Template revised January 10, 2019.
COMMISSION
AGENDA MEMORANDUM
Item No. 8c
ACTION ITEM Date of Meeting April 22, 2025
DATE: March 17, 2025
TO: Stephen P. Metruck, Executive Director
FROM: Jeff Wolf, Director, Aviation Commercial Management
Khalia Moore, Assistant Director, Airport Dining and Retail
Bridget Boldt, Manager, Business Development & Operations
SUBJECT: Airport Dining and Retail Amendments
Amount of this request: $739,725
ACTION REQUESTED
Request Commission authorization for the Executive Director to (1) execute Termination
Agreements; (2) payout where applicable Net Book Value (NBV) associated with the Termination
Agreements; (3) execute Lease and Concession Agreements and Amendments for certain Airport
Dining and Retail (ADR) Tenants impacted by various capital projects and unforeseen
construction-related delays.
EXECUTIVE SUMMARY
SEA Gateway/NMTR Project:
On June 27, 2023, Commission authorized supplemental funding and work as part of Phase B of
the SEA Gateway/North Main Terminal Redevelopment (NMTR) Program. Phase B work enhances
the security screening checkpoint on the far north-end of the terminal and renovates the
restrooms adjacent to the Hudson, NE-05 location. As a part of this project, the Hudson location
will be closed for an elongated period and subsequent access to this location will be permanently
blocked by passenger queueing making it a non-viable concessions location requiring a
Termination Agreement and NBV buyout of this location.
Airline Realignment Project:
On June 25, 2024, Commission authorized supplemental funding and the execution of a
construction contract amendment for the Post IAF Realignment Project. The scope of work
includes the renovation of ticket counters and tenant-leased space in the central main terminal
to provide ten ticketing positions, an airline breakroom and leasable space for a future tenant.
The impacted area includes the Alki Bakery, SE-03 location, requiring its permanent closure and
associated Termination Agreement and NBV buyout.
COMMISSION AGENDA – Action Item No. 8c Page 2 of 6
Meeting Date: April 22, 2025
Template revised June 27, 2019 (Diversity in Contracting).
Concourse A Duty-Free Project:
As part of the Lease and Concession Agreement dated June 22, 2016, for space CA-06, Africa
Lounge, the Port is required to provide a new location should the Port reclaim the space prior to
the natural termination of the agreement. On October 24, 2023, Commission authorized the
execution of a new Lease and Concession Agreement for the replacement of CA-06, Africa Lounge
due to the impact (displacement) due to the Concourse A Duty-Free Project. The initial approved
replacement location is a portion, approximately 40%, the size of the existing Africa Lounge
footprint. This request is to provide the SeaTac Bar Group tenant with a secondary inline space
as an equitable square footage allocation for the term of 12 years.
Terminal Seating Project:
As part of the Lease and Concession Agreement dated June 22,2016, as amended on April 12,
2018, the Port is required to provide a new location should the Port reclaim a space prior to the
natural termination of the agreement. Concourse Concessions was allocated a kiosk space CA-17
(f/k/a CA-16) which was replaced by a terminal seating project. The request is to provide the
Concourse Concessions tenant with an equitable kiosk term of eight years applied to the current
Hachi-ko location, CC-16.
Concourse C Temporary Air Handling Units Project:
On August 11, 2020, Commission authorized the design and construction of two (2) temporary
air handling units for Concourse C necessary to support the new restrooms and three (3)
additional leased ADR locations which were leased and to be constructed. Due to project delays,
Host LPI SEA FB could not proceed with the design and construction of the Skillet location, CC-11,
and as a result incurred additional increased design and construction costs. The request is to
modify the rent structure to offset the costs incurred due to capital project delays.
Additionally, the request is also to compensate Host LPI SEA FB the amount of $275,000 for
specific construction costs related to unknown site conditions due to capital construction
projects.
Phased Construction Schedule:
Post-pandemic, the Port determined to phase construction for the remaining N Concourse tenant
buildouts. This resulted in the delay of the P.F. Chang’s location, NSM-26 for a prolonged period
resulting in increased design and construction costs. The request is to modify the rent structure
to offset the additional costs incurred due to Port’s phased construction.
Checkpoint 1:
On March 22, 2021, Commission authorized the construction relocation of Checkpoint 1 to the
Gina Marie Lindsay Hall. The request is to include the new Checkpoint 1 into the premises of the
contract and extend the term for Security Point Media to expire in 2032 as the provider of bins
to TSA.
COMMISSION AGENDA – Action Item No. 8c Page 3 of 6
Meeting Date: April 22, 2025
Template revised June 27, 2019 (Diversity in Contracting).
JUSTIFICATION
These amendments are necessary to maintain the long-term health and viability of the ADR
program at Seattle-Tacoma International Airport (SEA or Airport). As the capital program
continues to evolve to meet the ongoing demand of the Airport, these amendments align tenant
contracts impacted due to the variability of construction of capital projects. These amendments
cover tenants of various sizes, company structure and WMBE status.
Diversity in Contracting
The ADR program is governed by the Federal Aviation Administration (FAA) and will include
Airport Concession Disadvantage Business Enterprise (ACDBE) aspirational goals in line with the
Aviation Business Goals and Objectives. Current 2025 goals for ACDBE participation stands at
25%.
DETAILS
Termination Agreements
1) Termination Agreement associated with the SEA Gateway/North Main Terminal
Redevelopment (NMTR) Project effective November 5, 2024:
Seattle Air Ventures JV, location NE-05 (Hudson)
2) Termination Agreement associated with Airline Realignment Project effective June 15,
2025:
Seattle Air Ventures JV, location SE-03 (Alki Bakery)
NBV Amounts
NBV buyout Amounts for the applicable Lease and Concession Agreements broken out by project
impact are as follows:
1) SEA Gateway/NMTR Project
Seattle Air Ventures JV: $ 174,725
2) Airline Realignment
Seattle Air Ventures JV: $ 290,000
Total Buyout $ 464,725
New Lease and Concession Agreements and Lease and Concession Agreement Amendments:
New Lease and Concession Agreements associated with capital projects:
1. Concourse Concessions, LLC, replaces impacted location CA-16.
2. SeaTac Bar Group, LLC, replaces impacted location CA-04.
COMMISSION AGENDA – Action Item No. 8c Page 4 of 6
Meeting Date: April 22, 2025
Template revised June 27, 2019 (Diversity in Contracting).
Lease and Concession Agreement Amendments associated with capital projects and unforeseen
construction-related delays:
1. Host LPI SEA FB, LLC, CC-11 (Skillet) modified rent structure due to the
construction delays and compensation of $275,000 for specific construction costs
related to unknown site conditions.
2. CI Grove Bay SEA, LLC, NSM-26 (P.F. Chang’s) modified rent structure related to
Port construction phasing.
3. SecurityPoint Media, LLC (TSA security lanes and bins) modify the Premises to
include the new Checkpoint 1 and extend the term for an additional five (5) years.
ALTERNATIVES AND IMPLICATIONS CONSIDERED
Alternative 1 – Do not payout tenants Net Book Values.
Cost Implications: Unknown.
Pros:
(1) No immediate dollars required.
Cons:
(1) Required to be paid out per the lease when space is taken back for operational need
and failure to do so would potentially open the Port up to litigation.
This is not the recommended alternative.
Alternative 2 – Not provide replacement space to affected tenants.
Cost Implications: Unknown.
Pros:
(1) Provide new opportunities for those spaces to new small businesses to the airport.
Cons:
(1) Replacement space is required by lease when space is taken back for operational need
and failure to do so would potentially open the Port up to litigation
This is not the recommended alternative.
Alternative 3 Not provide the affected tenants with modified rent structures due to Port caused
impacts.
Cost Implications: Unknown.
Pros:
(1) Would maintain current rent structures as currently leased.
COMMISSION AGENDA – Action Item No. 8c Page 5 of 6
Meeting Date: April 22, 2025
Template revised June 27, 2019 (Diversity in Contracting).
Cons:
(1) Unduly impacts tenant and joint venture ACDBE and Small Business partners impacted by
capital projects and Port construction phasing who have been financially burdened during
the design and construction process for grossly elongated periods.
This is not the recommended alternative.
Alternative 4 Move forward with all proposed lease buyouts, amendments and new
agreements.
Cost Implications: $739,725 plus reduced future rent with modified rent structures for certain
tenants.
Pros:
(1) Equitable approach addresses the negative circumstances faced by each individual
concessionaire as described above.
Cons:
(1) Decrease in customer offerings on the Ticketing level.
(2) Decrease in estimated revenues to the Port in rent.
This is the recommended alternative.
FINANCIAL IMPLICATIONS
As noted above, two locations- NE-05 Hudson and SE-03 Alki Bakery, include NBV buyouts to the
tenants in the total amount of $464,725 for both locations. In addition, this request includes a
payment in the amount of $275,000 to CC-11 Skillet. The total of these amounts is $739,725 and
will reduce Non-Aeronautical NOI.
Two locations, Skillet and P.F. Chang’s, include proposed lease rate (percentage fees paid to the
Port) reductions, lowering future revenues to the Port.
Skillet
Given the rent reduction for Skillet, Port revenue would be decreased by an estimated $1.3
million in the first five years based on current sales projections for the location. Since the rent
tiers go back up to the original rates in 2030, all relief is realized in the first five years.
COMMISSION AGENDA – Action Item No. 8c Page 6 of 6
Meeting Date: April 22, 2025
Template revised June 27, 2019 (Diversity in Contracting).
PF Chang's
Rent Structure
Revenue to Port
(Present Value)
Difference to
Original
Original (12%) $7,810,000 $-
Scenario 1: (7%) $4,550,000 ($3,260,000)
Scenario 2: (7%, 9%) $5,170,000 ($2,640,000)
Proposed for Approval (7%, 9%, 12%) $6,000,000 ($1,810,000)
- Analysis period 2025-2036
- For relief scenarios, timing is as follows:
Scenario 1: 7% until end of term
Scenario 2:Two Phase: 7% 2025-2030, 9% 2031-end of term
Proposed for Approval: 7% 2025-2028, 9% 2029-2032, 12% 2033-end of term
- Discount rate of 6% per Port risk scoring matrix
P.F. Chang’s
Given the rent reduction for P.F. Chang’s, Port revenue would be decreased by an estimated $1.8
million in the first eight years based on current sales projections. Since the rent tiers progressively
increase, anticipated relief is realized by 2032.
ATTACHMENTS TO THIS REQUEST
(1) Presentation
PREVIOUS COMMISSION ACTIONS OR BRIEFINGS
June 25, 2024 The Commission authorized supplemental funding and the execution of a
construction contract amendment for the Post IAF Realignment Project
October 24, 2023 The Commission authorized Termination Agreements for tenants
impacted by the Concourse A Duty-Free Expansion.
June 27, 2023 – The Commission authorized supplemental funding and work as part of Phase
B of the SEA Gateway/North Main Terminal Redevelopment (NMTR) Program.
March 8, 2022 The Commission approved the revised recommendations provided by staff
in response to Order 2021-15 for the SEA Tenant Build-Out Analysis.
August 11, 2020, and subsequently revised on April 12, 2022, Commission authorized the
design and construction of two (2) temporary air handling units for Concourse C necessary
to support the new restrooms and three (3) additional leased ADR locations which were
leased and to be constructed.