Major Achievements Hawaii DOT, Airports Division May 11, 2017

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Major Achievements Hawaii DOT, Airports Division May 11, 2017 The HDOT Airports Division has achieved major success in all aspects of airport operations in the past three years. Below is a list of some of those accomplishments. Achieved Energy Saving Objectives... 1 Completion of ESPC Phase 1... 1 Initiation of ESPC Phase 2... 2 Strengthened Air Service Development... 2 Air service from new carriers... 2 Reopening KOA as the 2 nd port of entry... 2 Installation of APCs... 3 Renovating HNL and OGG restrooms... 3 Providing Wi-Fi and better wayfinding... 3 Started Major Capital Projects... 3 Conducted Major Renovation of Existing Facilities... 4 Established Public-Private Partnership... 5 Improved Financial Situation... 6 Executing rental car agreements... 6 Achieving Bond Rating Upgrade... 6 Achieved Energy Saving Objectives Completion of ESPC Phase 1 In FY 2016, the Airports Division completed the Statewide Energy Saving Performance Contracting project (the ESPC Project), which is a collection of projects to implement energy conservation measures throughout the Airports System. The implementation of the ESPC Project is a significant milestone in achieving energy initiatives identified by the Governor. The ESPC Project is estimated to reduce total electricity consumption by more than 49 million kilowatt hours or more than 40% of existing usage, improve utility management, reduce facility life cycle costs, improve indoor environmental benefits for occupants, and address deferred 1 P a g e

maintenance issues. The cost savings are achieved through lighting upgrades, HVAC upgrades, transformer and equipment replacement, and other improvements. The ESPC Project is the largest in the nation and has significant impact to the State of Hawaii, which relies on fossil fuels to generate electricity. It established a proven approach to address the State s energy needs, and encourages other state agencies and departments to implement similar projects. Initiation of ESPC Phase 2 In April 2017, the DOTA began phase 2 of the ESPC Project. This phase includes the LED conversion, lighting for additional area, additional photovoltaic improvements, and other energy-saving initiatives. JCI has provided a guarantee to cover the anticipated debt service during the performance period. Strengthened Air Service Development DOTA s achievements on air service are reflected in the following: (a) increasing air service from new entrants, (b) reopening KOA as the 2 nd port of entry for the State, (c) installing automated passport kiosks to speed up passenger processing, and (d) promoting for pre-clearance at Japan airports. Air service from new carriers In FY 2016, enplaned passenger count increased by 533,000 compared to FY 2015, driven by growth of Hawaiian Airlines (+348,000), All Nippon (67,000), and new air service from Virgin America (68,000) and Jin Air (41,000), among other airlines. Virgin America currently operates two daily flights to San Francisco and two daily flights to Los Angeles. Jin Air started scheduled service in March 2016 and currently operates five weekly flights to Inchon. AirAsia X started scheduled service in February 2017 for four weekly flights to Kuala Lumpur. Reopening KOA as the 2 nd port of entry International flights to the State had two ports of entry before December 2012: HNL and KOA. Japan Airlines served KOA with nonstop international service from June 1996 to October 2010, and ceased service due to corporate downsizing. Up until December 2012, all foreign arrivals at KOA were cleared at KOA by local USCBP staff, supplemented with USCBP officers traveling in from Honolulu. In December 2012, the KOA CBP facility was closed. Since 2014, DOTA has invested tremendous amount of time to reopen KOA as the 2 nd port of entry, because it would not only provide economic benefit to the local community, but also protect the State s tourism industry, in case the HNL operation is disrupted. In 2016, DOTA submitted two Section 559 reimbursement, requesting permission to reimburse the CBP for 2 P a g e

overtime. This allows the CBP to have adequate staff for reopening at KOA, using the interim facility before a permanent facility is built. Hawaiian Airlines started service between KOA and Haneda in December 2016. Installation of APCs The ability to process international arrival passengers within a reasonable time period provides a positive impression of the State. Due to Hawaii s unique geographic location, more than 80% of international flights arrive between 8 AM and noon, causing a congestion at HNL s international arrival building. The Airports Division installed 32 automated passport kiosks, deployed airport staff to guide foot traffic, and coordinated with Custom and Border Protection (CBP) for staffing issues, which effectively reduced average passenger waiting time by approximately 35-45 percent. DOTA continues to implement the phase 2 at HNL and additional APCs at KOA for better customer service. Renovating HNL and OGG restrooms DOTA developed a comprehensive plan to renovate restrooms at both HNL and OGG. Phase 1 of OGG restrooms was completed in 2016 under project Restroom have been renovated at Ewa Concourse at HNL and will continue through the Interisland Terminal Providing Wi-Fi and better wayfinding In 2015, DOTA issued request for interest for Wi-Fi and advertising for HNL. Several parties have expressed interest, of which DOTA has been negotiating regarding the potential scope and business arrangement. DOTA expects to complete the negotiation in 2017 and implement both projects, which would provide free Wi-Fi at HNL, generate higher advertising revenues, and provide better wayfinding at HNL terminals. Started Major Capital Projects In FY 2016, the Airports Division has spent $203 million on capital projects. In FY 2016, the Airports Division substantially completed the following projects: Taxilanes G&L Widening Phase 1. Phase 1 of this project is to widen and strengthen Taxilanes G and L from Taxiway A to the existing Maintenance Facility at HNL, to include shoulder strengthening and other related improvements, which allows dual aircraft group V taxiing. Relocation of Maintenance and Cargo Facilities. This group of projects provide the relocation of tenant facility to the west side of Taxilanes G&L. 3 P a g e

Emergency power facility, which generates electricity and provides emergency power to cover HNL facilities by using biodiesel, instead of traditional fossil fuels, which helps reduce our carbon footprint. OGG security checkpoint reconfiguration and build-out of infill area. The streamlined security checkpoint reconfiguration has enabled the DOTA to dramatically reduce the wait time at the security checkpoint, improved customer service as well as reducing security concerns. The build-out of in-fill area allows the concessionaires to expand concession offerings, and increase payments to the DOTA at the same time Numerous other projects. The Airports Division also completed many other projects, such as two new fire stations at the KOA and ITO, financed mainly from FAA grants, which provides improved work and living quarters for firefighters. The facilities are FAA compliant and will also accommodate larger sized ARFF vehicles and provide training facilities to help firefighters perform at their highest capabilities. In addition, the Airports Division started two major projects within the capital program: OGG Consolidated Rental Car Facility ($377M). The proposed ConRAC is a multi-level facility encompassing a customer service building (CSB), ready/return spaces, quickturn-around (QTA) facilities, four 15,000 gallon fuel storage tanks, a people mover system to/from the terminal, related improvements, and potential flat plate nonreflective photovoltaic panels. The notice to proceed was issued in January 2016. HNL Consolidated Rental Car Facility ($330M). The proposed ConRAC will be located directly across the Overseas Terminal, and includes multi-level ready/return space and QTA area for washing and fueling rental vehicles, the CSB and other improvements. The proposed ConRAC also provides environmental benefits by consolidating shuttle operations of all rental car companies. The notice to proceed was issued in July 2016. Conducted Major Renovation of Existing Facilities As the DOTA continues to implement the CIP, the DOTA has also been focusing on renovating and preserving existing facilities. Such activities include: 1. Repairing drainage pipes that are more than 40 years old 2. Reroofing of gates 12 and 13 in-house, which has been traditionally carried out by the contractors 3. Replacing sliding doors throughout HNL for energy savings 4. Renovating 3 rd level of HNL roadway, which has not been fully maintained during the last 20 years 4 P a g e

Established Public-Private Partnership Act 126, Session Laws of Hawaii 2014, extended the Act 46 in 2012 through June 30, 2015, which permitted the Airports Division to extend lease agreements in exchange of capital investments. DOTA management systematically reviewed all existing concession contracts, and engaged in negotiations with key concession operators to improve nonairline revenues and to receive committed capital investment. The DOTA s efforts resulted in significant benefits to the State, including: Duty free: DFS group, as the duty free operators, agreed to increase its minimum annual guarantee to $40 million in 2018 and 2019, $47.5 million in 2020, and $40 million in 2021 and 2022, subject to annual reset thereafter. DFS group also committed $39.2 million in improving terminal concession facilities and an additional $27.9 million for landlord improvements. DFS started the project in 2016, including renovating central concourse security checkpoint, and duty free facilities near central concourse. HNL retail: according to Amendment No.3 dated October 31, 2014, DFS will invest at least $19.6 million to construct revenue enhancing area at HNL. MAG will stay at $12 million through March 31, 2016, and is subject to annual reset thereafter. The percentage rent ratio will stay at 20%. OGG Retail: according to an amendment being processed, DFS will invest $1.375 million for concession improvements, and an additional $1.375 million for infrastructure improvements. The MAG will be changed to $2.1 million for the first year of the extension, and the percentage fee ratio will remain unchanged. HNL food and beverage: According to Amendment No.22 dated June 5, 2015, Host will invest at least $13.6 million for improvements, including $2.0 million of improvements to the infrastructure that would normally be paid by the Airports Division. In exchange, the agreement expiration date is revised from 2020 to 2029; MAG would be no less than $5.1 million upon completion of the Diamond Head Marketplace and Ewa Marketplace, estimated in December 2015; the percentage fee ratios would be increase by 1 percentage point for sales below $52 million for food sales and $8.5 million for alcohol sales. OGG food and beverage: according to Amendment No.7 dated June 5, 2015, Host will invest at least $1.8 million to infill an area in the OGG terminal. The contract expiration date is revised from 2019 to 2022 to allow amortization of related costs. The improvement is expected to provide more seating and improve sales. LIH food and beverage: according to Amendment No.4 dated June 5, 2015, Host will relocate one of its bars at its own cost, estimated to be $650,000. 5 P a g e

Improved Financial Situation In order to successfully implement the capital program, DOTA continues reviewing its operations to improve financial results, which was positively recognized by bond rating agencies. Executing rental car agreements After intensive negotiation with rental car companies, DOTA executed a new concession agreement and facility lease in June 2014. The new agreement has tremendous positive impacts on DOTA s operations, including: 1. Paving the way to start consolidated rental car facilities at both HNL and OGG. Rental car companies have agreed to provide supplemental facility rent in case of inadequate revenues, eliminating DOTA s risk in constructing both facilities 2. Guaranteeing future revenue growth. When off-airport rental car companies move onairport after the completion of HNL and OGG ConRAC, those companies would start paying 10% of gross receipts as a concession fee. It was estimated that HNL rental car revenues would increase 20% to 30% as a result. 3. Providing immediate ground rent. a. AT HNL, rental car companies will pay an annualized $1.29 million of ground rent for the interim facility starting November 2015. Upon completion of the HNL ConRAC, rental car companies will pay $3.26 million of annual ground rent. b. At OGG, rental car companies will start paying $2.2 million of annual ground rent upon completion of the OGG ConRAC. The Airports Division can lease the existing land to other tenants. Therefore the $2.2 million will be a net increase of ground rent. Achieving Bond Rating Upgrade In November 2015, the Airports Division successfully completed the issuance of the Series 2015A/B Bonds and received $250 million of bond proceeds for its capital program. The Airports Division received bond rating upgrade from Standard and Poors (from A to A+), and from Moody s (from A2 to A1), and a positive outlook from Fitch. The rating report focused on the successful outcomes of the Airports Division management, include low cost of airline operations, strong cash liquidity, among other factors. The bond rating agencies noticed the DOTA s efforts to improve nonairline revenues through public-private partnerships, and the resulting higher nonairline revenues. The bond rating upgrade is a good indicator of the progress that the Airports Division has achieved in strengthening its financial positions for a large capital program. 6 P a g e