Official Statement Airport Commission City and County of San ...

On November 21, 2006, Travelex, the currency exchange and ATM service provider at the Airport,
exercised its option to extend it lease for five years through December 9, 2012. The terms of the lease extension
provide for a MAG of $4.1 million (adjusted annually to reflect increases in the Consumer Price Index), an increase
in rent per enplaned passenger from $0.88 to $0.90 and improvements to facility designs financed by Travelex. In
addition, Travelex opened two additional facilities in the ITC in November 2007.
International Terminal Complex Food and Beverage Program
With the opening of the ITC in December 2000, the Airport increased its total food and retail concessions
space from 35,432 square feet to 89,080 square feet (subsequently increased to 91,857 square feet), and initiated a
food and beverage program that showcases the quality and diversity of local San Francisco Bay Area restaurants.
The original 18 restaurants in the ITC were selected from the nine Bay Area counties. This program was designed
to provide international and domestic travelers with a welcoming taste of the Bay Area culinary experience.
Domestic Terminal Food and Beverage Program
Since 2003, the Commission has operated its food and beverage program in a manner similar to the one
implemented in connection with the ITC to redevelop food and beverage concessions in the approximately
48,430 leasable square feet (subsequently expanded to 51,517 leasable square feet) of available food and beverage
space in Terminals 1 and 3. This program, known as the “San Francisco Marketplace,” targets food and beverage
companies that deliver a high quality dining experience, and is representative of San Francisco and the Bay Area.
Approximately 82% of the food and beverage companies operating in Terminals 1 and 3 are owned by Bay Area
residents. As was the case with the ITC and in order to maximize revenues to the Airport, the selected companies
entered into direct leases with the Airport. All restaurants in the San Francisco Marketplace feature food to-go for
the convenience of passengers traveling on flights that do not serve meals. Twelve of the 42 restaurants in the
San Francisco Marketplace are located in pre-security areas accessible to the general public.
In connection with the planned re-opening of Terminal 2 in spring 2011, the Commission is continuing the
San Francisco Marketplace program for the development of approximately 16,975 leasable square feet of food and
beverage establishments. The new restaurants will each have a “sustainable food” focus. The Commission expects
to approve leases with the selected restaurants in spring 2010.
Advertising Program
In 2000, Transportation Media Inc., which was subsequently acquired by Clear Channel Airports, was
selected by the Commission through a competitive process to provide advertising in limited areas within the Airport.
The agreement (the “Advertising Lease”) was for a term of five years with three one-year options to extend. Annual
base rental payable under the agreement was the higher of the MAG, which was equal to $4,050,000, or 70% of
gross receipts charged with respect to such year with base rental adjusted annually based on the Consumers Price
Index. In 2002 and 2003, the Commission authorized Clear Channel Airports to add advertising locations in
additional areas within the Airport in exchange for increases in its rental payments.
In 2005, Clear Channel Airports notified the Airport of its intention to exercise its five-year lease renewal
option. The terms of the Advertising Lease provide for rental payments equal to the higher of the MAG set forth
below or 70% of gross receipts.
In September 2007, the Commission approved the early exercise by Clear Channel Airports of three
one-year extensions to the Advertising Lease and the execution of a third amendment thereto. The third amendment
to the Advertising Lease: (i) extends the expiration date to March 31, 2014; (ii) authorizes advertising and other
series; (iii) amends the annual base rental payment to the greater of the MAG (in the amount of $6,535,000) or
approximately 70% of gross receipts; and (iv) commencing April 1, 2012, amends the MAG to the greater of the
MAG for the immediately prior lease year or 85% of actual rent paid in the immediately prior lease year.
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