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1

Concessions February 2016 Forum

02.18.2016

2

Welcome

Zenola Campbell, Vice President, Concessions

Welcome – Zenola Campbell

Air Service Update – Ian Hargis

Marketing Update – Kori Stolar

ACDBE Participation Requirements for New Joint Ventures – Suzanne Cruz-Sewell

Site Visits – Guy Toliver

Recognition–Exemplary Reviews – Tamela Lee

Mystery Shop – Robert (Bob) Vamos

Service Award Changes – Martha Hernandez

Storage Units / Mobile Carts – Kevin Lemmons

Terminal D / TRIP – Michael Baldwin

Irregular Operations – Michael Morford

3

Agenda

A partnership designed to maximize the passenger experience while growing revenue.

Innovation

and

Marketing

Operational

Execution Our

Brands

Our Brands

SOURCE: 1 Coca-Cola 2014 Annual Report

3500+ beverages

globally 700+ beverages in

the U.S.

200+ low- and

no-calorie options in the U.S.

Our Company

Fortune World’s most valuable

brands 2015 Coca-Cola #4

Interbrand Best global Brand

Coca-Cola #3

America’s Most

Powerful Brands #1

More Brands. More Choices

Our commitment is to building EVERY beverage category thru our breadth of portfolio

Source: Beveage Digest FactBook, 2014 / Nielsen AMC Dollar Sales for Immediate Consumption SSD Packages 12ME Aug 2015

SPARKLING WATER, TEA, ENHANCED JUICE & DAIRY

ENERGY & COFFEE

Operational

Execution

Our Experience to Operate

Dedicated DFW Sales

Team

24 Hour / 7 Days a Week

Service Dedicated Delivery Route for Vending

Innovation

and

Marketing

Terminal D Re-Visioning

Transformed Amenity Zones

Transformed Amenity Zones

Unique Vending Solutions

• LaTrelle’s Flight Foods, LP – Peet’s Coffee E19 • MTY Tiki Ming Enterprises, Inc – Manchu Wok C22 • Texas Pretzels, Inc – Auntie Anne’s C22 • D & B Mitchell Group – Blue Mesa Taco & Tequila Bar E31 • Exchange Concessions, LLC – Energy Zone C35 • FGR New Ventures, LLC – Uno Due Go E36 • MultiRestaurants Concepts, LTD – Pizza Hut Express C19 • Exchange Concessions, LLC – Freshens Yogurt E07 • ASI-Cowboys Joint Venture – III Forks D27 • Texas Pretzels, Inc – Auntie Anne’s B33 • Icebox Café at DFW, LLC – Icebox Café A15 • Host/DFW AF LLC – Starbucks-CyberCafe B28 • McDonald’s Corporation – McDonald’s D33 • Delaware North Companies Trvl Hospitality Svc, Inc – Sally’s Grilled Cheese RAC • Southwest Minority Group, Inc. – Dickey’s C06 • OdehMickens DFW Concessions – Qdoba Mexican Grill A16 • TGIF/DFW Restaurant Joint Venture – T.G.I. Friday’s D34

17

Awards Food & Beverage

• Buckaroo Joint Venture – Swarovski D14 • HDS & Partners at DFW, LLC – Artizan B33 • WDFG North America, LLC – Sunglass Icon D27 • DFW-E Retail Partners, LLC – soundbalance E33 • L’Occitane Airport Venture – L’Occitane D16 • The Jethro Pugh Shops II, LLC – Lone Star Attitude E34 • DFW-E Retail Partners, LLC – InMotion Entertainment C12 • Paradies-Southwest, LLC – Southwest News/LaCreme E37 Landside

18

Awards Retail

• Travelex Currency Services, Inc – Travelex Worldwide Money D22 • Minute Leap DFW, LLC – Minute Suites D23 • XpresSpa DFW Kiosk, LLC – XpresSpa D24 • Travelex Currency Services, Inc – Travelex Worldwide Money D24 • Travelex Currency Services, Inc – Travelex Worldwide Money D12

19

Awards Services

20

Air Service Updates

Ian Hargis, Manager, Global Strategy and Development

30.6 29.9

29.1

27.9 28.2 28.9 29.1

30.1

31.4 31.8 32.6

23

25

27

29

31

33

35

FY 00 FY 07 FY 08 FY 09 FY 10 FY 11 FY 12 FY 13 FY 14 FY 15 FY 16OL

DFW Enplanements (in Millions)

21

DFW enplanements hit a record high in FY 2015!

Source: DFW Monthly Flight Activity Reports

+2.7% Y/Y

2.8 3.0 3.3

3.5 3.8

4.0

0

1

2

3

4

5

FY 11 FY 12 FY 13 FY 14 FY 15 FY16OL

DFW International Enplanements (in Millions)

22

International enplanements has grown tremendously in the last 5 years

+6.4% Y/Y

Source: DFW Monthly Flight Activity Reports

23

Recent Service Announcements

Japan Airlines launched DFW-Tokyo Narita service

24

Source: Public route announcements

oneworld alliance partner JAL began 4x weekly NRT-DFW service on Boeing B787-8 on November 30, 2015, and will increase to daily frequency after March 21, 2016.

Interjet announced new non-stop Mexico City service Interjet will begin 12x weekly MEX-DFW service beginning March 3, 2016 on Sukhoi 100 Superjet.

25

Source: Public route announcements

26

AA will begin DFW-MID service in Mar 2016

DFW now serves 19 non-stop Mexican destinations

27

28

International Growth at DFW

In 2015 alone, DFW added 9 international services!

Note: Includes announced services

DFW Airport is a Global Super Hub with non-stop service to 55 international destinations

19 – Mexico 5 – Caribbean 8 – Central America 4 – Europe 6 – South America 4 – Canada 5 – Asia 1 – Australia 3 – Middle East

Note: 2016 published schedules plus announced services

DFW is now AA’s largest Asian gateway

31

Spring Break Traffic Forecast

1.77

1.81

1.70

1.75

1.80

1.85

2015 2016

Spring Break Enplanement Projections (Millions)

Projected 2.7% increase in Spring Break Enplanements!

32

Note: Based on the Spring Break period Thursday March 3 through Monday March 21, 2016 (vs similar period 2015)

+2.7%

33

Concessions Healthy Promotion January 4 – May 30, 2016 Kori Stolar, Manager, Marketing Services

Healthy Campaign Summary

Objective: To inform customers that every restaurant offers healthy options

Strategy:

• Place campaign elements in the terminals to inform customers that there are healthy options everywhere

• Deconstructed theme

Key Customer Targets:

• Indulgent Explorers, Road Warriors

Campaign Duration: 01/04/2016 – 05/30/2016

34

Message Hierarchy

Healthy Options

Wayfinding

35

Ingredients: deconstructed with healthy parts

Headline that indicates that all the parts create not only healthy but delicious

Completed item

This Healthy Campaign utilizes eye-catching graphics of items that separately are healthy but when put together, create a delicious and beautiful meal

Sample Campaign Creative

36

Digital Sign Toppers

37

FIDS and GIDS

38

Dioramas

39

Garage Banners

40

Smoothie Bars

41

Digital elements will be incorporated into the plan in to include:

FIDS/GIDS

Video Walls

CNN Monitors

Mobile App banner

Homepage banner

ATM screens

Touchscreens in terminals

Promotion of the program on Instagram, Facebook and Twitter

Posting on Instagram, Facebook and Twitter of Passenters

42

Healthy Campaign

43

ACDBE Participation Requirements for New Joint Ventures Suzanne Cruz-Sewell, Assistant Vice President, Business Diversity & Development Department

Draft Joint Venture or Operating Agreement

Roles and Responsibilities Matrix

Articles of Organization

Business Disclosure Forms for all joint venture partners

Organizational Chart (include roles & responsibilities and reporting structure of employees)

Capital Contributions Schedule (include initial and future capital contributions an source of funds for the ACDBE capital contributions)

44

ACDBE Participation Requirements for New Joint Ventures Required Documentation

Loan Agreement or Promissory Notes with Amortization Schedule and Guaranty (if applicable)

If the majority partner is lending capital to the ACDBE partner(s) or the joint venture, provide documentation evidencing ACDBE partner(s) cannot obtain their own financing.

Franchise Agreement (if applicable)

Management Agreement (if applicable)

Any other written agreements between the joint venture partners including any silent partners or investors.

45

ACDBE Participation Requirements for New Joint Ventures Required Documentation (cont’d)

All required documentation must be submitted in a complete manner by the applicable submission deadline.

BDDD will not begin the review process if information is incomplete. Incomplete information will only prolong the review process.

Review comments from BDDD will be returned in writing.

Response to BDDD shall also be in writing.

Re-submission of documentation addressing the review comments shall be red-lined for easy read and identification of changes.

46

What you can expect during the review and approval process:

There is no set number of review comment exchanges. BDDD will continue to review and provide comments as many times as necessary to assist the joint venture in bringing the documentation into compliance with the FAA Joint Venture Guidelines.

Upon completion of the review process, BDDD will issue the joint venture a Final Approval Letter. Without this letter, the joint venture or operating agreement is not considered final and approved.

The joint venture or operating agreement must be approved by BDDD before the Concessions Department can fully execute the lease with the joint venture.

47

What you can expect during the review and approval process:

Copy of fully executed joint venture or operating agreement

Documentation and/or proof of all capital contributions by the ACDBE joint venture partner(s) and non-ACDBE joint venture partner(s) including any promissory notes.

Advance schedule of management committee meetings and minutes

Distribution statements of profits and losses

Joint venture activity reports by the ACDBE partner and acknowledged by the non-ACDBE partner detailing the activity of the ACDBE partner in relation to its assigned role in the operation

48

Compliance Requirements post Execution of Lease

Any proposed amendment(s) to the approved joint venture or operation agreement

Any proposed changes to roles and responsibilities of the joint venture partners

Annual submittal of reconciliation of Administrative or Management Fees by all parties and verification and documentation evidencing those fees represent a recovery of costs to the provider.

Additional information as may be requested by the Airport in order to demonstrate compliance with 49 CFR Part 23 and the FAA’s Joint Venture Guidance.

49

Compliance Requirements post Execution of Lease

Design Construction Preliminary Schedule of Consultants – Design Due at 35% Design Review

Preliminary Schedule of Subcontractors – Construction Due by Pre Construction Review

Final Schedule of Consultants – Design Due by 95% Design Review *Not meeting timeline will result in documents not going to code

Final Schedule of Subcontractors – Construction Due with request for Certificate of Occupancy

50

M/WBE Participation Requirements for Tenant Finish Outs

DFW strictly adheres to the 49 CFR Part 23, ACDBE Joint Venture Guidance which can be found at https://www.dfwairport.com/bdd/P1_047772.php

ACDBE Point-of-Contact: Guy Toliver, Business Development Manager Business Diversity & Development Department 972-973-5509 [email protected] M/WBE Point-of-Contact: Ravin Reddy, Business Specialist Business Diversity & Development Department 972-973-5516 [email protected]

51

Resources

52

Site Visits

Guy Toliver, Business Development Manager, Business Diversity & Development Department

Purpose

• To determine if the ACDBE Ownership and Control is real, substantial and continuing with the day to day control requirement of 49 CFR, Part 23.

• To confirm Company/Ownership Information and Capitol Contributions

• To review Overall Management and Day to Day Management

• To observe Physical Environment including Materials

Type of Site Visits

• Scheduled

• Unscheduled

53

Site Visits

Compliant Non-Compliant Employees knew who the ACDBE partner(s) were.

Employees did not know who the ACDBE partner was.

Employees acknowledged ACDBE partner as hands-on and participated in the day-to-day operations.

Employees had never seen the ACDBE partner at the location.

ACDBE Manager was familiar with the roles and responsibilities of the ACDBE partner and his/her role in representing ACDBE partner.

ACDBE Partner identified as an investor, silent partner, stakeholder or consultant.

ACDBE Manager knew he/she was employed by the ACDBE Partner.

ACDBE Manager was not familiar with the roles and responsibilities of the ACDBE partner.

ACDBE Manager acknowledged he/she had hiring and firing authority.

Manager assigned under ACDBE did not identify the ACDBE partner as its immediate supervisor.

54

Common Themes from Site Visits

55

Recognition – Exemplary Reviews

Tamela Lee, Vice President, Business Diversity & Development Department

• Mark Knox, Cantina Laredo, DFW Pop Restaurants Joint Venture

• Chelsea Osinski, L’Occitane, L’Occitane Airport Venture

• Donna Fontaine, Wing Stop, Host-Aranza-Howell DFW B&E FB LLC Joint Venture

56

Recognition – Exemplary Reviews