTAR Program status update 
March 28, 2015  The Commission authorized three NSAT related items: 
o  Expand the baggage handling system increasing the project scope for $14.4 
million and authorizing $1.954 million to complete the design. 

Template revised September 22, 2016; format updates October 19, 2016.

COMMISSION AGENDA  Action Item No. _6c___                   Page 10 of 11 
Meeting Date: August 15, 2017 
o  Entering into a developer agreement with Puget Sound Energy and authorizing
$200,000 in reimbursement for the design and construction of underground gas
infrastructure. 
o  Authorized $5.3 million to 
Prepare four locations to accommodate temporary passenger loading
bridges, to construct temporary construction offices. 
To complete construction of a Satellite Transit System (STS) North loop
Dynamic Display system. 
$600,000 in expense funds for regulated materials management for AS's
tenant improvement project. 
Approval to use Port crew labor and small works contractors to complete
early project work. 
January 27, 2015  NorthSTAR Program Status Update 
January 6, 2015  The Commission authorized (1) $5 million preconstruction services; (2)
execution of a General Contractor/Construction Manager contract for preconstruction
services; and (3) transfer of scope, $1.75 million budget and authorization for STS
station roof replacement to the North Satellite Renovation and Expansion project. 
October 28, 2014  NorthSTAR Program Status Update 
August 5, 2014  Commission authorized an estimated $191,323,143 to expand the
NSAT by 8 additional gates, an additional $15,717,800 for design completion, and use of
the General Contractor/Construction Manager alternative public works contracting
procedure for NSAT expansion construction procurement. 
July 22, 2014 - NSAT Expansion Briefing. 
April 16, 2014  Seattle-Tacoma International Airport Capital Program  Briefing. 
January 14, 2014  NorthSTAR Program status update and initial NSAT Expansion
briefing. 
September 24, 2013  NorthSTAR Program status update. 
September 24, 2013  The Commission authorized staff to: (1) advertise, award, and
execute a major public works contract for the construction of the NSAT Refurbish
Baggage System Project; and (2) authorize the use of Port crews. 
June 25, 2013 NorthSTAR Program status update. 
May 28, 2013, Commission authorized the execution of separate service agreements for
Construction Management Services and Commissioning Services, of approximate values
of $10 million and $1.5 million. 
April 9, 2013  The Commission authorized the Chief Executive Officer to enter into a
project labor agreement covering the NorthSTAR program's five major construction
projects. 
March 26, 2013 NorthSTAR Program status update. 

Template revised September 22, 2016; format updates October 19, 2016.

COMMISSION AGENDA  Action Item No. _6c___                   Page 11 of 11 
Meeting Date: August 15, 2017 
December 11, 2012  The Commission was briefed on the Vertical Conveyance
Modernization Project Aero Phases 1 and 2 and the possibility of adding the specified
elevators and escalators to the NorthSTAR program. 
July 24, 2012 - Commission authorized $32 million for the design of the NorthSTAR NSAT
Renovation and NSTS Lobbies project. 
June 26, 2012 - The Port Commission was briefed on the NorthSTAR program by Wayne
Grotheer, Director Aviation Project Management Group. 
April 10, 2012 - The Commission authorized the execution of consultant contracts for
design and construction support services; program management services; and the
completion of site surveys for regulated materials management, for $1.2 million. 














Template revised September 22, 2016; format updates October 19, 2016.

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