A. Approval of the Greenville-Spartanburg Airport Commission March 11, 2013 Regular Meeting Minutes (document).

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____________________________________________________________

AGENDA

Greenville-Spartanburg Airport Commission Regular Meeting Greenville-Spartanburg International Airport

Conference Room C at Administrative Offices Monday, May 13, 2013 9:00 a.m.

* NOTE TO ALL PUBLIC ATTENDEES:

The public may speak on any item on the agenda. There are request cards located outside the public seating area. These cards must be completed and presented to the Recording Secretary prior to the item being heard. Your comments will be addressed prior to the Airport Commission’s discussion and you will have 5 minutes to address the Airport Commission. Thank you for your attention.

I. CALL TO ORDER:

II. CONSENT AGENDA:

A. Approval of the Greenville-Spartanburg Airport Commission March 11, 2013 Regular Meeting Minutes (document).

III. PRESENTATIONS: None.

IV. OLD BUSINESS: None.

V. NEW BUSINESS:

A. Approval of the Ranking for Payment Card Industry Compliance Consultants (document).

B. Appointment to the Airport Environs Planning Commission (document).

C. Approval of the Greenville-Spartanburg Airport District FY 2013/2014 Budget (document).

D. Approval of Development and Road Name for GSP Tract “B” Development Area (document).

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2000 GSP Drive, Suite 1 ● Greer, SC 29651 ● Greenville: 864.877.7426 ● Spartanburg: 864.439.4476 ● Fax: 864.848.6225 www.gspairport.com

GREENVILLE-SPARTANBURG AIRPORT COMMISSION AGENDA Monday, May 13, 2013

Page 2

VI. PRESIDENT/CEO REPORT:

A. Aviation Industry Update.

B. Update on the Greer CPW Electrical Sub-Station.

C. Review of Most Current Air Fare Statistics.

D. Upcoming Jumpstart Air Service Meeting in June 2013.

VII. INFORMATION SECTION:

(Staff presentations will not be made on these items. Staff will be available to address any questions the Commission may have.)

A. March 2013 - Traffic Report (documents).

B. March 2013 - Monthly Financial Report (document).

C. May 2013 - Development/Project Status Report (document).

D. May 2013 – Communications Status Report (document).

E. Quarterly Customer Service Satisfaction Survey (document).

F. Potential Items for the Next Regular Scheduled Commission Meeting:

• Twenty-year GSP Airport District Financial Pro-Forma Update

• Review of the Impacts of Southwest Airlines at GSP VIII. COMMISSION MEMBER REPORTS:

IX. EXECUTIVE SESSION:

The Airport Commission may hold an Executive Session for the purpose of receiving legal advice on various matters.

X. ADJOURNMENT.

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GREENVILLE-SPARTANBURG AIRPORT COMMISSION AGENDA Monday, May 13, 2013

Page 3

This agenda of the Greenville-Spartanburg Airport Commission is provided as a matter of convenience to the public. It is not the official agenda. Although every effort is made to provide complete and accurate information to this agenda, the Airport Commission does not warrant or guarantee its accuracy or completeness for any purpose. The agenda is subject to change before or at the Airport Commission meeting.

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GREENVILLE-SPARTANBURG AIRPORT COMMISSION MINUTES

March 11, 2013

The Greenville-Spartanburg Airport Commission met on March 11, 2013 at 9:00 a.m. in the Greenville-Spartanburg Airport District Office Conference Room C located at 2000 GSP Drive, Suite 1, Greer, SC 29651.

MEMBERS PRESENT: Minor Shaw, Bill Barnet, Leland Burch, Doug Smith, and Hank Ramella via telephone.

MEMBERS ABSENT: Valerie Miller

STAFF AND LEGAL COUNSEL PRESENT: Dave Edwards-President/CEO, Kevin

Howell-Vice President/COO, Jack Murrin-Vice President Administration and Finance/CFO, Larry Estridge-WCSR Firm, Wanda Jones-Secretary, Dan Ingram-IT Manager, and Bobby Welborn-Chief of Police.

GUEST PRESENT: Nat King-Jacobs/GSP, Ken Holt-Baker, Wayne Redfren-Baker, Jim Fair-Greertoday.com, Robert Anderson-Baker, and Paul Smith-W.K. Dickson.

CALL TO ORDER: Chair Minor Shaw called the meeting to order.

CONSENT AGENDA:

A. Approval of the Greenville-Spartanburg Airport Commission January 23, 2013 Regular Meeting Minutes:

A motion was made, seconded, and unanimous vote received to approve the minutes from the January 23, 2013 Commission Meeting.

PRESENTATIONS: None.

OLD BUSINESS: None.

NEW BUSINESS:

A. Approval of the Ranking for On-Call Professional Services Consultants Mr. Howell stated the Federal Aviation Administration (FAA) recommends that every five (5) years airports conduct solicitations for general consulting services. The RFQ was advertised locally and nationally. Thirteen (13) submittals were received and the selection committee, which consisted of Mr. Edwards, Mr. Howell, Mr. Murrin and Ms.

Weston, ranked the firms on certain criteria. The criteria entailed the following:

Experience and performance on similar projects, experience of key personnel, ability to respond in a timely manner, organizational structure, and the overall

responsiveness from the thirteen (13). After the ranking, four (4) teams were

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brought back on March 4^th and 5^th for a two (2) hour interview process: AVCON, Inc, Kimley-Horn & Associates, Inc., Michael Baker, Jr., Inc., and W.K. Dickson & Co., Inc.

During this presentation, teams were asked to select a project from the CIP and present how the team would manage the project including any issues that may arise with the project. Staff wanted teams that represented the upstate and has local involvement, including small businesses, and minority firms.

After careful consideration the selection team recommends the following ranking: (1) Michael Baker, Jr., Inc (2) AVCON, Inc, and (3) W.K, Dickson. Mr. Howell stated that projects which are federally funded and have AIP money will be awarded based on qualifications. Since Staff has already gone through the process of ranking the three (3) teams, a mini RFQ would be used to decide among the three (3) teams which team would be the best choice for that project. Chair Shaw asked if the selection of these teams precluded the Commission from using another consultant. Mr. Howell stated no that the Commission always has the choice of soliciting a new consultant.

Mr. Howell respectfully requested that the Airport Commission resolve to approve the final rankings for On-Call Professional Consulting Services and to authorize Staff to negotiate and finalize agreements with the three (3) highest ranked firms/teams, and to authorize the President/CEO to execute all necessary documents. If an acceptable agreement cannot be reached with one (1) of the three (3) highest ranked

firms/teams, negotiations will be formerly terminated and will then process with the fourth ranked firm/team. A motion was made, seconded and unanimous vote received to approve the ranking for On-Call Professional Services Consultants.

B. President/CEO Authorization to Open/Close/Amend Financial Accounts:

Mr. Murrin stated that from time-to-time Staff is called to either open/close/amend a financial account in the name of the Greenville-Spartanburg Airport District which requires a corporate resolution approving such a move. Mr. Murrin stated Staff takes internal controls very seriously and has several checks and balances procedures in place. Mr. Edwards stated as the Commission charter is structured he is officially the Secretary/Treasurer of the Commission and typically the Treasurer would be the one who would handle this function. Chair Shaw stated opening/closing/amending

accounts does not happen very often. Mr. Barnet asked why now? Mr. Murrin stated with the account structures changing rapidly compared to the historical normal, Staff would like the ability to be more efficient and responsive to needed account changes.

Mr. Edwards stated this will ensure that Staff is consistent with policy when funds need to be moved and Staff can accomplish this without having to wait on approval from the Commission.

Mr. Murrin respectfully requested that the Airport Commission resolve to authorize the President/CEO open, close and/or amend all financial accounts necessary to conduct the normal business of the District. All such accounts must be in the sole name of the District and any accounts closed must have such funds transferred to a District account. A motion was made, seconded and unanimous vote received to approve the President/CEO the ability open/close and/or amend financial accounts as necessary to conduct the normal business of the District.

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PRESIDENT/CEO REPORT:

A. Aviation Industry Report:

Mr. Edwards stated US Airways and American Airlines have announced their merger. The merger will still have to go through the Justice Department which could take several months.

Mr. Edwards stated the Federal Aviation Administration (FAA) has to deal with sequestration and, at this time, it does not appear that the GSP Control Tower will be impacted. The Facilities and Equipment Group will be impacted by furlough days. The Transportation Security Administration (TSA) recently hired nine (9) new officers for GSP and it does not appear TSA will be impacted at GSP by the sequestration. The Customs and Border Protection Agency (CBP) are a larger concern for some of the international airports due to the way they are structured and funded. International travelers can expect delays.

Chair Shaw asked if GSP will eventually have Global Entry/Pre-Check. Mr.

Edwards stated the possibility for Pre-Check is there long term, but with sequestration he did not think short term it was possible.

B. Economy Lot Close-Out Report:

Mr. Howell stated the physical construction of the lot is complete but Staff and Baker are working on the closeout of the project with Ashmore. The goal was to

increase the economy lot by 40%. Some of the project highlights include: an additional 400+ parking spaces in the economy lot, relocation of a direct buried FAA Air Surveillance Radar Cable, landscaping and streetscaping, stormwater

retention/detention, electrical service upgrades, and a GSP Drive round-a-bout.

Below is a financial summary (this is not the final - negotiations have to be finalized with Ashmore).

Original Construction Contract (final

invoice not complete) $1,855,041.50

LPA Design Services $148,408

LPA Bidding Phase Services $10,330

LPA CA Services $43,408

AED RPR Services Original Contract $89,000 Wetlands/Stream Mitigation $115,673.60

ASR Radar Cable $46,774.73

FAA Reimbursement Agreement $10,000 Miscellaneous Owner Costs $4,342.69 Final Project Expenses $2,418,180.48

Under Budget $281,819.52

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Mr. Howell discussed some issues with the advance purchase of a cable. Staff made the decision to purchase the cable in advance due to the long lead time. When the cable was received, it was not opened but stored. Upon unwrapping of the cable, it was discovered the cable was damaged. This cost required some extra time and money. Mr. Smith asked if Staff recovered the damages from the shipper. Mr.

Howell stated that Staff accepted the shipment and it was not inspected at the time therefore, it was hard to prove when the damage actually occurred. Mr. Smith stated consultants are paid a lot of money and he thought they should help with issues of this nature. Mr. Howell and Mr. Edwards stated that Staff has

learned some lessons and will ensure that proper protocols are put in place for the future.

Mr. Howell stated that overall this was a good project. Chair Shaw asked if Staff has had a good response to the economy lot. Mr. Howell stated, there have been some complaints that it is a long way to walk, but overall there has been a very positive response. Mr. Edwards stated GSP continues to be very competitive with parking rates.

C. Allegiant Meeting Update:

Mr. Edwards stated that GSP is the 6^th lowest cost airport for Allegiant to operate out of. Allegiant is still very pleased with GSP and should be adding additional service in the Orlando/Sanford market in the future. Staff is still talking to Allegiant about Las Vegas and International service.

In June, Staff will attend the Jumpstart Air Service Meeting. This meeting will include all of the incumbent carriers and others.

D. Review New Monthly Construction Update for the Terminal Improvement Program:

Mr. Edwards stated in order to push more information to the Commission on a monthly basis as it relates to the construction project, a monthly project report will be sent by the third week of the month. The report will include pictures, a look ahead, and budget status. Chair Shaw stated she appreciates the update and if anyone has any suggestions, please let Dave know.

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INFORMATION SECTION:

Chair Shaw asked if anyone had any questions concerning the information section. Mr.

Edwards stated traffic has been down in January and February, but he does not think there is any reason for concern. Traffic grew at such a large number when Southwest entered the market that we should have seen some falling off of traffic after the first year of Southwest service, but that did not happen. Traffic continued to grow into the second year. Since 1962, GSP has grown an average of 5% with some peaks and valleys, but has always had a positive trend line. Mr. Edwards stated he does not expect traffic to continue to increase 5% annually. GSP should see increase in the 3- 4% range. Chair Shaw asked if this is consistent with the financial projections for the TIP. Mr. Edwards stated yes, and Staff will provide the Commission with another twenty (20) year financial projection in the next few months.

Potential Items for the next meeting: Budget COMMISSION MEMBER REPORTS: None.

ADJOURNMENT:

There being no further business, a motion was made, seconded and adopted to go into Executive Session to discuss legal and personnel matters at 10:10 am. It was announced that an action would be taken following the Executive Session.

Public session reconvened at 10:25 am. Mr. Edwards respectfully requested that the Airport Commission authorize Staff to negotiate and finalize an agreement with CPW for the lease of up to five (5) acres of District property for an electrical substation, plus additional property for a transmission line corridor based on a fair market sales value of

$28,500 per acre; and authorize the President/CEO to execute the necessary documents subject to review by legal counsel and confirmation by Staff that such area being

requested is within the CPW electrical service agreement area. A motion was made, seconded and adopted to approve the agreement with CPW as stated above.

A motion was made, seconded, and adopted to adjourn the meeting at 10:30 am. At this time, the Commission participated in a Ribbon Cutting Ceremony for the new Rental Car Customer Care Center.

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_____________________________________________________________

MEMORANDUM

TO: Members of the Airport Commission

FROM: Jack G. Murrin, VP of Administration & Finance/CFO DATE: May 13, 2013

_____________________________________________________________

ITEM DESCRIPTION – New Business Item A

Approval of the Consultant to perform PCI Compliance and Security Assessment Services (5 year contract).

BACKGROUND

As already presented in our Jan 23, 2013 Commission Meeting “IT Security” update, GSP’s merchant bank and credit card processing vendor, Merchant Solutions, has requested that we validate our compliance with the Payment Card Industry (PCI) Data Security Standards (DSS) from this point forward on an annual basis. We are also undertaking an initiative to begin an outside security “assessment” to identify potential vulnerabilities to our network security.

ISSUES

The PCI validation testing and submittal of a “Report of Compliance” (ROC) is

mandatory. GSP would be subject to fines/penalties if not in compliance. Also, we’ve reached the stage in our IT evolution and system complexity that recurrent outside vulnerability testing is highly desirable if not mandatory. These services go hand in hand with each other and are usually performed by the same outside

vendor/consultant.

ALTERNATIVES

The alternative is to do nothing, remain outside of compliance and potentially further at risk of an IT security breach with possible loss of customer credit card information.

This alternative is not recommended.

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Greenville-Spartanburg Airport Commission New Business Item A

May 13, 2013 Page 2

An RFP (Request for Proposal) was issued in accordance with our Procurement

guidelines. We solicited qualified security assessors (QSAs) to submit proposals for a five (5) contract to perform the services discussed above. 10 responses were received with a total 5 year very wide variation in price ranging from $110,000 to $563,500.

These responses are presented in the attached Bid Tab.

The low bid respondent, Control Case, was disqualified for submitting a response which didn’t meet the RFP requirements.

The next two firms Paladion, and 360 Advanced were analyzed and compared further.

Paladion was selected as staff’s recommendation.

FISCAL IMPACT

Paladion’s first year cost is $29,500. Management had budgeted $30,000 for these services in FY 2013-14. Paladion was the only qualified respondent that met our budgetary provision in Year #1. Paladion’s 5 year cost is $135,500. There may be additional, ancillary consulting costs at $100/hr if the remediation efforts are more extensive than expected. Management expects such additional costs to be minimal, if any. Furthermore, we’ve built in a provision that each contract year is renewable at management’s sole discretion.

RECOMMENDATION

It is respectfully requested that the Airport Commission resolve to approve Paladion as our PCI Compliance and Security consultant as herein discussed for the next 5 years.

Attachment

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Board Meeting – 05/13/2013

PCI Compliance/Security Assessment Bid Tab

McLean, VA Herndon, VA Tampa, FL Knoxville, TN Schaumburg, IL Indianapolis, IN Davenport, IA Naples, FL

ControlCase Paladion 360 Advanced

Sword &

Shield

Enterprise Risk Mgmt

Secure

Enterprise Sage Hammer

Legal McGladrey McAfee

Cos t Yea r 1 $22,000 $29,500 $38,155 $38,560 $45,500 $69,500 $77,969 $189,810 $105,000 $209,300

Cos t Yea r 2 $22,000 $26,500 $29,500 $38,560 $43,225 $52,500 $65,269 $50,000 $80,000 $88,550

Cos t Yea r 3 $22,000 $26,500 $29,500 $38,560 $41,000 $47,500 $65,269 $50,000 $70,000 $88,550

Cos t Yea r 4 $22,000 $26,500 $29,500 $38,560 $39,020 $44,900 $65,269 $50,000 $70,000 $88,550

Cos t Yea r 5 $22,000 $26,500 $29,500 $38,560 $36,970 $44,900 $65,269 $50,000 $70,000 $88,550

Total 5 Yr Cost $110,000 $135,500 $156,155 $192,800 $205,715 $259,300 $339,043 $389,810 $395,000 $563,500

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_____________________________________________________________

MEMORANDUM

TO: Members of the Airport Commission FROM: David Edwards, President/CEO DATE: May 13, 2013

_____________________________________________________________

ITEM DESCRIPTION – New Business Item B

Appointment of Airport Commission Member to Airport Environs Planning Commission BACKGROUND

The Airport Environs Planning Commission is made up of nine (9) Board Members, two from Spartanburg County, two from Greenville County, two from the City of Greer, two from the Airport Commission and one from the Town of Duncan. Members are

appointed for two-year terms.

ISSUES

The Airport Commission is responsible for appointing two Board Members to the Aiport Environs Planning Commission. The terms are staggered therefore requiring an

appointment every year. The Airport Commission has historically appointed one member from Greenville County and one member from Spartanburg County, with one of the two members being an Airport Commission member. The term for Hank Ramella representing the Airport Commission expires June 30, 2013.

The Airport Commission needs to appoint or re-appoint an Airport Commission member to the Airport Environs Planning Commission.

ALTERNATIVES

The Airport Commission could decide to change its practice of appointing an Airport Commission member to the Airport Environs Planning Commission.

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Greenville-Spartanburg Airport Commission New Business Item B

Appointment of Airport Commission Member to Airport Environs Planning Commission Page 2

FISCAL IMPACT

None.

RECOMMENDED ACTION

It is respectfully requested that the Airport Commission resolve to reappoint Hank Ramella to the Airport Environs Planning Commission.

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____________________________________________________________

MEMORANDUM

FROM: Jack Murrin, VP of Administration & Finance/CFO DATE: May 13, 2013

_____________________________________________________________

ITEM DESCRIPTION- New Business Item C

Approval of Fiscal Year 2013/2014 Greenville-Spartanburg Airport District Budget BACKGROUND

Staff has prepared a proposed Fiscal Year 2013/2014 GSP Airport District Budget for the Airport Commissions consideration (see Attachments).

ISSUES

The Airport Commission is required to approve a Fiscal Year 2013/2014 Budget prior to July 1, 2013.

ALTERNATIVES

None recommended.

FISCAL IMPACT

Budgeted revenues and expenses are outlined in the attached budget summary.

RECOMMENDED ACTION

It is respectfully requested that the Airport Commission resolve to adopt the attached Fiscal Year 2013/2014 Greenville-Spartanburg Airport District Budget.

Attachments

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GSP Airport Commission – May 13, 2013

Proposed 2013/2014 Budget

GSP Airport Commission Meeting May 13, 2013

Budget Notification Requirements:

http://www.scstatehouse.gov/code/t06c001.php

http://www.scstatehouse.gov/sess119_2011-2012/bills/4508.htm

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GSP Airport Commission – May 13, 2013 ²

Introduction/Presentation Outline

General Statistics General Statistics

Proposed FY 2013/2014 O&M Budget Proposed FY 2013/2014 O&M Budget Proposed FY 2013/2014 Capital Budget Proposed FY 2013/2014 Capital Budget Questions and Comments

Questions and Comments

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Passenger Traffic Growth

3 Source: R&C.Activity

975K 950K

927K

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Revenue / Expenses

FY 2003 through 2014

4 Source: LI-Flux

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Net Income

FY 2003 through 2014

5 Source: LI-Flux

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Proposed 2013/2014 Budget

6

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Basic O&M Budget Assumptions

• Passenger Enplanements – 950,000 (down from 975K LY)

• Parking rates remain unchanged

• Includes full year of billing Southwest Airlines (begin charging SWA on 4-1-2013)

• Includes provision for $38M in Capital Improvements

• No change in Investment policy – yields near 0%

• T-Bills, 6 mo ladder, $50M-Treasury direct-0.08%;

• $12M [Ltd to 25% of pool]-SC Local Gov Inv Pool-0.19%;

• $15M-Capital Bank ICS-0.25%)

• “Rates & Charges”

(see next slide)

7

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“Rates & Charges”

Note: “Per-Turn” use fees charged to Allegiant, United, … based upon established airline rental rates & fees

8

Curr Yr Budget

FYE 6-30-2013 Next Budget Yr FYE 6-30-2014

Landing Fee

(per 1,000 lbs)

$1.81 $1.81 Space Rental rate

(psf per yr)

$49.63 $45.27 A/C Parking position

^{(per yr)}

$14,718 $14,718

Jetway

^{(per yr)}

$33,202 $33,202

Curr Yr Budget

FYE 6-30-2013 Next Budget Yr FYE 6-30-2014

Cost per Enplanement (CPE) $6.60 $6.45

Source: Notes

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Proposed FY 2013/2014 Budget / Investment Plan

9 Source: CommPres

OPERATING FUND SUMMARY Budg FY Budg FY %

2012-2013 2013-2014 Difference Change Operating Revenues 22,742,169 25,023,106 2,280,937 10.03%

Operating Expenses 12,468,458 13,552,081 1,083,624 8.69%

Net Operating Income 10,273,712 11,471,024 1,197,313 11.65%

Add: Interest Income 52,000 50,500 (1,500) -2.88%

Add: RAC CFCs 1,327,681 793,037 (534,644) -40.27%

Less: Interest Expense/Other 419,560 394,711 (24,849) -5.92%

Net Income Before Depreciation 11,233,833 11,919,850 686,017 6.11%

Investm ent Fund Sum m ary

BOY Cash/Investment Balance (Proj) 84,284,780 74,000,000 (10,284,780) -12.20%

Add: Net Income 11,233,833 11,919,850 686,017 6.11%

Add: Projected Grant Income 3,700,000 3,700,000 - 0.00%

Less: Items Appr in Prior FY & carried for 4,700,000 8,155,100 3,455,100 73.51%

Less: Capital Improvements 30,326,831 28,252,581 (2,074,251) -6.84%

Less: Equip/Small Capital Outlays 536,000 235,000 (301,000) -56.16%

Less: Renew al & Replacement 2,912,900 927,000 (1,985,900) -68.18%

Less: Professional Service Projects 100,000 225,000 125,000 125.00%

Less: Bond principal payoffs 260,000 280,000 20,000 7.69%

EOY Estimated Cash/Investments 60,382,882 51,545,170 (8,837,712) -14.64%

2/28/2013 Cash/Inv Balance 83,185,226 Updated Estimated 6/30/2013 Balance 74,000,000

Note: Updated 6/30/13 cash/inv projection reflects changes in TIP delivery, expected payment schedules, updated operating results, actual CIP costs vs budgeted, and many other factors, etc.

$ Amount (Estimated)

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Historical

(thru 3/13)

& Projected Investment Balances

$0

$10

$20

$30

$40

$50

$60

$70

$80

$90

$100

80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 99 '00 '01 '02 '03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15

$ Millions

Note: balances include checking, savings, securities, and CFC

Terminal Expansion

’88-Fall ‘89

Runway Expansion

’94-’99

Parking Gar B

’97-’99 Tech Park Land Acq

Hipp Land Purchase

RAC Facilities

4/1/03

Dobson Land Purchase

1996 Bond Redemption

Ports Authority Land Purchase

10

7-2010 FedEx Bond Redemption

Terminal Renovation 2012-2016

CFO hired 1/29/99

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Sources of Revenue

11 Source: CommPres

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Operating Expenses by Category

12 Source: CommPres

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Operating Expenses by Department

13 Source: CommPres

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Proposed Capital Budget

14

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Proposed FY 2013/2014 Capital Budget

15

Other Local Funds

AIP AIP State Airport

Total Cost Entitlements Discretionary Funds Capital Other CFC Total Funding

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Other O&M Reserve Funds

16

$ Amount Justification

$750,000 Emergency Repair/Replacement/Operations Fund: to fund emergency / unanticipated repairs, replacements to property, plant & equipment and for

unanticipated Operational needs (e.g., unusual weather storm damage, icing, … ) (CASH ACCT #: 1043-00-00)

$600,000 Business Development/Agreement Obligations & Incentives (Cash Acct #: 1044-00-00)

Such funding will be provided from existing fund balance resources if such

expenditures are incurred.

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Questions and Comments

17

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GSP Airport Commission – May 13, 2013 ¹⁸

Questions & Comments

Thank You!

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_____________________________________________________________

MEMORANDUM

TO: Members of the Airport Commission FROM: Kevin E. Howell, Vice President/COO DATE: May 13, 2013

_____________________________________________________________

ITEM DESCRIPTION - New Business Item D

Approval of Development and Road Name for GSP Tract “B” Development Area BACKGROUND

The Greenville-Spartanburg Airport Commission adopted the Greenville-Spartanburg International Airport Land Use Planning & Development Study on November 19, 2012.

Since the adoption of the plan, development of the South Carolina Inland Port has begun and the District has finalized a lease agreement with CenterPoint Properties for 45 acres on Development Tract “B”.

With the development of Tract “B” progressing, the District needs to select a name for the tract. Spartanburg County has also requested the Airport District propose a road name for the primary entry road into the development from Verne Smith Parkway. This road name is necessary for permitting and addressing of the CenterPoint parcel.

Staff will present some possible names for the development tract and the primary entry road at the May 13 Commission meeting for selection.

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_____________________________________________________________

MEMORANDUM

_____________________________________________________________

PRESIDENT/CEO’S REPORT:

A. Aviation Industry Update.

B. Update on the Greer CPW Electrical Sub-Station.

C. Review of Most Current Air Fare Statistics.

D. Upcoming Jumpstart Air Service Meeting in June 2013.

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_____________________________________________________________

MEMORANDUM

_____________________________________________________________

ITEM DESCRIPTION – Information Section Item A

March 2013 - Traffic Report SUMMARY

For March 2013 passenger traffic was down 0.8% over the same month in 2012. Cargo traffic was down 7.5% for March 2013 over March 2012. The airlines continue to manage capacity well as load factors for March 2013 were up 2.3% over March 2012.

Traffic numbers for March 2013 on a national basis are not available at this time.

Attached is a copy of the detailed traffic report March 2013.

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Mar 2013 Mar 2012

Percentage

Change *CYTD-2013 *CYTD-2012

Percentage Change

Category *MOV12-2013 *MOV12-2012

Monthly Traffic Report

Greenville-Spartanburg International Airport

March 2013

Passenger Traffic Enplaned Deplaned

75,242 74,191

75,776 74,895

198,290 202,444 195,959 199,305 -0.7%

-0.9%

Total 149,433 150,671 -0.8% 394,249 401,749

-2.1%

-1.7%

-1.9%

928,186 920,630

928,553 913,890

1,848,816 1,842,443 0.3%

0.0%

0.7%

Cargo Traffic (Pounds)

0 0 Mail

Express

Freight

Total

3,583 2,526

2,527,845 2,158,727

#Num!

0 0

6,432 4,114

2,379,557 2,684,766 Enplaned

Deplaned

Enplaned Deplaned

Enplaned Deplaned Subtotal

Subtotal

-44.3%

-38.6%

6.2%

-19.6%

4,686,572 5,064,323 -7.5%

6,109 10,546 -42.1%

0 0 #Num!

4,692,681 5,074,869 -7.5%

0 0

11,968 9,197

7,270,644 6,339,821

0 0

15,963 15,218

6,384,133 7,031,194

0 0

58,725 42,909

29,529,049 28,096,698

0 194

91,720 60,706

26,707,021 29,602,215

#Num!

-100.0%

-36.0%

-29.3%

10.6%

-5.1%

2.3%

-33.3%

-100.0%

2.2%

#Num!

-25.0%

-39.6%

13.9%

-9.8%

1.5%

-32.1%

#Num!

1.4%

13,610,465 13,415,327 21,165 31,181

0 0

13,631,630 13,446,508

57,625,747 56,309,236 101,634 152,426

0 194

57,727,381 56,461,856

Friday, April 26, 2013

*CYTD = Calendar Year to Date and *Mov12 = Moving Twelve Months.

Page 1 of 2

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Mar 2013 Mar 2012

Percentage

Change *CYTD-2013 *CYTD-2012

Category *MOV12-2013 *MOV12-2012

Monthly Traffic Report

Greenville-Spartanburg International Airport

March 2013

Aircraft Operations Airlines

Commuter /Air Taxi

Subtotal General Aviation Military Subtotal

876 967

801

2,137 2,320

769

99 120

3,013

Total

3,287

900 889

3,913 4,176

-9.4%

-7.9%

-8.3%

4.2%

-17.5%

1.2%

-6.3%

2,717 6,113

310

2,890 6,590

295

11,690 27,937

1,095 11,841

26,177

1,341 -6.0%

-7.2%

-6.9%

0.8%

5.1%

1.4%

-5.2%

1.3%

-6.3%

-4.1%

2.5%

22.5%

4.6%

-2.2%

8,830 9,480 38,018 39,627

2,167 2,149 9,804 9,564

2,477 2,444

11,307 11,924

11,145 10,659

49,163 50,286 Fuel Gallons

100LL Jet A (GA) Subtotal Jet A (A/L) Total

65,046 3,181

773,432

62,410 3,352

826,078

197,976 7,772

2,408,370

174,783 8,676

2,443,214

821,550 32,014

10,608,303

775,143 35,680

11,677,963

68,227 65,762 3.7% 205,748 183,459 12.1% 853,564 810,823 5.3%

841,659 891,840 -5.6% 2,614,118 2,626,673 -0.5% 11,461,867 12,488,786 -8.2%

-5.1%

4.2%

-10.4%

13.3%

-10.3%

6.0%

-6.4% -1.4% -9.2%

*CYTD = Calendar Year to Date and *Mov12 = Moving Twelve Months.

Page 2 of 2

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Monthly Enplanements By Year

Greenville-Spartanburg International Airport

Enplanements

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

0 10000 20000 30000 40000 50000 60000 70000 80000 90000 100000

2011 ‐ 44497 ‐ 43763 ‐ 71532 ‐ 77441 ‐ 82626 ‐ 85055 ‐ 85661 ‐ 78851 ‐ 76221 ‐ 85807 ‐ 79062 ‐ 75385 2012 ‐ 64070 ‐ 62598 ‐ 75776 ‐ 78458 ‐ 84680 ‐ 86724 ‐ 84621 ‐ 80989 ‐ 77117 ‐ 86120 ‐ 77517 ‐ 73670

2013 ‐ 62304 ‐ 60744 ‐ 75242 ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank)

Friday, April 26, 2013

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Monthly Seats By Year

Greenville-Spartanburg International Airport

Seats

0 20000 40000 60000 80000 100000 120000

2011 ‐ 64578 ‐ 61173 ‐ 97046 ‐ 109309 ‐ 109753 ‐ 110615 ‐ 109903 ‐ 110544 ‐ 105171 ‐ 111106 ‐ 107483 ‐ 105031 2012 ‐ 106011 ‐ 97847 ‐ 105054 ‐ 104143 ‐ 110565 ‐ 106986 ‐ 109144 ‐ 111587 ‐ 105557 ‐ 113215 ‐ 106835 ‐ 93906 2013 ‐ 97356 ‐ 91291 ‐ 101741 ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank)

(40)

Monthly Seats By Year

Greenville-Spartanburg International Airport

Seats

0 20000 40000 60000 80000 100000 120000

(41)

Monthly Load Factors By Year

Greenville-Spartanburg International Airport

Load Factor

0.00%

10.00%

20.00%

30.00%

40.00%

50.00%

60.00%

70.00%

80.00%

90.00%

2011 ‐ 68.90% ‐ 71.54% ‐ 73.71% ‐ 70.85% ‐ 75.28% ‐ 76.89% ‐ 77.94% ‐ 71.33% ‐ 72.47% ‐ 77.23% ‐ 73.56% ‐ 71.77%

2012 ‐ 60.44% ‐ 63.98% ‐ 72.13% ‐ 75.34% ‐ 76.59% ‐ 81.06% ‐ 77.53% ‐ 72.58% ‐ 73.06% ‐ 76.07% ‐ 72.56% ‐ 78.45%

2013 ‐ 64.00% ‐ 66.54% ‐ 73.95% ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank) ‐ (Blank)

(42)

Total Monthly Passengers By Year

Greenville-Spartanburg International Airport

Total Passengers

0 20000 40000 60000 80000 100000 120000 140000 160000 180000 200000

(43)

Scheduled Airline Market Shares (Enplanements) Greenville-Spartanburg International Airport

Report Period From March 2013 Through March 2013

9% 5%

0%

31%

23% 0%

15%

17%

Allegiant Air

American Airlines Continental Airlines Delta Air Lines Republic

Southwest Airlines United Airlines US Airways

(44)

Airline Flight Completions

Greenville-Spartanburg International Airport

March 2013

Airline

Scheduled Flights

Cancellations Due To

Field Mechanical Weather Other

Percentage of Completed Flights Total

Cancellations

Allegiant Air 46 0 0 0 0 0 100.0%

American Airlines 88 0 0 0 0 0 100.0%

Berry Aviation 1 0 0 0 0 0 100.0%

Continental Airlines 0 0 0 0 0 0 #Num!

Delta Air Lines 414 0 0 0 0 0 100.0%

Federal Express 39 0 0 0 0 0 100.0%

Republic 3 0 0 0 0 0 100.0%

(45)

Airline

Scheduled Flights

Cancellations Due To

Field Mechanical Weather Other

Percentage of Completed Flights Total

Cancellations

Republic Airlines 3 0 0 0 0 0 100.0%

Royal Air Freight 3 0 0 0 0 0 100.0%

Southwest Airlines 201 0 0 0 0 0 100.0%

United Airlines 298 0 4 4 0 8 97.3%

UPS 34 0 0 0 0 0 100.0%

US Airways 369 0 0 7 0 7 98.1%

Vision 2 0 0 0 0 0 100.0%

Total 1,501 0 4 11 0 15 99.0%

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_____________________________________________________________

MEMORANDUM

FROM: Jack G. Murrin, VP of Administration & Finance/CFO DATE: May 13, 2013

_____________________________________________________________

ITEM DESCRIPTION – Information Section Item B

March, 2013 - Monthly Financial Report SUMMARY

Operating Income was up by 1.14% when compared to the budget for Year-to-Date March 2012. Operating Expenses were down by 5.51% over the budgeted amount for the period. Net operating income was up 9.55% versus the budget through March, 2012. For the period ending March 2013 which is 9 months of the fiscal year a total of about $8.11 million has been returned to the bottom line in operating income.

Attached is a copy of the detailed financial report for March 2013.

Please recognize that this is a preliminary report, unaudited, and only represents nine (9) months of activity resulting in variances from budget which can be quite volatile.

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March 31, 2013 FINANCIAL STATEMENT PACKAGE

(48)

GREENVILLE SPARTANBURG AIRPORT DISTRICT

STATEMENT OF NET POSITION

Current Month Current Month Current FY Prior FY

3/31/2013 3/31/2012

Assets

Cash Accounts 5,126,807.65 3,943,489.68

Investments-Airport 77,518,062.74 82,456,765.02 Bond Trustee Assets 248,111.45 435,665.54 Accounts Receivable 443,857.25 463,403.26

Less: Reserve for Doubtful Accts -

Net Accounts Receivable 443,857.25 463,403.26

Inventory 198,415.10 184,842.07

Prepaid Insurance 222,293.18 151,809.13 Notes Receivable-RAC District Funds 2,497,850.40 2,665,279.40 Property, Plant & Equipment (PP&E) 257,071,619.54 239,161,145.18 Less: Accumulated Depreciation (129,140,534.47) (120,802,706.75)

Net PP&E 127,931,085.07 118,358,438.43

TOTAL ASSETS 214,186,482.84 208,659,692.53 PLUS: Deferred Outflows of Resources

Unamort Bond Underw, Insur, Legal Fees - 66,421.97 LESS: Liabilities

Accounts Payable 621,011.20 525,877.65 Revenue Bonds Payable 3,168,108.84 3,611,256.38 Benefit Liability 738,167.45 725,212.20 TOTAL LIABILITIES 4,527,287.49 4,862,346.23 LESS: Deferred Inflows of Resources

Deferred Revenues 2,497,850.40 2,665,279.40 TOTAL DEFERRED INFLOWS OF RESOURCES 2,497,850.40 2,665,279.40 NET POSITION

Invested in Capital Assets, net of Related Debt 124,816,085.07 114,344,055.15 Restricted:

Held by Trustee 195,002.61 180,002.21 Contract Facility Charge 1,471,453.75 870,443.66 Total Restricted: 1,666,456.36 1,050,445.87

Unrestricted 80,678,803.52 85,803,987.85

TOTAL NET POSITION 207,161,344.95 201,198,488.87

Interim Report: Prepared on a "Non-GAAP" Basis for Internal Use only UNAUDITED

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GREENVILLE SPARTANBURG AIRPORT DISTRICT

PROFIT and LOSS STATEMENT

March 31, 2013 March 31, 2013

Actual Budget Actual - Budget % Change

INCOME Landing Area:

Landing Fees 1,442,018.47 1,477,299.60 (35,281.13) -2.39% (a) Aircraft Parking Fees 227,578.85 222,531.48 5,047.37 2.27%

FBO Into-Plane & Fuel Flowage 86,616.23 72,616.95 13,999.28 19.28%

Subtotal Landing Area 1,756,213.55 1,772,448.03 (16,234.48) -0.92%

Space & Ground Rentals 4,729,587.74 4,747,522.95 (17,935.21) -0.38%

Auto Parking 6,310,668.02 6,336,618.03 (25,950.01) -0.41% (b) Commercial Ground Transportation 141,830.42 117,244.53 24,585.89 20.97%

Concessions:

Advertising 147,640.24 74,999.97 72,640.27 96.85% (c) Food & Beverage 263,109.15 214,246.53 48,862.62 22.81% (d) Rental Car 2,205,495.99 2,164,363.92 41,132.07 1.90% (e) Retail 308,265.57 310,500.00 (2,234.43) -0.72%

Other - 74.97 (74.97) -100.00%

Subtotal Concessions 2,924,510.95 2,764,185.39 160,325.56 5.80%

Expense Reimbursements 549,633.21 531,519.75 18,113.46 3.41%

Other Income 561,547.12 513,533.43 48,013.69 9.35% (f) Total Operating Income 16,973,991.01 16,783,072.11 190,918.89 1.14%

EXPENSES

Salary & Benefits 4,736,844.20 4,867,923.06 (131,078.86) -2.69% (g) Professional Services 304,947.95 205,050.06 99,897.89 48.72% (h) Promotional Activities 297,906.75 445,987.44 (148,080.69) -33.20% (i) Administrative 537,331.12 535,384.54 1,946.58 0.36%

Insurance 265,665.78 265,665.78 - 0.00%

Contractual Services 1,125,333.31 1,213,111.53 (87,778.22) -7.24% (j) Rentals & Leases 20,902.51 33,539.94 (12,637.43) -37.68%

Repairs & Maintenance 240,581.39 229,918.95 10,662.44 4.64%

Supplies & Equipment 415,253.59 589,202.37 (173,948.78) -29.52% (k) Utilities 913,468.95 988,786.71 (75,317.76) -7.62% (l)

Total Operating Expenses 8,858,235.55 9,374,570.38 (516,334.83) -5.51%

NET OPERATING INCOME 8,115,755.46 7,408,501.73 707,253.72 9.55%

-

<--- FISCAL YEAR TO DATE --->

Interim Report: Prepared on a "Non-GAAP" Basis for Internal Use only UNAUDITED