Three Firms in the Running for Westchester County Airport P3 Contract

John Jordan | August 2017

WHITE PLAINS—Now that Westchester County successfully entered a public-private partnership to manage its Rye Playland amusement park, it is now proceeding toward a possible long-term agreement with a private operator to manage the Westchester County Airport.

Three airport operator groups are now competing to take over operations at Westchester County Airport here in a controversial public-private partnership with Westchester County.

Westchester County announced that three groups, which it describes as “world-class operators,” have responded to a Request for Proposals issued in April for a deal involving up to a 40-year lease to operate Westchester County Airport. The county is hoping to finalize an agreement with an operator before the end of this year.

The three respondents are: FerroStar Westchester Airport Partners, MIC Airports, LLC and HPN Aviation Group. The county issued the RFP after a proposal by Westchester County Executive Robert Astorino last year to sign a lease agreement with Oaktree Capital Management, L.P. to manage operations at Westchester County Airport under a 40-year-lease deal failed. Westchester County legislators bristled at the proposal and instead hired transportation and financial consulting firm Frasca & Associates to lead a competitive airport privatization selection process, which led to the issuance of the RFP in April.

“We’re pleased with the level of expertise, experience and professionalism that each of these respondents brings to the table,” Westchester County Executive Astorino said. “I’m confident that our initiative will result in a revitalization of Westchester County Airport that benefits taxpayers, enhances the experiences of passengers, and protects the character of the surrounding communities. This is about smart government working to position a vital county asset for a strong future.”

FerroStar Westchester Airport Partners is a consortium comprised of Ferrovial Airports International of Spain and New York City-based infrastructure asset management firm Star America Fund GP, which has financed, underwritten and managed more than 45 infrastructure projects valued at more than $60 billion.

MIC Airports, LLC, is a wholly-owned subsidiary of New York City-headquartered Macquarie Infrastructure Corp., which owns, operates and invests in a portfolio of infrastructure ventures. The company consists of an airport services business, a gas processing and distribution business, and a portfolio of contracted power and energy investments. Macquarie owns Atlantic Aviation, an operator of more than 60 fixed-based operators located at Stewart International Airport in Newburgh and Teterboro Airport in New Jersey. It also has worldwide ownership and management interests, including at Brussels Airport, Copenhagen Airport and Delhi Airport.

HPN Aviation Group is a joint-venture between Oaktree Transportation Infrastructure and Connor Capital Transportation Opportunities. Oaktree is based in Los Angeles and its global clients include 75 of the 100 largest U.S. pension plans, more than 400 corporations around the world, more than 350 endowments and foundations globally, 16 sovereign wealth funds and 38 of the 50 primary state retirement plans in the United States. Connor Capital is a private investment partnership focused on investing in transportation and transportation-related companies. Since 2013, Connor has operated Luis Munoz Marin International Airport outside of San Juan, Puerto Rico, and also created a 50-year partnership for the Seagirt Marine Terminal in Baltimore, MD, the primary port serving Washington, DC.

No financial terms or project specifics of each proposal were released. Westchester County officials state that specifics of each proposal are not being disclosed so as not to undermine negotiations. “While financial information cannot be made public at this time, residents should know that the county received three serious proposals from three serious companies,” Doreen Frasca, president and principal of Frasca & Associates, said.

The selection process now pivots to the county’s bipartisan Airport Task Force, which will review the proposals from the three companies and make a recommendation to the Astorino administration, which will then enter into lease negotiations. The lease agreement would then go to the Westchester County Board of Legislators for approval.

Westchester County Executive Robert P. Astorino with Emmett McCann, managing director at Oaktree and Marsha Gordon, president and CEO of the Business Council of Westchester, when he proposed the original long-term lease deal with Oaktree to run the airport in November 2016.

In November 2016 Westchester County Executive Astorino proposed a plan to implement a public-private partnership whereby Oaktree Capital Management, L.P. would manage operations at Westchester County Airport under a 40-year-lease deal. The long-term lease deal was structured to save taxpayers more than $140 million, improve the overall passenger experience, and strengthen environmental protections, according to the County Executive.

The proposal called for the county to receive an upfront payment of $130 million from Oaktree, which after revenue share and expenses will provide the county with net proceeds of $111 million over the course of the lease.

The proceeds were to have been structured like an annuity to create a steady, long-term revenue stream that the county can draw on to offset expenses and help to keep taxes stable over the next four decades, county officials stated. First year net revenue to the county was to be $15 million; followed by a net revenue of $5 million in each of the next four years; followed by average net revenue of more than $2 million for the remaining years on the lease. Oaktree’s payments can be applied to the county’s operating budget as early as 2017.

The partnership with Oaktree also was structured to relieve the county of the financial responsibility for capital improvements and ongoing maintenance at the airport. Oaktree under its proposal last year committed to spend at least $30 million in Oaktree-funded capital improvements in the first five years, in addition to other federal funding available to the airport. Oaktree will also make significant additional investments over the course of the lease. The $30 million in Oaktree capital spending was projected to produce an estimated 300 construction jobs.

Despite receiving support from the airlines operating at the airport—JetBlue, American Airlines and United Airlines, as well as the county’s two major business organizations—The Business Council of Westchester and the Westchester County Association—the plan did not move forward as some county legislators felt a competitive procurement process was needed.

The final agreement reached based on the current RFP process must secure 12 votes for approval.

The airport, which is located on 702 acres, serves an average of 1.75 million passengers per year. The airport is currently managed by AVPORTS Management LLC under a contract with Westchester County.

In May 2016, a six-year process to form a public-private partnership to save the storied, but money-losing Rye Playland amusement park finally came to an end.

The Westchester County Board of Legislators voted 13-4 in favor of the deal on May 2nd that requires Standard Amusements to invest $30 million in improvements to Rye Playland in return for a 30-year management contract of the 280-acre property. Those improvements include new rides and attractions, as well as upgrading food choices, picnic areas, and restaurants and renovating grounds and buildings. Westchester County has agreed to spend $32 million for 11 capital projects to rehabilitate the infrastructure at Playland, including rides, gaming and concession improvements, as well as shoreline rehabilitation. Westchester County remains the owner of Rye Playland.

John Jordan
Editor, Real Estate In-Depth