FY 2014 Financial P lan - dfwairport.com - HomeFY 2014 Financial Plan Introduction 3 DFW International Airport January 31, 2014 Airline Cost Centers – The Airline Cost Centers are

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FY 2014 Financial Plan Addendum

DFW International Airport August 7, 2014

FY 2014 Financial Plan Addendum August 7, 2014

Subsequent to the release of the FY 2014 Financial Plan, Airport Management entered into discussions with the Signatory Airlines to rebaseline the TRIP budget and schedule for all four terminals. On July 23, 2014 American Airlines Board of Directors approved a $652 million increase to the TRIP budget of which DFW has received an MII (Majority-In-Interest) approval for $640 million. At this time $12 million of scope is still pending MII approval. The MII includes scope addition for the build back of the “high Terminal C gates” (Gates C35-C39) which was previously planned to be demolished as part of TRIP. The financial impact of this entire budget increase was not included in this Financial Plan. The purpose of this addendum is to provide the financial impact of these modifications, as approved by the Signatory Airlines.

It is assumed that any increase in the TRIP budget will be financed with the issuance of additional bonds. The impact of these modifications to the FY 2014 Financial Plan is summarized below.

Projecting the cost of a long-term capital improvement program such as the TRIP is subject to many variables, and inevitably, any budget for such a program must be updated periodically to reflect current economic conditions. As described above, the budget for the TRIP has been updated to reflect projected increases in cost, which information is posted periodically to the Airport’s web site. In view of the foregoing, unless the TRIP budget experiences an increase or decrease that, in the opinion of Airport Management, will materially affect the Airport’s operations or financial condition, budget updates will be reported only on a periodic basis on the Airport’s web site.

Current Fin'l Plan

Add Terminals A, B, C, &

E

With High Gates (FY21)

Incremental Cost (Ms) n/a $365 $465Funding Source n/a Debt DebtFunding Year n/a 2014/2017 2014/2017Maximum Debt Outstanding (Bs) $6.9 $7.5 $7.5Year of Maximum Debt Outstanding 2016 2017 2017Debt Service in FY 2020 (M's) $489 $522 $534Net Debt Service in FY 202 (M's) $344 $375 $386Airline Cost in FY 2020 (M's) $405 $437 $450CPE in FY 2020 $11.51 $12.43 $12.53Gross Revenue Coverate Ratio in FY 2020* 1.46x 1.45x 1.46xDebt Outstanding/EPAX $185 $204 $195

FY 2014 Financial Plan Introduction

i DFW International Airport January 31, 2014

TABLE OF CONTENTS

• Introduction o Investor Disclosure and DFW Background………………………………………. 1 o Airline Use Agreement Rate Model……………………………………………….. 2 o Related Reports …………………………………………………………………….. 4 o Public Facility Improvement Corporation…………………………………………. 4

• Executive Summary o Major Assumptions …………………………………………………………………. 5 o Seven Year Financial Plan …………………………………………………………. 8

Operating Fund …………………………………………………………….. 8 Joint Capital Account and Related Bond Proceeds …………………..... 9 Terminal Renewal and Improvement Program (TRIP) ………………… 10 DFW Capital Account and Related Bond Proceeds ………………….... 11

o Key Performance Indicators (KPIs) ………………………………………………. 12 Core Business KPI: Passengers ………………………………………... .12 Financial KPI: Airline Cost ………………………………………………... 13 Financial KPI: Airline Cost per Enplanement …………………………… 13 Financial KPI: Net Revenues from DFW Cost Center …………………. 15 Financial KPI: Revenue Management Revenue per Enplanement ….. 16 Debt Service/Debt Outstanding…………………………………………... 16 Debt KPI: Coverage Ratios and Debt per Enplanement……..……….. 17 Cash KPI: Restricted and Unrestricted Cash …………………………… 18 Cash KPI: Days Cash on Hand ………………………………………….. 18 Pension Plans and OPEB…………………………………………………. 18

• Operating Fund o Airfield and Terminal Cost Centers ………………………………………………. 19 o DFW Cost Center ………………………………………………………………….. 22

Parking Business Unit …………………………………………………….. 24 Concessions Business Unit ………………………………………………. 25 Rental Car (RAC) Business Unit ……………………………………..…. 26 Commercial Development Business Unit ………………………………. 27

o Expenses and Passengers………………………………………………………… 28 • Capital Projects

o Joint Capital Account – TRIP………………………………….……………………30 o Joint Capital Account – Non-TRIP………………………………………………… 32 o DFW Capital Account ……………………………………………………………… 34

• Debt and Cash Reserves o Existing Debt …………………………...…………………………………………… 37 o Bond Issuances (TRIP and Other Capital Projects) ……….…………………… 38 o Total Debt Outstanding…………………………………………………………...... 39 o Debt Paid By Other Sources..…………………………………………………...... 40 o Debt Service Coverage Calculations …………………………………………….. 40 o Cash and Cash Reserves …………………………………………………………. 41 o Debt Reserves and Sureties ...…………………………………………..……….. 42

• Public Facility Improvement Corporation o Grand Hyatt Hotel …………………...………………………………………………43 o Rental Car Facility ………………………………..………………………………… 44 o Hyatt Place Hotel …………………………………………………………………… 45 o PFIC Cash Flow Projection ……………...…………………………………………46


1 DFW International Airport January 31, 2014

INVESTOR DISCLOSURE

This Financial Plan contains assumptions and “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Such assumptions and statements may involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance and achievements to be different from future results, performance and achievements expressed or implied by such assumptions or forward-looking statements. Investors are cautioned that such assumptions and forward-looking statements could differ materially from those set forth in the assumptions and forward-looking statements included in this Financial Plan.

Report of the Airport Consultant – It should be noted that DFW has contracted with LeighFisher, Inc. to develop a feasibility study to accompany the sale of bonds currently scheduled for pricing in April 2014. The assumptions and forward-looking statements in this Financial Plan may differ from those in the Report of the Airport Consultant.

INTRODUCTION

DFW Background

The Dallas/Fort Worth International Airport (the “Airport” or “DFW”) was created by a “Contract and Agreement” between the Cities of Dallas, Texas, and Fort Worth, Texas (“the Cities”) on April 15, 1968 for the purpose of developing and operating an airport as a joint venture between the Cities. Although owned by Dallas and Fort Worth, DFW is located within the boundaries of the Cities of Grapevine, Coppell, Irving, Fort Worth, and Euless, and within Dallas and Tarrant Counties.

DFW is located within a four-hour flight time of 95% of the U.S. population and currently ranks fourth among the world’s busiest airports in terms of operations and eighth in terms of passengers. Its central location is the focal point of one of the nation’s largest intermodal hubs, connecting

air, rail, and interstate highway systems. DFW currently operates daily passenger flights to 206 destinations worldwide, including 148 nonstop domestic destinations and 58 nonstop international destinations. The Airport is recognized as a premier inland cargo hub, served by major international cargo carriers. According to the Texas Department of Transportation, DFW is the primary economic engine for North Texas, driving $31.6 billion of economic impact, supporting 143,000 jobs, and generating $9.4 billion in payroll annually.

Purpose of Financial Plan

This document represents DFW’s fourth Financial Plan (the “FY 2014 Plan” or the “Plan”). The primary purpose of the Plan is to serve as a management tool that allows DFW to monitor its future projected performance against established long term strategic goals and objectives. The Plan includes projected future revenues, expenses, capital expenditures, debt financing



requirements, cash reserves, and DFW’s Key Performance Indicators (KPIs) through FY 2020 (the end of the current Use Agreement). Management intends to update the Financial Plan annually. The Financial Plan is reviewed but not approved by the DFW Board of Directors.

The original FY 2011 Plan coincided with the approval of the ten-year Airline Use and Lease Agreement (“Use Agreement”) which became effective October 1, 2010. The FY 2011 Plan is the baseline Plan for future comparisons since it was the baseline financial model for negotiating the Use Agreement. This Plan and all future Financial Plans will include schedules that show the changes from the prior year and comparisons to the original FY 2011 Plan with a special focus on achieving the established FY 2020 performance targets. Normally, the first year of the Plan will be the same as DFW’s Annual Budget which is typically approved by the DFW Board in August of each year. This year’s plan begins with the FY 2014 budget, as amended.

Airline Use Agreement Rate Model

The Use Agreement is a hybrid model whereby the Signatory Airlines pay landing fees and terminal rentals based on the net cost to provide those services, and DFW retains a portion of the net revenues from non-airline business units (e.g., parking) in the DFW Cost Center. The following chart is a summary of the current Airline Use Agreement rate model.

DFW Cost Centers

Airfield Terminal DFWExpenses Expenses DFW Revenues (Business Units)

Direct Costs Direct Costs Parking, Concessions, RAC,DPS and Overhead Allocations DPS and Overhead Allocations Commercial Development,Debt Service (net of PFCs) Debt Service (net of PFCs) Employee Transp., Taxis,

Utilities, and Interest IncomeLess: Misc Airfield Revenues Less: Misc. Terminal Rentals Less: Expenses

General Aviation Federal Inspection Fees Direct CostsFueling Facility Lease Turn Fees; TSA Rentals DPS and Overhead Allocations

Concessions Reimbursements Debt Service (net of PFCs)+/- Transfers/Adjustments +/- Transfers/Adjustments - Transfers/Other

- Lower Threshold Adjustment + DFW Terminal Contribution - Skylink Costs+ Upper Threshold Adjustment + Annual Capital Transfer - DFW Terminal Contribution+/- True-Up Adjustment +/- True-Up Adjustment

Net Cost = Landing Fees (KPI) Net Cost = Terminal Rentals (KPI)

+/- Threshold Adjustments+/- True-Up Adjustment

Joint Capital Account Coverage Account DFW Capital Account + Natural Gas Royalties

+ Sale of Land Proceeds - Annual Capital Transfer to the Terminal Cost Center

Capital Accounts (Capital Improvement Fund)

Funded from existing coverage, plus coverage from New Debt

Service from all three cost centers as debt service increases

Funded annually from DFW CC. Contributions must be higher than

"Lower Threshold" and cannot exceed the "Upper Threshold."

Operating Revenue and Expense Fund (the 102 Fund)

Airline Cost Centers

KPI = DFW Cost Center Net Revenues

Airline Cost & Airline Cost per Enplanement (KPI)

Net Revenues to the DFW Capital Account (KPI)



Airline Cost Centers – The Airline Cost Centers are residual (i.e., cost recovery) in nature, such that the amount charged to the airlines equals the cost to provide services, after certain adjustments. Landing fees and terminal rental rates are based on the net cost to operate and maintain the airfield and terminals, respectively. DFW charges the direct operating and maintenance costs for the airfield and terminals, plus allocated Department of Public Safety (DPS) and overhead costs, plus debt service, net of Passenger Facility Charges (PFCs), to each cost center; then, subtracts ancillary revenues generated in these cost centers; and credits or charges certain transfers and/or adjustments (see True-Up Adjustments below). The budgeted landing fee rate is determined by dividing the net cost of the airfield by estimated landed weights. The budgeted average terminal rental rate is determined by dividing the net cost of the terminal cost center divided by leasable square footage. The Use Agreement requires the Airport to charge an equalized terminal rental rate for all five terminals.

The amount paid by the airlines for landing fees and terminal rents/fees less airline incentive payments equals airline cost, which is an airport industry Key Performance Indicator (KPI). Another common industry KPI is passenger airline cost per enplaned passenger or CPE. This KPI for passenger airlines is calculated by dividing the amount paid by passenger airlines for landing fees and terminal rents fees less airline incentive payments (i.e., airline cost) by the number of enplanements.

DFW Cost Center – All non-airline business units, plus interest income, are included in the DFW Cost Center. The DFW Cost Center is also responsible for all costs associated with the Skylink people mover system per the terms of the Use Agreement. The net revenues from this cost center are transferred to the DFW Capital Account providing the net revenues are not higher than the Upper Threshold. If this occurs, then a Threshold or True-Up Adjustment is required. One of DFW’s most important KPIs is DFW Cost Center Net Revenues (i.e., net profit). This KPI measures the net revenues generated by DFW’s non-airline business units (after adjusting for the cost of Skylink and the DFW Terminal Contribution) and drives the amount of cash flow that can be transferred to the DFW Capital Account each year.

Joint Capital Account - Funds in the Joint Capital Account (JCA) require DFW and airline approval before money can be spent. The JCA is funded from the proceeds from natural gas royalties and the sale of land, plus interest income on the account. Supplemental funding for projects paid from the JCA comes from grants and the issuance of debt. Per the terms of the Use Agreement, an Annual Capital Transfer (described below) is made from the JCA to the terminal cost center to lower airline cost through FY 2017.

Coverage Account – The Airport established the Coverage Account as part of the new Use Agreements in order to implement rolling coverage. It was initially funded from coverage collected in FY 2010 (the last year of the old Use Agreement). Each year, the Coverage Account is rolled into the 102 Fund as a source of revenue, and then transferred back into the Coverage Account as excess revenue at the end of the year. The Coverage Account must equal 25% of aggregate debt service each year. If new debt is issued, each cost center must generate the incremental coverage required to fund 25% of the new debt service. These incremental coverage amounts are collected in the 102 Fund through rates and charges during the fiscal year.

DFW Capital Account – This is DFW’s discretionary account and is funded primarily from the DFW Cost Center Net Revenues, plus interest income. Supplemental funding for projects paid from the DFW Capital Account comes from grants and the issuance of debt. Funds in this account may be used for any legal purpose without prior airline approval.



Threshold Adjustments – The Use Agreement established a Lower Threshold and an Upper Threshold for DFW Cost Center Net Revenues to limit the amount transferred annually to the DFW Capital Account. If DFW Cost Center Net Revenues are budgeted to be less than the Lower Threshold ($42.9 million in FY 2014), then an incremental charge (i.e., a Lower Threshold Adjustment) is collected through landing fees in an amount sufficient to achieve the Lower Threshold amount. Conversely, if DFW Cost Center Net Revenues are budgeted to be greater than the Upper Threshold ($64.3 million in FY 2014), then 75% of the excess is credited to the Airfield Cost Center as an Upper Threshold Adjustment. This reduces budgeted landing fees. The remaining 25% may be retained in the DFW Cost Center and transferred to the DFW Capital Account at the end of the Fiscal Year. The benefit of the Lower Threshold Adjustment is that it guarantees that DFW will have a minimum level of cash to transfer to the DFW Capital Account so that DFW can replace assets on a timely basis. Conversely, the Upper Threshold limits the Airport’s ability to generate significantly more net revenues and serves to reduce airline cost over time. It also places a limit on DFW’s ability to significantly increase its coverage ratios. The Threshold Amounts are adjusted annually for inflation.

True-Up Adjustments – At the end of each Fiscal Year, DFW performs a reconciliation or true-up, such that actual revenues equal the actual net cost to operate and maintain the airfield and the terminal. Any difference becomes a True-Up Adjustment and is either charged or credited to that cost center in the next fiscal year. The True-Up Adjustments for the airline cost centers are applied back to that cost center the following year beginning in January. DFW Cost Center True-Up Adjustments are applied against landing fees beginning in the following January.

Annual Capital Transfer – Per the terms of the Use Agreement, an annual transfer is made from the Joint Capital Account to the Terminal Cost Center to reduce the cost of the terminal to the airlines for a period of years. This transfer was $28 million in FY 2011 (first year of new Use Agreement) and $16 million in FY 2014. The transfer will be reduced by $4 million each year through FY 2017 until it is eliminated.

DFW Terminal Contribution – Per the terms of the Use Agreement, an annual transfer is made from the DFW Cost Center to the Terminal Cost Center to pay for DFW’s share of common use and leasable, but unleased space, in Terminals D and E. This amount is $7.7 million in FY 2014.

Related Reports and Information

For a more comprehensive understanding of DFW’s financial, operational and capital programs, readers will find additional information on the DFW website at www.dfwairport.com/investors, including the Comprehensive Annual Financial Report, Annual Budget, the Schedule of Charges, the DFW Strategic Plan, Terminal Renewal and Improvement Program status reports, Passenger Statistics, required Bond disclosures, and recent Official Statements.

Public Facility Improvement Corporation (PFIC)

DFW has a PFIC which manages the rental car facility, rental car bus transportation, and the Grand Hyatt Hotel. The PFIC is a separate legal entity. Net revenues generated from the PFIC are retained in the PFIC. The majority of the PFIC cash is classified as unrestricted and available for any purpose. See further discussion beginning on page 43.

FY 2014 Financial Plan Executive Summary


DFW AIRPORT FY 2014 FINANCIAL PLAN Major Assumptions The major assumptions used to develop this Financial Plan are highlighted below. Major changes from the FY 2013 Plan are highlighted. General Assumptions

American Airlines Group Inc. (AAG) On December 10, 2013, the merger between AMR Corporation, the parent company of American Airlines (“AA”), American Eagle, and other affiliates, and US Airways Group Inc. was approved. AAG represents 85.4% of DFW passengers, 77% of landed weights, and 33% of total 102 fund revenues. DFW is AAG’s largest hub representing approximately 26% of AAG’s total traffic. AAG has announced that the will keep the corporate headquarters in Fort Worth, Texas. It is anticipated that the merged AAG will have a positive long-term impact on DFW; however, the air service growth assumptions in the Plan remain very close to last year’s Plan to be conservative.

Use Agreement. The current Use Agreement expires September 30, 2020. Accordingly, the Financial Plan extends through the same time period.

Passenger, Revenue, and Expense Assumptions

Passengers are projected to grow at an average of approximately 2.2% per year with the exception of FY 2015 (1.0% growth), which is first year that Southwest will be able to fly to any domestic destination from Love Field.

Inflation/CPI is assumed to increase 3.0% per year. Total personnel costs (salaries, wages and benefits) are projected to increase approximately 3.5% in 2015 and 3.7% per year beginning in FY 2016.

Parking revenues are correlated with originating passengers and average parking rates. The Plan assumes a $1 parking rate increase in FY 2015 for Terminal and Express, and $1 increase in FY 2017 and FY 2020 for Terminal, Express, and Remote. The Plan assumes productivity improvements (i.e., increase revenue per originating passenger) through FY 2020 resulting from expanded terminal and express parking facilities, parking guidance systems, a new parking control system, and targeted marketing initiatives.

Concessions revenues are primarily (71%) correlated with enplaned passengers, percentage rent paid by the concessionaires, and average gross receipts per enplanement; while 29% is derived from non-passenger based concessions such as advertising. Food, beverage, and retail gross receipts are projected to increase 2.2% annually, consistent with passenger growth assumptions. In addition, it is projected that average percent rent rates will increase 5-15% as new concession agreements are executed in association with the TRIP and Terminal D revitalization master plan. Non-passenger based revenues are projected to increase 2% per year.



Rental car revenues are correlated with destination passengers and average car rental

rates. Average rates are projected to grow 1% in 2015, and 2% thereafter, consistent with the FY 2013 Plan.

Commercial development revenues are correlated with developed acres and average

rate per acre. The FY 2014 Plan assumes the development of 719 additional acres by FY 2020 and that average rate per acre will increase with inflation. This represents a decrease of 95 developed acres over the FY 2013 Plan due to changes in projected development schedules.

Capital Account Assumptions

Terminal Renewal and Improvement Program (TRIP) will continue to be constructed in phases through FY 2018 at an estimated cost of $2.2 billion (in escalated dollars). This includes $20 million of scope changes approved over the past fiscal year and an anticipated cost exposure of $188 million (as of December 31, 2013) to cover potential cost increases for Terminals A, B, and E and additional scope. DFW and American are working to reduce this exposure amount. However, the FY 2014 Plan assumes that the entire amount will need to be financed. See a detailed discussion of the TRIP budget on page 30.

Joint Capital Account (JCA) The FY 2014 Plan reflects the addition of $192 million of new capital projects (excluding TRIP) primarily for new employee parking garages, deicing infrastructure and equipment, and an increase to the Terminal A garage budget. A detailed list is included on page 33.

DFW Capital Account (DFWCA) is programmed annually for renewal, replacement, road

expansion, commercial development, and other discretionary projects. During FY 2013, DFW decided to fund the $135 million Terminal E Parking Garage from the DFWCA rather than the JCA.

PFCs/Grants. The FY 2014 Plan assumes that PFC’s remain at $4.50 through FY 2020. Entitlement grants are assumed to remain at the current annual level of $9 million through 2020. Discretionary grants are programmed for runway refurbishments.

Natural gas royalties are correlated with natural gas prices, the number of producing wells, and the average production per well. Future prices are based on NGPL Texok zone rates. The Plan contains the assumption that average well production falls over time. It is assumed that additional wells will begin to be added in FY 2017 when natural gas prices stabilize.

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Operating Revenue and Expense Fund The following table highlights sources and uses of cash for DFW’s Operating Revenue and Expense Fund (the “Operating Fund”) through FY 2020. The Operating Fund is projected to generate $839 million of net revenues over seven years, of which $578 million is projected to be transferred to the DFW Capital Account and $260 million to reduce future landing fees.

Millions FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 Total Revenues

Airfield Cost Center 140$ 138$ 151$ 159$ 166$ 170$ 173$ 176$ 1,133$ Terminal Cost Center 164 189 222 252 290 312 325 329 1,920 DFW Cost Center 297 308 338 360 393 418 448 473 2,737 PFCs for Debt Service 137 112 114 116 118 121 124 126 830

Total Revenues 739 746 825 887 967 1,021 1,069 1,105 6,620 Expenses

Operating Expenses 353 372 387 395 405 416 431 446 2,851 Debt Service

Existing Debt Service 247 220 234 241 249 252 254 257 1,708 PFIC Debt Service 20 18 18 18 18 19 19 19 131 New Debt Service 26 46 97 139 177 206 214 213 1,092

Total Debt Service 292 284 349 399 444 477 488 489 2,930 Total Expenses 645 655 736 794 849 893 919 935 5,781

Net Revenues Generated 93 91 89 93 118 128 150 170 839 Landing Fee Reductions (25) (21) (17) (19) (36) (42) (57) (70) (260)

Revs to DFW Capital Acct 68$ 70$ 72$ 74$ 82$ 86$ 93$ 100$ 578$

102 Operating Fund

The following table compares the FY 2013 and FY 2014 Plans from FY 2013 through FY 2020.

Millions FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 Total Revenues

Airfield Cost Center 2$ (5)$ (1)$ (1)$ - 1$ 1$ 2$ (2)$ Terminal Cost Center (2) (6) (2) (9) (2) 9 18 17 25 DFW Cost Center 16 7 10 3 2 (6) 7 12 35 PFCs for Debt Service (5) (1) 1 - - - - - 2

Total Revenues 11 (5) 9 (7) - 5 27 31 60 Expenses

Operating Expenses (2) 3 6 7 3 1 2 3 27 Debt Service

Existing Debt Service (6) (6) 1 - - - - - (3) PFIC Debt Service - - - - - - - - -New Debt Service - (24) (15) (23) (13) 9 17 14 (36)

Total Debt Service (6) (30) (14) (23) (13) 9 17 15 (39) Total Expenses (9) (27) (8) (15) (9) 11 19 18 (12)

Net Revenues Generated 19 22 16 9 10 (6) 7 13 72 Landing Fee Reductions (17) (18) (13) (7) (8) 4 (6) (11) (60)

Revs to DFW Capital Acct 3$ 4$ 3$ 1$ 2$ (2)$ 1$ 2$ 12$

102 Operating Fund FY2014 Plan Increase (Decrease) Compared to FY2013 Plan

Terminal revenues are lower through FY 2017 then increase due primarily to debt service associated with a revised TRIP schedule and total projected expenditures. DFW cost center revenues increase primarily due to higher concession revenues, net of more conservative parking revenues. Operating expenses increase due primarily to addition of Customs and Border Patrol (CBP) expenses and the reclassification of Airport Development and Engineering department overhead charges and natural gas expenses from the Joint Capital Account to the 102 Fund. Debt service changes correlate with revised TRIP schedule and costs.



The following charts summarize projected sources and uses of cash for the Operating Fund over the seven year period.

Joint Capital Account and Related Bond Proceeds

The following table summarizes the primary sources and uses of cash for the joint capital account (JCA) including the sale of bonds and use of related bond proceeds through FY 2020. The JCA is funded from beginning cash, the proceeds from natural gas royalties and land sales, grants, and interest income; and supplemented with bond proceeds as needed. The major uses of cash over the next seven years include the TRIP, other capital projects, capitalized interest, debt reserves, and annual “joint capital account transfers” to reduce terminal rentals. The table highlights the significant amounts of cash retained in the JCA in FY 2013 from the accelerated bond sales.

Ops Expense

$2.9B Debt

Services, $2.9B

Cash Flow $.8B

Uses of Cash (FY14-FY20)$6.6 Billion

Airfield $1.2B

Terminal $1.9B

DFW $2.7B

PFCs $0.8B

Sources of Cash (FY14-FY20)$6.6 Billion

Millions FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 Total Beginning Cash 816$ 1778$ 1788$ 920$ 862$ 451$ 267$ 210$ 816$ Sources of Cash

Natural Gas 6 7 7 7 11 10 9 8 65 Debt Financing 1,639 567 - 625 - - - - 2,831 Misc Sources 9 - - - - - - - 9 Grants 7 3 17 16 2 - - - 45 Interest Income 8 4 4 5 9 9 8 7 55

Total Sources of Cash 1,668 581 29 653 21 19 17 16 3,004 Uses of Cash

TRIP 364 349 431 367 232 106 38 - 1,887 Other Capital Projects 157 216 278 193 107 37 12 4 1,004 Capitalized Interest 68 101 77 63 35 11 1 - 355 Debt Reserves 97 31 - 43 - - - - 170 Transfer to Operations 20 16 12 8 4 - - - 60 Transfer to DCA - - 135 - - - - - 135 Cash Flow Adjustment - (142) (36) 37 55 49 23 12 (1)

Total Uses of Cash 707 571 897 711 433 202 75 16 3,610 Net Change in Cash 962 10 (868) (58) (411) (183) (58) - (606) Ending Cash 1,778$ 1,788$ 920$ 862$ 451$ 267$ 210$ 210$ 210$ Bond Funds 1,566 1,587 726 670 251 54 17 2 Unrestricted Funds 212$ 201$ 194$ 192$ 200$ 213$ 193$ 208$

Joint Capital Account and Related Bond Funds



To obtain the most accurate cash flow estimates, projected outflows of cash for construction projects have been deferred from the construction schedule by three to six months over time to account for delays in billing and payments (see Cash Flow Adjustment line). More detail on the sources and use for the joint capital account is included in the Capital Accounts section. The following table compares the FY 2013 and FY 2014 Plans for the period FY 2013 through FY 2020.

The increase in natural gas revenues is due to the assumed addition of new wells in FY 2017. The changes in debt financing are due to the addition of new capital projects and timing of bond issues. The decrease in grants is primarily due an assumption change that discretionary grants could not be available to fund the ramp work for the Terminal D South Expansion project. The increase in TRIP costs is discussed below. Other capital projects decreased primarily due to the transfer of the Terminal E Garage to the DFWCA. Capitalized interest increased due to the addition of capital projects and the revised schedules for TRIP and other capital projects. The $135 million transfer to the DFWCA is required to move previously issued bond funds between the two capital accounts.

Terminal Renewal and Improvement Program (TRIP)

The following chart highlights the schedule and costs by terminal. A more detailed schedule is included in the Capital Section on page 31.

Millions FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 Total Beginning Cash (2)$ (178)$ 108$ 27$ 271$ 143$ 42$ (8)$ (2)$ Sources of Cash

Natural Gas (1) - - (1) 4 3 3 3 11 Debt Financing (156) 149 - 351 - - - - 344 Misc Sources - - - - - - - - -Grants (7) (17) (2) 6 2 - - - (18) Interest Income - - (4) (4) (3) - - - (12)

Total Sources of Cash (164) 131 (6) 352 2 3 3 3 326 Uses of Cash

TRIP (83) (10) 5 90 55 106 38 - 200 Other Capital Projects (55) (91) (51) 93 72 13 (7) (6) (33) Capitalized Interest 8 20 (10) 6 6 2 - - 32 Debt Reserves (21) - - 15 - - - - (7) Transfer to Operations - - - - - - - - -Transfer to DFWCA - - 135 - - - - - 135 Cash Flow Adjustment 165 (73) (5) (95) (3) (16) 21 9 3

Total Uses of Cash 13 (155) 74 108 131 104 53 2 331 Net Change in Cash (177) 286 (80) 244 (128) (101) (50) - (5) Ending Cash (178)$ 108$ 27$ 271$ 143$ 42$ (8)$ (7)$ (7)$

Joint Capital Account and Related Bond FundsIncrease (Decrease) FY 2014 Plan Compared to FY 2013 Plan

Millions FY10 FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 Total

Terminal A $581

Terminal E $612

Terminal B $523

Terminal C $551

Total $14 $120 $239 $364 $352 $433 $369 $233 $106 $38 $2,267

* Includes $188M of TRIP Exposure that includes $19 million in additional projects subject to MII.

*



DFW Capital Account (DFWCA) and Related Bond Proceeds

The following table summarizes the primary sources and uses of cash for the DFW capital account including the sale and use of related bond proceeds. The primary sources of cash for the DFW capital account are beginning cash and net revenues from the DFW cost center. Although the DFW capital account is a discretionary account, the primary purpose is to fund non-TRIP renewals and replacements. More detail on the projects is included in the Capital Accounts section.

The following table compares the FY 2013 and FY 2014 Plans for the period FY 2013 through FY 2020.

Millions FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 Total Beginning Cash 111$ 201$ 330$ 373$ 205$ 85$ 60$ 48$ 111$ Sources of Cash

Revenues from DFW CC 65 71 71 72 74 82 86 93 615 Debt Financing Proceeds 87 95 23 - - - - - 205 Transfer in from JCA - - 135 - - - - - 135 Misc Sources - - - - - - - - -Grants 12 16 23 21 15 9 8 5 111 Interest Income 1 1 1 2 2 2 2 2 12

Total Sources of Cash 166 182 254 95 92 93 96 100 1,078 Uses of Cash

Capital Projects 75 181 260 232 110 94 98 95 1,145 Capitalized Interest - 4 2 - - - - - 6 Debt Reserves - 3 - - - - - - 3 Transfer to JCA/Operations - - 8 10 10 12 12 12 65 Cash Flow Adjustment - (134) (59) 21 92 12 (3) 2 (69)

Total Uses of Cash 75 54 211 263 212 118 107 109 1,150 Net Change in Cash 91 128 43 (168) (120) (25) (11) (9) (72) Ending Cash 201$ 330$ 373$ 205$ 85$ 60$ 48$ 39$ 39$ Bond Funds 82 148 215 105 34$ 22 10 -Unrestricted Cash 119$ 181$ 158$ 100$ 51$ 38$ 38$ 39$

DFW Capital Account - Sources and Uses

Millions FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 Total Beginning Cash - (60)$ 54$ 231$ 143$ 31$ 4$ (24)$ -Sources of Cash

DFW Cost Center - 5 5 3 1 2 (2) 1 15 Debt Financing (53) 95 23 - - - - - 65 Transfer in from JCA - - 135 - - - - - 135 Misc Sources (7) - - - - - - - (7) Grants (7) (10) - 9 - - - - (8) Interest Income - - (1) - 1 - - (1) -

Total Sources of Cash (67) 90 163 12 2 2 (3) 1 201 Uses of Cash

Capital Projects (66) (59) 93 132 22 13 24 19 178 Capitalized Interest - 3 2 - - - - - 5 Debt Reserves (3) (1) - - - - - - (4) Transfer to JCA/Operations (9) - 6 8 8 10 10 10 42 Cash Flow Adjustment 70 (24) (114) (39) 84 6 (8) 8 (16)

Total Uses of Cash (7) (81) (14) 100 113 30 26 38 205 Net Change in Cash (60) 171 177 (88) (111) (27) (28) (37) (4) Ending Cash (60)$ 111$ 231$ 143$ 31$ 4$ (24)$ (61)$ (4)$

DFW Capital Account and Related Bond ProceedsIncrease (Decrease) FY 2014 Plan Compared to FY 2013 Plan



20

25

30

35

40

45

50

55

60

65

70

09 10 11 12 13 14 15 16 17 18 19 20

Passenger Projections (Millions)

Total Pax Enpl. Total O&D Conn Pax

The changes in capital projects reflect the transfer of the Terminal E Parking Garage from the JCA to the DFWCA, a deferral in the timing of projects, the elimination of some projects, and a shift in commercial development projects over time. Since the These changes caused the adjustments in grants and debt financing proceeds.

Key Performance Indicators (KPIs) The following table trends projected core business, financial, debt, and cash KPIs. Passengers

DFW’s passenger forecast assumes a steady growth through FY 2020, averaging about 2.2% annually except in FY 2015 when Southwest can fly to any destination from Love Field. DFW has projected originating passengers to be flat in that year, and a 1% increase in total passengers. Management believes that even if the loss of originating passengers is higher, connecting passengers will offset any loss. Total passengers in FY 2020 are 2.46% above the FY 2013 Plan.

Key Performance Indicator (KPI) FY14 FY15 FY16 FY17 FY18 FY19 FY20 Core Business

Total Passengers (Ms) 61.2 61.8 63.2 64.6 66.1 67.6 69.1 Financial

Total Airline Cost (Ms)* 253$ 309$ 350$ 388$ 412$ 411$ 405$ Cost Per Enplanement** 8.04$ 9.66$ 10.74$ 11.71$ 12.17$ 11.91$ 11.51$ Net Revs - DFW CC (Ms) 91$ 89$ 93$ 118$ 128$ 150$ 170$ Revenue Mgmt Revs/EPAX 8.44$ 9.01$ 9.32$ 9.83$ 10.06$ 10.42$ 10.88$

Debt Coverage Ratio :

Gross Revenue 1.50 1.50 1.48 1.47 1.46 1.46 1.46 Current Gross Revenue 1.19 1.22 1.20 1.21 1.21 1.21 1.21 All Sources 1.61 1.60 1.57 1.57 1.55 1.53 1.54

Debt Service/EPAX 9.25$ 10.87$ 12.21$ 13.36$ 14.12$ 14.27$ 14.07$ Net Debt Service/EPAX 5.62$ 7.62$ 8.95$ 10.09$ 10.79$ 10.78$ 10.50$ Debt Outstanding/EPAX 212$ 206$ 219$ 211$ 202$ 193$ 185$

CashDays Cash on Hand 661 614 558 522 533 518 525

*Post True Up, Threshold Adjustment, and ASIP

**Post True Up, Threshold Adjustment, and ASIP (excludes Cargo)



Airline Cost

Airline cost is defined as the revenues paid to the airport by the Airlines for landing fees, terminal rents, and other miscellaneous airfield and terminal charges. The chart compares projected airline cost in FY 2014, FY 2017, and FY 2020 between the original FY 2011 Plan, the FY 2013 Plan and the current Plan. The table highlights terminal costs (in blue) and airfield costs (in green). Total airline cost, and the terminal cost center costs, rise over time primarily due to the net impact of the elimination of an assumed $1.50 increase in PFCs (made in the FY 2012 Plan), lower interest rates than originally planned, and incremental borrowing for TRIP. The changes between the FY 2013 and FY 2014 Plans for the terminal cost center reflect debt service changes associated with the revised TRIP schedule. The reductions in airfield cost over time are primarily related to higher DFWCC net revenues (which are shared with the airlines to reduce landing fees), lower interest rates, and lower expenses.

Airline Cost per Enplanement (CPE) CPE is defined as total passenger airline cost (i.e., revenue paid to DFW) divided by the number of enplaned passengers. The following chart compares projected CPE between the FY 2011 Plan, the FY 2013 Plan, and the FY 2014 Plan for selected fiscal years. CPE in the FY 2014 Plan is lower than the prior Plans due to lower interest rates, higher DFWCC net revenues (which reduce landing fees), and lower expenses. This more than offsets the loss of $1.50 PFC in the original plan.

Although this is a standard industry metric, it is flawed because it does not compare the total cost of an airline to operate at an airport. It does not include the costs that airlines incur and pay directly for terminal maintenance or to finance terminal capital improvements. Some

$149

$258 $298

$141

$135 $148

$166

$276 $299

$122

$123 $100

$157

$273 $315

$97

$116 $91

$290 $289 $254

$393 $399 $388 $446

$399 $405

$-

$100

$200

$300

$400

$500

FY14 FY17 FY20

Airline Cost (Millions)

Terminal 2011 Plan Airfield 2011 PlanTerminal 2013 Plan Airfield 2013 PlanTerminal 2014 Plan Airfield 2014 Plan

$9.10

$11.69$12.47

$9.25

$12.29$11.58

$8.04

$11.71 $11.51

$-

$3

$6

$9

$12

$15

FY14 FY17 FY20

Airline Cost Per Enplanement

2011 Plan 2013 Plan 2014 Plan

14

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DFW Cost Center Net Revenues The increase in DFWCC net revenues in the FY 2014 Plan as compared to the FY 2011 Plan and the FY 2013 Plan is the net result of a higher FY 2014 base year (driven by concessions and RAC revenues), lower debt service, and higher growth of concessions in future years, less lower parking (less aggressive efficiency assumptions) and lower commercial development revenues (lower acres under development in later years of the Plan).

The following chart shows the projected cash flow generated from the DFW cost center (blue line) and the amount transferred to the DFW capital account (solid red line) through FY 2020. When net revenues exceed the upper threshold, 75% of the surplus is credited to the airfield cost center to lower landing fees; and the other 25% is transferred to the DFW cost center. This provides a double incentive for DFW to grow net revenues (i.e., lower airline cost and higher revenues to the DFW capital account). If budgeted net revenues fall below the lower threshold, the airlines have agreed to pay an incremental landing fee to ensure that DFW achieves at least $40 million per year. This provides downside protection to ensure sufficient funds for capital replacement.

$40

$60

$80

$100

$120

$140

$160

$180

FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20

DFW Cost Center Net Revenues (Millions)

Lower Threshold Upper Threshold

Amount to DFW Capital Acct DFWCC Net Revenues

75% reduces landing fees

$62

$103$120

$69

$108

$157

$92

$118

$170

$0$20$40$60$80

$100$120$140$160$180$200

FY14 FY17 FY20

DFWCC Net Revenues (Millions)




Revenue Management Revenues per Enplanement

This KPI is similar to the “non-airline revenue per enplanement” metric used by the airport industry. This KPI includes revenues from business units that operate to make a profit (i.e., parking, concessions, rental car, commercial development), but excludes revenues from other business units that are priced to break even such as employee transportation, ground transportation and non-terminal utilities. This KPI excludes natural gas royalties

which are deposited into the joint capital account, Grand Hyatt revenues, and customer facility charges (CFCs) and customer transportation charges (CTC) for the RAC which are retained in the PFIC. The decreases from the FY 2013 Plan result from a lower base year for parking in FY 2014, more conservative parking growth projections, and a decrease in developed commercial development acres; offset by higher concessions revenues after TRIP completion. Debt Service/Debt Outstanding

Total debt outstanding is projected to reach $7.0 billion in FY 2016 then begin to decline. The Plan includes the assumption that DFW will issue an additional $639 million of debt in FY 2014 and $642 million in FY 2016, although the FY 2016 may be moved forward if DFW believes interest rates will rise substantially. In addition, the Plan assumes $389 million of refundings during FY 2014 providing a 3% NPV savings can be achieved. Most of the principal from these issuances will be spread between FY 2036 and FY 2045 with some spread in the 2020’s. In FY 2013, DFW sold one $25 million term bond with maturities from FY 2046 through FY 2050. This lowered required debt service reserves by approx.imately $40 million and will allow DFW to cancel its last surety policy in 2014.

Debt service is projected to be relatively flat after FY 2017 until existing debt is retired in FY 2035. The increase in debt service compared to the FY 2011 Plan is due to the addition of more than $1.3 billion of new projects, offset by lower interest rates.

$7.99

$9.32 $9.76

$8.38

$10.37 $11.11

$8.44

$9.83

$10.88

$-

$2

$4

$6

$8

$10

$12

FY14 FY17 FY20

Revenue Management Revenues per EPAX


$0.0

$1.0

$2.0

$3.0

$4.0

$5.0

$6.0

$7.0

$8.0

2014 2017 2020 2023 2026 2029 2032 2035 2038 2041 2044 2047 2050

Debt Outstanding (billions)

Pre-TRIP Debt Outstanding TRIP/NonTRIP New Debt Outstanding Other New Debt Outstanding

2011 Financial Plan

$0

$100

$200

$300

$400

$500

$600

2014 2017 2020 2023 2026 2029 2032 2035 2038 2041 2044 2047 2050

Current Plan - Debt Service (millions)

Debt Service Paid by PFC's (Existing) RFC Debt Service (Existing) TRIP/NonTRIP New Debt Service Other 2011Financial Plan

2011 Financial Plan



Debt Service Coverage Ratios

DFW’s Bond Ordinance requires two debt service coverage ratios: gross revenues and current gross revenue. The gross revenue ratio requires DFW to establish rates and charges sufficient to generate revenues that are 1.25x debt service after operating expenses. The current gross revenues requires DFW to set rates and charges such that it achieves a minimum of 1.0x excluding transfers from capital accounts (i.e., rolling coverage and the annual capital transfer from the joint capital account to the terminal cost center). With respect to the gross revenue ratio, rolling coverage makes-up the first 0.25 of the ratio with the remainder coming from the net revenues generated from the DFW cost center. The all sources ratio shown on the chart includes other recurring revenue streams that are not defined as gross revenues in the bond ordinance (i.e., PFIC net revenues and natural gas). Note that this rate excludes available unrestricted cash which exceeds $578 million in each year of the Plan which would take coverage in excess of 2.5x in each fiscal year.

Debt Service/Debt Outstanding per Enplanement

Debt service per enplanement is a standard industry measure. This KPI increases through FY 2019 due to the addition of debt to finance DFW’s capital programs. The red line reflects debt service per enplanement, net of PFC revenues. The FY 2014 Plan includes the assumption that PFCs will remain at the $4.50 level through FY 2020. The latest FAA reauthorization signed into law in 2012 retains PFCs at $4.50 through FY 2015. DFW committed (in the Use Agreement) to use PFCs up to $7.50 (if approved by Congress) for debt service.

Debt outstanding per enplanement peaks with DFW’s maximum debt in FY 2016 then begins to decline as debt outstanding is reduced and enplanements increase. Although this ratio is somewhat higher than the industry average, the impact is offset by DFW’s strong liquidity and low cost per enplanement. The decrease over the FY 2013 Plan is due to the lower projected debt levels. $187

$174 $153

$215 $204 $179

$211 $199

$175

$-

$50

$100

$150

$200

$250

FY14 FY17 FY20

Debt Outstanding per Enplaned Passenger


9.25

10.87

12.2113.36

14.12 14.27 14.07 13.8613.27 13.02

5.62

7.62

8.9510.09

10.79 10.78 10.50 10.299.70 9.46

$-

$2

$4

$6

$8

$10

$12

$14

$16

FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23

Debt and Net Debt Service per EPAX

Debt Service/EPAX Net Debt Service/EPAX

1.50 1.50 1.48 1.47 1.46 1.46 1.46 1.47 1.49 1.49

1.19 1.22 1.20 1.21 1.21 1.21 1.21 1.22 1.24 1.24

1.61 1.60 1.57 1.57 1.55 1.53 1.54 1.55

1.60 1.60

0.90

1.00

1.10

1.20

1.30

1.40

1.50

1.60

1.70

1.80

FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23

Debt Service Coverage Ratios

Gross Revenues Current Gross Revenues All Sources



Restricted and Unrestricted Cash

The chart includes the projections for DFW’s restricted and unrestricted cash accounts. Unrestricted cash includes available operating funds, the 90 day operating reserve, rolling coverage, and cash available in the joint capital account and DFW capital account, and the PFIC. Restricted cash accounts include bond funds, interest and sinking fund reserves, and debt service reserves. DFW’s goal is to keep a minimum of approximately $500 million of unrestricted cash available at all times.

Days Cash On Hand Based on comments from rating agencies and investors, DFW elected to increase its liquidity in FY 2012 Plan versus the FY 2011 Plan. DFW’s goal is to maintain a minimum of 450 days cash on hand for financial planning purposes. The increase over the FY 2011 Plan was achieved primarily by increasing cash retained in the joint capital account. Also, the FY 2013 and FY 2014 Plans include PFIC cash which is available for other purposes. Pension Plans and OPEB DFW has a defined contribution plan for all general employees hired after January 1, 2010. The Airport continues to provide a defined benefit plan for its Department of Public Safety employees. DFW closed its defined benefit plan for general employees on December 31, 2009. The General employee and DPS plans are 71.8% and 67.2% funded as of January 1, 2013. DFW’s investment rate assumption is 7.25% (no change from last year). The total unfunded actuarial accrued liability (UAAL) was $181.5 million at January 1, 2013. DFW is using a fixed amount amortization period with 22 years remaining as of January 1, 2013. DFW contributed more than the actuarial required contribution (ARC) in the past and has a pension asset of $53.4 million as of September 30, 2013. The ARC for FY 2013 was $29.8 million, 4.6% of the budget. DFW has an Other Post-Employment Benefits (OPEB) plan that provides an insurance premium subsidy not to exceed $400 per month for eligible employees from the date of retirement until they reach age 65. The unfunded UAAL was $9.1 million at January 1, 2013. The ARC is $1.6 million. DFW has significant pension and OPEB disclosures in its CAFR and Official Statement. Readers are encouraged to find more details there.

$0.7 $0.6 $0.6

$2.0

$0.8 $0.6

$2.7

$1.4 $1.2

$0.0

$0.5

$1.0

$1.5

$2.0

$2.5

$3.0

$3.5

FY14 FY17 FY20

Cash Balances (Billions)

Unrestricted Restricted

337 389

439

621

500 564

659

521 524

-

150

300

450

600

750

FY14 FY17 FY20

Days Cash on Hand*


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The following table highlights the primary revenues and expenses of the Airfield and Terminal Cost Centers for the period FY 2014 through FY 2020. Note that landing fees are projected to be lower in FY 2019 than in FY 2014 due to the increased transfer from the DFW Cost Center.

The following table compares the FY 2013 and FY 2014 Plans for the period FY 2014 through FY 2020. The most significant change is the decrease in net debt service associated with the terminal cost center which is resulting from TRIP scheduling changes.

Millions FY14 FY15 FY16 FY17 FY18 FY19 FY20 Airfield Expenses

Operating Expenses 72$ 76$ 79$ 82$ 85$ 88$ 91$ Debt Service 66 75 80 84 85 85 85

Total Expenses 138 151 159 166 170 173 176 Less:

Misc. Airfield Revenues 6 8 8 8 8 8 8 Upper Threshold Adjustment 21 17 19 36 42 57 70 Landing Fees 111$ 126$ 132$ 122$ 120$ 108$ 98$

Terminal ExpensesOperating Expenses 193$ 199$ 199$ 208$ 215$ 222$ 230$ Debt Service 42 74 106 138 156 162 161

Total Expenses 235 273 306 346 370 384 391 Less:

Misc. Terminal Revenues 44 48 51 55 58 60 61 Annual Capital Transfer 16 12 8 4 - - -DFW Terminal Contribution 8 11 12 14 14 15 15

Terminal Rentals 167$ 202$ 234$ 274$ 298$ 310$ 315$

Calculation of Landing Fees and Terminal Rentals

Millions FY14 FY15 FY16 FY17 FY18 FY19 FY20 Airfield Expenses

Operating Expenses (2)$ (1)$ (1)$ - - - -Debt Service, net of PFCs (3) - (1) - 1 1 1

Total Expenses (5) (1) (1) - 1 1 1 Less:

Misc. Airfield Revenues (2) - - - - (1) (1) Upper Threshold Adjustment 18 13 7 8 (4) 6 11 Landing Fees (22)$ (14)$ (8)$ (8)$ 5$ (4)$ (8)$

Terminal ExpensesOperating Expenses 6$ 6$ 6$ 8$ 8$ 9$ 9$ Debt Service, net of PFCs (16) (11) (19) (13) (3) 6 5

Total Expenses (10) (5) (13) (5) 6 15 14 Less:

Misc. Terminal Revenues 3 4 4 5 6 6 7 DFW Terminal Contribution - - - - - - -

Terminal Rentals (19)$ (15)$ (23)$ (18)$ (8)$ - (2)$

Calculation of Landing Fees and Terminal RentalsIncrease (Decrease) FY 2014 Plan Compared to FY 2013 Plan



The nearby charts highlight projected landing fees and average terminal rentals for the period FY 2014, FY 2017, and FY 2020 and the differences between the FY 2011, FY 2013, and FY 2014 Plans.

Landed weights are projected to grow at 2% per year on average. Landing fee rates are significantly lower in FY 2020 due to increased transfers from the DFW Cost Center. Terminal rentals increase over time due to debt service for the TRIP, increases in existing debt service, and the reduction in the “annual capital transfer.” The decrease in terminal rentals compared to the FY 2013 Plan for FY 2014 and FY 2017 is due to a lower base year and reduced debt service requirements due to changes in the TRIP schedule. The increase in terminal rentals compared to the FY 2013 Plan for FY 2020 is due to increased debt service requirements due to changes in the TRIP budget. The Plan assumes that leased space remains constant. American Airlines has preferential leases for Terminals A and C and about two-thirds of Terminal D. The remainder of Terminal D is managed by DFW as common use for international flights. American Eagle has preferential leases for Terminal B. The other domestic passenger carriers lease space in Terminal E on a preferential and common use basis. DFW charges an equalized terminal rental at each of the five terminals and provides the airlines certain credits/transfers to the terminal cost center as described below:

• Annual Capital Transfer – The current Use Agreement provides for a capital transfer from the joint capital account to the terminal cost center each year through 2017. The transfer is $16 million in FY 2014 and will be reduced by $4 million each year until it is phased out.

• DFW Terminal Contribution - DFW pays for the allocable cost of common use gates and unused and leasable space in Terminals D and E. This transfer is approximately $7.7 million in FY 2014 and is funded from the DFW cost center.

$3.62

$3.26 $3.37

$3.48

$3.20

$2.44

$2.82 $2.99

$2.24

$2.00

$2.40

$2.80

$3.20

$3.60

$4.00

FY14 FY17 FY20

Landing Fee Rate


$146

$241

$272

$156

$250$271

$146

$243

$280

$50

$100

$150

$200

$250

$300

$350

FY14 FY17 FY20

Terminal Rent Rate per Square Foot




• American Airlines (AA) Maintenance Credit – DFW provides AA a credit to reimburse it for maintenance that AA provides in Terminals A and C. This credit (negotiated at $38.6 million for FY 2014) is added to the terminal cost for the purpose of calculating equalized terminal rental rates then subtracted from AA’s rent. The credit increases with CPI each year.

DFW Cost Center The Use Agreement allows DFW to retain the net revenues (i.e., profit) from non-airline sources up to specified limits. Net revenues from the DFW cost center are transferred to the DFW Capital Account. The DFW cost center consists of four business units (parking, concessions, rental car, and commercial development) that are operated to generate positive cash flow; and other services such as employee transportation and ground transportation that are operated at break-even. The following table highlights the computation of net revenues for the DFW cost center for FY 2014 through FY 2020. The DFW cost center also pays for the cost of Skylink and people mover ($39.7 million in FY 2014).

Millions FY14 FY15 FY16 FY17 FY18 FY19 FY20Revenues

Parking 124$ 136$ 142$ 154$ 159$ 167$ 179$ Concessions 67 75 79 84 89 93 98 Rental Car Center 31 32 33 35 36 38 40 Commercial Development 36 36 41 45 49 54 60

Total Rev. Mgmt Revenues 258 279 295 318 333 352 376 Other Services 30 30 31 31 33 34 35 Transfers from PFIC/DFW/AA 18 26 28 31 32 38 37 Interest Income 1 3 6 13 21 25 26

Total Revenues 308 338 360 393 418 448 473 Expenses

Operating Expenses 146 152 158 157 160 165 171 Debt Service, Net of PFCs 63 87 97 104 116 118 117 DFW Terminal Contribution 8 11 12 14 14 15 15

Total Expenses 216 249 267 275 290 298 303 Net Revenues 92 89 93 118 128 150 170

Transfer to Airfield Cost Center (21) (17) (19) (36) (42) (57) (70) Net Revenues to DFW Capital 71$ 72$ 74$ 82$ 86$ 93$ 100$

DFW Cost Center Revenues



The following table compares the FY 2013 and FY 2014 Plans for the period FY 2014 through FY 2020.

Parking is lower due to more conservative growth assumptions. Concessions revenues are higher through FY 2020 due to a higher base year in FY 2014, stronger performance during TRIP than expected, and higher passenger projections. Commercial development is lower in FY 2015 through FY 2020 due to timing differences of development projects, and a reduction of developed acres in the out-years. Debt Service is initially lower due to delayed capital projects and higher in later years due to additional capital projects such as the employee garages. Interest income is flat due to interest rate assumptions consistent with last year’s plan. The following chart compares total revenue management revenues for the four business units.

Millions FY14 FY15 FY16 FY17 FY18 FY19 FY20Revenues

Parking (5)$ (5)$ (10)$ (12)$ (15)$ (11)$ (4)$ Concessions 7 9 9 8 7 7 7 Rental Car Center 1 1 1 2 2 2 2 Commercial Development 3 (3) (8) (8) (13) (10) (12)

Total Rev. Mgmt Revenues 6 2 (7) (10) (19) (12) (6) Other Services 1 - - - 1 1 1 Transfers from PFIC/DFW/AA - 8 10 12 12 18 17 Interest Income - - - - - - -

Total Revenues 7 10 3 2 (6) 7 12 Expenses

Operating Expenses (1) - 1 (5) (8) (7) (7) Debt Service, net of PFCs (11) (4) (3) - 10 9 8 DFW Terminal Contribution (4) (2) (3) (3) (2) (2) (2)

Total Expenses (16) (6) (6) (8) - - (1) Net Revenues 23 16 9 10 (6) 8 13

Transfer to Landing Fees (18) (13) (7) (8) 4 (6) (11) Net Revenues to DFW Capital 5$ 3$ 1$ 2$ (2)$ 1$ 2$

DFW Cost Center RevenuesIncrease (Decrease) FY14 Plan compared to FY13 Plan

$126 $133$168

$51 $66

$83$28

$30

$37

$40$46

$51

$129 $152 $182

$60$70

$90$29

$32

$38

$33

$48

$72

$124 $142$179

$67$79

$98$31

$33

$40

$36$41

$60

$245 $252 $258 $274

$302 $295

$339

$382 $376

$0

$50

$100

$150

$200

$250

$300

$350

$400

$450

FY14 FY17 FY20

Revenue Management Revenues (Millions)

Parking 2011 Plan Concessions 2011 Plan Rental Car Center 2011 Plan Commercial Development 2011 Plan



24

Parking The ParksignificanDFW maThe primoriginatinaverage maximizepassenge The Airpparking options: uncovere$13 per dday plus parking pAirport), Patrons wand has DFW plaimprovemover the of all parnew 7,9Terminalgarage insystem aof the Ex(5,763 sp4,043 spPlan assTerminalRemote parking managemFY 2013improvemparking rproductiv There is providersaccess texpress facilities providersless than

DFW Inte

king Businent source oanages its o

mary drivers ong passenge

length of se revenuer.

ort has a totspaces and

terminal ed and coveday); uncovetax). The A

plazas on thso that all cwho pass thincremental

ans to makements for its

next five yerking garage900 space A, a newn Terminal Eand entry plaxpress Northpaces). In toaces over thsumes a $ and Expresproducts in control sys

ment techniq3 Plan is duments. If prrates to achvity can be a

a large off-s (eight self-to the Airpoparking promarket that

s, was appron six hours) r

ernational A

ess Unit is Dof non-airlinown parking of parking reers, parking stay. DFW’ue per

tal of over 40d four differ

($18-$20 ered expresered remote

Airport is uniqhe north andcustomers arough both rates up to

e several ms parking buears includines as part of e parking w 3,920 spaE, a new parazas, and thh covered potal, DFW phe next four 1 rate incress products FY 2017 and

stem that wques, and mue to a loweroductivity eieve the rev

achieved, ma

airport park-park and thort. Off-airoducts. Off-t requires cuoximately $2represent 50

Airport

DFW’s mostne revenue.

operations.evenues areprices, and

s goal is tooriginating

0,000 publicrent parking

per day),s lots ($11-

e lots ($9 perque from an

d south endsand visitors plazas pay $six hours.

major capitausiness unitng a refreshthe TRIP, agarage in

ace parkingrking controe expansionarking lot to

plans to addyears. The

ease for alin FY 2015 d FY 2020; p

will provide marketing init

er base yeaxpectations

venue per oranagement m

ing market ahree dedicateport self-pa-airport parkustomer bus29.6 million 0% and 23%

FY 20

t . .

e d o g

c g , -r day), and D airport park

s of Internatimust go th

$1-$2 per tri

l t

h a n g l

n o d e l and $1 rate

productivity manageme

tiatives. Thear in FY 20are not me

riginating pamay not incr

at DFW thaed valets) p

arking compking represesing. Total oin FY 2013

% of total par

$9.2

$-

$2

$4

$6

$8

$10

$12

$14

14 Financia

DFW valet tking perspecional Parkwrough the pip. The Airpo

e increase foincreases th

ent more flee decrease i014 and moet, managemassenger tarrease rates a

t can be tappay a 10% ppetes againsents approxoff-airport s3. Drop-offsrking transac

6$

$9.50 $8.95

FY14

Parking

2011 Plan

al Plan Op

hrough a coctive becausay (i.e., the

plazas to acort also char

for all Terminhrough FY 2exibility to in the FY 20ore conservament can conrgets. Alternas much as

pped. Ten oprivilege fee st the Airpoximately 39%ales volumes and meetections.

$10.50$11.43

$10.4

FY17

Revenue per OPA

2013 Plan

perating F

January 31,

ontractor ($2se the Airpor

entrances tccess the Airges for drop

nal, Express2018 due the

implement 014 Plan oveative producnsider increanatively, if hplanned.

off-airport pato the Airpo

ort’s remote% of the sue, including ers/greeters

$11.04$11.66

43

FY20

AX

2014 Plan

und

2014

5 per rt has to the rport. p-offs

s and e new

yield er the ctivity asing

higher

arking ort for e and urface

valet (i.e.,

$11.11

25

Concess Terminaland beadvertisinamenitieshigher curevenueslocationsservices will contdriven sponsorsadvertisinpassengepassengeyears ancombinedmoving tlocationsrent. Concessadvertisinenhance increase concessinear theterminalswill provialso initiaits custothey’re se The charthe abovon prorevenue per enp2014, FYperiods. concessito highehigher sand revenues

DFW Inte

sions

concessionverage (F&ng, and s. Concessustomer satis per enpls and optim

options. Itinue to gr

revenue ships, cng. Revener (EPAX) er based (i.e

nd include ad multiple coto individual s and 134 pa

sions strategng options

passengerof net revenons contrac Skylink sta

s over the neide customeating DFW-tmers. Thiseeking and,

rt shows theve mention ojected co(i.e., incomlanement foY 2017, andThe growth ons revenuer percentaspend per phigher

s.

ernational A

ns primarily c&B), retail,

customesions’ goal isfaction andanement bmizing retaIn addition, row new n

streams communicatnues are 7

based ane., advertisin minimum aoncessions leases per

ackages. Ap

gy is to impas part of

r wayfindingnues per enpcts, and theations and eext six years

ers new optioto-consumer includes lein the future

e impact of strategies

oncessions e to DFW) or the FY d FY 2020 of planned

ues is due age rents, passenger, advertising

Airport

consist of foo, duty fre

er serviceis to achiev

d increase nby right-sizinail, F&B an

Concessionon-passeng

such aions an1% enplaned 29% no

ng). Concesannual guaralocations intlocation. A

pproximately

lement a cuf TRIP; initg options, rplanement (n group theentrances tos will allow Dons for dininr marketing everaging tee, an order fr

$1

$-

$0.50

$1.00

$1.50

$2.00

$2.50

$3.00

$3.50

FY 20

od ee, es/ ve

net ng nd ns

ger as nd ed

on-ssions agreeantee and pto one conce

As of Decemy 87% of pa

ustomer destiate DFW-tresulting in EPAX). Dur

e majority ofo the secureDFW to impng, shoppingstrategies to

echnology torom the gate

1.72$2.00

$2.1

FY14

Conces

2011 Pla

14 Financia

ements genepercentage ressions pac

mber 31, 201ackages are

sired mix ofto-customer

higher cusring TRIP, Df concessione side. Renlement a neg, and othero identify ano help passee area.

$2.31 $28

FY

ssions Revenue

an 2013 Pla

al Plan Op

erally are for rent. The A

ckage, howev13, the Airpcurrently pa

f food, bever marketing stomer sati

DFW will rebns in highlyovations of

ew concessior amenities. nd communiengers find

$2.42$2.61

17

e per EPAX

an 2014 Plan

perating F

January 31,

a term of 3 Airport previver, the airport had 205aying percen

erage, retailstrategies;

sfaction anbid nearly all y trafficked a

the four orons program Concessio

cate directlythe conces

2.46$2.69$2.8

FY20

n

und

2014

to 10 ously

port is 5 total ntage

, and and d an of its

areas riginal m that ons is y with sions

83



Rental Car Center (RAC) The Airport opened its Consolidated Rent-a-Car Facility ("RAC") in 2000. The RAC covers 164 acres and includes a common rental building with individual counters and back office space for each rental car company, a parking garage for ready and return car spaces, a bus maintenance facility, maintenance bays and fueling systems. The Airport collects ground lease, 10% percentage rent, and O&M expenses from the rental car companies, all of which have historically exceeded the operating costs of the RAC. There are six rental car companies with eleven brands operating from the RAC, with a total available inventory of approximately 25,000 cars. The largest three rental car companies and their market share are Hertz (36%), Avis (31%), and Vanguard (29%). There are no major off-airport rental car companies competing with the Airport. DFW management has little control over rental car company activities. It assists the RAC companies where possible and maintains the RAC facility to high standards. The drivers of RAC revenue include daily rental rates, length of stay, and the percent of destination passengers renting cars (i.e., passengers who originate from another location with their destination at DFW). Most RAC patrons are business travelers. The chart shows the projected changes in RAC revenues (to DFW) per destination passenger. Rental car transactions are projected to grow at the same rate as destination passengers; while average rates are projected to grow 2% reflecting the strong competition and price pressures in the rental car industry. Ground rents increase 3% per year as stated in the contract. RAC revenue per destination passenger is higher in the FY 2014 Plan than FY 2013 Plan due to a higher base daily rate and increased number of acres rented. The 102 Operating Fund does not include customer facility charges (CFC) or customer transportation charges (CTC) that are levied per transaction day and are collected by the PFIC.

$1.90 $2.00 $2.12

$0.37$0.37

$0.36

$1.99 $2.10 $2.23

$0.36$0.37

$0.37

$2.05 $2.18 $2.31

$0.37$0.38

$0.38$2.27 $2.35 $2.43 $2.37

$2.47 $2.56 $2.49 $2.60 $2.70

$0.00

$0.50

$1.00

$1.50

$2.00

$2.50

$3.00

$3.50

FY14 FY17 FY20

RAC Revenue per DPAX

Percent Rent 2011 Plan Ground Rent 2011 Plan Percent Rent 2013 PlanGround Rent 2013 Plan Percent Rent 2014 Plan Ground Rent 2014 Plan

27

Commer The Airpacres. Abeen corevenue tenants oestimatesadditionadevelopmland useapprovedalso hadfeasibilitythe differthe landprimarily synergy cargo fayears reqDallas an Commerground lefacility rAirport fayear leaApproximleased atof the Upercentaperspect(7%). The Plandevelopm

DFW Inte

rcial Develo

port has a tAs of June 30ommercially

producing on 1,212 acrs that appral land isment. A ce plan hasd by the Bod a consuly study of thrent developd use plan

on developsuch as log

acilities. quires the and Fort Wort

cial Develoeases, foreirents generacilities, andase agreemmately 70% t the “airport

Use Agreemge rents baive are Ame

n includes ment project

ernational A

opment

total landma0, 2013, 1,87

developed.ground lea

res of land. roximately 4s availablecommercial s been cooard. Mantant prepar

he full cost apment areasn. The Airping land thgistics, wareAny land le

approvals ofth.

pment revegn trade zorated from d property aments are n

of this landt services ra

ment. Someased on reerican Airlin

the assumpts over the

Airport

ass of 17,2070 acres hav. DFW haases with 6 Manageme

4240 acres e for futu

developmeompleted annagement hare a detaileand benefits s identified rport focuseat has airpo

ehousing, anease over 4f the Cities

enues includone tariffs an

non-terminnd surface negotiated d is leased te” which ince ground leevenues. Tnes (27%), P

ption that tnext seven

FY 20

07 ve as 68

ent of

ure ent nd as ed of in

es ort nd 40 of

de nd nal use fees reswith tenantunder nego

creases witheases, suchThe largest Prologis, L.P

he Airport n years tota

Capitais assuwill bemay futility wairline commespecifi

14 Financia

sulting fromts on a sotiated termh inflation thr as the Hythree Airpo

P. (10%), a

will invest aling approxal Accounts umed that the developefinance initiwork as necpreapprova

ercial deveed limit.

al Plan Op

m natural gasquare foot

ms with the rough FY 20yatt Regencort tenants and GTE Re

in ten diffeximately $10section for ahe majority r financed; ial road, incessary. DFal to issue belopment pr

perating F

January 31,

s drilling. Mor acre b

remainder b020 per the tcy Hotel, in

from a revealty Corpor

erent comme05 million.a detailed liof these prohowever,

nfrastructure FW has recebonds to finrojects up

und

2014

Multi-basis. being terms clude

venue ration

ercial See st. It ojects DFW

and eived

nance to a



Expense Budget The Plan assumes that operating expenses will increase with CPI plus or minus the incremental operating cost or benefit of new capital projects when they become operational. Personnel costs are projected to increase by approximately 3.5 – 3.7% per year. The following table highlights the increase in the total Operating Revenue and Expense Fund for FY 2014, FY 2017, and FY 2020 between the FY 2011 Plan, FY 2013 Plan, and FY 2014 Plan. FY 2014 Plan is less than FY 2013 Plan in the early years primarily due to a lower debt expenses and is higher in later years due to additional capital projects. The FY2013 and FY2014 Plans include PFIC Debt Service. Existing debt service is scheduled to increase steadily through FY 2020 as negotiated as part of the Use Agreement. Net debt service results from debt issued to finance the TRIP and additional capital projects.

Passenger Forecast Table Following is a table of DFW’s forecasted passenger information through FY 2020.

$391 $435 $485

$230 $250

$276 $95

$173

$187

$372 $405 $446

$238 $268

$276 $46

$177 $213

$368 $402 $442

$244 $267

$276 $70

$190 $199

$716 $682 $655

$859 $859 $849

$948 $917 $935

$0

$200

$400

$600

$800

$1,000

$1,200

102 Fund Budget (Millions)

O&M Expenses 2011 Plan Existing Debt Service 2011 Plan New Debt Service 2011 PlanO&M Expenses 2013 Plan Existing Debt Service 2013 Plan New Debt Service 2013 PlanO&M Expenses 2014 Plan Existing Debt Service 2014 Plan New Debt Service 2014 Plan

YearTotal Pax Enpl.

Total O&D

Conn Pax

Orig Pax

Dest Pax

Local Orig%

Local Dest% Local % Conn % Dom Intl

Dom% of Total

Intl % of Total

09 56.0 28.0 22.9 33.1 11.9 11.0 21.3% 19.7% 40.9% 59.1% 50.95 5.09 90.9% 9.1%10 56.4 28.2 23.1 33.3 11.9 11.1 21.1% 19.8% 40.9% 59.1% 51.02 5.38 90.5% 9.5%11 57.8 28.9 24.4 33.4 12.7 11.7 21.9% 20.2% 42.2% 57.8% 52.23 5.53 90.4% 9.6%12 58.3 29.1 25.0 33.3 13.0 12.0 21.9% 20.1% 42.0% 58.0% 52.06 5.87 89.9% 10.1%13 60.3 30.1 25.6 34.7 13.3 12.3 22.1% 20.4% 42.5% 57.5% 53.67 6.61 89.0% 11.0%

14 61.2 30.6 26.6 34.6 13.9 12.7 22.7% 20.8% 43.4% 56.6% 54.44 6.78 88.9% 11.1%15 61.8 30.9 26.6 35.2 13.9 12.7 22.5% 20.6% 43.1% 57.0% 54.55 7.29 88.2% 11.8%16 63.2 31.6 27.4 35.8 14.3 13.1 22.6% 20.8% 43.4% 56.6% 55.64 7.58 88.0% 12.0%17 64.6 32.3 28.2 36.4 14.7 13.5 22.8% 20.9% 43.7% 56.3% 56.75 7.89 87.8% 12.2%18 66.1 33.0 29.1 37.0 15.2 13.9 23.0% 21.1% 44.0% 56.0% 57.89 8.20 87.6% 12.4%19 67.6 33.8 30.0 37.6 15.6 14.3 23.1% 21.2% 44.3% 55.7% 59.05 8.53 87.4% 12.6%20 69.1 34.5 30.9 38.2 16.1 14.8 23.3% 21.4% 44.7% 55.3% 60.23 8.87 87.2% 12.8%

DFW Passenger Forecast (Millions)

29

The UseCapital Abe estab Capital DFW plaFY 2020programstotal uses

Over thenew capto the Pnew TRIPother Nmillion of$371 milJCA projThese arthis secti

DebIss$1

DFW Inte

e AgreementAccount (DFlished by DF

Project Ov

ns to spend0. The follos for that ses are finance

e past yearital projects

Plan includinP projects, aon-TRIP prf DFWCA plion (97%) ojects requirere discussedon.

Cash $6

t to be sued ,310

Other Sources

$252

Capital SouFY 2014

ernational A

t includes thFWCA), and FW’s bond o

verview – S

approximatowing chart even years ped. The res

r, $409 millhave been

ng $189 miland $192 mirojects, androjects. A tof the increme airline appd in more de

Debt Previousl

Issued $1,726

625

s

urces of Cash to FY 2020

Airport

CAPITA

hree capital the Rolling

ordinances).

Sources an

tely $3.4 billihighlights t

period in mit is paid from

lion of added lion in llion of d $20 total of mental proval. etail in

ly

FY 2014

AL PROJEC

funds: theCoverage A

nd Uses of

on on capitathe Sourcesllions. The m cash or ot

4 Financial

CTS

e Joint CapitAccount (in

f Cash

al projects fos and Usescharts show

ther sources

DFW Capital $1,070

CD

Re$

CaFY

Plan Cap

tal Account addition to f

or the period of Cash fow that appros.

Joint Capital $846

ap-I & Debt eserve $474

apital Uses of CY 2014 to FY 2

pital Projec

January 31,

(JCA), the funds requir

d FY 2014 thor DFW’s caoximately 79

TRIP $1,523

Cash2020

cts

2014

DFW red to

hough apital 9% of

30

Joint CaTRIP ImprovemrenovatioterminalsconstructThese terenovateof theirsystems.

Approximwill be systems and cooltechnologTSA secincludes

TRIP wilbillion (infiscal yeapotential are workentire am

DFW curterminalsone sectprojectedthrougho

In conneDirectorsreports a

Construcbe compTRIP scschedulebeen deloriginal srelated trephasinoperation

DFW Inte

apital AccoThe Ter

ment Progron and renes (Terminalsted approxerminals had over their

r original .

mately two-thused for thsuch as ele

ling, securitygy systems.curity areasmodest imp

l continue ton escalated dar and an ancost increa

king to reducmount will ne

rrently has ss at one timion of Termid flight activout TRIP con

ction with ths receive reare available

ction of eachpleted in mchedule (see). Overall,lay approximschedule in to the comg requirednal.

ernational A

ount – TRIrminal Reram (TRIP)ewal of DFWs A, B, C andximately 40ave been er life, but pristructural

hirds of thehe replacemectrical, plumy, fire safety The major, certain ba

provements t

o be construdollars). Thinticipated coases for Termce this expo

eed to be fina

sufficient tere without imnals A and Cvity. DFWnstruction

he constructegular TRIP on DFW’s w

h terminal isultiple phas

ee following the TRIP

mately one yFY 2011. T

mplexity of td to keep

Airport

P enewal a) consists W’s four oldd E) that we

0 years agexpanded aimarily consand buildi

TRIP budgment of agimbing, heatiy, conveyanrity of the reaggage systo the termin

ucted in phas includes $

ost exposureminals A, Bosure amouanced.

rminal capacmpacting fligC may be clo

W committed

ion of the TRstatus repo

web site.

s scheduled ses based g constructi

schedule hyear since tThe delays athe work ap 67 gat

FY 2014

nd of

der ere go. nd

sist ng

get ng ng

nces, telecomaining budtems, and

nal exteriors,

ases through$20 million oe of $188 mil, and E andnt. Howeve

city to constht operationosed at one d to give A

RIP, DFW Eorts includin

to on on as he

are nd tes

4 Financial

ommunicatiodget will be concessions, entrances,

h FY 2018 aof scope challion (as of D

d additional er, the FY 2

truct up to ons activity at

time to accoAA 67 gates

Executive Mang financial

Plan Cap

ns, lighting,used to upgs villages. and parking

at an estimanges approv

December 3scope. DFW

2014 Plan a

one section t the Airportommodate As in Termin

anagement updates.

pital Projec

January 31,

and informgrade ticket

The TRIP g structures.

ated cost ofved over the1, 2013) to cW and Ame

assumes tha

of three difft. However,American Aials A, C a

and the BoaSummary s

cts

2014

mation halls, also

f $2.2 e past cover

erican at the

ferent , only rlines nd D

ard of status

FY 2014 Financial Plan Capital Projects


The following table highlights a summary of the TRIP program from inception.

Project Name TotalOriginal TRIP approved in Use Agreement $1,922.0

TRIP: Terminal B BHS Increased Scope 17.5

TRIP: Terminal A, B, C, & E Window Replacement 40.0

TRIP: Natural Gas Lines (Term B, C, & E) * 3.8

Terminal Electric Vault Replacement 9.2

Interior Finishes Revisions 11.2

Concession Loading Docks (Term A) 4.0

TRIP Transition 14.0

AA Branding/Cust Service (A, B, & C) 14.0

AA Reimb for TRIP Self-Perform Work 5.5Total TRIP Additions To Base $119.2Current Approved TRIP Budget $2,041.2

Other Additions in Financial Plan, Subject to MII

TRIP Exposure 169.0

Concessions Storage Area 9.1

Terminal Information Centers 4.4

Concession Loading Docks (Term E) 5.3$187.8

TRIP Budget in FY14 Financial Plan with Exposure $2,229.0

* Excludes Terminal A natural gas which is funded in DFW Capital Acct

TRIP Base Scope + Additional Projects (Millions)



Joint Capital Account – Non-TRIP

As part of the Use Agreement, DFW and the airlines negotiated $220 million of capitalized projects to be funded with debt. These projects were bundled into categories. DFW cannot exceed category totals without approval of the airlines. In addition to the $220 million, there are $797 million of other non-TRIP JCA projects in the plan.

The following table shows the new Non-TRIP projects added in the last year. Due to the length of time it takes to plan, design, construct and open new facilities and projects, DFW is constantly evaluating potential expansion and replacement projects for addition to the Plan. It is likely that new projects will be added to the Financial Plan especially in the later years.

Major Project Description (in millions)Incremental

Cost

Non-TRIP

Employee Parking Garage (1)147$

Deicing Equipment and Infrastructure(1)23

Terminal A Garage Exposure (1)23

Terminal E Parking Garage (1) **(9)

Other Projects < $5M, net 9

Total Incremental Project Costs 192$

(1) Subject to Majority in Interest Approval

** Multiple funding sources

Category (in Millions) Prior Yrs FY14 FY15 FY16 FY17 FY18 FY19 FY20 Total

Budget Preapproved Projects

Airfield $0 $6 $29 $26 $7 - - - $68 Roads Bridges, Rail 31 21 6 2 3 3 3 8 77 Utilities 4 19 14 4 1 2 1 1 46 Parking 40 8 - - - - - - 48 Other Preapproved Projects 24 3 4 5 1 - - - 37

Total Preapproved 99 58 53 37 11 5 4 9 276 Less: Preapproved Grants (18) (4) (17) (16) (2) - - - (56)

Net Amount Preapproved $82 $54 $36 $22 $9 $5 $4 $9 $220

Other JCA ProjectsAirfield 0 - - - 0 7 7 - 14 Terminals 33 43 68 94 75 29 1 - 341 Parking 77 102 147 62 16 - - - 404 Other 3 11 15 11 5 1 - 0 46 JCA Projects-Gross 113 156 231 167 96 36 8 0 806 Less: Other JCA-Grants (0) - - - (0) (4) (4) - (9) Other JCA Projects-Net 113 156 231 167 96 32 4 0 797

Total Projects, Net $195 $210 $266 $188 $105 $37 $8 $9 $1,017

Joint Capital Account - Preapproved Projects from Use Agreement



Detailed Capital Project Listing

The following pages include the major capital project listing for the joint capital account, excluding the TRIP.

Project Description (Millions) Prior Yrs FY14 FY15 FY16 FY17 FY18 FY19 FY20

Total Budget

Airfield

T/W "Lima" Reconstruct Airfield Taxiway [AIP 75% ] - 4.3 24.5 22.4 2.7 - - - 53.9

T/W "Lima" Less: AIP Grant Reimbursement (75%) ( - (3.0) (17.2) (15.7) (1.9) - - - (37.7)

Reconfigure Southeast Holding Pad Deicing Infrastru - 0.3 3.0 - - - - - 3.3

Rehabilitate Spent Aircraft Deicing Fluid System 0.1 1.9 1.1 1.1 1.7 - - - 5.8

NE/NW Cargo VCP Remediation - - 0.2 2.5 2.6 - - - 5.2

Total Airfield, Net of Grants 0.1 3.4 11.7 10.2 5.0 - - - 30.5

Total Airfield, Gross 0.1 6.4 28.9 25.9 6.9 - - - 68.2

Roads, Bridges, Rail

Rehabilitate Landside Roads & Bridges (Ph. 2-5) - 3.4 3.1 2.4 2.6 2.6 3.2 7.7 25.1

W Airfield Dr & Mid-Cities Rd (road construction onl 3.3 11.8 2.9 - - - - - 17.9

DART Rail Station @ Term A* (excludes "T" platform 27.9 6.1 - - - - - - 34.1

Total Roads, Bridges, Rail 31.2 21.3 5.9 2.4 2.6 2.6 3.2 7.7 77.1

Utilities

Elevated Water Tower (2.5 MG) $220M) 0.8 7.0 4.1 - - - - - 11.8

Rehab Open Storm Channels 0.5 1.1 1.1 1.0 1.0 2.0 1.0 1.0 8.7

Rehabilitate and Reconfigure Water Pump Stations ( 2.4 4.2 1.6 - - - - - 8.2

Replace E. Airfield Dr Sanitary Sewer Lift Station ($2 0.1 1.3 0.7 - - - - - 2.1

Rehabilitate Energy Plaza - Utility Vault ($220M) - 2.4 2.5 - - - - - 4.9

Install Electrical Distribution System Duct Bank (conc - - 1.2 2.8 - - - - 4.0

Rehabilitate AOA Storm Sewers ($220M pre-approve - 1.5 1.5 - - - - - 3.0

Rehabilitate ESP Thermal System (Install Two 300 To - 1.6 1.4 - - - - - 3.0

Total Utilities 3.8 19.1 14.1 3.8 1.0 2.0 1.0 1.0 45.8

Parking

Parking Control System (PCS)* 9.1 6.0 - - - - - - 15.0

North/South Toll Plaza & Parking Admin Bldg ($220M 30.9 1.9 - - - - - - 32.9

Total Parking 40.0 7.9 - - - - - - 47.9

Other

Fire Training Center Rehab ($220M pre-approved) 24.4 0.7 - - - - - - 25.1

Fire Training Center Rehab : Less: AIP Grant ($220M (17.6) (0.5) - - - - - - (18.0)

ITS Radio System Expansion ($220M Pre-Approved - 2.4 3.1 4.8 - - - - 10.2

Rehab Stations 2, 3, 4 - - 1.0 0.5 0.5 - - - 2.0

Total Other, Net of Grants 6.8 2.6 4.1 5.3 0.5 - - - 19.2

Total Other, Gross 24.4 3.0 4.1 5.3 0.5 - - - 37.3

Total Pre-approved Projects 99.5 57.8 53.0 37.4 11.1 4.6 4.2 8.7 276.2

Less: Grants (17.6) (3.5) (17.2) (15.7) (1.9) - - - (55.8)

Total Pre-approved Projects Net 81.9 54.3 35.8 21.7 9.2 4.6 4.2 8.7 220.4

*Total current PCS budget is $24.4M and DART Rail is partially offset by I-2/I-3 easement funding

FY 2014 Financial PlanJoint Capital Account Projects - Excluding TRIP



Project Description (Millions) Prior Yrs FY14 FY15 FY16 FY17 FY18 FY19 FY20

Total Budget

Other Programmed ExpendituresA Garage Reconstruction 77.2 72.9 47.9 0.5 - - - - 198.6

Employee Parking Garage (Term B & E Infield) - 19.8 67.6 46.1 13.0 - - - 146.5

Term D South: Gate expansion/Hardstanding - - 21.4 53.5 63.4 26.3 - - 164.6

Term D South: B/D Connector Extension - 3.4 19.4 17.7 2.1 - - - 42.7

Term D South: Term D Mods - 5.3 18.0 9.7 0.5 - - - 33.0

Term D South: D5 Bus Gate - 4.0 4.0 - - - - - 8.0

Term B North Stinger 18.7 21.3 - - - - - - 40.0

Term B/D Connector 14.1 6.9 - - - - - - 21.0

Term E Garage Roadway (section B/C) - 9.4 21.2 2.0 - - - - 32.5

DPS Station #1 Reconstruction/Expansion 0.7 2.4 9.1 8.8 - - - - 21.0

Deicing Infrastructure Expansion - 1.2 3.8 10.8 6.7 0.5 - - 23.0

Concessions Storage Area (Term A, B, C, & E)(60 lo - 0.9 1.8 1.8 1.8 1.8 0.9 - 9.1

ADG VI T/W "Y" Bridges: to carry ADG VI (747-800 & 0.2 - - - 0.2 6.9 7.1 - 14.4

ADG VI T/W "Y" Less: AIP Reimb (0.1) - - - (0.1) (4.1) (4.3) - (8.6)

N. Express (1W)Expansion (North end) - - 10.2 2.9 - - - - 13.1

N. Express (1W)Expansion (center section) - - - 10.5 3.0 - - - 13.4

Projects <$5M 2.0 8.2 6.1 2.3 4.9 0.9 - 0.2 24.6

Other Programmed Expenditures 112.9 155.8 230.5 166.6 95.6 36.5 8.1 0.2 805.6

Other Programmed Expenditures-Grants (0.1) - - - (0.1) (4.1) (4.3) - (8.6)

Total Other Programmed Expenditures-Net 112.7 155.8 230.5 166.6 95.5 32.3 3.8 0.2 796.9

DFW Capital Account The capital projects included in the first five years of the Plan consist mostly of identified individual projects rather than the planning level reserves that are included later in the Plan based on projected asset lifecycles. Projects already underway are generally in design or construction and at a high level of budget accuracy. The amounts for new projects, which have not gone through design yet, represent planning level estimates. DFW actively manages these projects to identify savings and free-up cash for other projects as needed and to remove projects when assumptions change.

Category (in Millions)Prior Yrs FY14 FY15 FY16 FY17 FY18 FY19 FY20

Total Budget

DFW Capital ProjectsAirfield - 25 39 40 25 19 15 10 172

Terminal - 13 22 18 13 10 7 8 90

Roads, Bridges, Rail, Skylink - 6 9 9 7 6 6 5 46

Utilities - 4 4 1 0 - 0 - 9

Parking - 22 94 70 6 9 9 12 223

Environmental - 0 0 1 - - - - 2

Information Technology - 11 15 20 12 8 10 13 78

Safety & Security - 2 4 6 - 2 2 2 19

Commercial Development 6 78 48 40 18 11 19 19 239

ASIP/Other Projects - 20 37 30 23 26 21 18 176

Total DFW Capital Account, Gross 6 181 272 234 104 91 91 87 1,056

Less DFW Capital Grants - (15) (23) (21) (15) (9) (8) (92) (97)

Total DFW Capital Account, Net 6 166 249 213 88 81 83 880 959

DFW Capital Account - Summary by Project Category



Detailed Capital Project Listing

The following pages include the major capital project listing the DFW capital account.

Project Description (Millions) Prior FY14 FY15 FY16 FY17 FY18 FY19 FY20 Total

Budget Airfield

Rehab Airfield Pavements FY12 - 3.9 3.9 3.9 - - - - 11.7

Less: AIP Reimb - (2.3) (2.3) (2.3) - - - - (7.0) Rehab Airfield Lighting Systems FY13 - 1.7 3.3 1.7 - - - - 6.6 Less: AIP Reimb - (1.0) (2.0) (1.0) - - - - (4.0)

Rehabilitate Airfield Pavements FY13 - 9.6 2.4 - - - - - 12.0

Less: AIP Reimb - (5.8) (1.4) - - - - - (7.2)

Rehabilitate Airfield Lighting Systems FY13 - 1.2 5.4 1.3 - - - - 7.8

Less: AIP Reimb - (0.7) (3.2) (0.8) - - - - (4.7)

Rehabilitate Airfield Pavements FY14 - 1.7 9.9 9.1 1.1 - - - 21.8

Less: AIP Reimb - (1.0) (6.0) (5.4) (0.7) - - - (13.1)

Rehabilitate Airfield Lighting Systems FY14 - 0.9 3.9 0.9 - - - - 5.7

Less: AIP Reimb - (0.5) (2.4) (0.5) - - - - (3.4)

Rehabilitate Airfield Pavements FY15 - - 2.8 8.0 2.7 1.3 - - 14.8

Less: AIP Reimb - - (1.7) (4.8) (1.6) - - - (8.1)

Rehabilitate Airfield Pavements FY16 - - 1.2 8.4 2.4 - - - 12.0

Less: AIP Reimb - - (0.7) (5.1) (1.4) - - - (7.2)

Rehabilitate Airfield Pavements FY17 - - - 1.5 6.3 5.0 - - 12.7

Less: AIP Reimb - - - (0.9) (3.8) (3.0) - - (7.6)

Rehabilitate Airfield Pavements FY18 - - - - 1.2 6.0 4.8 - 12.0

Less: AIP Reimb - - - - (0.7) (3.6) (2.9) - (7.2)

Rehabilitate Airfield Pavements FY19 - - - - - 1.3 6.3 5.0 12.5

Less: AIP Reimb - - - - - (0.8) (3.8) (3.0) (7.5) Rehabilitate Airfield Lighting Systems FY16-FY20 - - - 2.3 10.0 3.0 1.0 1.0 17.3

Less: AIP Reimb - - - (0.1) (6.0) (1.8) (0.6) (0.6) (9.1) Rehabilitate Spent Aircraft Deicing Fluid System - - - - - 1.8 1.8 1.9 5.5

Other Airfield Projects < $5M - 5.7 5.9 2.6 1.5 0.5 1.3 1.8 19.4 Other Airfield Projects < $5M Grants - (3.6) (3.5) (0.5) (0.9) (0.3) (0.8) (1.1) (10.7)

Total Airfield, Net of Grants - 9.7 15.6 18.2 10.0 9.4 7.1 5.0 75.0

Total Airfield, Gross - 24.7 38.8 39.6 25.1 18.9 15.2 9.7 171.9

Terminals

Terminal "D" Capital Renewal - Reserve - 3.5 5.6 5.8 6.1 6.3 6.6 6.8 40.6 Other Terminal Projects < $5M - 9.4 16.1 11.8 6.5 3.7 0.8 1.5 49.9

Total Terminal - 12.9 21.7 17.6 12.5 10.0 7.4 8.4 90.5

Roads, Bridges, Rail, Skylink

Renewal Skylink Systems, Facilities, & Guideways

- 1.3 1.5 7.2 4.4 3.6 4.0 3.3 25.2

Rehabilitate Landside Roads & Bridges - - - - 1.5 1.5 1.5 1.5 6.0 Roads, Bridges, Rail, Skylink < $5M - 4.3 7.2 1.7 0.7 0.7 0.7 - 15.1

Total Roads, Bridges, Rail and Skylink - 5.6 8.6 8.9 6.5 5.7 6.2 4.8 46.3

Utilities

Other Utilities < $5M - 4.1 3.8 1.0 0.3 - 0.3 - 9.4

Total Utilities - 4.1 3.8 1.0 0.3 - 0.3 - 9.4

Parking

Terminal E Parking Garage (Section B and C) - 3.8 70.2 53.6 - - - - 127.7 Replace Remote Buses - - 5.0 4.4 - - 6.2 6.9 22.5 Replace Express Vans - 4.4 1.4 3.5 1.4 3.7 1.5 3.9 19.9 Replace Employee Buses - 2.0 4.8 3.6 - - - - 10.4 Replace Terminal Link Vans - 2.5 2.6 0.3 - 2.8 - 0.3 8.4 Other Parking Projects < $5M - 9.0 10.4 4.7 4.6 2.9 1.2 1.0 33.8

Total Parking - 21.6 94.3 70.2 6.0 9.4 8.9 12.2 222.8

FY 2014 Financial PlanDFW Capital Account - Projects



Project Description (Millions) Prior FY14 FY15 FY16 FY17 FY18 FY19 FY20 Total

Budget Commercial Development

North Entertainment (Ph I ) - - - 6.5 6.8 - - - 13.3

North Entertainment (Ph 2) - - - - - - 8.3 7.6 15.8

West Grapevine (Ph I) - - - - - 6.2 5.7 - 11.9

West Grapevine (Ph II) - - - - - - - 6.0 6.0

Coppell Industrial (Phase I & II) - 6.1 0.8 - - - - - 7.0

NW Logistics (Ph II) DD#4 - 1.0 2.1 2.0 - - - - 5.1

Founders Plaza Ph I & II - 5.4 1.5 - 1.0 - - - 7.9

Southgate: Infrastructure 3.4 10.0 2.8 - - - - - 16.2

Southgate: DFW Consolidated HQ 2.6 36.7 10.3 - - - - - 49.7

Facility Renewal - - 1.5 1.5 1.5 1.5 1.5 1.5 9.0

AA Training & Conf Center - - 24.0 23.3 2.8 - - - 50.0

AA Hanger #1, #2 + #5 - 13.0 - - - - - - 13.0

Taxiway Extension into Spirit Airlines Hanger - - - 1.0 4.5 1.0 - - 6.5

Other Commercial Development Projects < $5M - 6.1 5.1 5.3 1.5 2.4 4.0 3.8 28.1

Total Commercial Development 6.0 78.3 48.2 39.5 18.0 11.2 19.4 18.9 239.5

Environmental

Other Environmental Projects < $5M - 0.5 0.1 1.3 - - - - 1.8

Total Environmental - 0.5 0.1 1.3 - - - - 1.8

Information Technology -

EVIDS Monitors Replacement - 1.0 0.2 3.1 1.4 1.0 0.5 3.1 10.2

EVIDS Head-End Sys Replacement - 0.9 - 1.4 2.8 2.8 - - 7.9

Term D BHS Replace Headend - - 1.5 1.5 - - 3.9 - 6.9

Other Information Technology Projects < $5M 9.0 13.1 14.0 7.4 3.8 5.8 10.0 53.2

Total Information Technology - 10.9 14.8 19.9 11.6 7.6 10.3 13.1 78.2

Safety/Security -

ARFF Truck Replacement - - 3.0 3.6 - - - - 6.6

Structural Fire Trucks - 2.2 - - - 2.0 2.2 2.2 8.6

Other Safety/Security Projects < $5M - 0.1 1.2 2.2 - - - - 3.5

Total Safety/Security - 2.3 4.2 5.8 - 2.0 2.2 2.2 18.7

ASIP/Other -

Air Service Incentive Program (ASIP) - 6.9 17.3 12.3 5.8 6.0 6.0 6.0 60.3

Roofing/Waterproofing for Occupied Board Bldgs - - - - 3.5 5.7 2.5 1.5 13.2

Replace Heavy Equipment - 3.3 - 1.5 - 1.7 - 1.8 8.3

Other ASIP/Other Projects < $5M - 2.9 2.5 4.0 5.0 1.1 4.4 1.2 21.1

Total ASIP/Other - 20.0 37.2 30.2 23.5 26.1 21.4 18.0 176.3

Total DFW Projects, Net 6.0 166.0 248.6 212.6 88.5 81.4 83.1 82.6 958.6

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FY 2014 Financial Plan Debt and Cash


Passenger Facility Charges DFW collects a $4.50 PFC from eligible revenue passengers. DFW has agreed with the airlines to use these collections for the payment of eligible debt service on existing debt. DFW estimates that it will collect approximately $115 million in FY 2014. As of December 31, 2013, DFW had $19 million of PFC’s in a reserve fund. DFW expects this reserve to be stable. DFW and the airlines have agreed to use any increase in PFCs up to an additional $3.00, if approved by congress, to pay debt service on debt issued for the TRIP. PFC eligibility for existing debt service expires in FY 2035 when existing debt service ends. DFW could reapply for continuation of the $4.50 PFC to pay for debt service on new money bonds beyond 2035. Bond Issuances (TRIP and Other Capital Projects) DFW plans to issue approximately $1.3 billion of fixed rate bonds during FY 2014 to FY 2016. The following table provides the construction funding for each planned debt issuance, along with the required funding of the debt service reserve fund, capitalized interest fund, and estimated cost of issuance. The escrow in the 2014C and 2014D series is to refund the 2003A, 2004B, and 2007 bonds. The assumed interest rates for the debt service fund and the capitalized interest reserve funds are based on the forward Treasury curve as of December 17, 2013. The plan assumes that DFW will issue fixed rate bonds.

Refunding New MoneyDelivery Debt Cap Issue Issue

Series Date AMT? AIC Res Interest Escrow Expenses Prem Size Size2013G Nov-13 No 5.51% 16$ 87$ 5$ 5$ - 1$ 5$ - 109$ 26$ 87$ 2013H TBD-14 No 5.00% - - - - 209 2 8 203 - - - 2014A May-14 Yes 6.10% 159 - 12 21 - 2 (3) - 196 191 - 2014B May-14 No 0.00% 72 40 7 11 - 1 1 - 130 83 47 2014C Aug-14 AMT 5.25% - - - - 89 1 6 84 - - - 2014D Aug-14 AMT 5.25% - - - - 97 1 9 90 - - - 2014X May-14 Yes 0.00% 208 - 12 33 - 2 (3) - 259 253 -

2014AA May-14 No 0.00% - 50 3 1 - 1 - - 55 - 55 FY 2014 Total 454$ 177$ 39$ 71$ 395$ 11$ 18$ 376$ 639$ 527$ 102$

2016A Jan-16 No 6.09% 84 - 10 11 - 1 (1) - 106 105 - 2016B Jan-16 Yes 7.09% 431 - 33 59 - 8 (5) - 536 523 -

FY 2016 Total 515$ - 43$ 70$ - 9$ (6)$ - 642$ 627$ -

Grand Total 969$ 177$ 82$ 141$ 395$ 20$ 12$ 376$ 1,281$ 1,154$ 102$

Planned Bond Issues(Amounts in Millions)

DFW Capital

Joint Capital

Joint Capital Debt

Proceed

DFW Capital Debt

Proceeds



The following chart shows DFW’s projected debt service through FY 2050 including “existing debt service” (blue), “new money debt service” (green), and debt service paid from other sources; PFIC and DFW Capital (yellow). The chart also highlights the original debt service profile from the original Plan (black line). Due to favorable interest rates DFW has been able to reduce debt service in the late years of the Plan.

Total Debt Outstanding

With the issuance of $3.7 billion of debt, DFW projects that total debt outstanding will peak at $7.0 billion in FY 2016 as shown in the following chart.

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Current Plan - Debt Service (millions)

Debt Service Paid by PFC's (Existing) RFC Debt Service (Existing) TRIP/NonTRIP New Debt Service Other 2011Financial Plan

2011 Financial Plan

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Debt Outstanding (billions)

Pre-TRIP Debt Outstanding TRIP/NonTRIP New Debt Outstanding Other New Debt Outstanding

2011 Financial Plan



Debt Paid By Other Sources

The debt service highlighted in yellow is paid from sources other than the rate base. Specifically it is paid from the PFIC (for the Grand Hyatt Hotel and the Rental Car Center) and from DFW Capital (for improvements to its training center located on DFW property). See the PFIC section for a more detailed discussion of the PFIC debt. With respect to the training center, DFW expects to issue $50 million of taxable bonds during FY 2014 for the training center, subject to confirmation from the now merged AA that they want to proceed with this project. AA has agreed to repay this debt beginning in 2017 through the end of the lease term (2039). This was negotiated to as part of American’s acceptance of the leases on the airport including the Use Agreement. Debt Service Coverage Calculations

DFW utilizes three coverage calculations (the first two are required by bond covenants) as shown in the following table.

In Millions FY14 FY15 FY16 FY17 FY18 FY19 FY20Gross Revenue Calculation

Total 102 Fund Revenues 725.6$ 808.2$ 868.3$ 931.5$ 979.5$ 1,012.0$ 1,034.8$ Add: Rolling coverage 70.8 84.0 96.5 107.9 116.7 120.5 121.6 Less: Operating expenses (371.8) (387.0) (395.3) (405.1) (415.8) (430.7) (445.7)

Gross Revenues available for debt service 424.6 505.1 569.5 634.3 680.3 701.9 710.6 Debt Service 283.0 336.0 386.1 431.8 466.7 482.2 486.3

Coverage ratio - Gross Revenues 1.50 1.50 1.48 1.47 1.46 1.46 1.46

Current Gross Revenues CalculationGross Revenues available for debt service 424.6$ 505.1$ 569.5$ 634.3$ 680.3$ 701.9$ 710.6$ Less: Rolling coverage (70.8) (84.0) (96.5) (107.9) (116.7) (120.5) (121.6) Less: Other transfers from capital accounts (16.0) (12.0) (8.0) (4.0) - - -

Current Gross Revenues avail for debt service 337.8 409.1 465.0 522.4 563.6 581.3 589.1 Debt Service 283.0 336.0 386.1 431.8 466.7 482.2 486.3

Coverage ratio - Current Gross Revenues 1.19 1.22 1.20 1.21 1.21 1.21 1.21

Gross Revenues Plus Other Sources CalculationGross Revenues available for debt service 424.6$ 505.1$ 569.5$ 634.3$ 680.3$ 701.9$ 710.6$

Add: Other Sources of CashNatural Gas 10.8 11.3 11.6 18.5 16.0 12.0 10.4 Incremental PFIC net revenues 20.7 21.0 23.4 24.4 24.8 25.8 26.7 Total Gross Revenues avail. for debt service 456.0 537.4 604.6 677.3 721.2 739.6 747.8

Debt Service 283.0 336.0 386.1 431.8 466.7 482.2 486.3 Coverage ratio - Gross Plus Other Sources 1.61 1.60 1.57 1.57 1.55 1.53 1.54

Coverage Calculations

The Gross Revenue calculation from DFW’s bond ordinance requires the Airport to maintain a 1.25x debt service coverage ratio including all gross revenues as defined in the bond ordinance. The bond ordinance also requires a Current Gross Revenue calculation, whereby DFW must establish rates and charges sufficient to achieve a minimum of 1.0x debt service excluding rolling coverage and other transfers from capital accounts. The Gross Revenue Plus Other Sources calculation is an internal metric. It adds other recurring revenue sources that are available for debt service should the unforeseen need arise, including incremental PFIC revenues and natural gas.



Cash and Cash Reserves

The following table highlights restricted and unrestricted cash by account type. Restricted cash accounts are restricted by Bond Ordinance or Federal law (e.g., PFCs) and may only be used for its stated purposes. Unrestricted cash includes available cash in the Operating Fund, Rolling Coverage, the Joint Capital Account, DFW Capital Account, and PFIC. These funds may be used for any lawful purpose including payment of debt service or ongoing operating expenses if necessary. Rolling Coverage is considered unrestricted because it is defined as part of Gross Revenues and available during the year for operating expenses.

The following chart shows the projected days of operating expenditures that can be covered with unrestricted cash for the life of the Financial Plan.

659614

557521 533 517 524

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Days Cash On Hand

Cash Accounts (Millions) FY14 FY15 FY16 FY17 FY18 FY19 FY20 Restricted

Debt Service Reserves 297$ 297$ 340$ 340$ 340$ 340$ 340$ Interest & Sinking Funds 142 168 193 216 233 241 243 JCA Bond Funds 1,587 726 670 251 54 17 2 DFWCA Bond Funds 148 215 105 34 22 10 -Passenger Facility Charges - - - - - - -PFIC 2 2 3 3 3 3 3 Other 12 12 12 12 12 12 12

Total Restricted 2,188$ 1,420$ 1,322$ 856$ 664$ 623$ 600$

UnrestrictedOperating Fund 153 157 160 165 175 183 194 Rolling Coverage 71 84 97 108 117 121 122 Joint Capital Account 201 194 192 200 213 193 208 DFW Capital Account 181 158 100 51 38 38 48 PFIC 66 58 56 55 64 76 68

Total Unrestricted 671$ 651$ 604$ 578$ 607$ 611$ 640$ Total Cash 2,860$ 2,071$ 1,926$ 1,434$ 1,271$ 1,233$ 1,240$

Restricted and Unrestricted Cash Summary



Debt Reserves and Sureties

DFW’s bond ordinances require DFW to maintain debt reserves equal to the average annual debt service. DFW currently has $292.2 million of cash and investments in its debt reserves and $14.6 million in sureties, for a total of $306.8 million. Total debt reserve requirements are $306.8 million as of the December 1, 2013. DFW will continue to fund debt reserves with future bond issuances as necessary. The following surety is outstanding at December 1, 2013.

The Airport reduced the FGIC and MBIA sureties to zero during FY 2013. As part of the 2013 bond refunding, DFW issued approximately $25 million of term bonds payable in FY 2050. By extending the maturity DFW lowered its required reserves by approximately $40 million, allowing the Airport to cancel these policies. DFW will take out the assured surety in FY 2014 if it refunds the 2004A bonds.

MillionsAssured Guaranty Municipal Corp(FSA) 14.6$

Surety Policy Provider

43

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89

FY 2014 Financial Plan Public Facility Improvement Corporation


The following table highlights the net revenues for the Grand Hyatt for FY 2013 through FY 2020.

Rental Car Facility (RAC)

In 1998 and 1999, DFW’s Facility Improvement Corporation (FIC) issued approximately $160 million of taxable bonds (the “FIC Bonds”) to construct a consolidated rental car facility, referred to as the RAC. The FIC Bonds were secured by the collection of a Customer Facility Charges (CFC) by the rental car companies. The FIC Bonds were refunded with the proceeds of the Dallas/Fort Worth International Airport Joint Revenue Improvement Bonds, Series 2011A. In consideration for the Board issuing the Series 2011A Bonds, the FIC entered into a Facility Agreement whereby the FIC will deposit, to the extent available, an amount sufficient to pay that portion of the debt service and Coverage attributable to the 2011A Bonds. The CFC rate is currently $4.00 per transaction day and may be changed at any time as necessary to ensure the payment of debt service. The CFC is also used to make capital facility improvements to the RAC and to purchase buses. Although under consideration, there is currently not a required reserve structure for the RAC facilities.

The rental car companies also collect a Customer Transportation Charge (“CTC”) from rental car customers. The CTC was initiated in FY 2008 and is used to pay a third party contractor that operates and maintains the buses for the RAC. The CTC is currently $2.20 per transaction day and may be changed at any time based on the projected transaction days and expenses required to operate and maintain the buses.

During FY 2012, the Cities authorized the assignment of the FIC’s assets, obligations and responsibilities, with respect to the RAC to the PFIC. Although the net revenues from the CFC and the CTC are not Gross Revenues of the Airport and are not available for, or pledged to the payment of debt service on the Bonds, the PFIC’s deposits to pay for debt service and coverage on the 2011A Bonds, once received by the Board, are considered Gross Revenues of the Airport. The debt on the RAC will be retired in FY 2021.

FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 TotalRevenues 31$ 32$ 33$ 33$ 34$ 35$ 35$ 36$ 270$ Expenses

Operating Expenses 22 23 23 24 24 24 25 25 190 Debt Service 3 4 4 4 4 5 5 5 34 Reserves 2 2 2 2 2 2 2 3 19

Total expenses 28 29 29 30 30 32 32 33 243 Net Revenue Generated 3$ 3$ 4$ 4$ 4$ 3$ 3$ 3$ 27$

910 Fund Grand Hyatt

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mprovemen

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Hyatt Place H

FY18 FY19

23$ 24$ 13$ 13$ 34$ 35$

13 13 14 14

- -27 27

8$ 8$

y)

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nt Corporat

January 31,

h FY 2020

Hotel for FY

9 FY20 T

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tion

2014

2015

Total

17797

265

97 114

-211

54

Total27

18 -1

19 8

FY 2014 Financial Plan Public Facility Improvement Corporation


PFIC Cash Flow Projection As of September 30, 2013 the PFIC had unrestricted available cash and investments of approximately $72 million. The following table summarizes the primary sources and uses of cash for the PFIC for the period FY 2013 through FY 2020.

Millions FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 TotalBeginning Cash 70$ 72$ 69$ 62$ 59$ 59$ 68$ 80$ 70$ Cash Flow from Operations

Grand Hyatt 3 3 4 4 4 3 3 3 27 RAC 6 7 7 7 8 9 9 10 62 Hyatt Place - - - 1 2 2 2 2 8 Net Cash Flow from Ops 9 10 10 12 13 13 14 15 97

Capital Projects * Grand Hyatt 3 - - 6 13 4 - - 26 RAC 4 3 6 9 1 1 2 22 46 Hyatt Place - 11 12 - - - - - 23 Total Capital Projects 7 14 17 15 14 5 2 22 95

Net Change in Cash 3 (4) (7) (2) - 9 12 (7) 2 Ending Cash 72$ 69$ 62$ 59$ 59$ 68$ 80$ 72$ 72$

* Excludes Reserves

PFIC Capital Account - Sources and Uses

Documents

FY 2014 Financial P lan - dfwairport.com - HomeFY 2014 Financial Plan Introduction 3 DFW International Airport January 31, 2014 Airline Cost Centers – The Airline Cost Centers are