8b. Airport Dining and Retail Lease Group 5 Memo

COMMISSION 
AGENDA MEMORANDUM                        Item No.          8b 
ACTION ITEM                            Date of Meeting       June 11, 2019 
DATE:     June 6, 2019 
TO:        Stephen P. Metruck, Executive Director 
FROM:    James Schone, Director, Aviation Commercial Management 
Dawn Hunter, Senior Manager, Airport Dining and Retail 
SUBJECT:  Airport Dining and Retail Lease Group 4 and 4A Results and Insights and Lease Group 
5 Authorization 
ACTION REQUESTED 
Request Commission authorization for the Executive Director to (1) conduct competitive
solicitations and execute lease and concession agreements with selected proposers for the
following seven opportunities in Airport Dining and Retail Lease Group 5: 
CEP FB-1; 
CEP FB-2; 
RFP FB-3; 
CEP SR-1; 
CEP SR-2; 
CEP PS-1; 
CEP PS-2; 
and (2) implement a pilot program for Lease Group 5 (LG5) for investment incentive payments 
in the amount of $5,000 to each proposer that submits a fully responsive, responsible, and
competitive proposal for a Competitive Evaluation Process opportunity, but is not selected. 
Each individual proposing entity in LG5 would be eligible for one such payment. 
EXECUTIVE SUMMARY 
The redevelopment of the Airport Dining and Retail (ADR) Program offers an excellent
opportunity to advance the Port's Century Agenda goals by enhancing the Airport's profile as
the preferred gateway to the Pacific Northwest, by promoting job growth, by creating new
opportunities for small, local and disadvantaged businesses, and by meeting the expectations of
the travelling public for quality food service, retail products, and personal services.
The ADR program is an important element of the Port's ongoing efforts to provide outstanding
customer service and improve the traveling experience. In addition, the businesses generate
significant revenue that is reinvested to support airport operations and capital improvements. 

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Significant progress has been made towards the goals set by the Commission in 2014 for this
redevelopment, including expanded outreach, the creation of an Employment Continuity Pool,
increased participation by small, local and disadvantaged businesses as well as increased jobs
and revenues. 
LEASE GROUP 5 BACKGROUND 
This proposed set of leasing opportunities, referred to as LG 5, is the final step in the
implementation of the Airport Dining and Retail Master Plan.  It contains a total of seven 
opportunities, of which one will be competed via Request for Proposals (RFP) and six will be
competed via the Competitive Evaluation Process (CEP).  Commission consideration is
requested now as these seven units will be new construction in the North Satellite and need to
be completed prior to the re-opening of this area, currently scheduled for June 2021. 
Commission has established direction to encourage small businesses and support quality jobs at
the airport. As part of the continuous evaluation of the ADR program, the staff has identified
needs and opportunities to further the Port's efforts to increase participation by small
businesses in competing for dining and retail places. This supports the Port's significant interest
in providing a wide variety of dining and retail choices to appeal to travelers and increase
revenue.  The airport environment creates unique challenges for businesses, including high
construction  costs,  construction  and  permitting  issues,  security  constraints  and  higher
employee costs.
To provide incentives to businesses to participate in ADR solicitations and to reduce barriers to
entry, the Executive Director is proposing: 
Allow dining and retail businesses to set prices at 10 percent above street-level, to
address the additional labor and infrastructure costs in the airport environment; and 
Create a pilot investment incentive program for LG5 to provide a payment of $5000 to
each proposer that submits a fully responsive, responsible and competitive proposal,
but is not selected. Each individual proposing entity in LG5 would be eligible for one
such payment. This will provide an incentive for businesses to participate by partially
compensating them for the costs of developing and submitting concepts and proposals
to compete in the ADR solicitations.
Details of the LG5 opportunities, the authorization approach and the schedule are included at
the end of this report. 
Lease Group 4 and 4A 
Commission Guidance and Goals for the ADR Program Redevelopment 
The Commission provided specific guidance and goals for the redevelopment of the ADR
Program in motions that they approved on February 14, 2012, and November 25, 2014: 

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Guidance for the ADR Program Redevelopment 
Encourage broad business participation; 
Use flexible competitive leasing processes to accommodate all types of business; 
Create new opportunities for small, disadvantaged and local businesses; 
Maximize employment continuity for qualified employees; 
Continue 'street pricing' of products and services; 
Improve efficiency and affordability in the unit build out process; 
Establish job quality expectations in competitive processes; 
Strengthen the Pacific Northwest sense of place. 
Goals for the ADR program to be achieved by 2025: 
Grow sales per enplanement by at least 40 percent; 
Reach and remain within the top 10 North American airports as ranked by sales per
enplanement; 
Grow gross revenues to the Port by 50 percent; 
Grow employment by 40 percent; 
Grow the share of sales generated by small, disadvantaged, and/or local businesses to
40 percent; 
Create an aspirational objective of increasing ACDBE gross sales to 25 percent of total
sales. 
ADR Program Performance Metrics: 
The Commission motion on November 25, 2014, requested regular reports to the Commission
regarding the performance of the ADR Program relative to the goals that they set for the
program. The table below provides this information for year-end 2018 results compared to the
goals.
Airport Dining and Retail Program Performance Metrics 
2025 Goal         2014           2018 Results      Remarks on Goal 
Baseline 
ADR Total Program Gross Sales        Increase by 40%   $248.3         $345.3 Million    39% increase 
Million 
ACDBE Gross Sales*                  Achieve 25% of    $54.4 Million   $68.7 Million     Based on increased ACDBE
% of Total ADR Program Gross Sales   Total ADR Gross   21.9%          19.9%            participation in LG3, 4 and 4A,
Sales                                                    this percentage will increase
as these locations start
operations. 

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Small Business Gross Sales**                              $59.5 Million   $85.1 Million 
% of Total ADR Program Gross Sales                      23.9%          24.6% 
Local Business Gross Sales ***                             $58.4 million   $75.8 Million 
% of Total ADR Program Gross Sales                      23.5%          21.9% 
Total Gross Sales from Small, Local,   Achieve 40% of    $112.7         $177.6 Million    Based on increased small,
and Disadvantaged Businesses        Total ADR Gross   Million         51.4%            local and ACDBE participation
% of Total ADR Program Gross Sales   Sales              45.4%                            in LG3, 4 and 4A, this
percentage will increase as
these locations start
operations. 
Sales per Enplanement (including     Increase by 40%   $12.15         $13.49           11% increase 
Duty Free) 
2017 Sales per Enplanement         Reach and                       26th 
Ranking (including Duty Free) per     remain within
Airport Experience News             the top 10 
N. American
airports 
Employment (full-time/part-time)    Increase by 40%   1362/278      1729/386         26.9% increase in full-time 
as of 12/31/2018                                                                        38.8% increase in part-time
employees 
ADR Revenue to Port of Seattle        Increase by 50%   $41 Million     $54.8 Million      33% increase 
* Definition of Airport Concessions Disadvantaged Business Enterprise (ACDBE) is that described in 49 Code of Federal Regulations, Part 23. 
** Definition of small business is based on standards used by U.S. Small Business Administration (SBA). 
*** Definition of local business as developed by Port staff is: the brand of the business must be easily recognized by the travelling public as
from Washington State; and the business must either be headquartered in Washington State, or have the majority of its sales in Washington
State. The unit at the airport may be operated by that same business or by a third party.
Outreach Efforts 
ADR staff continues to engage interested businesses wherever possible. In 2018, Port staff
organized six PortGen sessions that included a total of 300 attendees.  These efforts have
resulted in a total of 694 firms registered on the ADR leasing website as of March 1, 2019. 
ADR staff presented the draft LG5 opportunities at the Airport Experience Conference, held in
Las Vegas, Nevada in late February 2019, which had over 1000 registered attendees. ADR staff 
also held an Outreach Event at the Airport's Conference Center on Thursday, March 14, 2019, 
that was attended by 55 individuals representing 31 firms. 
Employment Continuity Pool (ECP) 
The Commission motion on November 25, 2014, directed ADR staff to create and hire a thirdparty
contractor to manage an Employment Continuity Pool (ECP) focused on the needs of
employees and employers throughout the redevelopment of the ADR program. Commission
recognized that the redevelopment would cause disruptions for employees and acknowledged

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the value of workforce stability during the redevelopment. The ECP is a database of all nonmanagement
, non-supervisory, and non-confidential employees who will lose or have lost their
jobs due to their employer leaving the ADR Program but wish to continue working in the ADR
Program with another employer. The objective of the ECP is to make employment transitions
more secure and smooth for both employers and employees.
In July 2016, the Port contracted with Airport Jobs, following a competitive procurement
process, to manage the ECP.  The role of Airport Jobs is to work collaboratively with the ADR
staff and existing tenants who are leaving the program and who will need to inform employees
of the ECP resource. Incoming employers have this resource available to them for hiring staff
for their units.  Airport Jobs created an employee database, and assist in evaluating needs and
matching qualified employees, facilitate interviews and track outcomes. 
ADR has partnered with Airport Jobs to make the transition for all impacted employees as
seamlessly as possible. The ECP has had significant success in engaging impacted employees.
As of Q3 2018, 593 employees registered for employment and have been placed in airport or
related jobs. 
Commission Authorized Changes to the Solicitation and Evaluation Process for LG4/4A 
Prior to the release of LG4/4A, Commission authorized changes to the solicitation process and
scoring criteria that addressed key issues and lessons learned in Lease Group 3 (LG3).  These
changes and the methodology for their implementation included: 
Compliance with Proposition 1 back wages and benefits was made a minimum
requirement. 
The methodology for scoring Quality Jobs was changed so that 15 of the 20 points for
this criterion were allocated based on a quantitative formula.  The company with the
highest dollar per hour rate for wages that exceeded those called for in Proposition 1
combined with health care benefits and retirement benefits (also on a per hour basis)
received the full allotment of 15 points. All other companies received a percentage of
those 15 points based on their total of the combined wage, health care and retirement
benefit hourly rate divided by the highest hourly rate.  The remaining 5 points were
allocated based on evaluation of other benefits provided by the firms. 
The methodology for scoring firms that proposed a joint venture was changed so that
any firm that submitted a joint venture with a minimum of 20% control by a small
business or certified ACDBE would receive an automatic 5 points for the Small Business
Participation criterion.
The methodology for scoring the Concept Development criterion was changed by
allocating 10 of the 25 points to the creation of a Pacific Northwest Sense of Place. The
remaining 15 points was allocated to the concept description and product or service
offerings.

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A requirement was implemented that all non-exempt proposers had to submit evidence
of a Labor Peace Agreement with their proposal. Only small businesses with 35 or fewer
badged airport employees were exempted.
Award limitations were established that restricted a firm to the award of one 
opportunity competed via RFP or two opportunities competed via CEPs. 
LEASE GROUP 4/4A RESULTS: 
Following Commission authorization of LG4 on June 27, 2017 and LG4A on February 27, 2018, 
49 proposals from 22 firms were received for 12 packages in LG4 on October 5, 2017, and nine 
proposals from six bidders were received for the LG4A F-8 package on May 30, 2018. Following
is information about the results of the solicitation and evaluation process for these packages.
Competition for the 13 packages (8 Food and Beverage and 5 Retail) in LG4/4A was rigorous: 
28 firms (and/or joint ventures) submitted 58 proposals; 
11 of the 28 firms were new to the Airport and the competitive process (i.e., are not
current tenants nor had submitted proposals before at this Airport) ; 
23 firms submitted only on the food packages; 
4 firms submitted only on the retail packages; 
1 firm submitted on both; 
Multiple bids were received for 10 of the 13 packages. 

Small, local and Airport Certified Disadvantaged Business Enterprise (ACDBE) firms were well
represented among businesses that submitted proposals: 
26 of the 28 firms (93%) that submitted proposals had some form of ACDBE, small or
locally-owned business inclusion either with a joint venture or 100% ownership: 
7 ACDBE firms (25%) submitted proposals; 
7 small businesses (25%) that are not ACDBEs submitted proposals; 
3  locally-owned businesses (11%) that are neither small nor ACDBEs submitted
proposals; 
8 firms (32%) submitted proposals that involved joint ventures with ACDBEs 
1 firm (3%) submitted a proposal that involved a joint venture with a small business; 

The Preferred Respondents in LG4 and LG4A included current tenants as well as firms new to
the Airport: 
A total of 9 firms were selected for the 13 packages 
1 firm with 2 packages is new to the airport - Bambuza SEA-TAC Ventures 
12 of the 13 packages (92%) that were awarded have some form of ACDBE, small or
locally-owned business inclusion either with a joint venture or 100% ownership 

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3 ACDBE firms were awarded 4 of the 13 packages (31%); 
o  Bambuza SEA-TAC Ventures  2 packages 
o  Concourse Concessions  1 package 
o  Planewear, LLC  1 package 
1 locally-owned business was awarded 1 of the 13 packages (8%) that is neither small
nor an ACDBE; 
o  Sub Pop Records 
3 firms were awarded 5 of the 13 packages (38%) that involved joint ventures with
ACDBEs 
o  WBB C.I. Crews, LLC  1 package 
o  SSP America SEA  2 packages 
o  Seattle Air Ventures  2 packages 
1 firm was awarded 2 of the 13 packages (15%) that involved joint ventures with small
business 
o  Host LPI SEA FB, LLC  2 packages 
1 firm was awarded 1 of the 13 packages (8%) that was neither a ACDBE, small business,
local business, nor a large company with a joint venture 
o  Marmot Mountain, LLC  1 package 
Impact of authorized changes made to LG4/4A: 
Regarding compliance with Proposition 1  back wages and compliance, all 28 firms who
submitted proposals were deemed compliant. 
Regarding scoring for Quality Jobs, in 6 of the 10 packages that had multiple proposals (60%),
the Preferred Respondent had the highest score in the Quality Jobs criterion. 
Regarding scoring firms that proposed joint ventures, the Preferred Respondent in 5 of the 10 
packages  that had multiple proposals (50%), the Preferred Respondent proposed a joint
venture with 20% or more ACDBE or small business participation. 
Regarding the requirement that all non-exempt proposers had to submit evidence of a Labor
Peace Agreement with their proposal: 
7 of the 28 firms that proposed were exempt from submitting evidence of a Labor Peace
Agreement; 
21 of the 28 firms that proposed were required to submit evidence of a Labor Peace
Agreement; and 4 firms (19%) did not and were deemed non-responsive. 
Regarding award limitations that restricted a firm to the award of one opportunity competed
via RFP, or two opportunities competed via CEPs, this restriction did not play a role. 
Key Insights about the LG4 and 4A Process: 
The emphasis on Quality Jobs did have an impact on the process. 
All Preferred Respondents were firms who scored high in the Quality Jobs section. 

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The emphasis on awarding points for alternative ways for small business to gain entry to the
ADR Program did have an impact on the process. 
In LG4 and LG4A, firms received points for the inclusion of small, local and minority-owned
businesses in joint ventures.   Firms also were able to gain additional points for their
commitment to using small, local vendors and service providers. This allows the ADR program
to go beyond its small business goals and incorporate more small, local Women and Minorityowned
Business Enterprises (WMBE) who can provide services and products from the Pacific
Northwest, thereby enhancing the passenger experience and enriching the sense of place. 
The Port did not need to invoke the award limitation rules with LG4/4A. In LG4 and LG4A, no
firm won more than the proscribed limit of one RFP and up to two CEP's.
The third-party facilitator for each panel was a valuable addition. The facilitator ensured that
the evaluation panel members and independent observers followed the rules; that all
evaluation  panel  members  participated  in  the  discussions;  and  that  evaluation  panel
discussions were focused on the scoring decisions. 
Key Consideration of Challenges to Businesses 
As mentioned above, the airport operating environment presents special challenges for
business, which lead to higher costs for creating new dining and retail spaces.   Staff
observations and comments from business operators cite these costs as a barrier to widening
the participation of small businesses at the airport, whereas major national firms have more
capital resources, extensive operating experience, and the ability to spread costs over many
units. 
There are several tools that the Commission could consider if they determine that relief is
appropriate for ADR businesses. 
Street Pricing Policy 
Sea-Tac Airport's Street Pricing Policy requires all ADR tenants to submit pricing for their
products/services as well as pricing for comparable street-side locations for approval by Port
staff by December 31st of each calendar year. Once the pricing is submitted, Port staff verifies
the data and then either approves or disapproves the proposed pricing based on the guidelines
set forth in the Street Pricing Policy. If tenants wish to change their prices during the year, they
must submit these requests to the ADR staff along with pricing from comparable streetside
locations to support their requested changes.
In November 2015, following the Washington State Supreme Court's ruling that the City
of SeaTac's    minimum-wage    ordinance    applied     to    businesses    on    Airport
property, the Commission approved short-term changes to the Street Pricing Policy that 
allowed firms to increase their pricing above strict street pricing levels if they met several

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criteria regarding minimum wages, the provision of safe and sick time as well as health care to
their employees.
The higher pricing levels approved by the Commission were: 
12/1-/2015  12/31/2016:    Up to 10% above street prices 
1/1/2017    12/31/2017:    Up to 7.5% above street prices 
1/1/2018    12/31/2018:    Up to 5% above street prices 
1/1/2019    12/31/2019:    Up to 2.5% above street prices 
1/1/2020 henceforth:        Return to strict street pricing 
Once the street pricing policy was changed, nine companies (four Small Business/ACDBE and
five Large Business/Prime Operators) representing 28 food and beverage locations (out of a
total number of 85 ADR locations) took advantage of the street plus pricing.
Higher costs in all of these areas along with the upcoming return to the strict street pricing
requirement in January 2020 have decreased the interest of new firms in bidding for leasing
opportunities at the Airport as well as led a number of current tenants to express concerns
about their ability to operate profitable businesses. 
Allowing for street plus 10% pricing policy provides the tenants with greater ability to recover
their higher costs through higher prices for the goods and services that they sell without
mandating that they charge the full 10%. This strengthens a tenant's ability to procure quality
products and staff due to a higher profit margin. This may attract more bidders for future
leasing opportunities because they perceive the Airport as a better investment opportunity
with a revised street pricing policy. Another consideration, however, is that the traveling public
may feel that prices for goods and services at the airport are too high, leading to an increase in
complaints, and/or reduced gross sales. 
Investment Incentive 
Small businesses cite the high cost of preparing proposals as a significant barrier for entry into
the airport. Compensating firms that submit proposals, but are not selected, could be a means
to encourage smaller businesses to compete for opportunities. 
For ADR leasing opportunities that are procured through a CEP process, the Port could
implement an investment incentive pilot program for LG5 to provide a payment of $5,000 to
each proposer that submits a fully responsive, responsible, and competitive proposal, but is not
selected. Each individual proposing entity in LG5 would be eligible for one such payment. This
would provide an incentive for businesses to participate by partially compensating them for the
costs of developing and submitting concepts and proposals to compete in the ADR solicitations.
The investment incentive would serve the Port's strong proprietary interest in creating robust
competition for leasing opportunities through a greater number of applicants, and in providing

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a broad assortment of dining and retail opportunities to appeal to the travelling public and
increase revenue.
Other options 
From Lease Groups 2 through 4A, the amount of percentage rent paid by each tenant for each
location has been determined based on the financial offers submitted by each firm proposing
for a given leasing opportunity. The term length for these leasing opportunities has been set by
the Port at 10 years for food and beverage units and 8 years for retail units.  These term
lengths are fairly standard across the airport industry.  They have been developed based on
consideration of sufficient time to amortize the investment costs while providing an ability to
generate a profit.  The longer term  for  food  and  beverage units takes  into  account  the
additional infrastructure (e.g., gas, water, sewer, venting) needed to operate that type of unit.
Extending the lease term is not recommended as it may lead to FAA objections about barriers
to new firms, would limit the ability to refresh offerings, and could lead to all ADR businesses
requesting similar treatment.  In addition, providing extended terms to LG5 tenants would run
counter to the Port's policy of setting uniform lease terms. 
Providing a rent reduction in the early years of operations would allow businesses to recover
their investments more quickly, but it would result in less Port revenue and would have to be
extended to all ADR businesses. This approach is not recommended. 
Some businesses have proposed modifying the labor peace agreement for small businesses.
Under current policy, businesses employing 35 workers or fewer are exempt from the
requirement. The Port has a significant proprietary interest in protecting the airport from labor
disruptions, which would have a potentially major impact on airport operations and passengers 
and could decrease revenue. The practice of using labor peace agreements at airports is fairly
common. No change is recommended. 
Pacific Northwest Sense of Place Scoring Criteria 
Prior to the release of LG4, Commission authorized changes to the solicitation process and
scoring criteria that addressed key issues and lessons learned from LG3. The changes included
a methodology for scoring the Concept Development criterion allocating 10 of the 25 points to
the creation of a Pacific Northwest Sense of Place, using the definition included below. The
remaining 15 points were allocated to the concept description and product or service offerings. 
Pacific Northwest Sense of Place Concept  An authentic, well-recognized brand that originated
in the Pacific Northwest Region; or a new or existing concept that through its name, products,
and/or service offerings, and/or use of local products conveys a strong sense of the Pacific
Northwest Region. 

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The FAA notified ADR staff that per FAA regulations, no local or geographic preferences or
limitations can be imposed on any federally assisted program, including airport concessions
programs. The scoring methodology used in connection with the Northwest Sense of Place
category potentially conflicts with the FAA's regulatory prohibition against local or geographical
preferences. In addition, this scoring methodology potentially creates a barrier for small, local,
and disadvantaged businesses who bid with national brands. 
Executive Directors Recommendations: 
The Port has adopted policies aimed at encouraging airport dining and retail opportunities for
small businesses at the airport, as well as ensuring quality jobs for employees of those
businesses.
Stakeholder comments and observations of our staff indicate the costs and unique conditions
of operating at the airport present challenges for small businesses to compete successfully for
ADR opportunities.
After careful consideration of the various stakeholder perspectives regarding these key policy
issues, the Executive Director recommends the following as the best way to balance all the
competing interests and to achieve the Commission's stated objectives for the ADR Program.
These recommendations are made to provide an incentive for participation by reducing 
barriers. The goal is to increase the variety of businesses participating in the airport ADR
program. 
Allow for street plus 10% pricing policy that takes into account the cost of doing business at
the airport. 
For ADR leasing opportunities that are procured through a CEP process, implement a pilot
program for LG5 to provide an investment incentive of $5,000 to each proposer that
submits a fully responsive, responsible, and competitive proposal, but is not selected. Each
individual proposing entity in LG5 would be eligible for one such payment.
Do not provide any additional relief, such as extended lease terms or reduced percentage
rent, at this time. 
No changes in the labor peace agreement requirement. 
To assure compliance with FAA guidance, there will be no points granted for concepts that
originated in the Pacific Northwest.  In order to achieve the overall Pacific Northwest
aesthetics and character desired by the Commission, proposals will still be evaluated within
Concept Development (menu, use of fresh local products, use of local vendors and overall
presentation) and Unit Design (overall look and feel and use of materials that best represent
the Pacific Northwest based on ADR Design Guidelines and Tenant Design Process Manual). 
LEASE GROUP 5 
The proposed 7 opportunities in LG5 are listed below: 

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Food & Beverage: 
Package FB-1 (Exhibit A) 
Location: North Satellite (NS-10) 
Type: Competitive Evaluation Process 
Proposed Concept Description: Quick Service Restaurant featuring a Burger Concept with a
nationally-recognized brand, this single unit offering is an approximate 1,300 square foot
location in the North Satellite. This is a new location in the food court Phase 2 North Satellite
Moderation Program and is scheduled to open in June 2021. 

Package FB-2 (Exhibit B) 
Location: North Satellite (NS-25) 
Type: Competitive Evaluation Process 
Proposed Concept Description: Fast Casual Restaurant featuring an Open Concept, this single
unit offering is an approximate 3,440 square foot unit located in the North Satellite.  This new
unit is scheduled to open with Phase 2 of the North Satellite Modernization Program in June
2021. 

Package FB-3 (Exhibit C) 
Location: North Satellite (NSM-26) 
Type: Request for Proposal 
Proposed Concept Description: Quick Service Restaurant, Fast Casual, or Casual Dining
Restaurant with Bar featuring an Open Concept. Unit NSM-26 is an approximate 6,780 square
foot unit located in the North Satellite. The NSM-26 location is part of Phase 2 North Satellite
Moderation Program and is scheduled to open in June 2021. 

Specialty Retail: 
Package SR-1 (Exhibit D) 
Location: North Satellite (NS-12) 
Type: Competitive Evaluation Process 
Proposed Concept Description: Open Concept, this is an approximate 1,840 square foot unit
located in the Specialty Retail Core at the entry point of the new North Satellite Modernization
Program and is scheduled to open in June 2021. 
Package SR-2 (Exhibit E) 
Location: North Satellite (NS-14) 
Type: Competitive Evaluation Process 
Proposed Concept Description: Open Concept, this is an approximate  1,890 square foot unit
located in the Specialty Retail Core at the entry point of the new North Satellite Modernization 
Program and is scheduled to open in June 2021. 

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Passenger Services: 
Package PS-1 (Exhibit F) 
Location: North Satellite (NS-11) 
Type: Competitive Evaluation Process 
Proposed Concept Description: Massage, Spa, or Medical Services, this is an approximate 580 
square foot unit located in the Specialty Retail Core at the entry point of the new North Satellite
Modernization Program and is scheduled to open June 2021. 

Package PS-2 (Exhibit G) 
Location: North Satellite (NS-13) 
Type: Competitive Evaluation Process 
Proposed Concept Description: Napping Room, Business Center, or Video Gaming Lounge, this
is an approximate 1,740 square foot unit located in the Special Retail Core at the entry point of
the new North Satellite Modernization Program and is scheduled to open in June 2021. 
Authorization Approach 
One (1) opportunity in this lease group will be competed via the Request for Proposals (RFP)
process.  The remaining six (6) opportunities will be competed using the Port's Competitive
Evaluation Process (CEP). The primary differences between the RFP and the CEP are: 
More experience is required to meet the minimum qualifications; 
Proposers must submit a larger proposal guarantee along with their proposal; 
Documentation must be provided for the proposing organization (Articles of
Incorporation, Joint Venture Agreement, etc.); and 
Additional and more detailed information is required in the proposal. 
Award limitations will be applied as in Lease Group 4/4A that restricts a firm to the award of
one opportunity competed via RFP or two opportunities competed via CEPs. 
Summary of Evaluation Criteria 
The categories of evaluation criteria used to score proposals will be uniform for each
solicitation in LG5 and will be the same as approved by Commission for use in evaluating LG4A
with two exceptions: First, the total point allowance of 1500 points is increased from the 150
points allowed in prior lease groups in order to provide greater opportunity for scoring
differentiation. The relative weight of each category, however, remains the same. Second, the
points for Pacific Northwest Sense of Place, in the Concept Development criterion, is removed. 
Proposals will still be evaluated  within Concept Development  (menu, use of fresh local
products, use of local vendors and overall presentation) and Unit Design (overall look and feel
and use of materials that best represent the Pacific Northwest based on ADR Design Guidelines
and Tenant Design Process Manual). The following descriptions of each criterion summarize
the areas that will be evaluated (detailed submittal requirements will be included in the RFP 
and CEP documents). 

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COMMISSION AGENDA  Action Item No. 8b                                Page 14 of 19 
Meeting Date: June 11, 2019 

Company Profile, Experience and Financial Capability                                200 points 
The company must demonstrate stability, experience and expertise in operating a similar
business as proposed, in a challenging environment. The proposer must demonstrate that the
company has the financial capacity to fulfill the commitments of an agreement with the Port. 
Concept Development                                                       250 points 
The proposed concept (or concepts) will be evaluated based on its (their) ability to meet or
exceed the expectations described for the unit or units. The airport is a competitive
environment for the customer's spending, therefore the ability to attract business hinges on
developing a concept with broad and lasting customer appeal.
Unit Design, Materials and Capital Investment                                       250 points 
The proposal will be evaluated based on the quality of unit design, efficient use of space,
selection of appealing and durable materials (including sustainable materials) and its reflection
of the Pacific Northwest sense of place, as well as the reasonableness of the proposed capital
investment in the unit(s). 
Financial Projections and Rent Proposal                                               200 points 
Financial projections and rent proposals will be evaluated based on the reasonableness of the
financial projections and the proposed percentage rent fee. 
Management/Staffing, Operations, Customer Service and Environmental            200 points 
Sustainability 
The company must demonstrate its ability to effectively manage all units and operations, which
includes  quality  leadership  and  adequate  levels  of  staffing.   The  company  must  also
demonstrate its commitment to reliable, safe, clean and well-merchandised operations, as well
as a proactive and consistent approach to preserving the units (including equipment).  The
company must also demonstrate its commitment to providing a high level of customer service
at its operations at Sea-Tac. Environmental sustainability measures that the company currently
practices or will practice in the  operation of the business, including (where applicable)
separation of waste, recycling  and composting, and the use of durable or Cedar-Grove
approved compostable or recyclable food service-ware should be documented. 
Job Quality, Workforce Training, Employment and Service Continuity                200 points 
The company must provide information regarding its commitment to employment continuity,
provision of quality jobs, sustainable wages, benefits and Paid Time Off. If the company
anticipates operating four or more units, it also must describe the company's efforts to have
discussions regarding service continuity with labor organizations. Greater emphasis will be
placed on proposed wages and medical/retirement benefits and a quantitative-formula-based
methodology for scoring wages and medical/retirement benefits will be utilized. 

Template revised September 22, 2016.

COMMISSION AGENDA  Action Item No. 8b                                Page 15 of 19 
Meeting Date: June 11, 2019 
All solicitations will make clear that the Port staff interpretation of the Commission's
expectations regarding quality jobs (as articulated in the November 11, 2015 memo from CEO
Fick to Commission co-presidents - Attachment A) requires respondents to communicate their
commitment to the following: 
(1) For 2019, wages shall be paid at the minimum rate of $16.09 per hour. The wage rate
shall be adjusted on January 1 of each year by the rate of inflation. The increase shall be
calculated to the nearest cent using the CPI (Consumer Price Index) for urban wage
earners and clerical workers, CPI-W, or a successor index, for 12 months prior to each
September 1 as calculated by the US Department of Labor. 
(2) Payment of sick and safe time, which shall be accrued at the rate of one hour for every
40 hours worked. 
(3) Provide health insurance to full-time employees, consistent with the Affordable Care
Act. 
Small Business Participation                                                          200 points 
The company must indicate whether it is a small business consistent with the requirements of
the U.S. Small Business Administration (SBA). 
(1) A company that qualifies as a small business relative to the standards adopted by the 
U. S. Small Business Administration and proposes directly (whether via CEP or RFP), will
automatically receive 100 points. 
(2) For units competed via CEP, only small businesses that propose directly can receive the
full 200 points for this criterion. 
(3) For units competed via RFP, all companies regardless of size are eligible to receive the
full 200 points for this criterion. 
(4) Large businesses that propose a joint venture with a small business (whether via CEP or
RFP), and that agreement meets the FAA guidelines for joint ventures and includes a
minimum of 20% share of capital investment, will automatically receive 50 points. 
(5) All companies, regardless of size, may receive up to 100 points, depending on the
degree of commitment, for each of the four small business participation opportunities
(i.e., sourcing, mentoring, product placement, and design/construction). 
(6) No proposer, though, may earn more than 200 total points for the criterion. 
Minimum Qualifications 
Firms who are not fully compliant with Proposition  1 back wages and benefits will be
disqualified from participation. 
The Port has a significant proprietary interest in the success of the ADR Program and so it is in
the Port's best interest to try and eliminate disruptions to our tenants' operations due tolabor
disputes that can also negatively impact customers using the Airport as well as airline
operations. As such: 

Template revised September 22, 2016.

COMMISSION AGENDA  Action Item No. 8b                                Page 16 of 19 
Meeting Date: June 11, 2019 
(1)  All non-exempt respondents must submit a Labor Peace Agreement with their proposal
that includes signatures from a senior officer of the respondent's organization and a
labor union that is capable of representing the workers of the respondent in collective
bargaining or already has a collective bargaining agreement with the respondent. 
(2)  The Port will have no role in reviewing or establishing the terms of these agreements. 
(3)  Small businesses (as determined by U.S. Small Business Administration criteria), which
have 35 or fewer badged airport employees, will be exempted. 
Lease Parameters 
Lease term lengths determined by the Port for each opportunity are based upon sales and
investment assumptions, and are presumed to allow a future tenant the ability to amortize the
investment over the life of the lease.  The lease term lengths determined for this group of
opportunities also fall within industry standard ranges. 
For these new opportunities, the Port will establish the minimum guaranteed rent for the first
year of the agreement. The purpose of this is to protect the Port's financial interest as well as
to eliminate the minimum guaranteed rent as a factor in the selection process.  This is
particularly important for businesses new to the airport that may not have any experience in 
proposing minimum guaranteed rents. For the second and subsequent years, the tenant will be
required to pay either 85% of the previous year's actual rent payment,or percentage rent
based on gross sales achieved during the year, whichever is greater. 
Interested businesses will propose percentage rent to the Port.  Proposers may propose this
either as a flat rent or tiered rent.  Each proposer must provide the Port with a pro forma 
analysis that can substantiate the sales projections, rent offer, costs to operate the business
(including goods, labor, debt service, etc.) as well as the anticipated profit margin. 
Schedule 
The anticipated timeline for each solicitation and award is outlined in the exhibit for the specific
opportunity.  Upon execution of a lease agreement, the design review and permitting process 
can take up to six months followed by three to four months for construction before the
commencement of business. 

Projected Date                   Action 
Brief Commission on LG4/4A results, insights from the LG4/4A
solicitation  process  and  proposed  LG5  opportunities  and
June 11, 2019 
request Commission authorization to solicit proposals 
for LG5 opportunities 
June 18, 2019                     Advertise opportunities (ADR leasing website and  through
various local and national media) 
July 1, 2019                         Information session for interested businesses 

Template revised September 22, 2016.

COMMISSION AGENDA  Action Item No. 8b                                Page 17 of 19 
Meeting Date: June 11, 2019 
June through September 2019     90 days for proposal preparation 
September 18, 2019              Responses due 
October 2019                    Port Teams complete their evaluations 
Notification to preferred respondents 
November 2019 
Update Commission on LG5 results 
December 2019                 Lease negotiations and executions 
January 2020 December 2020    Design Review and Permitting 
January 2021                     Start Construction 
Tenants  receive  Temporary  Certificate  of  Occupancy  and
May 15, 2021 
conduct stocking and training 
June 2021                        Open 

JUSTIFICATION 
The approval of the proposed group of leasing opportunities supports the 25-year vision of the
Port's Century Agenda to create 100,000 new jobs through economic growth led by the Port. 
These opportunities also support a number of the strategies and objectives of the Port's
Century Agenda over the next quarter century: 
Advance this region as a leading tourism and business gateway; 
Promote small business growth and workforce development; and 
Be the greenest and most energy efficient port in North America. 
ALTERNATIVES and IMPLICATIONS CONSIDERED 
Alternative 1  Delay request for Commission approval of LG5 until later in 2019. 
Cost Implications:  For each month of delay in the solicitation of proposals beyond June 2019,
assuming a day for day delay in awarding the leases and the buildout of the units, the lost
revenue to the Port would be approximately $200,000 per month. 
Pros: 
1)   This would allow more time for consideration of all aspects of the proposal solicitation
process. 
Cons: 
1)  The units in the North Satellite would not open in time for the opening of Phase 2 of the
North Satellite project, thereby creating a significant customer service issue. 
This is not the recommended alternative. 

Template revised September 22, 2016.

COMMISSION AGENDA  Action Item No. 8b                                Page 18 of 19 
Meeting Date: June 11, 2019 

Alternative 2  Seek Commission authorization to solicit proposals for the opportunities in LG5. 
Cost Implications: None 
Pros: 
1)  This will provide new ADR units when Phase 2 of the North Seattle opens to the public. 
Cons: 
1)  This results in less time for Commissioners and staff to consider all issues associated with
this request. 
This is the recommended alternative. 

ATTACHMENTS TO THIS REQUEST 
(1) Attachment A  November 11, 2015, memo from CEO Fick to Commission Co-Presidents
regarding Quality Job expectations 
(2) PowerPoint presentation with Exhibits A-G for each lease opportunity 
PREVIOUS COMMISSION ACTIONS OR BRIEFINGS 
February 27, 2018  Commission authorized the solicitation of proposals for the Airport Dining
and Retail Lease Group 4A opportunities 
June 27, 2017  Commission authorized the solicitation of proposals for the Airport Dining and
Retail Lease Group 4 opportunities 
June 13, 2017  The Commission was briefed on outcomes of the Lease Group 3 competitive
selection process with a preview of leasing opportunities and recommendations on key policy
issues for use in Lease Group 4 
August 23, 2016  Commission authorized the Airport Dining and Retail (ADR) Lease Group 3,
Large Food Package 3 Addendum 
June 14, 2016  Commission authorized the solicitation of proposals for the Airport Dining and
Retail Lease Group 3 opportunities 
May 24, 2016   Commission was briefed on the lessons learned from the competitive
evaluation process for Airport Dining and Retail Lease Group 2 and the proposed leasing
opportunities for Airport Dining and Retail Lease Group 3 
December 8, 2015  Commission authorized the solicitation of proposals for Airport Dining and
Retail Group Lease Group 2 
November 24, 2015  A request was made of Commission to authorize the solicitation of
proposals for Airport Dining and Retail Group Lease Group 2 

Template revised September 22, 2016.

COMMISSION AGENDA  Action Item No. 8b                                Page 19 of 19 
Meeting Date: June 11, 2019 
November 24, 2015  Commission approved a change to the Airport Dining and Retail Street
Pricing Policy. 
August 4, 2015  A request was made of Commission to authorize the solicitation of proposals
for Airport Dining and Retail Group Lease Group 2 
February 24, 2015   Commission was briefed on the Airport Dining and Retail Program
Outreach and Leasing Plans 
December 9, 2014  Commission authorized Leases and Lease Modifications for HMS Host 
December 9, 2014  Commission authorized Leases and Lease Modifications for Hudson Group 
December 9, 2014  Commission authorized an Amendment to the Lease and Concession
Agreement with Anton Airfoods (dba Anthony's Restaurant) 
November 25, 2014  Commission approved a Motion Regarding Quality Jobs, Service and
Employment Continuity Assurances for the Airport Dining and Retail Program. 
September 30, 2014   Commission was briefed on the Drivers for Airport Dining and
Redevelopment Phasing Decisions 
May 27, 2014 Commission was briefed on the Airport Dining and Retail Master Plan 
September 11, 2012  Commission was briefed on the Airport Concessions Master Plan 
February 14, 2012  Commission approved a Motion regarding Concessions Program Guidelines 










Template revised September 22, 2016.

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