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PHL Food and ShopsLeasing Outreach

May 5, 2016

CLARENCE LEJEUNE

Operating Partner, MarketPlace PHL, LLC and President, LeJeune and Associates, LLC

Agenda

• Opening Remarks, Chellie Cameron, CEO, PHL• Opening Remarks, Paul McGinn, President, MarketPlace

Development • 2015 Leasing Outreach Highlights• Why Bring Your Business to PHL? • ACDBE Program • Sublease Requirements • Leasing Opportunities and Process• Q & A

CHELLIE CAMERONChief Executive Officer, Philadelphia International Airport

PAUL MCGINN

Managing Partner, MarketPlace PHL, LLC and President, MarketPlace Development

Meet the Team

Steve Rosen,Controller

Sissy Williams,Assistant General Manager

Mel Hannah,VP and General Manager

Carlo Agostinelli,Leasing Manager

Meet the Team

Chermaina Roundtree, Compliance Manager

Tammy Palmatier, Specialty Leasing Manager

Rebecca Simon, Manager of Marketing and Customer Service

HIGHLIGHTS2015 Leasing Outreach

Victoria’s Secret Beauty

Geno’s Steaks

Smashburger

Bruegger’s Bagels

Bar Symon

Michael Symon is a James Beard Foundation Award-winning chef,

restaurateur, Food Network personality, and author.

Mo’ Burger

La Colombe

Balducci’s

Piattino Pizza

Terminal B

WHY BRING YOUR BUSINESS TO PHL?

PHL = Great Opportunity

• Strong passenger traffic • Mix of originating and connecting traffic • International flights • Diversified airline mix• Great passenger demographics • High sales per passenger

Passenger Traffic

• Over 500 departures daily to 125 cities, including 58 international cities

• More than 30.8 million passengers travel through PHL each year

• PHL ranks 18th in the countryin passenger traffic

• Over 20,000 airline and airportemployees

• 24 hours a day, 7 days a week

Passenger Demographics

• Traffic is approximately 45% connecting and 55% origin destination

• 56% of connecting passengers have layovers of 1-2 hours• 42% of originating passengers arrive 2+ hours prior to departure• 40% of passengers have annual household income of $100,000

or more• Passenger median age is 45-55 and 49% are married• 58% of passengers are professionals or executive

SalesCY2012-2015

$181.2$189.8

$201.6 $203.1

$50

$100

$150

$200

2012 2013 2014 2015

MILLIONS

EnplanementsCY2012-2015

15.215.3

15.4

15.7

14.50

15.00

15.50

16.00

2012 2013 2014 2015

MILLIONS

SPECY2012-2015

$11.95

$12.40

$13.08$12.91

$10.00

$12.00

$14.00

2012 2013 2014 2015

Sales per SF by Category2015

$1,366

$703

$1,297

$1,398

$1,284

$500

$1,000

$1,500

Over 178 in-line stores

PHL 2015 Sales $203 M

PHL sales per square

foot of $1,284

Special Airport Conditions

• Space Size • Storage • Street Pricing • Security/Badging • Labor Harmony • Wage Ordinance• Campaign Contributions

• Hours of Operations• ACDBE Requirements• Aggressive Economics• Distribution and Delivery• Design and Construction• Inclement

Weather/Emergency Operations

DENEEN WILSON

DBE Coordinator, Office of Business Diversity, Philadelphia International Airport

ACDBE Certification

ACDBE owner must:• Own 51% or more of the firm• Have training/experience in the field of business• Control the day to day operations• Contribute the capital needed to start the company with their own

funds and credit• Meet the personal net worth cap of $1.32 million• Meet the Business size cap of $56.42 million in gross receipts• Have an existing or pending contract at the airport

ACDBE Overview

• Airport Concession Disadvantaged Business Enterprises• Operates under Federal Regulations (49 CFR parts 23 & 26) • Certification of ACDBE’s & DBE’s in PA administered by

Pennsylvania Unified Certification Program (PA UCP) • Download applications for certification from the PA UCP

website: https://www.paucp.com/

Division of Aviation:Deneen WilsonDBE CoordinatorOffice of Business DiversityPhone: 215-937-5421

MarketPlace PHL, LLC:Chermaina RoundtreeCompliance Manager Phone: 215-937-1200

CHERMAINA ROUNDTREECompliance Manager, MarketPlace PHL, LLC

21st Century Minimum Wage and Benefits Standard

• Chapter 17-1300 of the Philadelphia Code: – New hourly minimum wage

• Full-time, part-time, temporary, or seasonal basis (including temporary, contracted, contingent workers and persons working through a temporary service, staffing or employment agency)

• Chapter 17-1305 of the Philadelphia Code: – Minimum benefits requirement

Labor Harmony

Subtenants are required to have a signed Labor Harmony Agreement (“LHA”) with any labor organization seeking to represent the employees of the Subtenant.• Requirement for LHA is not applicable for:

– Subtenants which employ fifteen (15) or fewer employees – Locally Owned Small Business

• Must be headquartered within the Philadelphia Metropolitan Statistical Area• Employ thirty (30) or fewer employees at the airport

– Small Minority/Disadvantage Business Entity (“ACDBE”)• Employs thirty-five (35) or fewer employees

Campaign Contribution Disclosure

Subtenants are required to disclose:• Campaign contributions to political candidates and

incumbents who are running for, or currently serving office, anywhere in the Commonwealth of PA

• Any consultants/lobbyists used to assist in obtaining the sublease – and their contributions

• All subcontractors that you intend to use • Requests for money or anything of value from the City or

Marketplace • More general information can be viewed at:

https://secure.phila.gov/eContract/

Displaced Worker Program

Online job portal • Information for concession employees who lose

employment due to cessation of some or all operations of a location

• Subtenants – access job portal to fill vacancies during start-up of operations– required to interview all displaced workers of same category in

job portal until at least 50% of initial complement of employees are hired from job portal

Hours of Operation

Compliance is required in the sublease • Retail store hours

– 7 AM - 10 PM (or as determined by flight schedules)

• Food & beverage operating hours– 45 minutes before the first flight – 30 minutes after the last flight– By concourse– Reviewed monthly

MIKE DICOSOLAExecutive Vice President, MarketPlace Development

Terminal A - West2015 ENPL 2.0 M

1

Terminal A - East2015 ENPL 1.9 M

Terminal B2015 ENPL 2.8 M

Terminal C2015 ENPL 3.0 M

Terminal D2015 ENPL 1.9 M

Terminal E2015 ENPL 1.6 M

2

3

4

5

6

7

8

9

10

11

12

13 14

15 16

17

18

19

20

21

22

24

23 25

26

PHL Overall

A West

1

2

3

Bar/Restaurant 1,996 sf

ACDBE 35%

Made to Order Asian 768 sf

ACDBE 35%

2015 Enplanements 2.0 M

American AirlinesBritish AirwaysLufthansa AirlinesQatar Airways

Specialty Retail orGrab & Go

174 sfACDBE 50%

4Made to Order Pizza

or Mexican 718 sf

ACDBE 35%

A East

6

5

2015 Enplanements 1.9 M

American AirlinesSpirit Airlines

Bar/Restaurant 3,618 sf

ACDBE 50%

Café300 sf

ACDBE 35%

B/C Connector

7

8

9

10

11

12 1314

Specialty Retail 2,858 sf

Specialty Retail 593 sf

Specialty Retail 1,044 sf

Specialty Retail 455 sf

Specialty Retail 455 sf

Specialty Retail 368 sf

2015 Enplanements 5.8 M

American Airlines

Asian Quick Serve 714 sf

ACDBE 35%

Burger 849 sf

ACDBE 35%

Terminal C

16Coffee 615 sf

ACDBE 35%

Bar/Restaurant 3,409 sf

ACDBE 35%

2015 Enplanements 3.0 M

American Airlines

15

Terminal D

17

18

19

20Grab & Go

268 sfACDBE 50%

Mexican Quick Serve 897 sf

ACDBE 50%

2015 Enplanements 1.9 M

Air CanadaAlaska AirlinesDelta AirlinesDelta ConnectionUnited Airlines

Snack 272 sf

ACDBE 35%

Sandwich 897 sf

ACDBE 35%

Terminal E

22

23

25

24

26

Asian Quick Serve 795 sf

ACDBE 35%

Sports Bar/Restaurant 2,239 sf

ACDBE 35%

Bar/Restaurant 2,049 sf

ACDBE 35%

Grab & Go/Café 1,024 sf

ACDBE 50%

Made to Order Pizza 870 sf

ACDBE 50%

2015 Enplanements 1.6 M

Frontier AirlinesJetBlue AirwaysSouthwest Airlines

21Coffee

400 sfACDBE 35%

Goals• Provide best possible passenger experience

– Cutting edge brands and designs – Innovative concepts

• Be inclusive– Opportunity for local, regional and national concepts

• Local Chefs • Local Concepts

– Opportunity for large, medium, and small operators– Opportunity for ACDBE operators– Transparency and open access

• Drive revenue and improve financial return to PHL• Stimulate competition

Choosing a Tenant

• Get multiple offers on each space to create demand• Establish market value for the space • Ascertain highest and best use for the location• Evaluate offers based on:

1. Use & Concept (innovative and new) 2. Economics (rent and capital investment) 3. Operator Experience and Successes 4. Financial Strength of Operator 5. ACDBE Participation 6. Store Design

Leasing ScheduleNext Steps

Leasing Schedule Dates

Outreach Meeting 5/5/16• Responses Back from Outreach Participants 5/18/2016• Proposals out to Tenants 6/10/2016• Proposals due from Tenants 7/22/2016• Review and Decide on Recommendations for Each Space 9/6/2016• Leases To Selected Tenants 10/20/2016• Tenant Design Package Issued 10/13/2016• Tenants Under Construction 3/2017 – 8/2017• Openings 8/2017- 12/2017

THANK YOU!Questions?