Pearlridge Center, the second-largest shopping complex in Hawaii, is starting a $33 million renovation in the second quarter with a major makeover in the works for the Downtown portion of the mall.

The last major renovation of the center comprising two separate buildings known as Uptown and Downtown was 20 years ago, said Fred Paine, general manager of Pearlridge Center.

“It’s just so long overdue. It’s been needed in this section of Pearlridge,” he said, adding that Downtown was created to feel like an urban setting but has since become dated. “We don’t feel that really conveys a Hawaii sense of place so we want to give our customers something more tuned in to what they are and where they’re from. We’re a local mall and we wanted it to be more Hawaii centric without being kitschy. It will have a very clean, bright sophisticated look.”

The remodeling will update the exterior and interior of Pearlridge Downtown, where a number of new tenants will be opening. Health foods store Down to Earth will move to a stand-alone space next to Toys R Us on the Moanalua Road side of the mall.

Down to Earth also announced Wednesday that it has signed a lease to open this fall a 13,000-square-foot location at Keauhou Lane, a 209-unit mixed residential tower under construction in Kakaako.

Pearlridge Downtown also is adding Five Guys Burgers and Fries, Pieology Pizzeria, menswear retailer Lindbergh, as well as Bank of Hawaii, which will open by the end of the year or early 2018.

In addition, Hawaii Pacific Health is building a 24,000-square-foot cancer treatment center expected to open by the end of 2017 in Pearlridge Downtown and draw more foot traffic to the slower end of the mall which has been adversely affected by the ongoing construction for the rail transit project on Kamehameha Highway, Paine said.

“Kamehameha Highway runs right in front of it, there are rough roads and it’s tough to access sometimes so people just avoid it,” he said. “We’ll give local people a reason to keep shopping at Pearlridge.”

The project is one of many shopping center renovations in recent years, including Ala Moana Center’s $572 million Ewa wing expansion; International Market Place’s $500 million redevelopment; and the building of Ka Makana Alii at $800 million.

“With the development of Ka Makana Alii and (other West Oahu retail projects), what you’re seeing is that many of the shoppers that would normally travel to Pearlridge now have options available to them,” said Mike Hamasu, director of research and consulting at Colliers International. “As a result, Pearlridge, in an attempt to probably upgrade and further improve its allure or draw for consumers, has invested in redevelopment.”

Redevelopment is necessary to meet the demand of changing consumers who not only want to shop, but want to socialize and enjoy activities such as eating out and watching movies, as well as get health care serv­ices, he said.

“These are all things being adopted by retail outlets to encourage consumers to come to their shopping center,” Hamasu said. “The retail environment is changing and the shopping behavior is evolving so as a result, Pearlridge has to evolve as well.”

Pearlridge owner Washington Prime Group Inc., based in Ohio, is investing $17 million in the Downtown renovations and O’Connor Mall Partners L.P., a partner in the joint venture that owns the property, is paying for the other half of the project.

The project is expected to be completed in three phases throughout the year and through 2018, with the mall remaining open during construction.