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Midcoast Regional Redevelopment Authority Request for Qualifications From Fixed Base Operators Brunswick, Maine

Introduction and Background The Midcoast Regional Redevelopment Authority ( MRRA ) is soliciting submittal of qualifications from Fixed Base Operators (FBO) in concert with MRRA s mission to develop, operate, maintain and promote for the public benefit, airport users and the communities it serves the airport currently operated by the Naval Air Station Brunswick (NASB). The airfield is located in Brunswick, Maine. Naval Air Station Brunswick is the last active duty military airfield in New England. The main base is situated on 3,157 acres in the Town of Brunswick, which is in the Midcoast Region of Maine, thirty five miles north of Portland, Maine. The airfield is adjacent to US Route 1 and five miles from Interstate 295 that links Portland to Augusta. Like most military installations, NASB is a multi purpose campus that has been built and changed over many years to serve a variety of purposes. First and foremost, it is an airport and has been since its initial development in the late 1930s on the site of a municipal airfield. It served as a major military pilot training and operations base from World War II onward. More recently, its primary mission has been to house and maintainn various reconnaissance patrol aircraft (currently five squadrons of P 3 Orion patrol and a squadron of C 130 transport aircraft) and other Navy aviation and non aviation activities. The 2005 the Base Realignment And Closure (BRAC) Commission recommendedd NASB for closure, which was accepted by the President and forwarded to Congress in September 2005. The recommendations became law on November 9, 2005. The base is scheduledd to finally close in September 2011. With the decision to close NASB, the Brunswick Local Redevelopment Authority (BLRA) was formed in late 2005 with technical and financial assistance from the DoD s Office of Economic Adjustment (OEA). The BLRA was the agency responsible for preparing the Reuse Master Plan for the base. The Midcoast Regional Redevelopment Authority was created by the State of Maine to implement the Reuse Master Plans for NASB and the Topsham Annex and Page 2 of 17

charged with the responsibility to redevelop the base. As a municipal corporation and based on the statute that created MRRA, it has the authority to become an airport sponsoring agency. Because the airfield is such a prominent feature of NASB it was decided that an aviation feasibility study would be conducted. The feasibility study used a multi phased screening process to identify and evaluate potential civilian aviation activities, the likelihood that they could occur at NASB, the economic impact of those activities, the potential regional benefits and the environmental impacts of civil aviation activity. Edwards and Kelcey, Inc. (now Jacobs Engineering Group) was selected by the study sponsors to prepare the aviation feasibility study. A copy of the Feasibility Study is available at our website, www.mrra.us. The feasibility study identified the most promising civilian aviation activities as: General and Corporate Aviation. General and corporate aviation activities could include flight training, charter and air taxi service, corporate headquarters/flight department and fly in communities. Aircraft Manufacturing and Maintenance, Repair and Overhaul (MRO). Aircraft manufacturing and MRO activities, particularly those building upon the strengths of the marine composite industry in Midcoast Maine. Both general aviation and air carrier aircraft and very light jets are increasingly made with composite materials and could be manufactured and/or maintained at Brunswick building on the strengths of the composite industry already present in the Midcoast region. Government Agencies. Government agencies such as the Department of Homeland Security, NOAA, NASA, FAA and the Department of Interior operate and maintain large fleets of aircraft. Department of Defense (DoD) contractors range from small local firms to international corporations, and large contractors such as General Dynamics and Pratt & Whitney have existing operations in Maine. Aerospace Research and Development (R&D). Both small firms and large defense contractors conduct significant amounts of advanced aerospace R&D. The U.S. Government is one of the largest sponsors of aeronautical research and development in the world, and has been rapidly increasing its investment in new technologies, such as unmanned aerial vehicles (UAV). In December 2008, the Midcoast Regional Redevelopment Authority (MRRA), the successor organization to the Brunswick Local Redevelopment Authority, began work on the development of an Airport Master Plan and Airport Layout Plan. MRRA retained Hoyle Tanner & Associates of Manchester, New Hampshire, to undertake this work. The Airport Master Plan and Airport Layout Plan will be submitted to the Federal Aviation Administration (FAA) in September as part of a Public Benefit Conveyance request for the airfield and related aviation facilities at NASB. Page 3 of 17

1.0 The Assets at NASB Naval Air Station Brunswick (NASB) is the home of a world class aviation complex and is part of a broader high tech business campus that includes the development of an advanced compositess cluster and a renewable energy center. With several state of the art facilities, three large hangars, two 8,000 foot runways and a variety of maintenance shopss and administrative offices, the former NASB will be a world class aviation complex. The aviation complex includes: Air Operations / Fire Station Building 200 housess air operations for the base. With approximately 20,759 square feet, the facility is located at the intersection of Seahawk Avenue and Orion, on the north end of the aviation complex. The facility houses the passenger terminal area and former air control tower. A new control tower, which has replaced the functions of Building 200, is located on the west side of the airfield. Adjacent to Building 200 is the base Fire Department Building 292. This 10,665 square foot provides direct access to the airfield as well as access to local roadways. The Fire Department is responsible for responding to airfield emergencies, as well as structure emergencies. This area is also the site of Building 45, a 3,000 square foot warehouse typabove. structure used for hazardous waste storage and transfer. Building 2000 is shown Page 4 of 17

Hangar 6 Located on Pegasus Street (extended), Hangar 6 is the newest of the base s hangar facilities. Constructed in 2004, this state of the art feet, and hangar has a total of 174,217 square contains hangar, maintenance shop, and administration space. The hangar deck has six bays capable of handling both the P 3 aircraft, and the 737 800 aircraft, proposed to replace the P 3 platform. While maintenance shops are located on the ground floor, administrative space is provided on the second floor; 294 vehicular parking spaces are included on the northwest side of the building, with the southeast side dedicated to airplane access associated main tenance activities. Hangar 4 / Building 250 These two structures on Orion Street weree constructed in the 1940s with direct access to the flight line as part of the original base development. They containn a combined total of 178,963 square feet of space which is used to serve as hangar and administrative space as well as maintenance shops. The hangar deck, estimated at approximately 90,000 square feet, contains enough room for two aircraft. On the second floor lies administrative space, and next door in Building 250 is the 90,000 square foot base headquarters, which is mostly comprised of administrative space and shops. Page 5 of 17

Hangar 5 This 163,,454 square foot hangar dates from 1982 and is also located on Orion Street. It is used for aircraft maintenance and corrosion control, and has seven aircraft bays with direct access to the flight of line. The ground floor the hangar contains the maintenance shops, while the second floor contains some administrative space. Building 86 Building 86, totaling 31,980 square feet, is accessible only by the airfield, and is located within the flight line. It is primarily used for the maintenance of ground support equipment for aircraft, including aircraft tugs and stairs for aircraft access. A separate structure of 18,000 square feet constructed in 2004 is also located within the flight line, but is accessible from Orion Street as well as the airfield. It storess equipment used to keep the airfield clear, such as snow removal vehicles. Page 6 of 17

2.0 The Opportunity This Request for Qualifications ( RFQ ) provides an outstanding development opportunity in Midcoast Maine for fixed base operators. Creative and capable FBO providers or FBO teams are invited to submit sufficient information regarding their fixed operator expertise (including approaches to development, financial capability, and other relevant information) to enable MRRA Airport Committee to select a list of candidates that will be asked to submit a response to a Request for Proposal. Our initial thinking is that a fixed based operator may consider establishing its general aviation terminal in either a portion of Hangar 6 or in building 200. In this way, maintenance and operational cost of airport would be limited to the northeast portion of the aviation complex. As aviation activities expand the general aviation terminal could move out of Hangar 6 into Building 200 and consider the construction of new hangar facilities or T hangers adjacent to Building 200. These particular buildings may be of use for a fixed based operator: Hangar 6: The western half of Hangar 6, consisting of approximately half of the 174,217 square foot hangar facility and office building, along with approximately 13.7 acres of apron space. Hangar 6 is located on Pegasus Street and is the newest of the base s hangar facilities. Constructed in 2004, this state of the ara maintenance shop and hangar also contains administration space. The hangar deck has six bays capable of handling both the P 3 aircraft, as well as 737 800 aircraft. Theree are a total of 294 vehicular parking spacess included on the northwest side of the building, with the southeast side dedicated to airplane access associated maintenancee activities. Page 7 of 17

Building 200: Current Navy terminal building with approximately 15.46 of apron space. Building 200 houses Air Operations for the base. With approximately 20,759 square feet, the facility is located at the intersection of Seahawk Avenue and Orion on the north end of the aviation complex. The facility contains the former air traffic control tower and passenger terminal area. Both sitess are at the north end of the aviation complex. Your Suggestions: MRRA will also entertain other proposals or suggestions by FBOs on possible locations and opportunities for a general aviation terminal facility. 3.0 The Challenge At full complement, NASB was the home to five active duty and two reservee squadrons flying Lockheed P 3 Orion long range maritime patrol aircraft tasked by Patrol and Reconnaissance Wing Five. The last flying squadron will leave Brunswick in December of 2009. The NAVY airfield is scheduled to close on January 29, 2010. MRRA will submit a public benefit request for the entire airfield and related aviation buildings, facilities and assets, along with the Airport Master Plan and Airport Layout Plan, to the Federal Aviation Administration (FAA) in September. It is expected that a lease in will be granted by the Navy to MRRA in the spring of 2010 which will allow MRRA to begin leasing the facilities. Final public conveyance of the airport property is expected in the fall of 2010. Aviation related development at the Airport must be in accordance with MRRA s objectives and Federal Aviation Administration requirements. The Airport land uses are governed by the Reuse Master Plan, the Airport Master Plan and the zoning ordinance of the Town of Brunswick (anticipated to be adopted in July 2009). The MRRA has ultimate authority over all Page 8 of 17

development proposals. Examples of development include, but are not limited to, general aviation terminal facilities, airplane hangars and tie down areas, aviation support services, aircraft maintenance, overhaul and repair facilities, airframe and power plant maintenance and/or development and testing, refueling, U.S. Customs facilities or other aviation related operations. 4.0 Reuse Master Plan NASB is situated on approximately 3,200 acres, with state of the art facilities, over 2 million square feet of commercial and industrial space, and a world class aviation complex. The NASB Reuse Master Plan calls for business centers of excellence in advanced technologies for composites, IT, aerospace and renewable energy, top notch educational facilities, a variety of housing options and plenty of open space and outdoor recreation. Go to www.mrra.us to view the Reuse Master Plan. 5.0 Scope of Work for FBO The MRRA is interested in having a FBO with or without partners to provide the following aviation services: 1. Operation of a terminal facility 2. Corporate and general aviation flight services 3. Charter services 4. Maintenance and management of ramp and tie down area 5. Fueling services 6. Flight school 7. Corporate and general aviation hangar facilities 8. Ground service 9. Aircraft maintenance Page 9 of 17

6.0 FBO Responsibilities As an existing airfield, NASB has many strengths in terms of runway length and quality, with well maintained aprons, hangars and a general aviation terminal. However, the facility currently lacks a civilian general and corporate aviation customer base. The MRRA will be looking for qualifications that will reflect the bidder s ability to develop, grow and sustain the FBO as the airport develops and grows. The MRRA is particularly interested in determining whether any of the respondents have experience in a start up operation at a new facility (without commercial air service) as compared to managing an ongoing business. 7.0 Fixed Base Operator Selection Process 7.1 Process The MRRA Board of Trustees established an Airport Master Plan Advisory Committee to oversee the development of an Airport Master Plan. This Committee is comprised of the four members of MRRA s Board of Trustees, as well as the Executive Director, Deputy Director of MRRA, a representative from the FAA and a representative from the Maine Department of Transportation. The ultimate goal of the Committee is to conduct a fix based operator competitive selection process and present a recommendation for a FBO to the MRRA Board of Trustees for an award of bid. The Committee has designed a two step process to select a recommended firm to the Board. The first step is to qualify candidates through a Request for Qualifications process. MRRA staff, its consultants and the Airport Committee will review and evaluate all responses to this RFQ. Staff, consultants or the Airport Committee will seek additional information from the FBO, conduct site visits and reference checks as appropriate, and may request that teams make presentations to Airport Committee. The Airport Committee will then invite selected qualified firms to submit responses to a Request for Proposals (RFP). MRRA staff, its consultants and the Airport Committee will review and evaluate all responses to the RFP. Staff, consultants or the Airport Committee will seek additional information from the FBO, conduct site visits and reference checks as appropriate, and may request that teams make presentations to Airport Committee. Following interviews and a due diligence review, the Airport Committee will present a recommendation to the Board of Trustees for an award of bid. Page 10 of 17

7.2 RFQ Selection Criteria The MRRA s Airport Committee intends to select qualified fixed based operators to invite to the RFP round based on the following criteria: demonstration of expertise and experience needed to develop a full service FBO business, professional qualifications, strong financial resources and quality of information submitted in response to this RFQ, evaluation of past projects and performance, and other pertinent factors. The FBO teams that demonstrate the experience and resources needed to design and develop a successful full service FBO and/or other aviation uses will be invited by the Airport Committee to submit responses to a RFP A concise, professional, and complete response to this RFQ will help the MRRA identify the most qualified FBO operator or team and will be indicative of the level of the respondent s commitment to the project. The following is a guide to the criteria that will be used in evaluating responses: 7.21 Statement of Qualifications and FBO Team Characteristics Include: Experience in developing, marketing, and operating high quality FBOs and/or other aviation uses; Experience in the design, construction and management of hangar facilities; Demonstrated ability to operate a FBO which is an asset and a current fit with the MRRA s goals for the airport; Ability and experience in growing general and corporate aviation market share; Ability to provide local resources, experience or capability to assure timely implementation of the proposed development; and Appropriateness of the business transaction proposed by the FBO or team. 7.22 Financial Resources and Project Financing Include: Demonstrated ability to provide project funding, including current relationships with major lenders and past funding experience with large scale FBO projects and/or other aviation uses; Ability to provide sufficient project equity to demonstrate commitment to the success of the project and to satisfy conventional lender requirements; and Ability to generate development concepts for the project that will create a high quality, successful project, meeting both the MRRA s and the respondent s objectives. Page 11 of 17

8.0 Anticipated Timeline for FBO Selection Process The anticipated time line for the solicitation, receipt and evaluation of the statement of qualifications and proposals is: First Stage: Request for Qualifications Submittal July 31, 2009 Second Stage: Complete evaluation of submittals by MRRA staff, consultants and Airport Committee to prepare a short list of qualified respondents Third Stage: Invite qualified FBO teams to respond to a Request for Proposals Fourth Stage: Responses to RFP due Fifth Stage: MRRA Board of Trustees Approval of Agreement. August 31, 2009 September 4, 2009 October 9, 2009 November 17, 2009 There will be no pre submittal meeting. Questions must be submitted in writing no later than the close of business on July 10, 2009. The questions and responses will be posted on our website at www.mrra.us no later than July 16, 2009. 9.0 RFQ Submittal Requirements Responses to the RFQ must include, and only include, the following information: Statement of Qualifications Provide a statement of qualifications and financial responsibility for your team. Information may include a general statement of qualifications, an audited financial statement, company credit rating, financial references or information on method of financing your business operation. Not more than 8 pages. Identify Team Members Identification of the FBO team consultants and all other members of the development team who will be responsible for implementing the establishment of a fixed based operator service at NASB. Please include the name, firm address, e mail address, and telephone numbers of team members. Provide a very concise narrative addressing the availability of local resources, experience or capability to assure timely implementation of the proposed project development. Not more than 3 pages. Page 12 of 17

Fixed Base Operator Experience A very concise description of relevant general and corporate aviation experiences at other airports. Include details of the FBO relationship with airport operators and/or other aviation project(s), project location, and completed value. Not more than 12 pages. Envisioned Operations and Facilities Provide an overview of your experience and view of opportunities for the following envisioned operational components of a new FBO and/or other aviation uses at NASB: 1. Operation of a terminal facility 2. Corporate and general aviation flight services 3. Charter services 4. Maintenance and management of ramp and tie down area 5. Fueling services 6. Flight school 7. Hangar facilities 8. Ground service 9. Aircraft maintenance, testing and design Not more than 12 pages. Fixed Base Operator Team References A very concise schedule listing the FBO team, including consultant references. Each member should include three professional references (lenders, investors, major accounts, etc.), with full names, relationship to the team member, address, e mail address, and telephone number. Not more than 3 pages. 10.0 RFQ Submittal Format Responses to the RFQ must be organized and tabbed consistent with the order of the submittal requirements outlined above. Submittals must consist of 8 ½ x 11 sheets and 11 x 17 foldouts, as necessary. Respondents must undertake thorough due diligence in preparing responses. The MRRA reserves the right to request additional information during the evaluation of responses and to reject any or all responses. Please submit fifteen (15) copies and one unbound original (suitable for reproduction) of the response along with a signed copy of Exhibit B. Reponses must be delivered no later than 2:00 p.m. on July 31, 2009. Page 13 of 17

11.0 Due Diligence The information provided in this RFQ is to assist respondents with information that MRRA has assembled as of this preliminary stage in the process. Any respondent which is selected will be expected to conduct its own due diligence in these matters prior to commencement of its development. MRRA make no representations or warranties with respect to these matters. 12.0 Registration of Interest Exhibit A, a Registration of Interest Form, must be completed and returned prior to submittal of a statement of qualifications in response to this RFQ. Complete and accurate registration will enable staff to inform registrants of any addendums to this RFQ or to provide any additional information of interest prior to the deadline for submission of statement so of qualifications. 13.0 Non Binding MRRA reserves the right to reject any or all statement of qualifications or proposals. The submission of any information or participation in the selection process is not an implied or expressed agreement to accept any future proposal by the submitters. No agreement can be created or implied with the MRRA until an express agreement is approved by the MRRA s Board of Trustees. All submitters must sign Exhibit B acknowledging that the MRRA shall not be held responsible or liable for any costs the submitters incurred during the process leading up to and including potential Board of Trustees approval. This includes, but is not limited to, costs incurred in preparing their submissions; for the selected submitter s costs during the RFQ process; or any costs deriving from any future lease negotiation period, up to approval of the proposed project by the Board of Trustees. Page 14 of 17

INTERESTED PARTIES SHOULD DIRECT INQUIRIES AND SUBMISSION TO: Jeffrey K. Jordan, Deputy Director Midcoast Regional Redevelopment Authority 5450 Fitch Avenue Brunswick, ME 04011 (207) 798 6512; FAX (207) 798 6510 email: jeffreyj@mrra.us Page 15 of 17

EXHIBIT A REGISTRATION OF INTEREST FORM Prospective respondents to this Request for Qualifications are requested to complete the following information and return the form. Registrants will be informed of any addenda to this RFQ or provided with any additional information of interest prior to the deadline for submission of responses. NAME: FIRM: ADDRESS: TELEPHONE: FAX: E MAIL: SIGNATURE: Return this form to: Jeffrey K. Jordan, Deputy Director Midcoast Regional Redevelopment Authority 5450 Fitch Avenue Brunswick, ME 04011 (207) 798 6512; FAX (207) 798 6510 email: jeffreyj@mrra.us Page 16 of 17

EXHIBIT B ACKNOWLEDGEMENT BY SUBMITTERS RESPONDING TO REQUEST FOR QUALIFICATIONS BY MRRA The undersigned wish to respond to the request for qualifications issued by MRRA and hereby acknowledge that: 1. The MRRA reserves the right to reject any or all submissions at any time at its sole discretion. 2. The act of submitting a response does not obligate the MRRA in any way to approve, in whole or in part, including without limitation, as in the case of a sale of any property, matters pertaining to land use entitlements or approvals, permits, waivers or reduction of fees, development or financing of the site or any other matters to be acted on by the MRRA, as applicable; that all such matters shall be considered and processed by the MRRA in accordance with all otherwise applicable MRRA requirements and procedures and that the MRRA reserves all rights to approve, disapprove, or approve with conditions all such matters in its sole discretion. 3. None of the matters described in any future draft leases, if any, or discussed during any future negotiations as a purported commitment or obligation of the MRRA shall have any effect unless and only to the extent such matters are expressly set forth in a lease or other written agreement duly authorized and approved by Steven H. Levesque as required and approved by the MRRA Board of Trustees. 4. It is further specifically acknowledged that the MRRA shall not be responsible or held liable for any costs incurred by the undersigned in relation to the undersigned s submission to the MRRA, regardless of the type or amount of costs incurred. SIGNED: DATE, 2009 SIGNED: DATE, 2009 SIGNED: DATE, 2009 SIGNED: DATE, 2009 Page 17 of 17