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05/17/2021 - SpecialMonday, May 17, 2021 2:00 PM City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 Main Library - Council Chambers Council Work Session Special Work Session Special Meeting - Imagine Clearwater May 17, 2021Council Work Session Special Work Session 1. Call to Order 2. City Manager Presentation of Select Bluff RFP Responses.2.1 3. New Business (items not on the agenda may be brought up asking they be scheduled for subsequent meetings or work sessions in accordance with Rule 1, Paragraph 2). 4. Closing Comments by Mayor 5. Adjourn Page 2 City of Clearwater Printed on 5/18/2021 Cover Memo City of Clearwater Main Library - Council Chambers 100 N. Osceola Avenue Clearwater, FL 33755 File Number: ID#21-9003 Agenda Date: 5/17/2021 Status: Agenda ReadyVersion: 1 File Type: PresentationIn Control: City Manager's Office Agenda Number: 2.1 SUBJECT/RECOMMENDATION: Presentation of Select Bluff RFP Responses. SUMMARY: On April 12, 2021, five firms made responsive submittals to Request for Proposal #14-21, to be considered for the development of the three bluff parcels overlooking Coachman Park. The five firms included Church of Scientology Flag Service Organization, Inc., for the Pierce Street site; OAG Investment 4 LLC dba Office America Group, for the Pierce Street site; Elevate Clearwater, LLC, Center City Development Group, LLC, and SROA Capital, LLC, the latter three making proposals for all three parcels. Upon further review by the RFP selection committee, Center City Development Group, LLC and SROA Capital, LLC were determined to have met all minimum threshold requirements to be considered for full review and are hereby being recommended for a presentation to Council on their respective proposals. The presentations will be open to the public but public input will not be taken at this time. Each firm will present seclusively and independently of the other firm who will not be present during the presentation of the competing firm. This special work session will conclude the process of vetting each proposal by the committee. Subsequent to the City Council presentation, the committee will reconvene, conclude evaluation of the proposals, and return to Council on June 3, 2021 with a recommendation to authorize negotiations with finalist firm(s). Upon hearing the selection committee’s recommendation, City Council will determine whether or not and with whom to move forward with negotiations, or to direct staff otherwise if so chosen. APPROPRIATION CODE AND AMOUNT: N/A USE OF RESERVE FUNDS: N/A Page 1 City of Clearwater Printed on 5/18/2021 Proposal for Downtown Clearwater Waterfront Development Opportunities Deadline: April 12, 2021 @ 12 pm Developer Applicant: City Center Development Group, LLC Lead Contact: Craig Govan Principal (954) 646-8204 cgovan@citycenterdev.com 2 Introduction Letter April 12, 2021 Lori Vogel, CPPB, Procurement Manager City of Clearwater 100 S. Myrtle Ave., 3rd Floor Clearwater, FL 33756 Lori.Vogel@myclearwater.com RE: RFP #14-21, Downtown Clearwater Waterfront Development Opportunities Ms. Vogel, City Center Development Group along with Wendover Housing Partners, TCII Capital Group and Brew Theory are incredibly excited to pursue this long-anticipated Request for Proposals for the three redevelopment sites in downtown Clearwater. Our Development Team is uniquely qualified to address the needs and requirements set forth in the RFP. We’ll work with the City’s leadership to develop a mixed-use Master Plan that fulfills the City’s vision, as well as introduce new workforce housing units, retail-commercial spaces, a new hotel, brewery/food hall and new parking garage space for public use. Our team of urban design and architecture consultants bring a wealth of experience in placemaking to this project. My personal knowledge of this site dates back to my childhood, having grown up in Clearwater and attended both Clearwater and Pinellas Park High Schools. While a senior at the University of Florida’s School of Building Construction, ironically we were required to estimate the overall construction costs of Clearwater City Hall! I’ve developed commercial and mixed-use properties across the Southeastern United States, but getting to help breathe new life into these downtown Clearwater sites would be a benchmark achievement for my career. With ongoing input of City leaders, coupled with our Development Team’s own extensive experience serving as Master Developer of large multi-phase projects, we believe our vision for the downtown Clearwater sites –and financial resources to execute properly –is consistent with the City’s Imagine Clearwater initiative, and look forward to working with the City to bring this vision to reality. Sincerely, Craig Govan, President City Center Development Group, LLC Jupiter, FL 33458 (954) 646-8204 cgovan@citycenterdev.com 3 Table of Contents Introduction Letter…………………...………………………………………………….. Team Introduction and Project Experience……………………………………. Development Plan………………………………………………………………………... Financial Plan…………….………………………………………………………………….. Financial Offer…………………..………………………………………………………….. Exhibit A -Forms………………..….....………………………………………………….. Supporting Documents………………………………………………………………….. 57 47 4 2 40 59 3 66 Team Introduction & Project Experience 5 Team Organizational Chart GENERAL PARTNER & MASTER DEVELOPER –COMMERCIAL URBAN DESIGN& LANDSCAPE ARCHITECTURE ARCHITECTURE & INTERIOR DESIGN LIMITED PARTNER –RETAIL/GROCERY DEVELOPMENT PARTNER -MULTIFAMILY City Center Development Group, LLC 5 LIMITED PARTNER –HOTEL MANAGEMENTFOOD HALL PRIMARY TENANT & OPERATOR Clearwater Culture, LLC LOCAL LEGAL COUNSEL 6 Team Composition & Structure We’ve assembled a highly experienced Development Team to tackle these downtown Clearwater sites who have collaborated successfully on previous projects, and offer more than 150 years of combined experience in commercial and residential development. Leading the team is Clearwater native Craig Govan of City Center Development Group as General Partner and Master Developer. City Center Development plans to hold a majority equity stake in this project’s new Food Hall (Harborview Site) and Hotel (Pierce Street Site). Wendover Housing Partners will serve as a Development Partner focused on the proposed workforce housing, mixed-use Multifamily building (City Hall Site). Clearwater Culture, LLC will serve as the master tenant and operator of the proposed Food Hall. Its principal Jeremy E. Roberts is currently partnering with developer Govan on a food hall in Apopka, FL, in a similar Public-Private Partnership land development with the City of Apopka. TCII Capital will be a Limited Partner and control the ground-floor retail and grocer segments of the mixed-use multifamily building. TCII is also partnering with developer Govan on retail site developments in Apopka, Orlando and a second site in Clearwater. GF Hotels & Resorts will be a Limited Partner and equity investor in the Hotel project, and will serve as hotel management. GF is currently partnering with developer Govan on a hotel in Apopka. Corresponding Letters of Intent can be viewed in the “Supporting Documents” section of this proposal. 6 Based in Jupiter, Florida, City Center Development Group is a family-owned, privately held commercial real estate developer of master planned mixed- use projects across the state of Florida. Led by President Craig Govan, a native of Clearwater, the company has successfully served as Master Developer or collaborated in joint ventures with a co-developer on more than a million square feet of commercial development. Govan has collaborated in successful Public-Private Partnerships (P3s) with municipalities to help develop public land assets, most recently with the City of Apopka on 35 acres that is now under construction for “Apopka City Center,” intended as a new urban core for the growing community northwest of Orlando. Govan has more than 30 years of successful experience coordinating and sourcing equity from a global pool of high-net worth private investors to help fund large commercial development projects like the downtown Clearwater sites. Govan is well-practiced at partnering with municipalities and local agencies on the long-term development of large land assets to ensure that their development provides sustainable growth for the entire community. With a proven track record of commercial real estate investment results spanning more than three decades, City Center Development Group delivers above-average returns year over year for its investors. 7 TEAM (Pictured Above andBelow) A Master Plan for the 35-acre Apopka City Center, and P3 mixed-use development of public land with the City of Apopka that is now under construction. Also pictured are renderings of the planned multifamily apartments at Apopka City Center. 7 City Center Development Group, LLC Staff Expertise Craig Govan PRESIDENT CITY CENTER DEVELOPMENT GROUP 35 YEARS’ EXPERIENCE Craig has a wealth of career experience developing and building master- planned commercial developments, including business parks and mixed- use community hubs with residential components. He also specializes in complex land entitlement projects that require a comprehensive knowledge of local, county and state governmental regulations.Craig has completed projects throughout the southeastern United States, grew up in Clearwater and added both Clearwater and Pinellas Park High Schools. EDUCATION 1994, Master of Science in Real Estate Development, Massachusetts Institute of Technology (MIT) 1985, Bachelors in Building Construction, Univ. of Florida Licensed Florida Real Estate Broker Licensed Class-A General Contractor LICENSE & REGISTRATION CAREER HIGHLIGHTS Mixed-use Apopka City Center over 35 acres in Apopka, FL (Master Developer) Four Walmart-or Sam’s Club-anchored shopping centers (Developer) Contractors Business Park –470,000 SF of industrial across 39 acres in Broward and Palm Beach counties (Developer) Numerous single-tenant, Triple Net- lease retail sites (Developer) Partial view rendering of the mixed-use Apopka City Center, now under construction in Apopka, FL. Partial view of a building in the Contractors Business Park in Palm Beach County. 8 City Center Development Group, LLC Downtown Clearwater Waterfront Development A look at Wendover's CEO and Founder,Jonathan Wolf,along with staff and residents. To watch the video, click on the image to the right, or use your mobile device to open this QR code: About Us Wendover Housing Partners builds,finances,and service affordable housing communities for families and seniors.As one of the Southeast's premier affordable and workforce housing companies,our expansive portfolio of affordable and mixed- income developments demonstrates our continuing ability to create housing opportunities in a variety of economically and socially diverse neighborhoods. Wendover's partnerships are diverse,working with both public and private enterprises to develop high quality affordable housing inventory.We have procurred funding through state and local housing finance authorities,as well as international financial institutions and pension advisory firms.Wendover is particularly adept at working with State and Federal government to secure financing and construct new, sustainable,affordable multifamily communities. Wendover believes that giving back to the community is crucial to the success of the company.Wendover is and remains committed to using environmentally sustainable and safe mothods in building and managing our properties.We also believe in supporting charities and community initiatives that provide a better standard of living for those in the community. Wendover's dedication to the highest possible standards in every aspect of our business is visible in everything we do.It is reflected in the distinctive design of our developments,in the quality of our construction,in the amenities we offer,and in the consistently high level at which our properties operate.It is also apparent in our long-term commitment to owning and managing our properties. Wendover Housing Partners www.wendovergroup.com Jonathan L .W o lf Founder and CEO,Wendover Housing Partners Jonathan L. Wolf is the founder and CEO of Wendover Housing Partners LLC, a Florida-based, privately-held real estate development, investment and management company. He oversees the strategic direction of both Wendover Housing Partners –which consists of a portfolio of affordable and market-rate multi-family communities, senior housing, transit-oriented communities and student housing – and Wendover Management,which provides full-service property management. Jonathan began his career in finance with The Chase Manhattan Bank and Citigroup in New York City. In 1995, he left the financial industry and founded Wendover Housing Partners, which he has helped build into one of the premier multi-family housing development companies in the Southeastern U.S. Wendover’s focus is on creating a new stock of affordable housing, targeting economically and socially diverse neighborhoods.To date,Wendover has completed numerous multi-family communities worth a total value of more than $1 billion.Jonathan actively works at the local,state and national levels to encourage lawmakers and governments to take the necessary measures to address the critical need for affordable housing nationwide. His success in developing affordable housing communities has earned him the reputation of being a leading authority in the use of low-income housing tax credits (LIHTC). He also has expertise in creating public-private partnerships to bring housing developments to fruition. Beyond his business interests,Jonathan,along with his wife Nancy,are committed to a variety of philanthropic efforts both locally and globally. Locally, the Wolfs helped facilitate the opening of an art exhibit, “A Boundless Drop to a Boundless Ocean,” a collaboration between the Orlando Museum of Art and The American University in Cairo that features artworks by 21 U.S.-based artists of Arab and Iranian heritage. This exhibit is one of the few instances that a cultural institution in the Middle East is holding a simultaneous exhibition with a U.S. museum. On an international scale, Jonathan and Nancy created a partnership between the University of Central Florida and The American University of Cairo in April 2018, paving the way for a reciprocal study abroad agreement, the Nancy and Jonathan Wolf Global Academic Initiative. This agreement was brought about thanks to the support and encouragement of the Wolfs, who believe the partnership between these two prestigious universities will help foster greater understanding of the broader U.S.- Egypt relationship.In addition to the student exchange component,the Wolfs also support other areas of cooperation,including faculty visits,exchanges and development programs. Jonathan also serves on a variety of charity, educational and civic boards in addition to lecturing at universities in the U.S. and abroad. Working alongside university presidents of the Independent Colleges & Universities of Florida (ICUF), Jonathan helped secure long-term funding from the Florida Legislature for the 29 ICUF institutions. His other Florida legislative initiatives include funding for the development of the Florida Special Olympics headquarters and training facility,as well as various affordable housing initiatives.Jonathan has been active in the ground up development of an Orlando-based Holocaust museum. Jonathan is a graduate of Georgetown University’s School of Foreign Service. He also studied at The American University in Cairo,where he currently serves a member of the AUC Board of Trustees. Our Partners (click logos to view websites) Landscape Architects N A K DESIGN STRATEGIES Architects ELEVEN 18 ARCHITECTURE General Contractor ROGER B .KENNEDY CONSTRUCTION Project Team Member Roger B.Kennedy Construction is a well respected and community invested general contractor and construction management firm focused on delivering superior results with more than 50 years building in Central Florida Commu nity Amenities •Community Rooms •Pools and outdoor recreational areas •Fitness centers •Common areas where residents can read,socialize or relax •Technology Cafes’ •Dog walks and grooming stations •Theater room •Mail center with package lockers All communities are 100%smoke free Long-t e rm Sust ainab ilit y •Implementation of best practices •Access to outdoor space and health and wellness activities •Florida Green Building Certification for multifamily Resident Sat isfact i on Wendover works hard to make the residents want to call our communities home -According to a 2015 survey from the National Apartment Association,the turnover rate for affordable housing communities nationally was 37%.Resident turnover at Wendover's affordable communities in 2019 was just 22%,well below the national average. Wendover begins accepting resident applications approximately 90 days prior to the estimated date of receipt of Certificate of Occupancy (C/O). Wendover reaches 100%occupancy within 90 days of receiving a C/O. "Kenwood Place has been our home since 2016.Your management team go above and beyond to make our senior life experience her pleasurable." "Our manager is marvelous!She's smart,direct,yet kind and works her little heart out for Heritage Village and us. She has an acute awareness of people and keeps our home in tip top shape.Ithank God for her daily.She is truly a blessing to you,Mr.Wolf." ""I have lived in a few apartments in my day,and although I have received decent service in the past,there is not any comparison to the excellent service Jerry provides.Jerry exemplifies what an excellent employee is." Resident Activities •Outside community organizations host on- site events and activities •Coordination with local school district for student technology resources •Summer programs for resident youth Tutoring assistance •Financial management/Budget counseling Community food pantry •On-site health screening •Nutrition programs Blood drives •Vot er registration •Homeownership Program Technology •Access controlled buildings •Community connectivity •Resident management software Low Cost Utility and Security •Water and sewer included in rent EnergyStar appliances •Facilitate utility payment assistance for residents in •need •Keycards and fobs for controlled accessibility to buildings •Video surveillance •Lighting •24 hour staffing 1105 Kensington Park Drive Suite 200 Altamonte Springs,FL 32714 WEBSITE www.wendovergroup.com EMAIL Ryan von Weller rvonweller@wendovergroup.com CONTACT NUMBER 407-333-3233 ext.294 Trade Consulting International, Inc. (TCII) was established in 1994 in Miami, FL, and had its beginning in management consulting and international trade finance. Subsequently,in 2002 they established TCII Property Management, Inc. which has grown to oversee the management and leasing of over 2million square feet of commercial retail shopping centers and various other commercial assets, consisting of over 220 tenants ranging from National Brands to Local Tenants. This represents a portfolio with a combined market value of over $200 million.The portfolio includes properties in Miami,Tampa, Orlando and Jacksonville, as well as various locations in Central Florida. After years of experience and success in property management and leasing, they have expanded and incorporated the TCII Capital Group. Their deep understanding of the retail and commercial markets allow TCII to offer services such as acquisitions, dispositions, investment analysis, financial consulting, marketing and advertising. TEAM 22 Pictured from top to bottom: The Kirkman Oaks Shopping Center in Orlando, a retail center anchored by Publix and Walgreens with 98,802 square feet near the busy intersection of Conroy Road and S. Kirkman Road; and Ocean Springs Shopping Center in Indian Harbor Beach, a 124,000-square-foot center anchored by Winn-Dixie at the busy intersection of East EauGallieBoulevard and A1A, just 15 minutes from Patrick Air Force Base. John Strzalka –Chief Financial OfficerJohn is a 2004 graduate of Villanova University, with Bachelor Degrees in Finance, International Business and Spanish, and has earned a Master of Science in Finance from Villanova. John began his commercial real estate career at Equity One (now Regency Centers) in North Miami Beach, working in acquisitions, capital markets, and research.In 2007, he moved with three former Equity One executives to the newly-formed Global Fund Investments as VP of Acquisitions.During his tenure with Global, John acquired in excess of $450 million of shopping centers through various methods: non-performing mortgage and REO acquisitions, fee-simple institutionally-owned purchases, and portfolio acquisitions, focusing primarily on Florida and Texas. In 2014, John joined Ibis Development as COO.In partnership with family offices and private institutions, he acquired in excess of $100 million of shopping center and single-tenant retail assets.He currently has ownership interests in approximately 700,000 square feet of retail and office space, predominantly in the southeast.In 2018, he joined TCII Capital as CFO, and is a partner in TCII’s management company and a number of the firm’s developments and recent acquisitions. John is a licensed Real Estate Sale Associate in the state of Florida, holds a certification in Argus underwriting software, is an active member of the International Council of Shopping Centers (ICSC), and sits on the board for Villanova’s DiLella Center for Real Estate. Jason Glaser –Chief Operating OfficerJason Glaser is a graduate of the University of Florida in 2007 with a B.A. in Economics, and holds a Master in Science of Real Estate and a Master of Arts in International Business from Florida. In 2010, Jason took a position with Southeast Centers as a financial analyst. Southeast Centers is responsible for managing Prudential Real Estate Investment’s grocery-anchored portfolio across the entire state of Florida. Jason’s responsibilities included financial analysis, as well as the day-to-day management of 25 commercial shopping centers throughout the state. In 2012, Jason joined Triarch Capital Group based out of Aventura, FL. Triarch Capital specializes in acquisition and redevelopment of commercial properties throughout Florida.While at Triarch, Jason was responsible for all tenant relations regarding the portfolio as well as financial on all new acquisitions.Jason also acted as their leasing agent for local properties and worked with the banks to provide proper financials for each loan, refinance and acquisition. In 2013, Jason joined TCII Property Management, Inc., in an effort to create an investment strategy that would allow them to increase their portfolio through the acquisition of commercial retail properties.Jason handles all ofTCII’s day-to-day management, as well as investor relations. Jason oversees all the leasing for the entire portfolio as well. Jason is a licensed Real Estate Sale Associate in the state of Florida, and is an active member of the International Council of Shopping Centers (ICSC). 23 TEAM Jeremy E. Roberts PRESIDENT & CEO CLEARWATER CULTURE, LLC & BREW THEORY 16 YEARS’ EXPERIENCE Jeremy is an experienced multi-unit and multi-tenant retail operator in Central Florida.He has built,owned and operated three breweries or beverage co-packing facilities,and is currently the president and CEO of Brew Theory,which produces beer and other beverages for multiple clients throughout the southeastern United States.Jeremy currently has two food halls under construction in Central Florida,and will act as manager and producer for breweries within his food halls. RELEVANT EXPERIENCE Partner in T.D. BARR Construction, a commercial construction and renovation company in Orlando, FL (2014 –present) Owner & Founder of Orange County Brewers with locations in Lake Mary, FL and Orlando International Airport (2016 –present) Owner & Founder of Brew Theory, a contract brewing and co-packing facility in Orlando, FL (2017 –present) Multi-unit franchisee for Little Ceasars: developed a five-story territory in Volusia County, 100 percent-owned, company sold in 2014. (2004 –2014) Brew Theory, a 12,000-square-foot production and beverage manufacturing co-packing facility. The facility features a 2,500-square-foot tap room for the public, and a recipe development lab on site. Orange County Brewers, a full-service brew pub and restaurant with 165 seats, opened in 2019 in Lake Mary, FL, with a second location coming in 2021 at Orlando International Airport. EDUCATION 2002, BA in Entrepreneurship and minor in Business Law, Central Michigan University 24 Clearwater Culture, LLC LICENSES & REGISTRATION Multiple 2COP, 4COP and CMB (commercial malt beverage) licenses through several facilities in Florida. TEAM GF Hotels & Resorts, through its affiliates or dedicated single-purpose entity, is a 33-year-old hospitality ownership and management company based in Philadelphia with regional operational teams in Orlando, Tampa, Charlotte and Dallas. GF is actively partnering with City Center Development’s Craig Govan on the development and management of the limited service hotel at his 35-acre Apopka City Center project in Apopka, FL. Formed in 1988, GF has evolved into a full-service ownership, management and advisory firm with the reputation as a distinguished leader in the hotel industry, specializing in premier property and resort management, financial turnarounds, asset and revenue management. GF has a national footprint divided among owned hotels, long-term management contracts, turn-around arrangements, and third-party asset management assignments. With a portfolio of more than 140 hospitality assets (10 of which are in Florida), GF has a presence in 28 states, giving them the scale and operational bench strength to effectively operate and manage hotels across the country. GF has built a network of relationships and managed hotels within the following brands: Marriott, Hilton, IHG, Hyatt, Wyndham, Choice, Radisson and Red Lion. GF has operated more than 30 brand under these franchisors. As an owner and operator of hotels for 30 years, GF implicitly understands the objectives of an owner regarding the development and management of hospitality assets. They have the resources and expertise to assist owners in achieving their goals and ensuring that an asset’s maximum value and potential is reached. GF’s proven performance spans across all hospitality classes, providing superior results to owners, private equity investors, lenders and asset managers. TEAM 25 GF Hotels & Resorts properties pictured from top to bottom: the Doubletree by Hilton Orlando Airport (353 rooms, 15,000 SF event space), the CocoKey Hotel and Water Park Resort in Orlando (391 rooms, 54,000 SF of event space), and the Holiday Inn Express Tampa-Brandon (119 rooms). About NAK Design Strategies NAK has had an impact on the world around us for more than three decades. Founded in 1987 in Toronto with offices across Canada and in Orlando, Florida, NAK is widely recognized as one of North America’s leading Landscape Architecture and Urban Design practices. With work spanning the public and private sectors, significant public spaces and community master plans, NAK has an established reputation for design creativity. We believe in an approach to Landscape Architecture and Urban Design that contributes to the health and viability of the communities we live and work in. VisioningFrom key sites to large-scale master plans, our team facilitates a rich exchange of ideas with communities to imagine extraordinary places to live, work and play. Landscape Architecture & Urban Design Our work articulates the foundation established by visioning and analysis to create a rich vocabulary of interconnected public space, streetscapes, natural areas and built form. With a multidisciplinary emphasis on the integration of urban form, landscape and architecture, our work spans the spectrum from large-scale, mixed-use developments and land-use studies to parks, trail networks and urban plazas. Sustainability & Green InfrastructureNAK specializes in the integration of living systems into urban design, uniting technology and ecology to create functioning ecosystems within buildings and communities. We are industry leaders in the design of rooftop gardens and parks, innovative stormwater management systems, urban horticulture and sustainability certifications. In recent years, NAK has been involved with more than 20 LEED-certified projects. TEAM Master planning by NAK for the 10,000-acre West Villages (Wellen Park), a new urbanist development based primarily in Sarasota County. NAK provided early-stage visioning and community planning for developer Mattamy Homes, in particular on its urban Town Center (pictured above). Pedestrian-friendly streets and neighborhoods, amenities within walking distance and an active lifestyle were reinforced through bike lanes, trails, parks and open spaces. NAK established design standards that will transcend through years of development. NAK has been a lead consultant for Urban Design and Landscape Architecture on the Master Plan for the 177-acre Lakeview Village,a waterfront redevelopment project on former industrial land in Greater Toronto. The sustainable mixed-use community features a range of housing, education and office space, an Innovation District, extensive parks systems, trails, pathways and access to local transit. 26 John Griffin, PLA REGIONAL DIRECTOR & ORLANDO OFFICE LEADER NAK DESIGN STRATEGIES / 24 YEARS’ EXPERIENCE John brings more than 24 years of experience providing landscape architecture, urban design and master planning services to public agencies and private-sector clientele across Central Florida. His hands-on approach to establishing the vision of a project at its earliest stages has helped deliver multiple award-winning developments that have reshaped the Greater Orlando landscape. He’s well-versed in leading multi-disciplinary teams through design, and construction phase services. Areas of expertise include streetscapes, gardens and parks, themed attractions, resorts and master-planned communities. RELEVANT EXPERIENCE EDUCATION Orlando International Airport –Term. C, Orlando FL Town of Celebration Phase 2, Kissimmee FL Amway Center Streetscape, Orlando FL Baldwin Park master-planned community, Orlando FL Bok Tower Gardens, Lake Wales FL Grand Cypress Resort Vacation Homes, Orlando FL GreenLink (linear stormwater park), Lake Nona (Orlando) FL Stadium Enclave student housing, Tallahassee FL B.S. Landscape Design & Management, Florida A&M University Master of Landscape Architecture, University of Florida Landscape Architecture License: Florida -LA6666700 LICENSE & REGISTRATION John served as landscape architect on the streetscape design surrounding the Amway Center in Orlando. John provided landscape architecture and master planning services to the original developer of Baldwin Park, a 1,000-acre new urbanist, master-planned community near downtown Orlando. 27 TEAM Anielle Delgado, AICP PLANNING PROJECT MANAGER NAK DESIGN STRATEGIES / 5 YEARS’ EXPERIENCE Anie is a nationally-certified Planner with experience and accomplishments in land master planning, concept design, regional planning, transportation planning, architectural visualization, site analysis, feasibility studies and facility programming. She is adept at managing complex planning studies and development applications, including Comprehensive Plan amendments, rezoning, entitlements, annexations, site plans and plats.Anie is passionate about providing a voice for stakeholders that represent our most vulnerable populations. She advocates for people-centric design that is walkable, inspiring, inclusive and safe for all users.RELEVANT EXPERIENCE EDUCATION Master Planner & Architectural Designer at Universal Creative (Universal Parks & Resorts) in Orlando (2018 –Sept 2020) Transportation Analyst –Grant Application/Bike Coordinator for City of Boca Raton (2017-18) Planner II –Multimodal Transportation for Palm Beach Transportation Planning Agency (2015-17) Master Planning design for Universal’s new Epic Universe theme park in Orlando Developed RFQ document & preliminary yield study for Universal’s new affordable housing initiative in Orlando Hazardous Walking Conditions Analysis and Bike Suitability Study & Map for Palm Beach County Master of Urban & Regional Planning, Florida Atlantic University B.D. in Architecture, Univ. of Florida AICP-Certified Urban Planner (#31020) LICENSE & REGISTRATION Anie worked on master planning and transportation design efforts while with Universal Creative for the new Epic Universe theme park. Rendering designed by Anie for the US-1 Multmodal Corridor Study in Palm Beach County. 28 TEAM Hannah Plate, BLA, ASLA PROJECT MANAGER NAK DESIGN STRATEGIES / 7 YEARS’ EXPERIENCE Hannah works to support a variety of landscape architecture and development projects in her role as Project Manager. She brings site design, creative placemaking, and on-the-ground engagement in construction administration to NAK’s projects in Central Florida. Hannah has worked with local government and non-profit organizations to advocate for planning and design, and collaborates with peer consultants to help guide development projects and build community. She can offer this team a wealth of experience in urban design, landscape architecture, green infrastructure, branding and wayfinding. RELEVANT EXPERIENCE EDUCATION Meridian Parks community, Orlando FL Celebration Island Village, Kissimmee FL Division Avenue Complete Streets Plan, Orlando FL Se7en Wetlands Park, Lakeland FL Historic Johnson Street Revitalization Streetscape, Hawthorne FL Polk TPO Trails, Polk County FL The Yard at Ivanhoe, Orlando FL Cade Museum, Gainesville FL Oviedo Medical Center Campus, Oviedo FL Lake Maude Park, Winter Haven FL Atlanta Beltline, Atlanta GA Lake Nona Boulevard, Orlando FL Bachelor of Landscape Architecture, University of Florida Project Coordinator in design and development of parks and open space for Island Village, the 350-acre final phase of the Town of Celebration, FL. Hannah served as Landscape Designer for 7-acre urban mixed-use development “The Yard at Ivanhoe” in Orlando, which includes 600 apartments and 50,000 square feet of retail-commercial space. Hannah’s design work focused on the rooftop amenity deck, two interior courtyards, public space with outdoor seating and dining opportunities, flex social spaces and an artists’ garden. 29 TEAM TEAM ELEVEN18 Architecture is a full-service,boutique design firm that provides architectural, engineering,and interior design services.Founded in 2009,the company is proud to be a certified Women’s Business Enterprise (WBE)and is licensed to work in 32 states.From retail to hospitality, education to industrial,we focus on using engaging design to solve practical problems for our clients. Our promise to you is the delivery of an incredible product and a professional performance! The award-winning firm’s team works in an open studio office located adjacent to downtown Orlando and operates on the principle that great service is the cornerstone of a professional services practice.Building relationships with clients,knowing their projects,and delivering well- designed,technically accurate products on time and on budget are the key building blocks of the firm. ELEVEN18 Architecture was founded by Kim Day McCann AIA LEED AP, Mark Adams AIA and Neke White.When you work with us,you work with experts in your industry.Our creative client-focused teams are led by these partners who work every day to bring their breadth of experience and creativity in architecture,interiors,planning,and graphics to every project. All of ELEVEN18 work is performed locally and every member of the design team has a professional degree in architecture,engineering or interior design to ensure a quality product and professional performance. With a focus on great design and exceptional detailing,ELEVEN18’s mission is the delivery of an incredible product and a professional performance. 30 Kimberly McCann, AIA LEED AP CEO & PRINCIPAL ARCHITECT ELEVEN18 ARCHITECTURE / 22 YEARS’ EXPERIENCE Blue-Sky and concept development for proposed renovation of the Tampa Bay Buccaneers stadium. Kim has devoted her time as managing partner of ELEVEN18 to build the small startup company, founded in 2009, into a full-service firm that turns out approximately six million square feet of various projects a year. Kim has won awards such as multiple ABC Golden Eagles, the 2007 Green Building of the Year, and US Metal Building Association’s Outstanding Design award. She is registered with the National Council of Architectural Registration Boards, and currently holds active licenses in 24 states. She brings decades of experience leading large mixed-use urban infill developments as Project Architect in Central Florida. RELEVANT EXPERIENCE EDUCATION Professional Architect registered in: AL, AR, CA, CT, FL, GA, IL, IN, KY, LA, MD, MI, MN, MS, NJ, NY, NC, OH, PA, SC, TN, TX, VA, & WV National Council of Architectural Registration Boards (NCARB) REGISTRATIONS 2000, Master of Architecture, Univ. of Florida 1998, Bachelor of Architecture, Univ. of Florida Baldwin Park Mixed-Use Town Center in Orlando (Project Architect) Dellagio Mixed-Use Office & Retail Complex in Dr. Phillips neighborhood of Orlando (Project Architect) Uptown Altamonte Mixed-Use development and P3 initiative in Altamonte Springs (Project Architect) Apopka City Center, a 35-acre Mixed- Use development in Apopka, FL (Project Architect) Urban redevelopment concepts for the historic Town of Eatonville, the oldest Black-incorporated municipality in the U.S., located near Orlando. 31 TEAM 32 33 The Apopka City Center project is a mixed-use development being designed and constructed as a public-private partnership between City Center Development’s Craig Govan as Master Developer and the City of Apopka.The 35-acre site is located at the intersection of US 441 and SR 436 in Apopka, FL.ELEVEN18 Architecture is the overall design architect working in partnership with Govan. Designed to honor historic lakefront Highland Manor which remains on site as a prominent wedding venue,the project consists of a five-story 114-room Hilton Garden Inn hotel which opened in July 2020, 200,000 square feet of restaurant, retail and office space, and 250 multifamily apartments.GF Hotels & Resorts is a limited partner and manager of the hotel in this project, and TCII Capital Group is a limited partner in the retail parcels. Over the past three years, ELEVEN18 and the developer have been working with members of the community to finalize the pre-development of this project, with the hotel quickly being constructed once the public roadway improvements were complete. The retail spaces are under development and multifamily should begin in 2021. Project Cost: $25 million invested thus far, forecasted for $100 million through completion Apopka City Center –Apopka, FL 34 Urban Infill & Public-Private Partnership Through an affiliate development company, Craig Govan has served as Master Developer on this 21-acre mixed-use development in unincorporated Seminole County since 2016. The first phase of the project features a 42,000-square-foot Walmart Neighborhood Market, a Walmart fuel station, and a 6,800-square-foot, multi-tenant retail outparcel housing Taco Bell, Heartland Dental and Wing Stop. The second phase, currently in due diligence and design, focuses on a remaining 5.75 acres of lakefront property that is entitled for a 250-bed senior living facility. Govan anticipates self-developing this project through his own company. Downtown Clearwater Team members ELEVEN18 Architecture and Centennial Bank have been active partners on this development as the project architect and commercial lender, respectively. Project Cost: $11.5 million for the retail elements and a projected $40 million for the senior living facility once fully developed. Balmy Beach Marketplace –Seminole County 35 Reference Project Urban Infill & Public-Private Partnership Uptown Altamonte Town Center ELEVEN18 Architecture’s Kim Day (McCann), AIA LEED AP, served as Project Architect (while with a previous firm) on this waterfront, urban mixed-use development which has become the heart of Altamonte Springs, FL, about 20 minutes north of Orlando. Designing on behalf of Unicorp National Developments, this large-scale public-private collaboration with the City incorporates a one-mile continuous boardwalk along a 37-acre lake, which now features an amphitheater and pier extending into the lake that have become focal points for public events and annual celebrations. The master-planned development included more than 220,000 square feet of commercial office and retail space, and approximately 500 multifamily and condominium units. Project Cost: $65 million (for commercial) 36 2 7 Reference Project Weston Park in Longwood, FL (Transit-Oriented Development) Located directly adjacent to a SunRail commuter rail stop in Longwood (Seminole County), Florida, this 208-unit market rate multifamily development was built in 2014 and funded by equity from developer Wendover Housing Partners and traditional lender financing. This project was the first new multifamily development built in the City of Longwood since the 1990s. Project Cost: $30 million Reference: Tom Krueger, Economic Development Manager for City of Longwood tkrueger@longwoodfl.org, (407) 260-3430 37 2 8 Reference Project Warley Park in Sanford, FL (permanent housing for homeless) Recognized as the first permanent supportive housing community for the homeless in Central Florida when it opened in mid-2020, this 81-unit multifamily development by Wendover Housing Partners involved collaborative partnership with multiple public agencies and non-profit service providers. Financing sources included funds from Florida Housing Finance Corporation provided through the 9 percent Low Income Housing Tax Credits (LIHTCs), State Apartment Incentive Loan (SAIL), National Housing Trust Fund programs and institutional debt. The community consists of two buildings over 4.5 acres with one-to three-bedroom apartments. All units are reserved for homeless individuals and families, with a priority for veterans and the chronically homeless. Amenities include a multipurpose clubhouse, computer labs, activity rooms and meeting rooms. The project’s design and construction was certified as meeting Florida Green Building standards. The non-profit Step Up on Second is providing on-site services such as mental health care, after-school kids programs, job training and placement, GED classes and educational programs for ongoing skills. Warley Park also has a commercial kitchen that can be used to train residents for restaurant jobs. Project Cost: $17 million Reference: Amye King, Director of Planning & Development Services, City of Sanford, amye.king@sanfordfl.gov, (407) 688-5142 38 9 Reference Project Granite Crossing Apartments in Lithonia, GA This 75-unit affordable multifamily development was built in 2016 in downtown Lithonia, and has served as a catalyst for the redevelopment of other under-utilized sites in the city’s urban core. Developer Wendover Housing Partners removed an existing blighted retail center and replaced it with new, high quality mixed-income housing. This was the first redevelopment of a commercial site in the city’s history. The design and construction was certified “Green” by relevant agencies in the state of Georgia. Funding sources included 9 percent LIHTCs and institutional debt. Project Cost: $15 million Reference: Shameka S. Reynolds, Mayor of Lithonia, Shameka.Reynolds@lithoniacity.org, (770) 482-8136 39 Development Plan Development Plan Summary Our Development Team intends to partner with the City to develop all three of the sites made available in downtown Clearwater. The concepts we’re proposing will flourish alongside existing business downtown, encourage activation of and drive patrons to the new waterfront park, and create a proper architectural context within the business district and its buildings. The uses we’ll be proposing and building heights should all work within the future land use plan designation of Central Business District, as well as the Downtown Commercial District and Downtown Core Character District. Vertical Development Program: Food Hall & Brewery - Harborview Site (1.43 acres): We intend to develop a two-story Food Hall & Brewery that features 18,000 square feet across two floors (enclosed), with an additional 4,500-square-foot rooftop terrace (open-air). Our primary tenant and operator Clearwater Culture, LLC, plans to assemble an exciting lineup of food and retail vendors from across Central Florida that will make this Food Hall a dining destination in the City. The new waterfront park currently has few amenities planned within its boundary. Our Food Hall will be able to service nearly all the new dining demand that arises from patrons of the park, its future public events, and expanded ferry service. The ground level will feature floor-to-ceiling windows that offer patrons a clear view through the building and out onto the expansive waterfront and public park, patio dining space and ample and inviting landscape design. Parking for the Food Hall will be provided in a new 400-space parking garage that is planned on what is currently a surface parking lot serving the library. This garage will serve patrons of the Food Hall and general visitors to the downtown area and waterfront park. Parking will be validated for Food Hall patrons, while general visitors to downtown can use the garage for a fee (timed entry). A Letter of Intent has been signed by primary tenant and operator Clearwater Culture, LLC, and is included in the “Supporting Documents” section of this proposal, as well as a Letter of Recommendation from Centennial Bank that shows its commitment to finance this development project. 41 Food Hall and Brewery rendering, overlooking waterfront park (Harborview site) Clearwater Culture, LLC looks forward to introducing the following lineup of vendors in the Food Hall as part of our Development Team’s proposal for the downtown Clearwater sites: Brewery Tenant –While the brand is yet to be determined, this will be a popular brewery within the Clearwater area that will help drive local traffic and notoriety to the project. Tin and Taco –An Orlando-based artisan taco concept that has multiple locations and a uniqueapproach to serving craft tacos and beers. Chicken Fire –An Orlando-based fried Chicken concept that has a great reputation and management team set up for scalability. Rooftop Bar -This concept will be operated by Jeremy Roberts’ management team.It will offer a "green roof" decor with several plant elements and a shipping container bar.There will be areas of covered seating and open areas that will showcase the view of the bay. A great space for special events and buyouts. Smoke and Donuts Barbecue -A Orlando-based craft barbecue joint that offers a classic selection of barbecue and made-to-order donuts. Coffee & Tea Concept -Yet to be determined, but ideally a local coffee joint such as Buddy Brew to draw in the local crowd. Pizza Concept -A potential wood-fired pizza product, which may also offer a Detroit-style deep dish.Multi-concept operator with an established management team. Bakery\Deli -Yet to be determined, but a concept that works great where you can find a local operator looking for an additional location. Retail Tenants -These are tenants that are non-food related, are from the Clearwater area, and have unique offerings oriented to our overall demographic.We would offer two or three of these types of retail outlets. FOOD HALL LINEUP 42 Food items pictured from top to bottom: Chips and guacamole from Tin and Taco in Orlando, beef brisket and sides from Smoke and Donuts Barbecue in Orlando, brick oven wood-fired pizza, and a serving of popular spicy fried chicken from Chicken Fire in Orlando. 43 Development Plan Summary Multifamily & Retail -City Hall Site (2.6 acres): We intend to develop a 207-unit mixed-use multifamily building with an integrated parking garage, and ground-level commercial space. The workforce and affordable multifamily units are proposed in a seven-story configuration over a two-story parking structure (266,419 square feet total). The ground floor will include a 20,000-square-foot grocery tenant, 8,000 square feet of ancillary retail fronting S. Osceola Avenue, and a 6,000-square-foot restaurant space overlooking the waterfront park. Led by Altamonte Springs-based Wendover Housing Partners, one of the premier developers and owner-operators of workforce multifamily housing in Florida, this building will fill a significant need for new mixed-income apartment options in downtown Clearwater. TCII Capital will be a limited equity partner for the ground-floor retail and grocery component. Wendover’s proposal is that all 207 units will be workforce, serving 120 percent AMI or lower, with the potential for some units to be dedicated to serve 80 percent AMI. Once developed, this will be a significant generator of new property taxes for the City, and the ground-floor grocery and retail will serve the needs of residents and office workers in the immediate area. With close to 30 years of multifamily development experience in Florida and across the Southeastern United States, Wendover is perfectly suited to develop this project. Although the effective rents will be capped to correspond to 120% AMI, the development itself will be traditionally financed and will not utilize tax credits. Wendover will bring Clearwater’s vision to life by designing the old City Hall site around a necklace of public open spaces, with walking paths that connect residents to neighborhood retail, common amenities, social infrastructure, and multi-modal transportation. Transit access, hidden parking and placemaking create a transit-oriented and walkable community. Retail Uses: Wendover’s development partner TCII Capital has connected with multiple regional grocers about providing a 20,000-square-foot grocery store that would share the City Hall site with the 600 structured parking spaces and 207 workforce housing units. Cultural Uses: Wendover has engaged with the Boys and Girls Club of the Suncoast (Pinellas County) to provide a small campus for their ongoing activities. The campus will likely be provided either next to the grocery concept, or on the ground floor of the multifamily building. The services that the Boys and Girls Club will provide will be an excellent match for the likely needs of the residents of the 207 workforce housing units. A letter of interest can be found in the Supporting Documents section. Proposed Parking: Wendover is proposing a 600-space structured parking garage on the City Hall site that will serve the following: 400 units reserved for the 207 multifamily units, 100 units for the grocery tenant, and 100 for public parking. We anticipate asking the City for $2.5 million initially (as outlined in the RFP) for the 100 public parking spaces. Mixed-use multifamily and retail rendering, overlooking waterfront park (City Hall site) Development Plan Summary 44 Hotel -Pierce Street Site (1.23 acres): We intend to develop a five-to six-story, 100-room limited service hotel fronting S. Osceola Avenue and Pierce Street. We anticipate the hotel will carry a Hilton flag, and have been approved for this site to have a hotel in Hilton’s “Tapestry Collection,” which allows for individuality and uniqueness of each hotel. Our market studies indicate that there is still unmet demand for a new limited service hotel on this side of the bay, to serve patrons of the waterfront park, area beaches and business/legal travelers near the County Courthouse. Parking for the hotel will be included in the structure, with the first two levels serving as dedicated parking garage. GF Hotels & Resorts has joined our Team as limited partner and property manager for this hotel. In the “Supporting Documents” section of this proposal, you’ll find a separate overview presentation from GF Hotels & Resorts, as well as a Letter of Recommendation from Bank OZK for its commitment to finance this hotel development. Architectural design inspiration image: The Rose Hotel in Chicago, a Tapestry Collection by Hilton property Architectural design inspiration image: The Kinney Hotel in San Luis Obispo, a Tapestry Collection by Hilton property Development Plan Summary 45 Development Timeline and Phasing: •Project Start: From time of selection we anticipate needing up to 12 months to work through due diligence and pre-development activities and permitting with the City. We would target taking control of all three parcels through a Master Development Agreement that is negotiated by August 2021, and finalized or signed after the referendum date in March 2022. We would then plan to purchase the Hotel site and begin ground lease payments for the Food Hall and Multifamily sites following the issuance of Building Permits. Our team has explored the surrounding area demographics and also reviewed all previously completed due diligence items. Any further due diligence will overlap with permitting. •Construction Start and Duration: We anticipate the Food Hall & Brewery to take 12 months to build, and the Hotel to take 18 months to build after permitting is completed. For Wendover Housing on the City Hall site, we estimate it will take roughly 18-24 months after permitting to construct the mixed-use multifamily and retailbuilding. Phasing of the project and overlapping construction activities between parking, multifamily and retail may shorten this timeline. •Initial Occupancy: The Food Hall & Brewery should be fully occupied by retail and dining tenants within the first two months of construction completion. For the mixed-use multifamily and retail building, the grocery component will be built to suit for a single tenant. The multifamily portion will begin initial lease-up 90 days prior to receiving a certificate of occupancy, and is estimated to take up to 10 months after opening to reach 100 percent occupancy. Approach to Public Partners: City Center Development’s Craig Govan has consistently delivered successful developments through Public- Private Partnerships with municipalities in Central Florida, while serving the role of Master Developer. Such active P3 projects for Govan include a partnership with the City of Apopka, and upcoming partnerships with Groveland and Ocala. We anticipate working closely with the City and CRA to identify and secure any necessary incentives early in the drafting of our Pre-Development Agreement. Our Master Developer and the team’s local law firm, Johnson Pope Bokor Ruppel & Burns, LLP, would engage with City and CRA staff to draft a Pre-Development Agreement within 60 days of being selected. Wendover’s core business is the development of workforce and affordable housing. Having been in the industry for close to 30 years, they are highly adept at interfacing with CRAs and all local government agencies to procure necessary financial resources. We work with counsel from our local government partners to draft Pre-Development Agreements that are mutually beneficial to both sides. Master Plan, Renderings & Green Building Conceptual Master Plan & Renderings: A complete Master Plan of our proposed development for all three sites, as well as architectural renderings and comparison image boards, can be found in the “Supporting Documents” section of this proposal. That section may be uploaded as a separate file for this submittal, due to file size limitations on the City’s FTP upload website. Commitment to Green Building Standards & Renewable Energy: Our Development Team will strive to meet the standards of WELL Silver and LEED Gold in the design and construction of the new buildings proposed in our plan. Our architecture and construction consultants are familiar with these standards, and can guide our evaluation of cost and materials selection to implement these standards for renewable energy and wellness. Wendover Housing also holds a Florida Green Building Certification for multifamily developers and owner-operators. We also plan to engage with Counterpointe SRE (Counterpointe Sustainable Real Estate) to explore using Commercial PACE Financing as a new addition to our capital stack for these projects, which can help ease the financial burden of meeting the higher WELL and LEED standards. Devesh Nirmul, vice president for Counterpointe SRE in Florida, is experienced in this field and carries the credentials of LEED AP O+M, Certified Energy Manager (CEM), and Certified Sustainable Development Professional (CSDP). A Letter of Intent (LOI) from Counterpointe SRE can be found in the "Supporting Documents" section of this proposal. 46 Financial Plan 3 7 Financial Plan Pro Formas: In the following pages you will find individual multi-year Pro Formas for our Development Team’s three proposed projects: the Food Hall and Brewery, Hotel, and mixed-use Multifamily and Retail building. 48 Food Hall Proforma @ 18% TAKE Total 2022 Total 2023 Total 2024 Total 2025 Total 2026 Total 2027 Total 2028 Total 2029 Total 2030 Total 2031Consolidated 10 Year Tenant4020 · Revenue-Brewery $1,040,000.04 $1,144,000.04 $1,258,400.05 $1,384,240.05 $1,453,452.06 $1,526,124.66 $1,602,430.89 $1,682,552.44 $1,766,680.06 $1,855,014.064021 · Revenue-TIN AND TACO $780,000.00 $858,000.00 $943,800.00 $1,038,180.00 $1,090,089.00 $1,144,593.45 $1,201,823.12 $1,261,914.28 $1,325,009.99 $1,391,260.49 4022 · Revenue-CHICKEN FIRE $624,000.00 $686,400.00 $755,040.00 $830,544.00 $872,071.20 $915,674.76 $961,458.50 $1,009,531.42 $1,060,007.99 $1,113,008.394023 · Revenue-ROOF TOP BAR $831,999.96 $915,199.96 $1,006,719.95 $1,107,391.95 $1,162,761.54 $1,220,899.62 $1,281,944.60 $1,346,041.83 $1,413,343.92 $1,484,011.124024 · Revenue-Barbecue $624,000.00 $686,400.00 $755,040.00 $830,544.00 $872,071.20 $915,674.76 $961,458.50 $1,009,531.42 $1,060,007.99 $1,113,008.39 4025 · Revenue-COFFEE \ TEA CONCEPT $207,999.96 $228,799.96 $251,679.95 $276,847.95 $290,690.34 $305,224.86 $320,486.10 $336,510.41 $353,335.93 $371,002.734026 · Revenue-PIZZA $727,999.92 $800,799.91 $880,879.90 $968,967.89 $1,017,416.29 $1,068,287.10 $1,121,701.46 $1,177,786.53 $1,236,675.86 $1,298,509.65 4027 · Revenue-Bakery $624,000.00 $686,400.00 $755,040.00 $830,544.00 $872,071.20 $915,674.76 $961,458.50 $1,009,531.42 $1,060,007.99 $1,113,008.394028 · Revenue-Deli $585,104.04 $643,614.44 $707,975.89 $778,773.48 $817,712.15 $858,597.76 $901,527.65 $946,604.03 $993,934.23 $1,043,630.944029 · Revenue-Retail Tenant $279,496.20 $307,445.82 $338,190.40 $372,009.44 $390,609.91 $410,140.41 $430,647.43 $452,179.80 $474,788.79 $498,528.23 4030 · Revenue-Retail Tenant $258,600.00 $284,460.00 $312,906.00 $344,196.60 $361,406.43 $379,476.75 $398,450.59 $418,373.12 $439,291.77 $461,256.36 Total Gross Income for food hall $6,583,200.12 $7,241,520.13 $7,965,672.15 $8,762,239.36 $9,200,351.33 $9,660,368.89 $10,143,387.34 $10,650,556.71 $11,183,084.54 $11,742,238.77 Gross Margin @ 18% for Management company $1,184,976.02 $1,303,473.62 $1,433,820.99 $1,577,203.08 $1,656,063.24 $1,738,866.40 $1,825,809.72 $1,917,100.21 $2,012,955.22 $2,113,602.98 5110 · Maintenance Repairs $42,600.00 $42,600.00 $42,600.00 $42,600.00 $42,600.00 $42,600.00 $42,600.00 $42,600.00 $42,600.00 $42,600.00 5120 · water \ trash $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 5121- electrical $66,000.00 $66,000.00 $66,000.00 $66,000.00 $66,000.00 $66,000.00 $66,000.00 $66,000.00 $66,000.00 $66,000.005122- Internet $9,600.00 $9,600.00 $9,600.00 $9,600.00 $9,600.00 $9,600.00 $9,600.00 $9,600.00 $9,600.00 $9,600.00 5123 - grease trap cleaning $9,000.00 $9,000.00 $9,000.00 $9,000.00 $9,000.00 $9,000.00 $9,000.00 $9,000.00 $9,000.00 $9,000.005124 - Natural Gas $19,200.00 $19,200.00 $19,200.00 $19,200.00 $19,200.00 $19,200.00 $19,200.00 $19,200.00 $19,200.00 $19,200.005130 · Rent\Cam Real estate expense $432,000.00 $432,000.00 $432,000.00 $432,000.00 $432,000.00 $432,000.00 $432,000.00 $432,000.00 $432,000.00 $432,000.00 5141 · Supplies $13,200.00 $13,200.00 $13,200.00 $13,200.00 $13,200.00 $13,200.00 $13,200.00 $13,200.00 $13,200.00 $13,200.005160 · Cleaning \ Janitorial $22,800.00 $22,800.00 $22,800.00 $22,800.00 $22,800.00 $22,800.00 $22,800.00 $22,800.00 $22,800.00 $22,800.00 Total COGS $666,399.96 $666,399.96 $666,399.96 $666,399.96 $666,399.96 $666,399.96 $666,399.96 $666,399.96 $666,399.96 $666,399.96 Gross Profit $518,576.06 $637,073.66 $767,421.03 $910,803.12 $989,663.28 $1,072,466.44 $1,159,409.76 $1,250,700.25 $1,346,555.26 $1,447,203.02 6110 · Payroll Taxes SS/MED 6120 · PR - FUTA6130 · PR - SUTA 6210 · Medical6220 · Dental6230 · Vision 6240 · Life, AD&D, STD, LTD6300 · Retirement Benefits (401k)6410 · PTO - Regular 6420 · Military Leave6430 · Other PTO 6450 · Holiday 6600 · Workers' Comp6700 · Benefits Fees Total 6000 · FRINGE BENEFITS $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 7110 · Overhead Labor-Partner Salary $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 $51,999.96 7121 · Overhead SubK Labor-Professional7211 · Uniform/SWAG (OH)$1,800.00 $1,800.00 $1,800.00 $1,800.00 $1,800.00 $1,800.00 $1,800.00 $1,800.00 $1,800.00 $1,800.007220 · Freight & Shipping (OH) 7230 · Vehicle Expenses (OH)$0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.007231 · Fuel Expense (OH)7250 · Travel (OH) 7280 · Shared Service Allocation7285 · Outside Services (OH) CPA $12,000.00 $12,000.00 $12,000.00 $12,000.00 $12,000.00 $12,000.00 $12,000.00 $12,000.00 $12,000.00 $12,000.00 7370 · Depreciation Expense Total 7000 · OVERHEAD EXPENSES $65,799.96 $65,799.96 $65,799.96 $65,799.96 $65,799.96 $65,799.96 $65,799.96 $65,799.96 $65,799.96 $65,799.96 8250 · Travel (G&A)8251 · Credit-Service Charge $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.008260 · Meals & Entertainment (G&A)$0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 8290 · Recruiting Expense $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.008320 · Insurance $44,280.00 $44,280.00 $44,280.00 $44,280.00 $44,280.00 $44,280.00 $44,280.00 $44,280.00 $44,280.00 $44,280.00 8330 · Legal Fees $18,000.00 $18,000.00 $18,000.00 $18,000.00 $18,000.00 $18,000.00 $18,000.00 $18,000.00 $18,000.00 $18,000.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00Total 8000 · services $62,280.00 $62,280.00 $62,280.00 $62,280.00 $62,280.00 $62,280.00 $62,280.00 $62,280.00 $62,280.00 $62,280.00 Total Other Expenses $128,079.96 $128,079.96 $128,079.96 $128,079.96 $128,079.96 $128,079.96 $128,079.96 $128,079.96 $128,079.96 $128,079.96 Net Income $390,496.10 $508,993.70 $639,341.07 $782,723.16 $861,583.32 $944,386.48 $1,031,329.80 $1,122,620.29 $1,218,475.30 $1,319,123.06 10 YEAR CASH FLOWS Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Construction Lease Up Stabilized Stabilized Stabilized Stabilized Stabilized Stabilized Stabilized Stabilized Gross Potential Rent -$ 1,635,470$ 4,592,889$ 4,646,473$ 4,727,786$ 4,810,522$ 4,894,707$ 4,980,364$ 5,067,520$ 5,156,202$ Parking Revenues -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Miscellaneous Revenues -$ 81,773$ 229,644$ 232,324$ 236,389$ 240,526$ 244,735$ 249,018$ 253,376$ 257,810$ Total Gross Revenues -$ 1,717,243$ 4,822,534$ 4,878,797$ 4,964,175$ 5,051,049$ 5,139,442$ 5,229,382$ 5,320,896$ 5,414,012$ Vacancy & Collection Loss -$ (120,207)$ (337,577)$ (341,516)$ (347,492)$ (353,573)$ (359,761)$ (366,057)$ (372,463)$ (378,981)$ Gross Income -$ 1,597,036$ 4,484,956$ 4,537,281$ 4,616,683$ 4,697,475$ 4,779,681$ 4,863,325$ 4,948,434$ 5,035,031$ Mgt. Fees -$ 47,911$ 134,549$ 136,118$ 138,500$ 140,924$ 143,390$ 145,900$ 148,453$ 151,051$ 3.0% Land Lease -$ -$ 200,000$ 200,000$ 200,000$ 200,000$ 200,000$ 200,000$ 200,000$ 200,000$ Other Operating Expenses -$ 796,950$ 1,195,425$ 1,219,334$ 1,255,914$ 1,293,591$ 1,332,399$ 1,372,371$ 1,413,542$ 1,455,948$ Total Operating Expenses -$ 844,861$ 1,529,974$ 1,555,452$ 1,594,414$ 1,634,515$ 1,675,789$ 1,718,270$ 1,761,995$ 1,806,999$ Operating Income -$ 752,175$ 2,954,983$ 2,981,829$ 3,022,269$ 3,062,960$ 3,103,892$ 3,145,055$ 3,186,439$ 3,228,032$ Debt Service -$ -$ 2,472,298$ 2,472,298$ 2,472,298$ 2,472,298$ 2,472,298$ 2,472,298$ 2,472,298$ 2,472,298$ NET INCOME -$ 752,175$ 482,684$ 509,531$ 549,971$ 590,662$ 631,594$ 672,757$ 714,141$ 755,734$ DSCR - - 1.20 1.21 1.22 1.24 1.26 1.27 1.29 1.31 1.25 Annual Free & Clear Return (NOI/COST)0.0% 1.3%6.5% 6.5% 6.6% 6.7%6.8% 6.9%7.0%7.1%6.2% Annual Return on Equity 0.0% 4.2%6.9% 2.8% 3.1% 3.3%3.5% 3.7%4.0%4.2%4.0% Cost Summary Total Cost Per Unit Per NRSF Land Cost $500,000 $2,415 $2.35 # of Units % of Tot. Units S.F. / Unit Rentable S.F.Total S.F.$ / S.F. / Month Tot. Annual Rent Unit Rent/Mnth. Hard Cost $45,029,000 $217,531 $211.27 STUDIO 8 4%585 4,680 5,850 2.53$ 141,984$ 1,479$ Soft Cost $8,269,537 $39,949 $38.80 1BR/1BTH 74 36%787 58,238 72,798 2.01$ 1,406,592$ 1,584$ Construction Interest $2,750,503 $13,287 $12.90 2BR/2BTH 92 44%1136 104,512 130,640 1.67$ 2,096,496$ 1,899$ Total Development Cost $56,549,040 $273,184 $265.32 3BR/2BTH 33 16%1385 45,705 57,131 1.58$ 868,824$ 2,194$ TOTAL 207 100%1030 213,135 266,419 1.76$ 4,513,896$ 1,817$ Average Unit Summary Monthly Annually Monthly / NRSF 225,695$ 91$ Avg. Unit Rent $1,817 $21,806 $1.76 0 - -$ -$ Parking Income $0 $0 $0.00 $4,739,591 Vacancy ($127)($1,526)($0.12) Avg Effective Income $1,690 $20,280 $1.64 Avg. Op. Ex.($534)($6,414)($0.52) Avg. NOI $1,156 $13,866 $1.12 TOTAL ANNUAL MULTIFAMILY REVENUE Base Revenue Assumptions PRO FORMA Additional Misc. Income Parking City Hall Site: Multifamily & Retail Project Downtown Clearwater Retail: Sources, Uses, and 10-Year IRR for TCII Capital Sources Partner Equity & Debt 3,235,965 Uses Soft/Closing Costs 838,538 Site Work 239,100 Vertical Construction 1,750,000 General Conditions & Fees 182,772 GC Overhead 108,594 Financing Costs 116,963 IRR Date Closing Dec-22 Dec-23 Dec-24 Dec-25 Dec-26 Dec-27 Dec-28 Dec-29 Dec-30 Dec-31 Dec-32 Closing Costs (3,235,965) Gross Rental Revenue 182,500 365,000 365,000 365,000 365,000 365,000 365,000 365,000 365,000 365,000 Ground Lease Rent (25,000)(50,000)(50,000)(50,000)(50,000)(50,000)(50,000)(50,000)(50,000)(50,000) Sale Proceeds (9% Cap)3,500,000 Sale Costs (4%)(140,000) Net Cash Flow (3,235,965)0 157,500 315,000 315,000 315,000 315,000 315,000 315,000 315,000 315,000 3,675,000 8.1%IRR 18-Mo Construction 3 9 Financial Plan Equity and Debt Sources: For the past 22 years, Master Developer Craig Govan has consistently coordinated private equity funding for his commercial real estate developments from a network of high-net worth individuals and families. For both the Hotel and Food Hall & Brewery developments, Govan anticipates 30 to 50 percent of the capital stack coming as cash equity from his company and private equity partners, and the remaining 50 to 70 percent from a commercial lender. Letters of Recommendation from both Centennial Bank and Bank OZK that state their commitment to finance the food hall and hotel projects, respectively, can be found in the “Supporting Documents” section of this proposal. Financing Approach for Affordable Housing: Wendover does not currently anticipate utilizing tax credits to complete their capital stack. They plan to traditionally finance the multifamily units and associated retail structures and parking, while also committing to serving residents at 120 percent AMI and lower. Conditional Public Funding Sources & Use of Incentives: Wendover anticipates utilizing $2.5 million for public parking as outlined in the RFP. They will likely need to utilize CRA funds up to $5 million for the workforce housing construction. In addition, Wendover may need to utilize additional municipal funds to complete the financing of the whole project, as construction costs are currently at an all-time high and it is impossible to accurately project costs beyond the immediate future. City Center Development anticipates requesting a reduction in impact fees and permit fees from the City through its General Fund and Enterprise Fund to help lower the overall cost of developing the hotel and food hall projects. City Center Development anticipates requesting up to $3 million from the City’s General Fund and Enterprise Fund to complete the project, as construction costs are currently at an all-time high and it is impossible to accurately project costs beyond the immediate future. Tenant and Leasing Approach: Limited partner TCII Capital will be responsible for the leasing and management of the grocery and retail space in the ground-floor of the mixed-use multifamily building. Jeremy E. Roberts of Clearwater Culture, LLC will be signed as Master Tenant for the entire Food Hall & Brewery building, and will be responsible for subleasing space to a curated lineup of food and retail vendors. For Wendover’s workforce Multifamily development, please see the attached leasing plan in the "Supporting Documents" section, which Wendover utilizes for all developments. 53 4 0 Financial Plan Construction Costs: Food Hall & Brewery: The estimated total capitalization for this project is $7.5 million, which includes construction, hard and soft costs, and FF&E. Hotel: The estimated total capitalization for this 100-room hotel development, using a five-year hold period, will be approximately $22.776 million, which includes acquisition of the land, building the hotel, and all development costs. Details for the Hotel’s construction cost estimate can be found in the table below: 54 Multifamily & Retail mixed-use building: The estimated total capitalization for this project is $56.549 million, which includes construction, hard and soft costs, and FF&E. The following pages include data tables that detail the Capital Structure and Project Development Costs, provided by Wendover. Total Construction Period (Months)16 1.75% Units Complete @ Inception 207 3.00% Preleased Units 25 7.00% Monthly Absorption 25 6.49% Stabilization Period (Months)7 2.90 # of Units % of Total S.F. / Unit Rentable S.F.Total S.F.Avg. Unit Rent $ / S.F. / Month Total Annual Rent Studio 8 4%585 4,680 5,850 $1,479.00 $2.53 $141,984 1BR/1BTH 74 36%787 58,238 72,798 $1,584.00 $2.01 $1,406,592 2BR/2BTH 92 44%1,136 104,512 130,640 $1,899.00 $1.67 $2,096,496 3BR/2BTH 33 16%1,385 45,705 57,131 $2,194.00 $1.58 $868,824 TOTAL 207 100%1,030 213,135 266,419 $1,817.19 $1.76 $4,513,896 Additional Misc. Income $90.86 $225,695 5.00%of Annual Rent Parking 600 $0 $0 $1,908 $4,739,591 Per Unit / Per Yr.Total % of Rent Taxes $2,200 $455,400 9.61% Payroll / Benefits $1,500 $310,500 6.55% Trash Removal $80 $16,560 0.35% Repairs & Maint.$650 $134,550 2.84% Water / Sewer $80 $16,560 0.35% Electric $300 $62,100 1.31% Insurance $315 $65,205 1.38% Marketing $200 $41,400 0.87% G&A $200 $41,400 0.87% Capital Reserves $250 $51,750 1.09% Subtotal $5,775 $1,195,425 25.22% Management Fees $639 $132,235 2.79%3.00%of EGI TOTAL ANNUAL OP. EXP.$6,414 $1,327,660 28.01% OPERATING EXPENSES REVENUES ASSUMPTIONS TOTAL ANNUAL REVENUE OPERATING ASSUMPTIONS Parking Ratio per Unit Annual Vacancy & Rental Loss Annual Expense Growth Annual Rent Growth Operating Cap Rate CONSTRUCTION ASSUMPTIONS City Hall Site: Multifamily & Retail Project City Contribution 11,000,000$ Equity 7,000,000$ TOTAL EQUITY 18,000,000$ Construction Loan 35,798,537$ Interest Reserves 2,750,503$ TOTAL DEBT 38,549,040$ 68.17%LTC TOTAL CAPITALIZATION 56,549,040$ Gross Apt. S.F. 213,135 Common Mult. 1.25 $/ MF Unit Cost % Total Cost $/GSF $/NSSF NET S.F.266,419 HARD CONSTRUCTION COSTS Apartment Units $144,928 $30,000,000 53.1% $140.76 $112.60 Hardscape & Parking $49,275 $10,200,000 18.0% $47.86 $38.29 GC Conditions, Profits, Insurance $15,536 $3,216,000 5.7% $15.09 $12.07 8.00%of Hard Cost Payment & Performance Bond $1,000 $207,000 0.4% $0.97 $0.78 Construction Management Fee $966 $200,000 0.4%$0.94 $0.75 Total Hard Costs $211,705 $43,823,000 77.5%$205.61 $164.49 Hard Cost Contingency $5,826 $1,206,000 2.1%$5.66 $4.53 3%of Hard Cost SOFT COSTS Planning/Architect $1,208 $250,000 0.4% $1.17 $0.94 Architect/SMEP Engineer Permit Documents $121 $25,000 0.0% $0.12 $0.09 Engineering/Traffic Engineer $1,208 $250,000 0.4% $1.17 $0.94 Landscape Design $362 $75,000 0.1% $0.35 $0.28 Interior Design $362 $75,000 0.1% $0.35 $0.28 Signage & Graphics Consultant $145 $30,000 0.1% $0.14 $0.11 Legal (Closing & Financing)$1,208 $250,000 0.4% $1.17 $0.94 Title Insurance/Recording & Other Closing Costs $1,256 $260,000 0.5% $1.22 $0.98 Marketing $725 $150,000 0.3% $0.70 $0.56 Builder's Risk & Insurance $750 $155,250 0.3% $0.73 $0.58 Lease Up Reserves $725 $150,000 0.3% $0.70 $0.56 Impact Fees & Utility Connection Fees $9,582 $1,983,474 3.5% $9.31 $7.44 Building Permit & Review Fees $1,329 $275,000 0.5% $1.29 $1.03 Property Taxes $242 $50,000 0.1% $0.23 $0.19 Environmental Engineer and Removal $1,208 $250,000 0.4% $1.17 $0.94 Threshold Inspection & Material Testing $362 $75,000 0.1% $0.35 $0.28 Appraisal, Market Study & Surveys $169 $35,000 0.1% $0.16 $0.13 Loan Fees $2,899 $600,000 1.1% $2.82 $2.25 1.56%of Loan Amount Equity Broker Fees $676 $140,000 0.2% $0.66 $0.53 2.00%of Equity Raised Equity Origination Fees $676 $140,000 0.2% $0.66 $0.53 2.00%of Equity Raised Admin Expense & Project Management $483 $100,000 0.2% $0.47 $0.38 FF&E $3,623 $750,000 1.3% $3.52 $2.82 Development Fee $9,662 $2,000,000 3.5% $9.38 $7.51 3.54%% of Total Cost Soft Cost Contingency $970 $200,813 0.4%$0.94 $0.75 (incl. $250/Unit/Yr. Replacement Reserves) Total Soft Costs $39,949 $8,269,537 14.6%$38.80 $31.04 TOTAL CONSTRUCTION COSTS $257,481 $53,298,537 94.3%$250.07 $200.06 LAND COSTS Land Cost $2,415 $500,000 0.9% $2.35 $1.88 Total Land Costs $2,415 $500,000 0.9%$2.35 $1.88 Construction Interest $13,287 $2,750,503 4.9%$12.90 $10.32 TOTAL PROJECT COST $273,184 $56,549,040 100%$265.32 $212.26 PROJECT DEVELOPMENT COSTS CAPITAL STRUCTURE Page 1 City Hall Site: Multifamily & Retail Project Financial Offer 4 2 Financial Offer After taking into account the property appraisals provided for all three sites by the City and CRA staff, as well as evaluating separate sources of fair market value information, we are prepared to offer the following for each of the three downtown Clearwater sites. The values being offered below fit well into the Pro Formas for each of our projects, and will help our Development Team be a positive partner with the City and CRA and turn these sites into tax-generating assets for the municipality. Hotel (Pierce Street Site): City Center Development Group, with GF Hotels & Resorts as a limited partner, plans to offer $4 million for the purchase of this 1.23-acre site. We anticipate maintaining a long-term ownership position in the project. Our Development Team may take advantage of the City and CRA’s offer to support a flexible payment schedule with a 0 percent interest loan for the land purchase. Food Hall & Brewery (Harborview Site): City Center Development Group plans to offer a long-term ground lease for this 1.43-acre site for up to $110,000 per year. Multifamily & Retail (City Hall Site): Wendover Housing Partners, with TCII Capital as a limited partner, plans to offer a long-term ground lease for this 2.6-acre site for up to $250,000 per year. Measuring Fiscal Impact: City Center Development Group will commit to employing an economist to carry out a formal Fiscal Impact Study after the Developers Agreement has been negotiated with the City. The Fiscal Impact Study will forecast the positive economic impact of new job creation, long-term sales revenue generation and property tax generation from the development of these three sites. This study can be a positive tool to help promote the proposed development to voters in advance of a referendum. 58 Exhibit A Forms Supporting Documents Downtown Clearwater Waterfront Development | Food Hall Brewery NOutdoor Dining Area Wood Louvered Canopy Structures Artificial Turf Lawn with Integrated Seat Walls & Palm Trees Brewing Silos Main Entrance from Coachman Park Pedestrian Canopy Coachman Park Adjacent to Cleveland St.N. Osceola Ave.Rooftop Bar with View toward the ParkCoachman ParkPoint of EntryProperty Boundary Downtown Clearwater Waterfront Development | Food Hall Brewery Upper Patio Wood Deck Bar and Dinning Area Lower Patio Compacted Aggregate & Mixed Seating Areas NProperty Boundary CLEVELAND STREET N. Osceola Ave.Coachman ParkLandscape Point of Entry Downtown Clearwater Waterfront Development | Restaurant Downtown Clearwater Waterfront Development | Restaurant (Note: below is the Letter of Intent for lease of the entirety of Food Hall and Brewery building) April 9, 2021 To Whom It May Concern City of Clearwater, FL RE: Craig Govan / City Center Development Group, LLC Bank OZK has done business with Craig Govan since 2016, specifically several development and construction loans involving national hotel and credit tenant retail properties. Our experience has been very satisfactory and Craig is well versed in all aspects of construction, tenant negotiation and bringing a project to successful completion. We are confident that the proposed Clearwater redevelopment project will be handled in a like manner and have a strong interest in providing $15,000,000 or greater in construction and permanent financing for the proposed Hotel Project. If any further information is needed, please do not hesitate to contact me directly. Sincerely, Martin Roman SVP Commercial Banker Bank OZK 407.694.6025 1 April 9, 2021 To Whom It May Concern City of Clearwater, FL RE: Craig Govan / City Center Development Group, LLC Centennial Bank has done business with Craig Govan since 2017, specifically several development and construction loans involving national credit tenant retail properties. Our experience has been very satisfactory and Craig is well versed in all aspects of construction, tenant negotiation and bringing a project to successful completion. We are confident that the proposed Clearwater redevelopment project will be handled in a like manner and have a strong interest in providing $5,000,000 or greater in construction and permanent financing for the Brewery / Food Hall Project. If any further information is needed, please do not hesitate to contact me directly. Sincerely, David A. Felker Senior Vice President Centennial Bank – Central Florida David A. Felker Senior Vice President 970 Rinehart Rd. Lake Mary, FL 32746 407-371-6873 office 407-340-1443 cell dfelker@my100bank.com Devesh Nirmul CEM | CSDP | LEED AP O+M Vice President 2600 Maitland Center Parkway Suite 370 Maitland FL 32751 dnirmul@counterpointees.com [Type here] www.counterpointesre.com Copyright (©) 2021 Counterpointe Energy Partners LLC. All Rights Reserved. Counterpointe Sustainable Real Estate is a subsidiary of Counterpointe Energy Partners LLC. All rights reserved. This is not a commitment to provide financing and financing is subject to approval. Terms and conditions apply. Closing costs, rates, terms conditions are subject to changes without notice. April 12, 2021 Attn: Master developer City Center Development Group, LLC, and its limited partners Re: CounterpointeSRE’s C-PACE Financing for the sustainability/resiliency focus of Proposal to acquire or lease for redevelopment the three sites made available in the Downtown Clearwater RFP To Whom it May Concern: Through this letter, Counterpointe Sustainable Real Estate (CSRE), expresses its strong and strategic interest in providing Commercial Property Assessed Clean Energy (PACE) financing capital and related guidance for the City Center Development Group’s proposed resilient and sustainable re-development approach for three City of Clearwater downtown sites. The CounterpointeSRE Team is familiar with the City’s economic redevelopment focus and is an approved Commercial PACE provider through Pinellas County’s PACE Program which includes the City of Clearwater. Many of the eligible measures / investments you will make that are both fundamental to the redevelopment project as well as necessary to qualify for LEED and WELL certification will be PACE eligible. At your convenience, please provide design, engineering and construction documents including a line-item construction budget so that we can begin the process of pre-identifying eligible PACE components of the project. PACE can cover qualifying soft, ancillary and hard construction costs related to all of the commercial property types (hotel, food hall/brewery, mixed-use-workforce multifamily-retail) being proposed for this redevelopment project. Sincerely, Devesh Nirmul CEM | CSDP | LEED AP O+M Vice President Counterpointe Sustainable Real Estate 1105 KENSINGTON PARK DRIVE, SUITE 200 Altamonte Springs, Florida 32714 TEL: (407) 333-3233 | FAX: (407) 333-3919 Marketing and Lease-up Plan Quantifying the specifics of the marketing effort, we plan to aggressively implement a "lease- up" schedule, which will be developed through the establishment of weekly rental goals. Our marketing efforts will be executed in three stages: signage, community contact/public marketing, and on- site leasing. Each of these stages is designed to ensure that we reach a diverse population, who all have the opportunity to learn about the affordable apartment homes. Stage one in the marketing/outreach program will be the placement of signage on the property site. The signage will include a telephone number, email address and website URL where potential residents can request information. Each inquiry will be answered by Wendover staff, and each person who requests information will be placed on the resident waiting list. This list will remain in place until the project has reached 100% occupancy and then will be utilized by the staff when an apartment home becomes available for rent. Stage two will focus on community contact and public marketing. Wendover will also deliver flyers/ brochures to HR departments at large employers, churches, community centers, real estate offices, government offices, banks, hotels, restaurants, grocery stores, retailers, hospitals and medical offices. A primary target demographic will be what we call “essential service workers,” who will be reached through personal contact with local hospitals, police and fire departments and schools. Service organizations and the public housing agency will also be included in our efforts. The internet will be heavily utilized as a marketing tool. We will be developing a project-specific website as well as contracting for the community to appear on web sites such as Apartments.com, Apartmentguide.com and Rent.com. Social media, including Facebook, Instagram and other platforms, will also be utilized, as well as earned media. All initial community contact and public marketing will begin 90 days prior to the anticipated delivery of the Certificates of Occupancy for the first phase of the community. Stage three of our marketing/outreach program will be implemented when construction nears completion. Additional signage, balloons, flags and leasing banners will be placed on site, along with a leasing trailer where potential residents will be able to meet with our staff and to receive more in-depth information on the community. We will start the application process with potential residents at this time. In Conclusion We would be happy to answer any questions that arise for City and CRA staff in their review of this proposal. Please feel free to contact: Craig Govan, President City Center Development Group, LLC Jupiter, FL 33458 (954) 646-8204 cgovan@citycenterdev.com 88 10-Year CF Proforma Years to Build 5 Years Market Rent Growth 5.00% Expense Growth 2.00% Lease-Up Assumptions Year 1 30% Year 2 60% Year 3 90%Est. Dates:1/31/2023 1/31/2024 1/31/2025 1/31/2026 1/31/2027 1/31/2028 1/31/2029 1/31/2030 1/31/2031 1/31/2032 Assumptions Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Hotel Occ.0%0%0%0%0%30%60%90%90%90% # of Rooms 274 Rental Income $73,000 $0 $0 $0 $0 $0 $7,658,455 $16,082,756 $25,330,340 $26,596,857 $27,926,700 Ancillary Income 20%$0 $0 $0 $0 $0 $1,954,869 $4,310,486 $7,128,467 $7,859,134 $8,664,696 Operating Expenses 40%$0 $0 $0 $0 $0 ($4,245,555)($9,186,441)($14,913,987)($16,148,274)($17,492,042) Construction Cost $100,476,000 ($20,095,200)($20,095,200)($20,095,200)($20,095,200)($20,095,200)$0 $0 $0 $0 $0 Cash Flow ($20,095,200)($20,095,200)($20,095,200)($20,095,200)($20,095,200)$5,367,769 $11,206,801 $17,544,820 $18,307,717 $19,099,354 Workforce Housing Occ.0%0%0%0%0%30%60%90%90%90% # of Units 200 Rental Income $26,566 $0 $0 $0 $0 $0 $2,034,356 $4,272,148 $6,728,634 $7,065,066 $7,418,319 Operating Expenses 55%$0 $0 $0 $0 $0 ($1,235,352)($2,646,123)($4,250,997)($4,552,818)($4,876,068) Construction Cost $112,710,650 ($22,542,130)($22,542,130)($22,542,130)($22,542,130)($22,542,130)$0 $0 $0 $0 $0 Cash Flow (22,542,130)$(22,542,130)$(22,542,130)$(22,542,130)$(22,542,130)$799,005$ 1,626,025$ 2,477,637$ 2,512,248$ 2,542,251$ Market Rate Housing @ CH Occ.0%0%0%0%0%30%60%90%90%90% # of Units 216 Rental Income $26,566 $0 $0 $0 $0 $0 $2,197,108 $4,613,928 $7,266,936 $7,630,283 $8,011,797 Operating Expenses 55%$0 $0 $0 $0 $0 ($1,334,182)($2,857,818)($4,591,084)($4,917,051)($5,266,162) Construction Cost $119,097,190 ($23,819,438)($23,819,438)($23,819,438)($23,819,438)($23,819,438)$0 $0 $0 $0 $0 Cash Flow (23,819,438)$(23,819,438)$(23,819,438)$(23,819,438)$(23,819,438)$862,927$ 1,756,110$ 2,675,852$ 2,713,232$ 2,745,636$ Market Rate Housing @ PS Occ.0%0%0%0%0%30%60%90%90%90% # of Units 97 Rental Income $26,566 $0 $0 $0 $0 $0 $984,113 $2,066,637 $3,254,953 $3,417,701 $3,588,586 Operating Expenses 55%$0 $0 $0 $0 $0 ($597,597)($1,280,053)($2,056,405)($2,202,410)($2,358,781) Construction Cost $53,345,152 ($10,669,030)($10,669,030)($10,669,030)($10,669,030)($10,669,030)$0 $0 $0 $0 $0 Cash Flow (10,669,030)$(10,669,030)$(10,669,030)$(10,669,030)$(10,669,030)$386,516$ 786,584$ 1,198,548$ 1,215,291$ 1,229,805$ Civic/Cultural Occ.0%0%0%0%0%30%60%90%90%90% Gross SF ######Rental Income $2 $0 $0 $0 $0 $0 $32,392 $68,023 $107,137 $112,493 $118,118 Operating Expenses 90%$0 $0 $0 $0 $0 ($32,187)($68,945)($110,760)($118,624)($127,046) Construction Cost $19,815,000 ($3,963,000)($3,963,000)($3,963,000)($3,963,000)($3,963,000)$0 $0 $0 $0 $0 Cash Flow (3,963,000)$ (3,963,000)$ (3,963,000)$ (3,963,000)$ (3,963,000)$ 205$ (921)$ (3,623)$ (6,130)$ (8,928)$ Commercial Occ.0%0%0%0%0%30%60%90%90%90% Gross SF ######Rental Income $54 $0 $0 $0 $0 $0 $1,459,709 $3,065,388 $4,827,987 $5,069,386 $5,322,855 Operating Expenses 65%$0 $0 $0 $0 $0 ($1,047,564)($2,243,881)($3,604,795)($3,860,736)($4,134,848) Construction Cost $24,710,000 ($4,942,000)($4,942,000)($4,942,000)($4,942,000)($4,942,000)$0 $0 $0 $0 $0 Cash Flow (4,942,000)(4,942,000)(4,942,000)(4,942,000)(4,942,000)412,145 821,507 1,223,191 1,208,650 1,188,007 Horizontal Infrastructure Operating Expenses 0%$0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Gross SF n/a Construction Cost $630,000 ($126,000)($126,000)($126,000)($126,000)($126,000)$0 $0 $0 $0 $0 Cash Flow (126,000)(126,000)(126,000)(126,000)(126,000)----- Site Improvement Operating Expenses $100,000 ($100,000)($102,000)($104,040)($106,121)($108,243)($110,408)($112,616)($114,869)($117,166)($119,509) Gross SF ######Construction Cost $1,183,963 ($236,793)($236,793)($236,793)($236,793)($236,793)$0 $0 $0 $0 $0 Cash Flow ($336,793)($338,793)($340,833)($342,913)($345,036)($110,408)($112,616)($114,869)($117,166)($119,509) Total Revenue $0 $0 $0 $0 $0 $16,321,003 $34,479,367 $54,644,454 $57,750,921 $61,051,072 Total Expenses ($86,493,591)($86,495,591)($86,497,631)($86,499,712)($86,501,834)($8,602,844)($18,395,877)($29,642,896)($31,917,078)($34,374,456) Total Cash Flow ($86,493,591)($86,495,591)($86,497,631)($86,499,712)($86,501,834)$7,718,159 $16,083,490 $25,001,558 $25,833,843 $26,676,616 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES RFP # 14-21 | PROPOSAL FOR 1 Contents 1 | Cover Letter 3 2 | Team Introduction and Experience 5 3 | Development Plan 14 4 | Financial Plan 36 5 | Financial Offer 39 6 | Exhibit A – Forms 41 Storage Rentals of America & partners are pleased to present this RFP #14-21 | Proposal for Downtown Clearwater Waterfront Development Opportunities Attn: Lori Vogel, CPPB, Procurement Manager City of Clearwater 100 South Myrtle Ave. 3rd Floor Clearwater, Florida 33756 Lori.vogel@myclearwater.com 727-562-4632 https://www.myclearwater.com/business/rfp Thank you for this opportunity. RFP # 14-21 | proposal for downtown clearwater waterfront development opportunities 2 1 | Cover Letter 3 April 12, 2021 To Whom it May Concern: SROA Capital, LLC and our architect partners at Holabird & Root LLC, construction management partners at ARGO Systems LLC, and hospitality management partners at Woodmont Hospitality are pleased to deliver this proposal for the downtown Clearwater development opportunity sites. Storage Rentals of America is based in Florida and we are invested in local success in Clearwater. We are proposing to develop all three sites as part of a comprehensive effort to create new affordable and market rate housing and active ground floor civic, cultural and retail uses to increase density and boost activity in downtown. Clearwater. To supplement these activities we are proposing to include a new hotel, and to develop the sites as extensions of the park redevelopment to bridge access from downtown to the park for all citizens and visitors of Clearwater. In our work we strive to create places that balance equity, economy, and environment. This triple bottom line for us means access to long lasting, flexible and high quality spaces that empower and promote health and wellbeing for their users; that are efficient to construct and operate and which support healthy revenue streams; and which are adaptable and responsive to local climate for the comfort of inhabitants and health of local ecologies. In the following pages you will find detailed information about our qualified team and our relevant experience, as well as our vision and development plan, financial plan and offer, and the executed associated forms. Thank you for considering our proposal. If you have any questions or concerns please do not hesitate to contact us. Sincerely, SROA | H&R | ARGO | Woodmont COVER LETTER | STATEMENT OF INTEREST 4 2 | Team Introduction and Experience 5 Lead Entity:SROA Capital - Developer Primary Contact:Benjamin S. Macfarland III (CEO) Benjamin S. Macfarland III. has spent the last 16 years focused on the acquisition, development, financing, repositioning, and management of owner operated real estate assets including self-storage (since 2006), parking, student housing, senior living, and single-family home portfolios. Mr. Macfarland’s track record has identified market dynamics, implemented his investment strategy, built out a team and executed on his vision. To date, Mr. Macfarland has invested in ~$2bn of real estate investments as Principal. Storage Rentals of America is his third platform created around an investment strategy in a specific industry (in addition to parking & student housing). Mr. Macfarland holds a BS in Real Estate from Florida State University and an MBA in Finance from American University. Mr. Macfarland is a member of the Real Estate Roundtable in Washington, DC. Mr. Macfarland and his wife Christina have four children, live in West Palm Beach, Florida, and are actively involved with the Community Foundation of Palm Beach and Martin Counties and the Flagler Museum. Other Key Individuals:Sidney Kohl Sidney Kohl has started and grown many successful businesses. Along with family members he grew Kohl Food Stores into Wisconsin’s largest food chain. They also developed a department store chain Kohl’s (NYSE), where Sidney Kohl served as President and later Chairman of the Board of Directors. Mr. Kohl and his family purchased the Milwaukee Bucks in 1985 until eventually selling their majority interest in 2014. Mr. Kohl is a co-founder of The Alliant Company and currently serves as Chairman of its Board of Directors. Alliant has grown into one of the 15 largest multi-family owners in the United States with over 82,000 units costing in excess of $10 billion while operating within the highly regulated affordable housing space. He has additional real estate experience as managing partner in developing two large regional malls and a portfolio of office and commercial space in excess of four million square feet. Mr. Kohl has served on corporate boards including Kinko’s and YUM Brands. He is active in various local civic and charitable organizations. He has degrees from the University of Wisconsin and Harvard Law School. James Jenkins James Jenkins is an executive with more than 30 years’ experience starting and growing businesses focused in real estate, credit and wealth management. He is a co-founder of The Alliant Company, currently the 11th largest multi-family property owner in the United States with more than 700 properties; Spectrum Financial Corporation, a senior secured lender to middle market companies, and recently SROA Capital, an owner/operator of self-storage properties. He currently serves as a director of Alliant, SROA Capital and Esko, Inc. where he oversees a diversified investment portfolio including hedge funds and private equity. Jack Cooney Jack Cooney oversees SROA’s investment originations and asset management efforts. He has 13 years of experience investing in commercial real estate on behalf of global institutional investors and has executed or advised on over $7 billion of private and public market transactions across a variety of property types. Prior to joining SROA, Mr. Cooney was a Vice President with Alliance Bernstein Real Estate Partners, where he was responsible for sourcing, underwriting, executing, and asset managing opportunistic equity investments in commercial real estate assets in primary markets throughout the U.S. Previously, Mr. Cooney held similar roles at PCCP and Black Creek Group. Mr. Cooney started his career as an Analyst in the real estate investment banking group of Wachovia Securities. Mr. Cooney holds a BA in History from Yale University and an MBA in Real Estate Finance from the Anderson School of Management at the University of California, Los Angeles. Mr. Cooney is a member of NAIOP and ULI and is a board member of the Yale Swimming & Diving Alumni Association. Demonstrated cooperative experience:The partnership’s P-3 experience has included several thousand student beds, and over 80,000 affordable housing units. Please find several recent projects under the SROA leadership of Benjamin S. Macfarland, III with reference projects in the pages that follow. TEAM INTRODUCTION & EXPERIENCE | LEAD ENTITY & DEVELOPER 6 Partner Entity:Holabird & Root - Architect Partner Primary Contact:Rusty Walker, AIA, LEED AP (Principal) Rusty Walker is Holabird & Root’s Design Principal, leading and overseeing the design of all projects within the firm since becoming a Partner in 2017. Prior to becoming a Partner, Rusty served as an Associate Principal at the firm, and also worked as a Senior Designer at Perkins + Will. Rusty prides himself on a planning + design process that is empathetic - to listen, understand, create, and implement - leading to collaborative design environments that produce solutions unique to each client and their specific project needs. Rusty has been involved in Holabird & Root’s large-scale master planning + development projects. He brings an expertise in creating master plans that not only provide a long-term framework, but can be implemented for our development + institutional partners. Rusty’s work has taken him around the world, leading large-scale master planning efforts for clients in Malaysia, China, Canada, Qatar, and locally in the United States for institutions including the University of Sacramento, Winona State University, Northwestern University, and many others. Rusty holds a BS in Architecture from Northeastern University and earned his Master’s Degree in Architecture from Rice University. He is also a LEED Accredited Professional and integrates sustainability goal setting and design into each effort. He has served on the Advisory Board at the Chicago Children’s Advocacy Center, a non-profit facility that co-houses all of the City and State agencies that investigate allegations of sexual abuse of children and provide social services to child victims and their families. Rusty resides with his wife Camilla and two children in Evanston, Illinois. Other Key Individuals:Bryan Hadley, AIA, NCARB, LEED AP, CPHC (Project Architect + Manager) Bryan is Project Manager + Architect with Holabird & Root where he focuses on blending creativity with technical details to create successful master plans and design solutions. He prides himself on maintaining timely communication throughout projects and he enjoys collaborating closely with clients to help them realize their vision of what a project can achieve in serving their users and communities at large. Bryan’s analytical approach to solving complex problems makes him a key team member on any master planning, programming, or design project. His role includes synthesizing and exploring a broad range of information: performance measures, design constraints, codes and standards, and best practices. Bryan aids in defining performance goals and evaluates how they are being met at each iteration of the planning and design process. He develops interactive tools to facilitate participation in the design and planning process for all user groups involved. He then presents data and information in a visual manner to facilitate understanding, consensus building, and aid clients in making informed decisions. Bryan is a LEED Accredited Professional, as well as a Certified Passive House Consultant. He earned a BS in Visual and Performing Arts from the State University of New York at New Paltz, along with a Master’s Degree in Urban and Regional Planning from the State University of New York at Buffalo and Master’s Degree in Architecture from the University of Oregon.Bryan resides in Chicago with his partner Rose and their son. Demonstrated cooperative experience:Since 1880, Holabird & Root has been creating iconic buildings across the United States. Beginning with some of Chicago’s most architecturally-significant buildings, Holabird & Root’s influence can be seen across the world. As a full-service firm providing architecture, interior design, landscape architecture, and graphic illustration, Holabird & Root is dedicated to integrated solutions. A spirit of cooperation and curiosity is evident amongst project teams, where architects, engineers, interior designers, and our collaborative consultant partners continually challenge one another to find innovative, program-led solutions specific to each clients’ vision, mission and values. Today, the firm specializes in master planning, design and project implementation for a variety of public + private clients, ranging from private developers, city + municipal organizations, educational institutions, and more. Our team is passionate in creating environments for housing, K-12 + higher education, sports + recreation, science + research, arts + theaters, and hospitality. Our staff members are experts in strategic master planning + programming, real estate strategic consulting assessment + planning, design + documentation and collaborative public-private partnership (P3) development. TEAM INTRODUCTION & EXPERIENCE | ARCHITECT PARTNERS 7 Partner Entity:ARGO Systems, LLC. - Construction Manager Primary Contact:Farhan Ismail (President) Mr. Ismail is the President of Argo Sytems, LLC and has a vast knowledge construction management dating back to almost 15 years of experience. Mr. Ismail has worked on many levels of the construction process including Product Engineer, Project Manager, and Director of Utilities and Special Projects. At Argo Systems, LLC, Mr. Ismail actively works to disrupt the construction industry through implementing innovative technologies that push the business to be safer, more efficient, and cost effective. Other Key Individuals:Curt Carroll (Chief Operating Officer) Curt has 25 years of experience in commercial & industrial construction, Vertical Commercial Construction Architectural Construction, and Utility & Energy Project management including Generation, Power deliver, Wind & Solar. Curt has built and managed several teams before his start at Argo and currently oversees all company operations, professional development, and project execution. Bob Sollers (Vice President – Government Services & CM / CX Group) A 25-year construction veteran, Robert is a Building Commissioning Professional (ASHRAE-BCxP) and Green Globes Professional (Green Building Initiative-GGP), and holds a Health Care Construction (HCC) Certificate (American Healthcare Society of Engineering-ASHE). He has simultaneously managed multiple construction phase services programs/projects and oversees a team of construction management professionals supporting various clients throughout the United States. Demonstrated cooperative experience:ARGO Systems, LLC. has built a reputation as a premier construction services firm with the capabilities to successfully execute nationwide and international programs, bringing best practices and successful project execution to a wide variety of clients. This combination of exceptional experience allows ARGO to expertly perform in both the governmental, private, and public sector, providing a variety of construction mission critical, environmental, and program management services. TEAM INTRODUCTION & EXPERIENCE | CONSTRUCTION MANAGEMENT PARTNERS 8 Partner Entity:Woodmont Hospitality – Hospitality Management Partner Primary Contact:Elliot Estes (Principal) Elliot S. Estes co-founded Woodmont Lodging, and its affiliate, Woodmont Hospitality in 2015. Previously, he had an eight-year career as an executive at RLJ Lodging Trust (NYSE: RLJ), where he closed acquisitions totaling more than $2.1 billion, dispositions totaling more than $525 million, and debt transactions totaling more than $3.0 billion. Under the direction of the CFO, he successfully managed the roll-up and merger of RLJ Development, with its two affiliated private equity funds, the subsequent $568.7 million initial public offering of RLJ, and follow-on offerings totaling $586.1 million. Before joining RLJ in 2007, Mr. Estes was an investment banker at Wachovia Securities (Now Wells Fargo Securities). He earned a B.S. degree at the University of South Carolina’s College of Hospitality, Retail and Sport Management, where he was a University Scholar, and he earned his MBA at Wake Forest University, where he was a Wachovia Scholar and Babcock Awardee. Other Key Individuals:Michael Blank (Principal) Prior to co-founding Woodmont Lodging and its affiliate, Woodmont Hospitality, in 2015, Mr. Blank was an executive at RLJ Lodging Trust (NYSE: RLJ), where he had portfolio analysis, transaction, and corporate finance responsibilities. During his tenure at RLJ, Mr. Blank formalized and expanded RLJ’s business analytics function, enhancing the data collection and reporting processes of more than 125 hotels and 16 separate management companies; provided oversight of a portfolio of focused-service Marriot and Hilton branded hotels; underwrote more than $2.4 billion in potential lodging transactions; and managed the successful closing of multiple acquisitions and dispositions. Prior to joining RLJ in 2010, Mr. Blank worked in acquisitions and dispositions at Host Hotels & Resorts (NYSE: HST) and in equity research at FBR Capital Markets covering publicly traded lodging REIT’s. Mr. Blank also had roles at PKF Consulting and at the Willard Inter-Continental Hotel. He earned his undergraduate degree at the School of Hotel Administration at Cornell University and his MBA at the McDonough School of Business at Georgetown University. Demonstrated cooperative experience: Woodmont Hospitality is a full-service hospitality real estate advisory and asset management firm with more than 50 years of combined experience and $11 billion in asset value in their management history. Their professionals have designed turnkey asset management solutions that deliver returns for hotel owners at any stage of their investment and across all segments of the hospitality industry including: • Full-service resorts• Convention hotels with large event platforms• Select service and extended stay properties.• Soft-branded and independent hotels• Large-scale food and beverage platforms• Small and sizeable leasable area• Unionized operations Woodmont Hospitality has proven their ability to produce results throughout their collective history. From “Turnaround specialists” to award-winning hotel operations, their team has managed branded hotels across the franchise spectrum and delivered high returns to owners. Their key to high performance is a diligent focus on five key performance criteria: • Revenue Maximization – They maintain a diligent focus on bringing revenue into the hotel and managing revenues appropriately to achieve high rankings within the competitive landscape.• Financial Performance – They maintain a fiduciary duty to their owners, prudently investing money so high profit margins are delivered.• Asset Protection – They recognize the importance of maintaining the physical plant to avoid unnecessary repair and replacement costs to owners.• Talent Optimization – They place the correct people in the correct positions and bolster their talents with continuous training, resulting in high performing individuals throughout the company and the hotels.• Communication – As owners themselves, they know how surprises can lead to frustration and breakdowns in professional relationships. They foster a culture of transparency and clear communication so that the investor is never left in the dark. TEAM INTRODUCTION & EXPERIENCE | HOSPITALITY MANAGEMENT PARTNERS 9 Project #1 - Collegium Funds I & IIBenjamin S. Macfarland, III Procured Deal / Underwrote / Co invest (GP) / Asset Manager Total Cost including Construction: $117MM 2014-2017 4 state, 8 property, 5,571 bed student housing portfolio throughout various states. Demonstrates SROA’s proficiency in large scale housing projects while working with public/government bodies and institutions. Project #2 - American Student Housing PartnersBenjamin S. Macfarland, III Procured Deal / Underwrote / Co invest (GP) / Asset Manager Total Cost including Construction: $65MM 2013-2016 4 state, 4 property, 2,016 bed student housing portfolio further demonstrating the ability to secure large scale housing projects with public/government bodies and institutions. Project #3 - SROA North CongressBenjamin S. Macfarland, III & SROA Capital, LLC / MacArthur Holdings, LLC / Liv Oak Capital Partners, LLC Procured Deal / Underwrote / Co invest (GP) / Developer / Asset Manager Total Cost: $11MM 2016-2018 3 story, 727-unit, 104,178 SF Self-Storage facility developed on a golf course in West Palm Beach. This development demonstrates SROA’s ability to work through difficult zoning amendments to build high-end finished product, providing the benefit and amenity of self-storage to the surrounding neighborhood. TEAM INTRODUCTION & EXPERIENCE | PROJECT EXAMPLES 10 Project #4 - SROA Sunnybrook Benjamin S. Macfarland, III & SROA Capital, LLC / The Feldman Cos. Procured Deal / Underwrote / Co invest (GP) / Developer / Asset Manager Total Cost: $17MM Completed, Waiting for Certificate of Occupancy 8 story, 970 unit, 112,500 SF Self-Storage facility developed in Downtown Miami, FL. SROA’s Sunnybrook facility is a premier exhibit of its ability to develop institutional quality self-storage in an urban setting. Project #5 - SROA – CubeSmart Portfolio Benjamin S. Macfarland, III & SROA Capital, LLC Procured Deal / Underwrote / Co invest (GP) / Asset Manager Purchase Price: $315MM 2019 21,787 unit, 3,150,819 SF, 50 facility purchase from REIT CubeSmart. Known as the largest public to private self-storage transaction, this acquisition exemplifies SROA’s ability to close large deals well exceeding $100M. TEAM INTRODUCTION & EXPERIENCE | PROJECT EXAMPLES 11 Project #6 - U.S. Army C4ISR Campus, USACE Philadelphia District, Aberdeen Proving GroundThe ARGO team / Construction Management Support Contractor (CMSC), supplied personnel and resources for construction management. Total Program cost: $1.4 Billion 2007-2011 2.5 million SQFT Communications, Computers, Intelligence, Surveillance, and Reconnaissance (C4ISR) New Campus site at Aberdeen Proving Ground, MD. Part of the Base Realignment and Closure Act, which directs the consolidation of the Army’s C4ISR mission to the Aberdeen installation. Project #7 - Office (ECAO), U.S. Army Corps of Engineers, Baltimore District at Fort Meade MD (East Campus area). The ARGO team / Construction Management Support Contractor (CMSC), supplied personnel and resources for the construction management support services to USACE’s Resident Engineer and staff. Total Program cost: $1.167 Billion Large program consisting a variety of industrial and office complex buildings together located on a campus setting in Annapolis Junction, Maryland. Projects included:1. USCYBERCOM Joint Operations Center – 345,000 SQFT ($594M)2. Central Utility Plant – 20,000 SQFT ($6.5M)3. (3) Mission Support Buildings – 178,000 SQFT each ($481M)4. Generator Plant / Fuel Tanks – 10,000 SQFT ($4.5M)5. Vehicle Check Point – ($8M)6. Parking Garage – 151,875 SQFT ($73M) Project #8 - Veterans Administration (VAMC Seattle) CampusARGO provided construction management services for VMAC Western Region in Seattle, Washington. Total Project Cost: $165 Million Project included seismic bracing of an 221,000 SQFT, ten-story nursing tower, a new 1000 car parking structure and the final phase was a six story, 220,000 square foot mental health outpatient and research building with site work to create a new front entrance to the campus. TEAM INTRODUCTION & EXPERIENCE | PROJECT EXAMPLES 12 Project #10 - The CliftonWoodmont HospitalityLocation: Charlottesville, VAStatus: Purchased November 2017 Luxury country inn located near the University of Virginia. The Clifton’s prior ownership mismanaged the property for a number of years. While it maintained its reputation, its appearance had grown tired and lost its luster. In addition to the renovation, improvements in operations and corporate sales were implemented to enhance performance. Built in 1799, new ownership addressed significant deferred maintenance and the interiors were modernized by Blackberry Farm Design. Project #9 - Springhill Suites by Marriott & Home2 Suites by HiltonWoodmont HospitalityLocation: Winston-Salem, NCStatus: Purchased September 2018 Woodmont Lodging with its JV partner acquired two well-branded select service properties in the consistent Winston-Salem, NC market. The market is led by Wake Forest University, Winston-Salem State University, and two regional hospital systems, as well as significant leisure demand. The Woodmont Lodging strategy is to ramp up the Home2 Suites (February 2018) and implement institutional asset and property management to improve portfolio NOI. Project #11 - Days Inn by WyndhamWoodmont HospitalityLocation: Wilmington, NCStatus: Purchased May 2017 The Days Inn Wilmington is a 115 room, limited-service hotel, which is currently completing a 100% gut renovation due to Hurricane Florence. The property is strategically located less than two miles from the University of North Carolina at Wilmington and between downtown Wilmington and Wrightsville Beach. Project #12 - Fairfield Inn & Suites by Marriott and Holiday Inn Express & SuitesWoodmont HospitalityLocation: Northwest ArkansasStatus: Purchased July 2016 Woodmont Lodging with its JV partner acquired two well-branded select-service properties in Northwest Arkansas. The market is led by the University of Arkansas, Walmart, and Tysons Food. The strategy was to significantly renovate the Holiday Inn Express and Suites and implement institutional asset and property management to improve portfolio NOI. 13 3 | Development Plan 14 DEVELOPMENT PLAN | VIEW FROM CAUSEWAY LOOKING EAST 15 Development Vision Overview Scope of Proposal: • This proposal is for all three development opportunity sites.• We envision mixed use buildings at all sites, with a priority on residential units and active ground floor spaces throughout. Notes on Massing, Urban Design & Sustainability: • The massing of the buildings embrace opportunities for views, daylight and natural ventilation for residents and users of the buildings. • Attempt to be good neighbors to adjacent buildings by not interrupting their views and access to daylight.• Openings at the ground floor create a staccato rhythm for balanced distribution of park access by all citizens of and visitors to Clearwater.• Building forms encourage park access through sites for all citizens and visitors.• View corridors for neighbors looking back to the waterfront from the East side of Osceola St.• All buildings will strive for WELL Platinum and we are committed to acheiving WELL Silver as a minimum performance baseline at all sites.• All buildings will strive for LEED Platinum and we are committed to achieving LEED Gold as a minimum performance baseline at all sites. DEVELOPMENT PLAN | AERIAL RENDERING OF ALL SITES LOOKING TOWARD GULF OF MEXICO 16 DEVELOPMENT PLAN | AERIAL RENDERING OF ALL SITES SHOWING RELATIONSHIP TO PARK + DOWNTOWN CLEARWATER 17 N 0’100’200’300’ Development Vision Overview Based on the continued population growth in Clearwater and the Tampa region we propose to build the maximum number of residential units allowed by the current zoning ordinance at Pierce St. and City Hall sites, providing 313 new market rate units on these sites. To satisfy the City & CRA goal to provide 200 affordable workforce units in downtown Clearwater, we propose to increase the zoning maximum allowance at Harborview from 113 to 200 units as this is a prime location with its proximity to the park, access to downtown, and quality views for permanent residents. To serve the dual purposes of activating the commercial corridor along Osceola Ave. at the intersection with Cleveland St. and to allow unmitigated access to the “Imagine Clearwater” park redevelopment for residents and visitors, the ground floors at all 3 sites are envisioned to include a mix of retail, restaurants, micro-business incubation, and civic and cultural uses that could include art galleries and a new welcome center at the Harborview site. As an architecturally significant structure and with its proximity to the park development, we propose to reposition the former City Hall building as a convertible enclosure which can become an open air multi-purpose pavilion with a restaurant / bar and convention space above. To further support Clearwater as a destination, we are proposing to locate a new hotel with 274 keys at the City Hall site. To support the goal of reduced parking, spaces are provided for library patrons and residential and hotel units to satisfy the minimum requirements per current zoning. For all sites parking is accessed from Osceola and is below grade. Electric vehicle charging, car-sharing and bicycle facilities are included at all sites. The health of occupants is of utmost importance and we are committed to achieving WELL Silver or better for all three sites. Additionally, all buildings will strive for LEED Platinum and we are committed to achieving LEED Gold as a minimum performance baseline at all sites. “IMAGINE CLEARWATER”COACHMAN PARK REDEVELOPMENT CLEARWATERMAIN LIBRARY WATER’S EDGECONDOMINIUMS CLEVELAND ST. PIERCE ST.OSCEOLA AVE.C L E A RW A T E R M E M O R I A L C A U S EW A Y PIERCE ST. SITECITY HALL SITEHARBOR VIEW SITECLEARWATER BAY PIERCE 100 DEVELOPMENT PLAN | SITE PLAN - ALL SITES 18 PROGRAM LEGEND Workforce Units - Market Rate Units - Residencial Amenities - Hotel Units - Hotel Amenities - Retail - Restaurant - Cultural / Civic - Parking - PIERCESTREET SITE CITYHALLSITE HARBORVIEW CITY HALL PIERCE STREET Workforce Housing250,000 GSF(200 units) Cultural / Civic20,000 GSF Restaurant / Retail20,000 GSF Parking63,000 GSF(250 Stalls) Market Rate Housing270,675 GSF(216 units) Hotel216,686 GSF(274 keys) Restaurant / Retail30,200 GSF Cultural / Civic22,300 GSF Parking106,218 GSF(422 Stalls) Market Rate Housing121,239 GSF(97 units) Retail20,400 GSF Parking47,407 GSF(97 Stalls) DEVELOPMENT PLAN | PROGRAM OVERVIEW - ALL SITES 19 Harborview Site Program Overview Residential Uses - 100% Workforce Housing @ HVWe propose workforce housing at Harborview to take advantage of site assets including park access, great views over the Gulf and downtown Clearwater, and proximity to the public library. The building will include interior amenities and accessible rooftops for use by residents, and a flexible ground floor could support small business incubation as a potential wealth-building component for entrepreneurial residents. We propose to build 200 Workforce Units:40 1-bedroom units100 2-bedroom units40 3-bedroom units 20 live-work units250,000 gsf To keep these units affordable for gainfully-employed residents we propose rents at 60% - 120% of the Area Median Income, to be determined on a case-by-case basis for qualified applicants. Retail UsesWe are proposing 20,000 gsf of flexible space at the ground floor for commercial uses that could include a mix of small grocery, bar / restaurant, and micro business incubation. Cultural & Civic UsesTo activate the adjacent park gateway, we are proposing 20,000 gsf of space along the south edge of the site which could include art galleries and a welcome center to engage visitors. All outdoor spaces are envisioned as an extension of the park redevelopment, with 20,000 gsf fully accessible to the public. ParkingParking will be below grade, accessed from the North end of the site at Osceola Ave. We propose the minimum number of parking spaces, as follow:50 spaces for Library patrons200 spaces for residents.10% EV charging with potential to expandBike room with space for 50 bicycles63,000 gsf HARBORVIEW SITE PROGRAM LEGEND Workforce Units - Market Rate Units - Residencial Amenities - Hotel Units - Hotel Amenities - Retail - Restaurant - Cultural / Civic - Parking - DEVELOPMENT PLAN | HARBORVIEW SITE PROGRAM OVERVIEW 20 City Hall Site Program StatsTo balance City & CRA civic and cultural goals with active retail and expanded residential offerings we propose to create a new mixed use structure at the City Hall site to include market rate housing and a hotel above ground floor retail uses, with below grade parking. Residential UsesWe propose to build out the maximum number of residential units allowed per current zoning for market rate housing at City Hall site to take advantage of park access, great views over the Gulf and downtown Clearwater. 216 market rate units270,675 gsf Hotel UsesWe propose to build out the maximum number of hotel units allowed per current zoning to bring a new hotel to downtown Clearwater.274 keys (2/3 luxury | 1/3 long-term stay)216,686 gsf Cultural & Civic UsesAs an architecturally significant structure and with its proximity to the park development, we propose to reposition the former City Hall building as a convertible enclosure which can become an open air multi-purpose pavilion with a restaurant / bar and convention space above. 65,500 gsf of outdoor space at grade is envisioned as an extension of the park redevelopment, freely available to the public. The form and massing of the new buildings shape the ground plane to encourage access across the site from the southeast to the park at the northwest corner of the site. ParkingParking will be below grade, accessed from the North end of the site at Osceola Ave. We propose the minimum number of parking spaces, as follow:216 spaces for residents.206 spaces for hotel rooms.10% EV charging with potential to expandBike room with space for 54 bicycles106,218 gsf PIERCESTREETSITE CITY HALL SITE PROGRAM LEGEND Workforce Units - Market Rate Units - Residencial Amenities - Hotel Units - Hotel Amenities - Retail - Restaurant - Cultural / Civic - Parking - DEVELOPMENT PLAN | CITY HALL SITE PROGRAM OVERVIEW 21 PROGRAM LEGEND Workforce Units - Market Rate Units - Residencial Amenities - Hotel Units - Hotel Amenities - Retail - Restaurant - Cultural / Civic - Parking - PIERCESTREETSITE CITY HALL SITE Pierce Street Site Context We envision the Pierce Street site as an extension of the mixed use development at City Hall site, with active ground floor retail spaces along Osceola and Pierce Streets, and additional market rate housing connected above to City Hall site via a bridge over Pierce Street. This bridge becomes an accessible rooftop amenity shared by the market rate housing and hotel and frames the waterfront access below via Pierce St. 11,150 gsf of outdoor space contribute extend the plaza and park access across Pierce Street through the City Hall site. Residential UsesWe propose to build out the maximum number of residential units allowed per current zoning for market rate housing at Pierce St. site to take advantage of park access, great views over the Gulf and downtown Clearwater. 97 market rate units121,239 gsf Retail UsesWe propose 20,400 gsf of flexible ground floor retail space that could be used for professional offices, tech. incubation, work-share spaces, cafes, etc. ParkingParking will be below grade, accessed from the South end of the site at Osceola Ave. We propose the minimum number of parking spaces, as follow:97 spaces for residents.10% EV charging with potential to expandBike room with space for 24 bicycles47,407 gsf DEVELOPMENT PLAN | PIERCE STREET SITE PROGRAM OVERVIEW 22 Base Program Comments # Units Total GSF Assoc. Parking Spaces Req'd(.75 / unit overnight; 1 / unit) Total GSF Parking Where LocatedHotel 216,686 206 51,786 City Hall Site Assume max. currently allowed Lobby / Reception 1,500 Restaurant / Bar 3,000 - - Assume No Parking Conference 30,000 Support Spaces 47,926 Rooms 274 134,260 206 51,786 Residential 513 641,914 513 129,213 All Workforce Housing @ HV 200 250,000 200 50,400 Harborview Site Exceed current zoning max of 113 to provide City / CRA goal of 200 Market Rate Housing @ CH 216 270,675 216 54,432 City Hall Site Assume Zoning max Market Rate Housing @ PS 97 121,239 97 47,407 Vacant Pierce St. Site Assume Zoning max. Civic / Cultural 42,300 - - HV & CH Gateway / Welcome Center 10,000 - - Harborview Site Assume No Parking Art / Exhibition 10,000 - - Harborview Site Assume No Parking Restaurant @ CH 3,000 - - City Hall Site Assume No Parking Art / Performance @ CH 9,300 - - City Hall Site Assume No Parking Conference Center @ CH 10,000 - - City Hall Site Assume No Parking Retail & Commercial 70,600 All Harborview Site 20,000 - - HV Ground Flr. Assume No Parking City Hall Site 30,200 - - CH Ground Flr. Assume No Parking Pierce St. Site 20,400 - - PS Ground Flr. Assume No Parking Horizontal Infrastructure 12,600 Harborview Site Parking for Library Patrons 50 12,600 Harborview Site Assume Min. RFP Requirement. Site Improvement 96,650 All Harborview Site 20,000 HV Ground Flr. City Hall Site 65,500 CH Ground Flr. Pierce St. Site 11,150 PS Ground Flr. Parking Spaces Gross Totals DEVELOPMENT PLAN | PROGRAM SUMMARY TABLE 23 CIVIC / CULTURAL REST. “IMAGINE CLEARWATER”COACHMAN PARK REDEVELOPMENT CLEARWATER MAIN LIBRARY LAURA ST. CLEVELAND ST. WATER’S EDGE CONDOMINUMS PARK ENTRY PLAZA OUTDOOR DINING “GATEWAY” PAVILION LAWN AMPHITHEATER COMMUNITY GARDEN AMENITY COURTYARD RETAIL PARK. P P P P P P N0’100’200’300’ DEVELOPMENT PLAN | HARBOVIEW SITE PLAN @ GROUND FLOOR 24 CIVIC / CULTURAL RESIDENTIAL AMENITIES RESIDENTIAL AMENITIES HOTEL AMENITIES PARKING RESTAURANT POND SOUTH ENTRY PLAZA / PARK “GATEWAY”AMENITY DECK AND BRIDGE - OVERHEAD SHARED / EXTENSION PLAZA RETAIL RETAILRETAIL THE FORT HARRI-SON HOTEL THE OAK COVE PINELLAS COUNTY UTILITIESP P P P P P P P P WATER’S EDGE CONDOMINUMS BLUFF PIERCE ST. N0’100’200’300’ DEVELOPMENT PLAN | CITY HALL & PIERCE ST. SITE PLAN @ GROUND FLOOR 25 VIE W S VIE W S COM M U NI T Y PLAZ AEXTENDED PARKDEVELOPMENT PLAN | URBAN RESPONSE - HARBORVIEW Harborview Urban Response Shift to Address Corner: The South tower shifts further south to better face the important Osceola Ave. / Cleveland St. intersection. With flexible, civic and cultural functions at the ground level, the plaza becomes a communal hub for both street festivals and park events. Provide Access to Library: Through the civic spaces, an open pass- through allows easy access to the public library to connect as many community related functions as possible. View Corridors: The east-west orientation of the two residential towers allows views through the site to the city and park, connecting the urban and coastal landscapes and responding to the views of adjacent context. Improve Density & Support Downtown: The residential towers’ height is concentrated along Osceola Avenue, promoting density in downtown Clearwater while stepping down to the natural level of Coachman Park. Exemplary Urban Design: This site provides an excellent opportunity to tie the downtown together with the redevelopment of the waterfront. The proposed development encourages an active and functioning community in the downtown core. 26 Harborview Environmental Overview Solar Orientation:Splitting the workforce housing towers into two East-West towers maximizes the preferred Southern and Northern facades for controllable natural lighting and heat gains. Lowering the Southern tower minimizes shadows cast on other units. Breezeway:The open-air sky bridge between the two towers allows breezes and views through the central courtyard, cooling the space and maximizing the visual connection through the site. At each end of the bridge, the vertical circulation for the towers could function as cooling towers, allowing for stack ventilation. Roof Terraces:Creating a continuation of Coachman Park, the apartment units step back from the park to create lush green roofs that minimize heat-island effect from the new development. These steps culminate in a large roof terrace for communal use by the residents. Mass Timber Construction:The scale and repetition of the residential towers provide an excellent opportunity for a mass timber or CLT structural system. Mass timber can be sustainably-sourced from the southern United States and contains a greatly reduced carbon footprint compared to concrete or steel. Timber also provides less cradle-to-grave environmental costs at the end of the building’s useful life, although steel, highly recyclable, could be substituted. Pre-manufactured Units:Pre-manufactured units allow for off-site construction of apartments thought innovative technologies such as 3-D printing. This allows a greater level of precision and minimal construction footprint as units are craned into place. Solar Shading:At the ground floor, shading techniques are customized based on programmed use. Suspended canopies over retail and restaurant storefronts allow outdoor dining and window shopping, while vertical and horizontal louvers at the cultural uses work to block low western sunlight in the afternoon. DEVELOPMENT PLAN | ENVIRONMENTAL FACTORS - HARBORVIEW 27 DEVELOPMENT PLAN | RENDERINGS OF HARBORVIEW SITE 28 City Hall / Pierce St. Urban Response Reposition Former City Hall: Saving the City Hall maintains the cultural history of Clearwater while re-imagining the building for a more engaged civic space. Extending the Park: The City Hall site provides an additional access point to Coachman Park and the redeveloped waterfront. View Corridors: The shapes of the towers and ground plane allow views through the site to the city and park, connecting the urban and coastal landscapes and responding to the existing views of adjacent context. Flexible Active Ground Floor Uses: The ground floors of the site are programmed to allow for a mix of active retail and cultural uses at a variety of scales. Outdoor spaces are shared within and across the blocks to allow extended use of public and commercial functions. Improve Density & Support Downtown: The proposed residential and hotel units above, and ground floor uses below will draw additional residents, tourists, and local shoppers to Clearwater and will increase the engagement within the downtown core to promote a more active community. Exemplary Urban Design: This site provides an excellent opportunity to tie the downtown together with the redevelopment of the waterfront. The proposed development encourages an active and functioning community in the downtown core. VIEW S VIEWS NEIGHBOR’S VIEWS PLAZA DEVELOPMENT PLAN | URBAN RESPONSE - CITY HALL / PIERCE ST. SITES 29 Harborview Environmental Overview Solar Orientation: Setting the main tower away from existing buildings minimizes the building’s shadow on adjacent buildings. All towers are rotated 45 degrees to allow for more effective daylighting of units without losing views to the water. Breezeway: Breaking the building massing between the hotel and residential units allows for wind to flow around the buildings, cooling the central plaza. Roof Terraces: All hotel and residential amenity spaces open out onto lush roof terraces to maximize outdoor usable space and lower indoor energy use. These plantings will also reduce the building’s heat island affect, further reducing energy usage. Re-purpose City Hall: The existing City Hall building provides an excellent opportunity to reduce the new materials produced for this development by using the existing structure (and its related embodied energy) for program already needed to create a more vibrant community. The concrete used to create the building represents tons of energy and carbon produced during its construction, which can still be put to use without the need for demolition. DEVELOPMENT PLAN | ENVIRONMENTAL FACTORS - CITY HALL / PIERCE ST. SITES 30 DEVELOPMENT PLAN | RENDERINGS OF CITY HALL & PIERCE ST. SITES 31 AIR 15 POINTS MOVEMENT 11 POINTS MIND 2 POINTS Y ? N Weight ID Part Name Y ? N Weight ID Part Name Y ? N Weight ID Part Name Y Required A01.1 Meet Thresholds for Particulate Matter 0 Y Required V01.1 Design Active Buildings and Communities 0 Y Required M01.1 Promote Mental Health and Well-being 0 Y Required A01.2 Meet Thresholds for Organic Gases 0 Y Required V02.1 Support Visual Ergonomics 0 Y Required M02.1 Provide Connection to Nature 0 Y Required A01.3 Meet Thresholds for Inorganic Gases 0 Y Required V02.2 Provide Height-Adjustable Work Surfaces 0 Y Required M02.2 Provide Connection to Place 0 Y Required A01.4 Meet Thresholds for Radon 0 Y Required V02.3 Provide Chair Adjustability 0 1 1 point M03.1 Offer Mental Health Screening 0 Y Required A01.5 Monitor Air Parameters 0 Y Required V02.4 Provide Support at Standing Workstations 0 1 1 point M03.2 Offer Mental Health Services 0 Y Required A02.1 Prohibit Indoor Smoking 0 Y Required V02.5 Provide Workstation Orientation 0 1 1 point M03.3 Offer Workplace Support 0 Y Required A02.2 Prohibit Outdoor Smoking 0 1 1 point V03.1 Design Aesthetic Staircases 0 1 1 point M03.4 Support Mental Health Recovery 0 Y Required A03.1 Ensure Adequate Ventilation 0 1 1 point V03.2 Integrate Point-of-Decision Signage 0 1 1 point M04.1 Offer Mental Health Education 0 Y Required A04.1 Mitigate Construction Pollution 0 1 1 point V03.3 Promote Visible Stairs 0 1 1 point M04.2 Offer Mental Health Education for Managers 0 2 2 points A05.1 Meet Enhanced Thresholds for Particulate Matter 1 2 2 points V04.1 Provide Cycling Infrastructure 0 1 2 points M05.1 Develop Stress Management Plan 0 1 1 point A05.2 Meet Enhanced Thresholds for Organic Gases 0 1 1 point V04.2 Provide Showers, Lockers and Changing Facilities0 1 1 point M06.1 Support Healthy Working Hours 0 1 1 point A05.3 Meet Enhanced Thresholds for Inorganic Gases 0 2 2 points V05.1 Select Sites with Pedestrian-friendly Streets 0 1 1 point M06.2 Provide Nap Policy and Space 0 2 2 points A06.1 Increase Outdoor Air Supply (30% 1pt)1 2 2 points V05.2 Select Sites with Access to Mass Transit 0 1 1 point M07.1 Provide Restorative Space 0 1 1 point A06.2 Improve Ventilation Effectiveness 0 2 2 points V06.1 Offer Physical Activity Opportunities 1 1 1 point M08.1 Provide Restorative Programming 0 1 1 point A07.1 Provide Operable Windows 0 2 2 points V07.1 Provide Active Workstations 1 1 1 point M09.1 Provide Nature Access Indoors 0 1 1 point A07.2 Provide Operable Windows 0 1 1 point V08.1 Provide Indoor Activity Spaces 0 1 1 point M09.2 Provide Nature Access Outdoors 0 1 1 point A08.1 Install Indoor Air Monitors 0 1 1 point V08.2 Provide Outdoor Physical Activity Space 0 1 1 point M10.1 Provide Tobacco Cessation Resources 0 1 1 point A08.2 Promote Air Quality Awareness 0 1 1 point V09.1 Offer Physical Activity Incentives 0 1 1 point M10.2 Limit Tobacco Availability 0 1 1 point A09.1 Design Healthy Entryways 0 1 1 point V10.1 Provide Self-Monitoring Tools 0 1 1 point M11.1 Offer Substance Use Education 0 1 1 point A09.2 Perform Envelope Commissioning 0 1 1 point V11ß.1 Implement an Ergonomics Program 0 1 1 point M11.2 Provide Substance Use and Addiction Services 0 1 1 point A10.1 Manage Combustion 0 1 1 point V11ß.2 Commit to Ergonomic Improvements 0 1 1 point A11.1 Manage Pollution and Exhaust 0 1 1 point V11ß.3 Support Remote Work Ergonomics 0 COMMUNITY 10 POINTS 1 1 point A12.1 Implement Particle Filtration 0 Y ? N Weight ID Part Name 1 1 point A13.1 Improve Supply Air 0 THERMAL COMFORT 13 POINTS Y Required C01.1 Provide WELL Feature Guide 0 1 1 point A14.1 Implement Ultraviolet Air Treatment 0 Y ? N Weight ID Part Name Y Required C02.1 Facilitate Stakeholder Charrette 0 Y Required T01.1 Provide Acceptable Thermal Environment 0 Y Required C02.2 Promote Health-Oriented Mission 0 Y Required T01.2 Monitor Thermal Parameters 0 Y Required C03.1 Develop Emergency Preparedness Plan 0 WATER 14 POINTS 3 3 points T02.1 Survey for Thermal Comfort 2 Y Required C04.1 Select Project Survey 0 Y ? N Weight ID Part Name 2 2 points T03.1 Provide Thermostat Control 1 Y Required C04.1 Administer Survey and Report Results 0 Y Required W01.1 Verify Water Quality Indicators 0 1 1 point T04.1 Provide Personal Cooling Options 0 1 1 point C05.1 Utilize Enhanced Survey 0 Y Required W02.1 Meet Chemical Thresholds 0 1 1 point T04.2 Provide Personal Heating Options 0 1 1 point C05.2 Utilize Pre- and Post-Occupancy Survey 0 Y Required W02.2 Meet Thresholds for Organics and Pesticides 0 1 1 point T04.3 Allow Flexible Dress Code 0 1 1 point C05.3 Implement Action Plan 0 Y Required W03.1 Monitor Chemical and Biological Water Quality 0 1 1 point T05.1 Implement Radiant Heating 0 1 1 point C05.4 Facilitate Interviews, Focus Groups and/or Observation 0 Y Required W03.2 Implement Legionella Management Plan 0 1 1 point T05.2 Implement Radiant Cooling 0 1 2 points C06.1 Promote Health Benefits 0 1 1 point W04.1 Meet Thresholds for Drinking Water Taste 0 1 1 point T06.1 Monitor Thermal Environment 0 1 1 point C06.2 Offer On-Demand Health Services 0 2 2 points W05.1 Assess and Maintain Drinking Water Quality 0 1 1 point T07.1 Manage Relative Humidity 0 1 1 point C06.3 Offer Sick Leave 0 1 1 point W05.2 Promote Drinking Water Transparency 0 1 1 point T08ß.1 Provide Windows with Multiple Opening Modes 0 1 1 point C07.1 Promote Culture of Health 0 1 1 point W06.1 Ensure Drinking Water Access 0 1 1 point T09ß.1 Manage Outdoor Heat 0 1 1 point C07.2 Health Promotion Leader 0 1 1 point W07.1 Design Envelope for Moisture Protection 0 1 1 point T09ß.2 Avoid Excessive Wind 0 3 3 points C08.1 Offer New Parent Leave 1 1 1 point W07.2 Design Interiors for Moisture Management 0 1 1 point T09ß.3 Support Outdoor Nature Access 0 1 1 point C09.1 Offer Workplace Breastfeeding Support 0 1 1 point W07.3 Implement Mold and Moisture Management Plan 0 1 2 points C09.2 Design Lactation Room 0 2 2 points W08.1 Provide Bathroom and Handwashing Accommodations0 SOUND 11 POINTS 1 1 point C10.1 Offer Childcare Support 0 1 1 point W08.2 Enhance Bathroom Accommodations 0 Y ? N Weight ID Part Name 1 1 point C10.2 Offer Family Leave 0 1 1 point W08.3 Support Effective Handwashing 0 Y Required S01.1 Label Acoustic Zones 0 1 1 point C10.3 Offer Bereavement Support 0 2 2 points W09ß.1 Implement Safety Plan for Non-Potable Water 0 Y Required S01.2 Provide Acoustic Design Plan 0 1 1 point C11.1 Promote Community Engagement 0 Capture and Reuse 3 3 points S02.1 Limit Background Noise Levels 1 1 1 point C11.2 Provide Community Space 0 1 1 point S03.1 Design for Sound Isolation at Walls and Doors 0 1 3 points C12.1 Promote Diversity and Inclusion 1 NOURISHMENT 2 POINTS 2 2 points S03.2 Achieve Sound Isolation at Walls 0 1 2 points C13.1 Integrate Universal Design 0 Y ? N Weight ID Part Name 2 2 points S04.1 Achieve Reverberation Time Thresholds 0 1 1 point C14.1 Promote Emergency Resources 0 Y Required N01.1 Provide Fruits and Vegetables 0 2 2 points S05.1 Implement Sound Reducing Surfaces 0 1 1 point C14.2 Provide Opioid Response Kit and Training 0 Y Required N01.2 Promote Fruit and Vegetable Visibility 0 1 1 point S06ß.1 Provide Minimum Background Sound 0 1 1 point C15ß.1 Promote Business Continuity 0 Y Required N02.1 Provide Nutritional Information 0 2 2 points S06ß.2 Provide Enhanced Speech Reduction 0 1 1 point C15ß.2 Support Emergency Resilience 0 Y Required N02.2 Address Food Allergens 0 1 1 point S07ß.1 Specify Impact Noise Reducing Flooring 0 1 1 point C15ß.3 Facilitate Healthy Re-entry 0 Y Required N02.3 Label Sugar Content 0 2 2 points S07ß.2 Meet Thresholds for Impact Noise Rating 0 1 2 points C16ß.1 Allocate Affordable Units 1 1 1 point N03.1 Limit Total Sugars 0 1 1 point S08ß.1 Provide Enhanced Speech Intelligibility 0 1 1 point C17ß.1 Disclose Labor Practices 0 1 1 point N03.2 Promote Whole Grains 0 1 1 point S08ß.2 Prioritize Audio Devices and Policies 0 1 2 points C17ß.2 Implement Responsible Labor Practices 1 1 1 point N04.1 Optimize Food Advertising 0 1 1 point N05.1 Limit Artificial Ingredients 0 1 1 point N06.1 Promote Healthy Portions 0 MATERIALS 7 POINTS INNOVATION 18 POINTS 1 1 point N07.1 Provide Nutrition Education 0 Y ? N Weight ID Part Name Y ? N Weight ID Part Name 2 2 points N08.1 Support Mindful Eating 0 Y Required X01.1 Restrict Asbestos 0 10 10 points I01 Propose Innovations (Concept overages)1 1 1 point N09.1 Accommodate Special Diets 0 Y Required X01.2 Restrict Mercury 0 1 1 point I02 Achieve WELL AP 0 1 1 point N09.2 Label Food Allergens 0 Y Required X01.3 Restrict Lead 0 1 1 point I03 Offer WELL Educational Tours 0 1 1 point N10.1 Provide Meal Support 0 Y Required X02.1 Manage Asbestos Hazards 0 1 1 point I04 Complete Health and Wellness Programs 0 1 1 point N11.1 Implement Responsible Sourcing 0 Y Required X02.2 Manage Lead Paint Hazards 0 5 5 points I05 Achieve Green Building Certification 0 2 2 points N12.1 Provide Gardening Space 0 Y Required X02.3 Manage Polychlorinated Biphenyl (PCB) Hazards 0 1 1 point N13.1 Ensure Local Food Access 0 Y Required X03.1 Manage Exterior CCA Hazards 0 PRECONDITIONS 1 1 point N14ß.1 Limit Red and Processed Meats 0 Y Required X03.2 Manage Lead Hazards 0 48 YES 1 1 point X04.1 Assess and Mitigate Site Hazards 0 0 MAYBE 100% 1 1 point X05.1 Select Compliant Interior Furnishings 0 0 NOLIGHT16 POINTS 1 1 point X05.2 Select Compliant Architectural and Interior Products0 Y ? ? Weight ID Part Name 2 2 points X06.1 Limit VOCs from Wet-Applied Products 0 OPTIMIZATION POINTS Y Required L01.1 Provide Indoor Light 0 2 2 points X06.2 Restrict VOC Emissions from Furniture, Architectural and Interior Products1102 YESYRequired L02.1 Provide Visual Acuity 0 1 1 point X07.1 Select Products with Disclosed Ingredients 0 46 MAYBE 3 3 points L03.1 Meet Lighting for Day-Active People 1 1 1 point X07.2 Select Products with Enhanced Ingredient Disclosure0 39 NO 2 2 points L04.1 Manage Glare from Electric Lighting 0 1 1 point X07.3 Select Products with Third-Party Verified Ingredients0 2 2 points L05.1 Implement Daylight Plan 1 1 1 point X08.1 Select Materials with Enhanced Chemical Restrictions0 Project Name:RFP14-21 Clearwater Dev. Opportunities 2 2 points L05.2 Integrate Solar Shading 1 1 1 point X08.2 Select Optimized Products 0 Date April 12, 2021 2 2 points L06.1 Conduct Daylight Simulation 1 1 1 point X09.1 Implement a Waste Management Plan 0 1 1 point L07.1 Balance Visual Lighting 0 1 1 point X10.1 Manage Pests 0 Enrollment type: WELL Certification 1 1 point L08.1 Enhance Color Rendering Quality 0 1 1 point X11.1 Improve Cleaning Practices 0 Applicable Version: v2 Q4 2020 2 2 points L08.2 Manage Flicker 0 1 1 point X11.2 Select preferred cleaning products 0 2 2 points L09.1 Enhance Occupant Controllability 1 1 1 point X12ß.1 Reduce Respiratory Particle Exposure 0 Projected point total:100 1 1 point L09.2 Provide Supplemental Lighting 0 1 1 point X12ß.2 Address Surface Hand Touch 0 Anticipated milestone level:Platinum**Subject to concept minimum points THE WELL BUILDING STANDARD TM WELL Building Standard We are committed to providing high-quality environments for our occupants, and with this proposed development we are committed to achieving WELL Silver or better. We ran a preliminary checklist for WELL version 2 certification and determined that our current proposal is tracking toward WELL Platinum. We are committed to the principles of WELL, delivering spaces that provide clean water, clean air and plenty of daylight. We use finishes which are comprised of materials with long life cycles that do not off-gas toxic chemicals. We are committed to waste management during construction and extending through operations. LEED Certification We are committed to protecting our environment for ourselves and future generations and with this proposed development we are committed to achieving LEED Gold or better. We ran a preliminary checklist for LEED version 4.1 and determined that our current proposal is tracking toward LEED Platinum. As outlined elsewhere in this proposal we are proposing to utilize passive environmental controls wherever possible, which include natural ventilation, daylight, and shading. Where we must employ active strategies we are committed to clean energy, some of which can be produced on-site with photo-voltaic arrays, and high-efficiency MEP infrastructure. We are committed to quality views and access to the outdoors for all, and materials with long life cycles and adaptable spaces to serve changing needs of occupants over time. Other Sustainable Initiatives We are always looking for ways to advance our commitments and are considering Passive House Certification in addition to WELL & LEED as outlined above.DEVELOPMENT PLAN | WELL CERTIFICATION SCORECARD 32 LLEEEEDD vv44..11 BBDD++CC Project Checklist RFP 14-21 | Downtown Clearwater Development Opportunities April 12, 2021 YY MM NN 11 Credit 11 2200 1122 00 1166 1100 33 00 1133 10 6 Credit 16 Y Prereq Required 1 Credit 1Y Prereq Required 2 Credit 2 32 Credit 5 41 Credit 52 Credit 2 14 Credit 52 Credit 2 1 Credit 1 11 Credit Building Product Disclosure and Optimization - Material Ingredients 2 1 Credit 12 Credit 2 1 Credit Electric Vehicles 1 1166 00 00 IInnddoooorr EEnnvviirroonnmmeennttaall QQuuaalliittyy 1166 55 55 00 1100 Y Prereq Required Y Prereq Required Y Prereq Required 1 Credit 12 Credit 2 11 Credit 23 Credit 3 1 Credit 11 Credit Construction Indoor Air Quality Management Plan 1 12 Credit 32 Credit 2 2 Credit 21 Credit 1 1 Credit 12 Credit 2 3 Credit 3 88 33 00 1111 1 Credit 1 Y Prereq Required 1 Credit 1 Y Prereq Required Y Prereq Building-Level Water Metering Required 22 44 00 IInnnnoovvaattiioonn 66 2 Credit 2 14 Credit 5 6 Credit 61 Credit 1 11 Credit 2 1 Credit Water Metering 1 44 00 00 RReeggiioonnaall PPrriioorriittyy 44 1 Credit Regional Priority: Rainwater Management 1 2200 1133 00 3333 1 Credit Regional Priority: Surrounding Density and Diverse Uses 1 Y Prereq Required 1 Credit Regional Priority: Heat Island Reduction 1 Y Prereq Required 1 Credit Regional Priority: Reduced Parking Footprint 1 Y Prereq Required Y Prereq Required 8866 4400 00 TTOOTTAALLSS Possible Points: 111100 33 Credit 6 12 6 Credit 18 1 Credit 1 11 Credit 2 23 Credit 5 1 Credit 1 Open Space Site Assessment Interior Lighting Daylight LEED Accredited Professional Innovation Rainwater Management Light Pollution Reduction Acoustic Performance Quality Views Enhanced Indoor Air Quality Strategies Low-Emitting Materials Indoor Air Quality Assessment Thermal ComfortHeat Island Reduction Protect or Restore Habitat Renewable Energy Enhanced Refrigerant Management Optimize Energy Performance Advanced Energy Metering CCeerrttiiffiieedd:: 40 to 49 points,, SSiillvveerr:: 50 to 59 points, GGoolldd:: 60 to 79 points, PPllaattiinnuumm:: 80 to 110 Enhanced Commissioning Building-Level Energy Metering WWaatteerr EEffffiicciieennccyy Fundamental Commissioning and Verification Grid Harmonization EEnneerrggyy aanndd AAttmmoosspphheerree Minimum Energy Performance Fundamental Refrigerant Management Cooling Tower Water Use Outdoor Water Use Reduction Indoor Water Use Reduction Outdoor Water Use Reduction Indoor Water Use Reduction Construction Activity Pollution Prevention High Priority Site Surrounding Density and Diverse Uses SSuussttaaiinnaabbllee SSiitteess Building Life-Cycle Impact Reduction Access to Quality Transit Reduced Parking Footprint Environmental Tobacco Smoke Control Building Product Disclosure and Optimization - Sourcing of Raw Materials Bicycle Facilities Project Name: Date: LLooccaattiioonn aanndd TTrraannssppoorrttaattiioonn Sensitive Land Protection LEED for Neighborhood Development Location Integrative Process Construction and Demolition Waste Management Planning MMaatteerriiaallss aanndd RReessoouurrcceess Storage and Collection of Recyclables Construction and Demolition Waste Management Minimum Indoor Air Quality Performance Building Product Disclosure and Optimization - Environmental Product Declarations DEVELOPMENT PLAN | LEED CHECKLIST 33 project start | 2021 initial occupancy | 2027 construction | 2022-2027 (5 years) • Harborview Site• City Hall Site• Pierce Street Site due diligence / predevelopment activities | 2021 - 2022 • negotiation• public referendum• design• financing• insurance• approvals Proposed Development Timeline Overview We understand that the Harborview & City Hall sites are subject to public referendum, and we welcome that process, which can only help us to develop a project that is best aligned to the needs of the people of Clearwater. If we are successful in negotiating a contract we would look to begin the due diligence and predevelopment phases of work immediately. Design phases would run concurrently with those efforts. Construction could begin as early as 2022, and we anticipate a 5-year construction effort with initial occupancy potentially in 2027. We anticipate a 3-year lease up period, with approximately 1/3 coming in the first year, the next 1/3 in the second year, and the remaining 1/3 the following year. Refer to our proforma in the financial plan section of this proposal for more information. Approach to Public Partners We and our partners value collaboration and are flexible with respect to working with public partners. We have endeavored to provide a vision that aligns with our understanding of your goals and welcome the opportunity to work with the City and CRA to evolve this vision to meet your needs. We do expect to use available funding incentives to assist with the development of workforce housing and civic and cultural uses as outlined below in the financial plan section of this proposal. We are open to drafting a predevelopment agreement with the City and CRA that would serve as the preliminary basis for a future operating agreement and eventual lease document. DEVELOPMENT PLAN | PROPOSED DEVELOPMENT TIMELINE & APPROACH TO PUBLIC PARTNERS 34 DEVELOPMENT PLAN | RENDERING - VIEW FROM PARK REDEVELOPMENT TO CITY HALL SITE 35 4 | Financial Plan 36 1100--YYeeaarr CCFF PPrrooffoorrmmaa YYeeaarrss ttoo BBuuiilldd 5 Years MMaarrkkeett RReenntt GGrroowwtthh 5.00% EExxppeennssee GGrroowwtthh 2.00% LLeeaassee--UUpp AAssssuummppttiioonnss Year 1 30% Year 2 60% Year 3 90%EEsstt.. DDaatteess::11//3311//22002233 11//3311//22002244 11//3311//22002255 11//3311//22002266 11//3311//22002277 11//3311//22002288 11//3311//22002299 11//3311//22003300 11//3311//22003311 11//3311//22003322 Assumptions YYeeaarr 11 YYeeaarr 22 YYeeaarr 33 YYeeaarr 44 YYeeaarr 55 YYeeaarr 66 YYeeaarr 77 YYeeaarr 88 YYeeaarr 99 YYeeaarr 1100 HHootteell OOcccc..0%0%0%0%0%30%60%90%90%90% # of Rooms 274 RReennttaall IInnccoommee $73,000 $0 $0 $0 $0 $0 $7,658,455 $16,082,756 $25,330,340 $26,596,857 $27,926,700 Ancillary Income 20%$0 $0 $0 $0 $0 $1,954,869 $4,310,486 $7,128,467 $7,859,134 $8,664,696 OOppeerraattiinngg EExxppeennsseess 40%$0 $0 $0 $0 $0 ($4,245,555)($9,186,441)($14,913,987)($16,148,274)($17,492,042) Construction Cost $100,476,000 ($20,095,200)($20,095,200)($20,095,200)($20,095,200)($20,095,200)$0 $0 $0 $0 $0 CCaasshh FFllooww (($$2200,,009955,,220000))(($$2200,,009955,,220000))(($$2200,,009955,,220000))(($$2200,,009955,,220000))(($$2200,,009955,,220000))$$55,,336677,,776699 $$1111,,220066,,880011 $$1177,,554444,,882200 $$1188,,330077,,771177 $$1199,,009999,,335544 WWoorrkkffoorrccee HHoouussiinngg OOcccc..0%0%0%0%0%30%60%90%90%90% # of Units 200 RReennttaall IInnccoommee $26,566 $0 $0 $0 $0 $0 $2,034,356 $4,272,148 $6,728,634 $7,065,066 $7,418,319 OOppeerraattiinngg EExxppeennsseess 55%$0 $0 $0 $0 $0 ($1,235,352)($2,646,123)($4,250,997)($4,552,818)($4,876,068) Construction Cost $112,710,650 ($22,542,130)($22,542,130)($22,542,130)($22,542,130)($22,542,130)$0 $0 $0 $0 $0 CCaasshh FFllooww ((2222,,554422,,113300))$$ ((2222,,554422,,113300))$$ ((2222,,554422,,113300))$$ ((2222,,554422,,113300))$$ ((2222,,554422,,113300))$$ 779999,,000055$$ 11,,662266,,002255$$ 22,,447777,,663377$$ 22,,551122,,224488$$ 22,,554422,,225511$$ MMaarrkkeett RRaattee HHoouussiinngg @@ CCHH OOcccc..0%0%0%0%0%30%60%90%90%90% # of Units 216 RReennttaall IInnccoommee $26,566 $0 $0 $0 $0 $0 $2,197,108 $4,613,928 $7,266,936 $7,630,283 $8,011,797 OOppeerraattiinngg EExxppeennsseess 55%$0 $0 $0 $0 $0 ($1,334,182)($2,857,818)($4,591,084)($4,917,051)($5,266,162) Construction Cost $119,097,190 ($23,819,438)($23,819,438)($23,819,438)($23,819,438)($23,819,438)$0 $0 $0 $0 $0 CCaasshh FFllooww ((2233,,881199,,443388))$$ ((2233,,881199,,443388))$$ ((2233,,881199,,443388))$$ ((2233,,881199,,443388))$$ ((2233,,881199,,443388))$$ 886622,,992277$$ 11,,775566,,111100$$ 22,,667755,,885522$$ 22,,771133,,223322$$ 22,,774455,,663366$$ MMaarrkkeett RRaattee HHoouussiinngg @@ PPSS OOcccc..0%0%0%0%0%30%60%90%90%90% # of Units 97 RReennttaall IInnccoommee $26,566 $0 $0 $0 $0 $0 $984,113 $2,066,637 $3,254,953 $3,417,701 $3,588,586 OOppeerraattiinngg EExxppeennsseess 55%$0 $0 $0 $0 $0 ($597,597)($1,280,053)($2,056,405)($2,202,410)($2,358,781) Construction Cost $53,345,152 ($10,669,030)($10,669,030)($10,669,030)($10,669,030)($10,669,030)$0 $0 $0 $0 $0 CCaasshh FFllooww ((1100,,666699,,003300))$$ ((1100,,666699,,003300))$$ ((1100,,666699,,003300))$$ ((1100,,666699,,003300))$$ ((1100,,666699,,003300))$$ 338866,,551166$$ 778866,,558844$$ 11,,119988,,554488$$ 11,,221155,,229911$$ 11,,222299,,880055$$ CCiivviicc//CCuullttuurraall OOcccc..0%0%0%0%0%30%60%90%90%90% Gross SF 42,300 RReennttaall IInnccoommee $2 $0 $0 $0 $0 $0 $32,392 $68,023 $107,137 $112,493 $118,118 OOppeerraattiinngg EExxppeennsseess 90%$0 $0 $0 $0 $0 ($32,187)($68,945)($110,760)($118,624)($127,046) Construction Cost $19,815,000 ($3,963,000) ($3,963,000) ($3,963,000) ($3,963,000) ($3,963,000)$0 $0 $0 $0 $0 CCaasshh FFllooww ((33,,996633,,000000))$$ ((33,,996633,,000000))$$ ((33,,996633,,000000))$$ ((33,,996633,,000000))$$ ((33,,996633,,000000))$$ 220055$$ ((992211))$$ ((33,,662233))$$ ((66,,113300))$$ ((88,,992288))$$ CCoommmmeerrcciiaall OOcccc..0%0%0%0%0%30%60%90%90%90% Gross SF 70,600 RReennttaall IInnccoommee $54 $0 $0 $0 $0 $0 $1,459,709 $3,065,388 $4,827,987 $5,069,386 $5,322,855 OOppeerraattiinngg EExxppeennsseess 65%$0 $0 $0 $0 $0 ($1,047,564)($2,243,881)($3,604,795)($3,860,736)($4,134,848) Construction Cost $24,710,000 ($4,942,000)($4,942,000)($4,942,000)($4,942,000)($4,942,000)$0 $0 $0 $0 $0 CCaasshh FFllooww ((44,,994422,,000000)) ((44,,994422,,000000)) ((44,,994422,,000000)) ((44,,994422,,000000)) ((44,,994422,,000000)) 441122,,114455 882211,,550077 11,,222233,,119911 11,,220088,,665500 11,,118888,,000077 HHoorriizzoonnttaall IInnffrraassttrruuccttuurree OOppeerraattiinngg EExxppeennsseess 0%$0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Gross SF n/a Construction Cost $630,000 ($126,000)($126,000)($126,000)($126,000)($126,000)$0 $0 $0 $0 $0 CCaasshh FFllooww ((112266,,000000)) ((112266,,000000)) ((112266,,000000)) ((112266,,000000)) ((112266,,000000)) -- -- -- -- -- SSiittee IImmpprroovveemmeenntt OOppeerraattiinngg EExxppeennsseess $100,000 ($100,000)($102,000)($104,040)($106,121)($108,243)($110,408)($112,616)($114,869)($117,166)($119,509) Gross SF 96,650 Construction Cost $1,183,963 ($236,793)($236,793)($236,793)($236,793)($236,793)$0 $0 $0 $0 $0 CCaasshh FFllooww (($$333366,,779933))(($$333388,,779933))(($$334400,,883333))(($$334422,,991133))(($$334455,,003366))(($$111100,,440088))(($$111122,,661166))(($$111144,,886699))(($$111177,,116666))(($$111199,,550099)) TToottaall RReevveennuuee $$00 $$00 $$00 $$00 $$00 $$1166,,332211,,000033 $$3344,,447799,,336677 $$5544,,664444,,445544 $$5577,,775500,,992211 $$6611,,005511,,007722 TToottaall EExxppeennsseess (($$8866,,449933,,559911))(($$8866,,449955,,559911))(($$8866,,449977,,663311))(($$8866,,449999,,771122))(($$8866,,550011,,883344))(($$88,,660022,,884444))(($$1188,,339955,,887777))(($$2299,,664422,,889966))(($$3311,,991177,,007788))(($$3344,,337744,,445566)) TToottaall CCaasshh FFllooww (($$8866,,449933,,559911))(($$8866,,449955,,559911))(($$8866,,449977,,663311))(($$8866,,449999,,771122))(($$8866,,550011,,883344))$$77,,771188,,115599 $$1166,,008833,,449900 $$2255,,000011,,555588 $$2255,,883333,,884433 $$2266,,667766,,661166 Note: an excel version of this proforma is included with our proposal submission. FINANCIAL PLAN | PRO FORMA 37 Equity & Debt Sources SROA expects to partner with various institutional capital sources (i.e., Public & Private Pension Plans, Global Asset Managers, Private Equity Firms, etc.). The names and specific amounts to be contributed are to be determined and contingent upon the success of the proposed bid. Conditional Public Funding & Use of Incentives The team intends to use funding available via available incentives to assist in developing workforce housing and civic & cultural uses at Harborview Site. Funding incentives may also be applied at City Hall site for civic & cultural uses. Construction Costs (estimated hard costs) Hotel: $100,476,000 Workforce Housing: $112,710,650 Market Rate Housing @ CH: $119,097,190 Market Rate Housing @ PS: $53,345,152 Civic/Cultural: $19,815,000 Commercial: $24,710,000 Horizontal Infrastructure: $630,000 Site Improvement: $1,183,963 Soft costs are not included above and are TBD. Tenant & Leasing Approach Tenant and Lease agreements are TBD on a case-by-case basis with each entity. FINANCIAL PLAN | CONSTRUCTION COSTS 38 5 | Financial Offer 39 Financial Offer The team is willing to undertake a fee simple disposition or ground lease for any of the properties. SROA believes that the property appraisals that were provided by the City are fair. SROA is considering municipal bonds and other avenues for property funding. FINANCIAL OFFER | STATEMENT 40 6 | Exhibit A – Forms 41 42 43 44 45 46 47 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES RFP 14-21 PROPOSAL FOR CITY COUNCIL PRESENTATION MAY 17, 2021 2 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 0 | Introductions 3 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES TEAM MEMBERS Primary Contact: Benjamin S. Macfarland III (CEO) Benjamin S. Macfarland III. has spent the last 16 years focused on the acquisition, development, financing, repositioning, and management of owner operated real estate assets including self-storage (since 2006), parking, student housing, senior living, and single-family home portfolios. Mr. Macfarland’s track record has identified market dynamics, implemented his investment strategy, built out a team and executed on his vision. To date, Mr. Macfarland has invested in ~$2bn of real estate investments as Principal. Storage Rentals of America is his third platform created around an investment strategy in a specific industry (in addition to parking & student housing). Mr. Macfarland holds a BS in Real Estate from Florida State University and an MBA in Finance from American University. Mr. Macfarland is a member of the Real Estate Roundtable in Washington, DC. Mr. Macfarland and his wife Christina have four children, live in West Palm Beach, Florida, and are actively involved with the Community Foundation of Palm Beach and Martin Counties and the Flagler Museum. Key Contributor: Sidney Kohl Sidney Kohl has started and grown many successful businesses. Along with family members he grew Kohl Food Stores into Wisconsin’s largest food chain. They also developed a department store chain Kohl’s (NYSE), where Sidney Kohl served as President and later Chairman of the Board of Directors. Mr. Kohl and his family purchased the Milwaukee Bucks in 1985 until eventually selling their majority interest in 2014. Mr. Kohl is a co-founder of The Alliant Company and currently serves as Chairman of its Board of Directors. Alliant has grown into one of the 15 largest multi-family owners in the United States with over 82,000 units costing in excess of $10 billion while operating within the highly regulated affordable housing space. He has additional real estate experience as managing partner in developing two large regional malls and a portfolio of office and commercial space in excess of four million square feet. Mr. Kohl has served on corporate boards including Kinko’s and YUM Brands. He is active in various local civic and charitable organizations. He has degrees from the University of Wisconsin and Harvard Law School. Key Contributor: James Jenkins James Jenkins is an executive with more than 30 years’ experience starting and growing businesses focused in real estate, credit and wealth management. He is a co- founder of The Alliant Company, currently the 11th largest multi-family property owner in the United States with more than 700 properties; Spectrum Financial Corporation, a senior secured lender to middle market companies, and recently SROA Capital, an owner/operator of self- storage properties. He currently serves as a director of Alliant, SROA Capital and Esko, Inc. where he oversees a diversified investment portfolio including hedge funds and private equity. Key Contributor: Jack Cooney Jack Cooney oversees SROA’s investment originations and asset management efforts. He has 13 years of experience investing in commercial real estate on behalf of global institutional investors and has executed or advised on over $7 billion of private and public market transactions across a variety of property types. Prior to joining SROA, Mr. Cooney was a Vice President with Alliance Bernstein Real Estate Partners, where he was responsible for sourcing, underwriting, executing, and asset managing opportunistic equity investments in commercial real estate assets in primary markets throughout the U.S. Previously, Mr. Cooney held similar roles at PCCP and Black Creek Group. Mr. Cooney started his career as an Analyst in the real estate investment banking group of Wachovia Securities. Mr. Cooney holds a BA in History from Yale University and an MBA in Real Estate Finance from the Anderson School of Management at the University of California, Los Angeles. Mr. Cooney is a member of NAIOP and ULI and is a board member of the Yale Swimming & Diving Alumni Association. 0 | Introductions 4 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES TEAM MEMBERS Primary Contact: Rusty Walker, AIA, LEED AP (Principal) Rusty Walker is Holabird & Root’s Design Principal, leading and overseeing the design of all projects within the firm since becoming a Partner in 2017. Prior to becoming a Partner, Rusty served as an Associate Principal at the firm, and also worked as a Senior Designer at Perkins + Will. Rusty prides himself on a planning + design process that is empathetic - to listen, understand, create, and implement - leading to collaborative design environments that produce solutions unique to each client and their specific project needs. Rusty has been involved in Holabird & Root’s large-scale master planning + development projects. He brings an expertise in creating master plans that not only provide a long-term framework, but can be implemented for our development + institutional partners. Rusty’s work has taken him around the world, leading large-scale master planning efforts for clients in Malaysia, China, Canada, Qatar, and locally in the United States for institutions including the University of Sacramento, Winona State University, Northwestern University, and many others. Key Contributor: Eric Risinger, AIA (Principal) As Managing Partner of Operations and Business Development at Holabird & Root, Eric oversees and guides the firm’s strategic business operations and development. Since joining Holabird & Root in 2018, he has led the firm in a repositioning strategy that has strengthened the firm’s ability to continue offering exceptional design, creativity, and client service. Eric provides innovative solutions in strategic planning and programming, project management, and owner representation. These skill sets are at the service of his clients across a broad range of project types and market sectors including real estate development and hospitality. He provides clear direction and guidance to clients and project teams throughout all phases of every project. His ability to assist clients in aligning their financial plans to their project goals and objectives provides a value-added service that brings confidence to their key stakeholders. Community engagement and consensus building are areas of service that he assists clients in managing in their endeavors of project implementation. Key Contributor: Bryan Hadley, AIA, NCARB, LEED AP, CPHC (Project Architect + Manager) Bryan is Project Manager + Architect with Holabird & Root where he focuses on blending creativity with technical details to create successful master plans and design solutions. He prides himself on maintaining timely communication throughout projects and he enjoys collaborating closely with clients to help them realize their vision of what a project can achieve in serving their users and communities at large. Bryan’s analytical approach to solving complex problems makes him a key team member on any master planning, programming, or design project. His role includes synthesizing and exploring a broad range of information: performance measures, design constraints, codes and standards, and best practices. Bryan aids in defining performance goals and evaluates how they are being met at each iteration of the planning and design process. He develops interactive tools to facilitate participation in the design and planning process for all user groups involved. He then presents data and information in a visual manner to facilitate understanding, consensus building, and aid clients in making informed decisions. Bryan is a LEED Accredited Professional, as well as a Certified Passive House Consultant. 0 | Introductions 5 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES DEMONSTRATED EXPERIENCE Since 1880, Holabird & Root has been creating iconic buildings across the United States. Beginning with some of Chicago’s most architecturally- significant buildings, Holabird & Root’s influence can be seen across the world. As a full-service firm providing architecture, interior design, landscape architecture, and graphic illustration, Holabird & Root is dedicated to integrated solutions. A spirit of cooperation and curiosity is evident amongst project teams, where architects, engineers, interior designers, and our collaborative consultant partners continually challenge one another to find innovative, program-led solutions specific to each clients’ vision, mission and values. Today, the firm specializes in master planning, design and project implementation for a variety of public + private clients, ranging from private developers, city + municipal organizations, educational institutions, and more. Our team is passionate in creating environments for housing, K-12 + higher education, sports + recreation, science + research, arts + theaters, and hospitality. Our staff members are experts in strategic master planning + programming, real estate strategic consulting assessment + planning, design + documentation and collaborative public-private partnership (P3) development. CHICAGO BOARD OF TRADE, 1929 EAST WEST UNIVERSITY, 2014THE STUDY AT UNIVERSITY OF CHICAGO, 2021 0 | Introductions 6 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES Primary Contact: Farhan Ismail (President) Mr. Ismail is the President of Argo Sytems, LLC and has a vast knowledge construction management dating back to almost 15 years of experience. Mr. Ismail has worked on many levels of the construction process including Product Engineer, Project Manager, and Director of Utilities and Special Projects. At Argo Systems, LLC, Mr. Ismail actively works to disrupt the construction industry through implementing innovative technologies that push the business to be safer, more efficient, and cost effective. Key Contributor: Curt Carroll (Chief Operating Officer) Curt has 25 years of experience in commercial & industrial construction, Vertical Commercial Construction Architectural Construction, and Utility & Energy Project management including Generation, Power deliver, Wind & Solar. Curt has built and managed several teams before his start at Argo and currently oversees all company operations, professional development, and project execution. Key Contributor: Bob Sollers (Vice President – Government Services & CM / CX Group) A 25-year construction veteran, Robert is a Building Commissioning Professional (ASHRAE-BCxP) and Green Globes Professional (Green Building Initiative-GGP), and holds a Health Care Construction (HCC) Certificate (American Healthcare Society of Engineering-ASHE). He has simultaneously managed multiple construction phase services programs/projects and oversees a team of construction management professionals supporting various clients throughout the United States. TEAM MEMBERS 0 | Introductions 7 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES TEAM MEMBERS Primary Contact: Elliott Estes (Principal) Elliott S. Estes co-founded Woodmont Lodging, and its affiliate, Woodmont Hospitality in 2015. Previously, he had an eight-year career as an executive at RLJ Lodging Trust (NYSE: RLJ), where he closed acquisitions totaling more than $2.1 billion, dispositions totaling more than $525 million, and debt transactions totaling more than $3.0 billion. Under the direction of the CFO, he successfully managed the roll-up and merger of RLJ Development, with its two affiliated private equity funds, the subsequent $568.7 million initial public offering of RLJ, and follow-on offerings totaling $586.1 million. Before joining RLJ in 2007, Mr. Estes was an investment banker at Wachovia Securities (Now Wells Fargo Securities). He earned a B.S. degree at the University of South Carolina’s College of Hospitality, Retail and Sport Management, where he was a University Scholar, and he earned his MBA at Wake Forest University, where he was a Wachovia Scholar and Babcock Awardee. Key Contributor: Michael Blank (Principal) Prior to co-founding Woodmont Lodging and its affiliate, Woodmont Hospitality, in 2015, Mr. Blank was an executive at RLJ Lodging Trust (NYSE: RLJ), where he had portfolio analysis, transaction, and corporate finance responsibilities. During his tenure at RLJ, Mr. Blank formalized and expanded RLJ’s business analytics function, enhancing the data collection and reporting processes of more than 125 hotels and 16 separate management companies; provided oversight of a portfolio of focused-service Marriot and Hilton branded hotels; underwrote more than $2.4 billion in potential lodging transactions; and managed the successful closing of multiple acquisitions and dispositions. Prior to joining RLJ in 2010, Mr. Blank worked in acquisitions and dispositions at Host Hotels & Resorts (NYSE: HST) and in equity research at FBR Capital Markets covering publicly traded lodging REIT’s. Mr. Blank also had roles at PKF Consulting and at the Willard Inter-Continental Hotel. He earned his undergraduate degree at the School of Hotel Administration at Cornell University and his MBA at the McDonough School of Business at Georgetown University. 0 | Introductions 8 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES TEAM MEMBERS Primary Contact: Derrill McAteer (Counsel) Derrill represents clients in local government, land use, environmental, administrative and real estate related matters. He also assists clients with special exceptions, variances, rezonings and comprehensive plan amendments. Derrill has advised clients on land use issues involving zoning, entitlements, property rights and city and county approvals. He has served as counsel to planning and development commissions for numerous Florida counties and cities, and as Land Use and Water Resources Attorney for the City of St. Petersburg. Derrill advised the Water Resources Department for the City of St. Petersburg regarding its compliance with a $326 million FDEP Consent Order, and drafted an updated noise ordinance for the City of St. Petersburg. Derrill obtained unanimous Hillsborough County Commission approval of a major modification to a planned development allowing for development of a 14,000 square foot child care center within an existing residential development. Derrill participated as second chair counsel for the Volusia County in the defense of the Farmton Local Plan, a highly complex comprehensive plan amendment, in a challenge before the Division of Administrative Hearings. Represented Volusia County during implementation of the plan alongside the landowner and environmental advocacy groups. 0 | Introductions 9 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 1 | Development Team and Experience FROM THE INTERVIEW GUIDE • Please provide an overview of your team, respective roles and responsibilities. Identify who will be the day-to-day project manager and main point of contact for the City. How did your team meet? What similar values do you share in your approach to development projects? • For the lead developer, describe the closest and most relevant precedent project you have led. In addition, please address the experience of the development principal and/or development team in partnering with local government or other public institutions to complete a long-term development project. 10 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 1 | Development Team and Experience 10+ YEARSEXPERIENCE10+ YEARSEXPERIENCE10+ YEARSEXPERIENCE10+ YEARSEXPERIENCEFuture project manager, public process PR, electrion attorney, conference center operator, , graphics & marketing, design & engineering consultants, contractors, etc. ARCHITECTURAL DESIGN PARTNER CONSTRUCTION MANAGEMENT PARTNER LEAD DEVELOPER HOSITALITY MANAGEMENT PARTNER LEGAL COUNSEL PARTNER Eric Risinger, (PIC)Rusty Walker, (Design Principal)Benjamin Carson Jr.(Chairman of the Board, Principal)Michael BlankChristopher DeVaughn Derrill McAteer(Counsel) Benjamin S. Macfarland III(Founder) • Please provide an overview of your team, respective roles and responsibilities. 11 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES • Identify who will be the day-to-day project manager and main point of contact for the City. 1 | Development Team and Experience LEAD DEVELOPER CONTACT:DAY-TO-DAY PM & LEAD CONTACT: Primary Contact: Benjamin S. Macfarland III (CEO) Benjamin S. Macfarland III. CEO of SROA | Capital and lead developer will serve as the interim lead point of contact for the City. Day-to-Day Project Manager & Primary Contact: TBD Upon award, the development team will onboard a qualified project manager with 10+ years of experience to serve as the primary liaison with the City who has the following core competencies: • Development experience • Design & Construction Management • Team/Consensus Building • Entitlements/Permitting • Structuring/Negotiating Debt • Business Development • Site Slection • Strategy/Planning • Sales/Marketing/Leasing • Asset Management • Financial Analysis/Underwriting • Marketing • Negotiations UNTIL AN AGREEMENT IS NEGOTIATED 12 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 1 | Development Team and Experience TROPICANA FIELD REDEVELOPMENT RFP: 2021 SROA, Holabird & Root, ARGO Proposed redevelopment of 86 acres of public land in the heart of downtown St. Petersburg, FL. WEST PALM BEACH HOTEL RFP: 2012 SROA, Holabird & Root Proposed 200 room hotel with lower level conven- tion center, retail, and office spaces. 10+ YEARS PROSPECTIVE COLLABORATION PRINCIPALLY LED FIRMS • How did your team meet? What similar values do you share in your approach to development projects? 13 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES RELEVANT PRECEDENT PROJECTS: FLORIDA STATE UNIVERSITY STUDENT HOUSING Procured Deal / Underwrote / Co invest (GP) / Asset Manager Total Cost including Construction: $65MM 2013-2016 4 state, 4 property, 2,016 bed student housing portfolio further demonstrating the ability to secure large scale housing projects with public/government bodies and institutions COLLEGIUM FUNDS I & II Procured Deal / Underwrote / Co invest (GP) / Asset Manager Total Cost including Construction: $117MM 2014-2017 4 state, 8 property, 5,571 bed student housing portfolio through- out various states. Demonstrates SROA’s proficiency in large scale housing projects while working with public/government bodies and institutions. 1 | Development Team and Experience • For the lead developer, describe the closest and most relevant precedent project you have led. In addition, please address the experience of the development principal and/or development team in partnering with local government or other public institutions to complete a long-term development project. 14 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 2 | Development Concept FROM THE INTERVIEW GUIDE • How will your proposal increase economic vitality and complement or further increase the existing retail and restaurants on Cleveland Street and in the core of downtown? In particular, how will the specific programmatic, site planning and design choices your team has proposed support a more vibrant Coachman Park and downtown, including key corridors such as Cleveland and Osceola? • Explain how the mixture of land uses in your project will be able to adapt to changing market conditions over the next 10-20 years - including grocery and other food delivery services, rising sea levels, remote work, reduced demand for retail storefronts, increased energy costs, reduction in vehicle use, etc. • To the extent your team has proposed any changes since your original proposal, please highlight those program and plan alternatives in your presentation and clearly delineate them in any conceptual renderings and other supporting sketches. • Please describe your team’s process and rationale for establishing the proposed uses, overall square footage, and density of buildings within your plan, including any market research conducted. • What is your plan and anticipated timing for project development and overall absorption of the product? In particular, please address your anticipated timing for marketing and leasing of the proposed retail spaces. 15 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 2 | Development Concept CONTRIBUTION THROUGH EXPANSION: • How will your proposal increase economic vitality and complement or further increase the existing retail and restaurants on Cleveland Street and in the core of downtown? • Increases permanent residents of the Downtown Core. • Creates more dynamic public interactions by introducing a variety of new uses into the neighborhood. • Attracts non-residents to Downtown for conferences and public events. • Becomes an anchoring backdrop to Reimagine Clearwater Coachman Park and a vibrant gateway between Downtown Clearwater and the water’s edge AERIAL VIEW OF ALL SITES’ OSCEOLA STREETFRONT CONTRIBUTION THROUGH FLEXIBILITY OF SCALE: The development team is prepared to react to public feedback and tailor the the development to best fit the goals of the community and city. This can be achieved through a reduction of the scale of development or phasing of construction. 16 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 2 | Development Concept N 0’100’200’300’ “IMAGINE CLEARWATER”COACHMAN PARK REDEVELOPMENT CLEARWATERMAIN LIBRARY WATER’S EDGECONDOMINIUMS CLEVELAND ST. PIERCE ST.OSCEOLA AVE.C L E A RW A T E R M E M O R I A L C A U S EW A Y PIERCE ST. SITECITY HALL SITEHARBOR VIEW SITECLEARWATER BAY PIERCE 100 • In particular, how will the specific programmatic, site planning and design choices your team has proposed support a more vibrant Coachman Park and Downtown, including key corridors such as Cleveland and Osceola? CONTRIBUTION TO THE DOWNTOWN VITALITY: • Active ground floor uses augment existing commercial and civic uses along Osceola Ave. • Commercial ground floor designed to be complimentary and coordinated to programs with the vision for Reimagine Park and can support a mix of small and micro business incubation (coffee shops, art galleries, workshops, maker spaces, etc.) • All ground level outdoor spaces are publicly accessible and extend the park to connect the city to the waterfront • Open spaces at key intersections offer view corridors & improved connectivity • Former City Hall is repositioned as a civic events space and convention center, and another gateway to the park • Workforce Housing at Harborview and Market Rate Housing at City Hall and Pierce St. sites put residents in close proximity to the park and downtown POI’s • Hotel & conference center offer amenities for visitors and to support Clearwater as a destination 17 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES • Explain how the mixture of land uses in your project will be able to adapt to changing market conditions over the next 10- 20 years - including grocery and other food delivery services, rising sea levels, remote work, reduced demand for retail storefronts, increased energy costs, reduction in vehicle use, etc. 2 | Development Concept ENVIRONMENTAL & WELLNESS OPPORTUNITIES: • On-site renewable energy production through PV panels. • Reduction of embodied carbon with potential heavy timber construction. • Innovative modular units for efficient construction. • Accessible outdoor spaces improve the quality of life whether working remotely or working in an office. • Developing a dense walkable downtown to assist in reducing the daily demand for personal car travel. • Reduced environmental impact through LEED Gold certification or better. • Improved quality of indoor environment through WELL Silver certification or better. • Potential for rental units to be converted to condos. • Potential for retail and above ground parking to be converted to other public uses based on need. • Drop-off lane for increased ride share and food delivery. • Engage local workforce for construction to support jobs and training. • All parking has been integrated into above-ground podiums to respond to rising sea levels & climate change 18 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 2 | Development Concept ORIGINAL PROPOSAL NEW PROPOSAL (20 - 30% REDUCTION) PROGRAM LEGEND Workforce Units - Market Rate Units - Residencial Amenities - Hotel Units - Hotel Amenities - Retail - Restaurant - Cultural / Civic - Parking - PIERCE STREETSITE CITYHALL SITE Harborview City Hall Pierce St. total 353,000 sf 646,079 sf 189,046 sf 1,188,125 sf 265,900 sf 351,519 sf 132,813 sf 750,232 sf 200 units 150 units 313 units 220 units 274 keys 175 keys 50 spaces 50 spaces 719 spaces 502 spaces original new workforce housing market rate hotel library parking other parking ORIGINAL PROPOSAL NEW PROPOSAL • To the extent your team has proposed any changes since your original proposal, please highlight those program and plan alternatives in your presentation and clearly delineate them in any conceptual renderings and other supporting sketches. 19 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES CITY HALL AND PIERCE STREET SITES ORIGINAL DEVELOPMENT PROPOSAL CITY HALL AND PIERCE STREET SITES NEW DEVELOPMENT PROPOSAL 2 | Development Concept 20 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES CITY HALL AND PIERCE STREET SITES ORIGINAL DEVELOPMENT PROPOSAL CITY HALL AND PIERCE STREET SITES NEW DEVELOPMENT PROPOSAL 2 | Development Concept 21 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 2 | Development Concept ORIGINAL DEVELOPMENT PROPOSAL - ELEVATION ALONG OSCEOLA AVENUE - LOOKING WEST NEW PROPOSAL - ELEVATION ALONG OSCEOLA AVENUE - LOOKING WEST GROUND LEVEL 0’ - 0” 0’ - 0” 125’ - 0” 160’ - 0” 250’ - 0” 250’ - 0” 190’ - 0” 322’ - 0” T.O. HARBOR VIEW SITE T.O. CITY HALL SITE GROUND LEVEL T.O. HARBOR VIEW SITE T.O. WATER’S EDGE CONDO. T.O. WATER’S EDGE CONDO. T.O. CITY HALL SITE LIBRARY LIBRARY HARBOR VIEW SITE HARBOR VIEW SITE WATER’S EDGE CONDOMINUMS WATER’S EDGE CONDOMINUMS CITY HALL SITE CITY HALL SITE PIERCE ST SITE PIERCE ST SITE 22 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES HARBORVIEW: Workforce Housing 250,000 GSF (200 units) Cultural / Civic 20,000 GSF Restaurant / Retail 20,000 GSF Parking 63,000 GSF (250 Stalls) HARBORVIEW SITE NEW DEVELOPMENT PROPOSAL HARBORVIEW: Workforce Housing 187,500 GSF (150 units) Cultural / Civic 14,000 GSF Restaurant / Retail 14,000 GSF Parking 50,400 GSF (200 Stalls) 6 | Appendix HARBORVIEW SITE ORIGINAL DEVELOPMENT PROPOSAL PROGRAM LEGEND Workforce Units - Market Rate Units - Residencial Amenities - Hotel Units - Hotel Amenities - Retail - Restaurant - Cultural / Civic - Parking - PIERCE STREET SITE CITYHALLSITE 23 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES PROGRAM LEGEND Workforce Units - Market Rate Units - Residencial Amenities - Hotel Units - Hotel Amenities - Retail - Restaurant - Cultural / Civic - Parking - CITY HALL AND PIERCE STREET SITES ORIGINAL DEVELOPMENT PROPOSAL CITY HALL SITE: Market Rate Housing 270,675 GSF (216 units) Hotel 216, 686 GSF (274 keys) Cultural / Civic 22,300 GSF Restaurant / Retail 30,200 GSF Parking 106, 218 GSF (422 Stalls) CITY HALL SITE: Market Rate Housing 190,475 GSF (152 units) Hotel 85,750 GSF (175 keys) Cultural / Civic 15,850 GSF Restaurant / Retail 21,140 GSF Parking 38,304 GSF (152 Stalls) PROGRAM LEGEND Workforce Units - Market Rate Units - Residencial Amenities - Hotel Units - Hotel Amenities - Retail - Restaurant - Cultural / Civic - Parking - PROGRAM LEGEND Workforce Units - Market Rate Units - Residencial Amenities - Hotel Units - Hotel Amenities - Retail - Restaurant - Cultural / Civic - Parking - PIERCE STREET SITE CITYHALLSITE CITY HALL AND PIERCE STREET SITES NEW DEVELOPMENT PROPOSAL PIERCE STREET SITE: Market Rate Housing 121, 239 GSF (97 units) Retail 20,400 GSF Parking 47,407 GSF (97 Stalls) PIERCE STREET SITE: Market Rate Housing 85,213 GSF (68 units) Retail 14,280 GSF Parking 33,320 GSF (68 Stalls) 6 | Appendix 24 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES PROJECT UNDERSTANDING RFP GOAL MARKET RATE HOUSING WORKFORCE HOUSING LIBRARY PATRON PARKING OTHER PARKING WELL BUILDING STANDARD LEED CERTIFICATION ACTIVE GROUND FLOOR USES (CIVIC / CULTURAL & RETAIL) HOTEL RFP MIN. REQ.ZONING REQ. ORIGINAL PROPOSAL NEW PROPOSAL • BALANCED TO SUPPORT MORE RESIDENTS DOWNTOWN • 200 UNITS • 313 UNITS • 200 UNITS • NO MIN / MAX REQ. • 150 UNITS • 220 UNITS • 150 UNITS • WELL SILVER • WELL PLATINUM • WELL PLATINUM • 50 SPACES • AS REQ’D TO SUPPORT USES • 50 SPACES • RES. MIN. @ 513 • HOTEL MIN. @ 206 • NONE FOR OTHER USES • INCL. BICYCLES @ 129 • INCL. ELECT. CHARGING • RES. MIN. @ 370 • HOTEL MIN. @ 132 • NONE FOR OTHER USES • INCL. BICYCLES @ 93 • INCL. ELECT. CHARGING • 50 SPACES • LEED GOLD • ALL SITES, NO MIN / MAX• RESTAURANT DESIRED • NO REQ.• 274 KEYS • 30,000 SF CONF. • 175 KEYS • 20,000 SF CONF. • 102,900 SF • INCL RESTAURANT • WELCOME CTR. @ HV • ARTS & TECH / SMALL BUS. INCUBATION • 79,270 SF • INCL. RESTAURANT • WELCOME CTR. @ HV • ARTS & TECH / SMALL BUS. INCUBATION • N/A • N/A • N/A • N/A • RES MIN. = 1 PER UNIT • HOTEL MIN. = .75 / UNIT • BICYCLES = .25 / UNIT • NO REQ. OTHER USES • PROPOSAL = ZONING MAX. (UNITS / ACRE) • NO HEIGHT RESTRICTION • PROPOSAL EXCEEDS MAX. (UNITS / ACRE) • REDUX IS WITHIN MAX. • NO HEIGHT RESTRICTION • PROPOSAL = ZONING MAX (UNITS / ACRE) • NO HEIGHT RESTRICTION • LEED PLATINUM • LEED PLATINUM 25 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES • Please describe your team’s process and rationale for establishing the proposed uses, overall square footage, and density of buildings within your plan, including any market research conducted. 2 | Development Concept REVIEW RFP GOALS + REQUIREMENTS ZONING, DEMOGRAPHIC, CLIMATE, & CULTURAL ASSET ANALYSES PROGRAM DEVELOPMENT MARKET FEASIBILITY ANALYSIS DEVELOPMENT PROPOSAL PROCESS FLOW DIAGRAM NEW DEVELOPMENT PROPOSAL - PROGRAM 26 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES • What is your plan and anticipated timing for project development and overall absorption of the product? In particular, please address your anticipated timing for marketing and leasing of the proposed retail spaces. 2 | Development Concept 2021202220232024202520262027202820292030203120322033DESIGN & PLANNING CONSTRUCTION HOTEL LEASE-UP ASSUMPTIONS RESIDENTIAL (MARKET & WORKFORCE) LEASE-UP ASSUMPTIONS CIVIC & CULTURAL LEASE-UP ASSUMPTIONS 70%75%80% 30%60%90% 30%60%90% 70%75%80%COMMERCIAL LEASE-UP ASSUMPTIONS PUBLIC REFERENDUM & APPROVALS ANTICIPATED TIMELINE FOR DEVELOPMENT 27 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 3 | Financial Feasibility FROM THE INTERVIEW GUIDE • Please explain why you think the program and design you have proposed is market-supportable and financially feasible and will afford you the ability to deliver the financial offer you have proposed to the City. • Where do you see the City’s participation necessary in order to ensure sufficient market viability to obtain financing and construction capital? What types of City support are you requesting, and at what amounts? Please describe how the City’s participation relates to other capital or operating sources and what drives a need for those subsidy requests 28 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 3 | Financial Feasibility Clearwater Development - 10-Year Cash Flow Proforma - 5.12.21 Years to Build 4 Years Exit AssumptionsMarket Rent Growth 5.00%4.50% Lease-Up Assumptions Hotel & Comm. Lease-Up Assumptions Year 1 30%70% Year 2 60%75% Year 3 90%80%1/31/2023 1/31/2023 1/31/2024 1/31/2025 1/31/2026 1/31/2027 1/31/2028 1/31/2029 1/31/2030 1/31/2031 1/31/2032 Assumptions Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Hotel Occ.0%0%0%0%70%75%80%80%80%80% # of Rooms 175 Rental Income $99,280 $0 $0 $0 $0 $14,782,744 $16,630,587 $18,626,257 $19,557,570 $20,535,449 $21,562,221 Ancillary Income 40%$0 $0 $0 $0 $5,913,098 $6,652,235 $7,450,503 $7,823,028 $8,214,179 $8,624,888Operating Expenses 65%$0 $0 $0 $0 ($13,452,297) ($15,133,834) ($16,949,894) ($17,797,389) ($18,687,258) ($19,621,621)Construction Cost $59,861,250 ($14,965,313) ($14,965,313) ($14,965,313) ($14,965,313)$0 $0 $0 $0 $0 $0 Cash Flow ($14,965,313)($14,965,313)($14,965,313)($14,965,313)$7,243,545 $8,148,988 $9,126,866 $9,583,209 $10,062,370 $10,565,488 Workforce Housing Occ.0%0%0%0%30%60%90%90%90%90% # of Units 150 Rental Income $14,352 $0 $0 $0 $0 $785,023 $1,648,547 $2,596,462 $2,726,285 $2,862,599 $3,005,729Operating Expenses 55%$0 $0 $0 $0 ($431,762) ($906,701) ($1,428,054) ($1,499,457) ($1,574,430)($1,653,151) Construction Cost $83,116,500 ($20,779,125) ($20,779,125) ($20,779,125) ($20,779,125)$0 $0 $0 $0 $0 $0 Cash Flow (20,779,125)$ (20,779,125)$ (20,779,125)$ (20,779,125)$ 353,260$ 741,846$ 1,168,408$ 1,226,828$ 1,288,170$ 1,352,578$ Market Rate Housing @ CH Occ.0%0%0%0%30%60%90%90%90%90%# of Units 152 Rental Income $29,772 $0 $0 $0 $0 $1,650,175 $3,465,368 $5,457,954 $5,730,852 $6,017,395 $6,318,264 Operating Expenses 55%$0 $0 $0 $0 ($907,596) ($1,905,952) ($3,001,875) ($3,151,969) ($3,309,567)($3,475,045) Construction Cost $85,363,000 ($21,340,750) ($21,340,750) ($21,340,750) ($21,340,750)$0 $0 $0 $0 $0 $0 Cash Flow (21,340,750)$ (21,340,750)$ (21,340,750)$ (21,340,750)$ 742,579$ 1,559,416$ 2,456,079$ 2,578,883$ 2,707,828$ 2,843,219$ Market Rate Housing @ PS Occ.0%0%0%0%30%60%90%90%90%90%# of Units 68 Rental Income $29,772 $0 $0 $0 $0 $738,236 $1,550,296 $2,441,716 $2,563,802 $2,691,992 $2,826,592 Operating Expenses 55%$0 $0 $0 $0 ($406,030) ($852,663) ($1,342,944) ($1,410,091) ($1,480,596)($1,554,626) Construction Cost $39,047,500 ($9,761,875) ($9,761,875) ($9,761,875) ($9,761,875)$0 $0 $0 $0 $0 $0 Cash Flow (9,761,875)$ (9,761,875)$ (9,761,875)$ (9,761,875)$ 332,206$ 697,633$ 1,098,772$ 1,153,711$ 1,211,397$ 1,271,966$ Civic/Cultural Occ.0%0%0%0%30%60%90%90%90%90% Gross SF 29,850 Rental Income $2 $0 $0 $0 $0 $21,770 $45,716 $72,003 $75,604 $79,384 $83,353 Operating Expenses 90%$0 $0 $0 $0 ($19,593)($41,145)($64,803) ($68,043) ($71,445)($75,018) Construction Cost $14,002,500 ($3,500,625) ($3,500,625) ($3,500,625) ($3,500,625)$0 $0 $0 $0 $0 $0 Cash Flow (3,500,625)$ (3,500,625)$ (3,500,625)$ (3,500,625)$ 2,177$ 4,572$ 7,200$ 7,560$ 7,938$ 8,335$ Commercial Occ.0%0%0%0%70%75%80%80%80%80% Gross SF 49,420 Rental Income $54 $0 $0 $0 $0 $2,270,658 $2,554,490 $2,861,029 $3,004,081 $3,154,285 $3,311,999 Operating Expenses 65%$0 $0 $0 $0 ($1,475,928) ($1,660,419) ($1,859,669) ($1,952,652) ($2,050,285)($2,152,799)Construction Cost $17,297,000 ($4,324,250) ($4,324,250) ($4,324,250) ($4,324,250)$0 $0 $0 $0 $0 $0 Cash Flow (4,324,250) (4,324,250) (4,324,250) (4,324,250) 794,730 894,072 1,001,360 1,051,428 1,104,000 1,159,200 Horizontal Infrastructure Operating Expenses 0%$0 $0 $0 $0 $0 $0 $0 $0 $0 $0 Gross SF n/a Construction Cost $630,000 ($157,500) ($157,500) ($157,500) ($157,500)$0 $0 $0 $0 $0 $0 Cash Flow (157,500) (157,500) (157,500) (157,500) - - - - - - Site Improvement Operating Expenses $100,000 ($100,000) ($100,000) ($100,000) ($100,000) ($100,000) ($100,000) ($100,000) ($100,000) ($100,000)($100,000)Gross SF 96,650 Construction Cost $1,183,963 ($295,991) ($295,991) ($295,991) ($295,991)$0 $0 $0 $0 $0 $0 Cash Flow ($395,991)($395,991)($395,991)($395,991)($100,000)($100,000)($100,000)($100,000)($100,000)($100,000) Total Revenue $0 $0 $0 $0 $26,161,703 $32,547,240 $39,505,926 $41,481,222 $43,555,283 $45,733,047 Total Expenses ($75,225,428)($75,225,428)($75,225,428)($75,225,428)($16,793,206)($20,600,714)($24,747,239)($25,979,601)($27,273,581)($28,632,260) Estimated Tax Abatement $0 $0 $0 $0 $6,036,699 $6,338,533 $6,655,460 $6,988,233 $7,337,645 $7,704,527 Total Cash Flow ($75,225,428)($75,225,428)($75,225,428)($75,225,428)$15,405,196 $18,285,059 $21,414,147 $22,489,854 $23,619,347 $24,805,314 Total Construction Cost:$300,501,713 YOC:8.3% Pinellas County Taxable Value:$258,431,473Pinellas County 2020 Millage Rate:0.0192 Annual Taxes:$4,966,407 Est. Tax Abatement:100%Est. Annual Tax Abatement:$4,966,407 Returns Summary Unlev Cash Flow:($75,225,428) ($75,225,428) ($75,225,428) ($75,225,428) $15,405,196 $18,285,059 $21,414,147 $22,489,854 $23,619,347 $24,805,314Unlev Sale Proceeds:- - - - - - - - - 380,017,487$ ($75,225,428) ($75,225,428) ($75,225,428) ($75,225,428) $15,405,196 $18,285,059 $21,414,147 $22,489,854 $23,619,347 $404,822,801 Unlev IRR:8% LTC:70%IR:3.25% Debt ($):$210,351,199 Equity ($):$90,150,514 Total Cost ($):$300,501,713 Outstanding Loan Balance:($52,587,800) ($105,175,599) ($157,763,399) ($210,351,199) ($210,351,199) ($210,351,199) ($210,351,199) ($210,351,199) ($210,351,199) ($210,351,199)Debt Interest Payment (IO):($1,709,103) ($3,418,207) ($5,127,310) ($6,836,414) ($6,836,414) ($6,836,414) ($6,836,414) ($6,836,414) ($6,836,414)($6,836,414) Draw %:25%25%25%25%0%0%0%0%0%0% Total Draw:$52,587,800 $52,587,800 $52,587,800 $52,587,800 $0 $0 $0 $0 $0 $0 Levered Sale Proceeds:- - - - - - - - - 187,635,188$ Project Level Cash Flow:(0) ($24,346,732) ($26,055,835) ($27,764,939) ($29,474,042) $8,568,782 $11,448,645 $14,577,733 $15,653,440 $16,782,933 $180,798,774 Lev IRR:13% • Explain why you think the program and design you have proposed is market-supportable and financially feasible and will afford you the ability to deliver the financial offer you have proposed to the City. 10-YR CASH-FLOW ANALYSIS PROFORMA 29 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES N 0’100’200’300’ “IMAGINE CLEARWATER”COACHMAN PARK REDEVELOPMENT CLEARWATERMAIN LIBRARY WATER’S EDGECONDOMINIUMS CLEVELAND ST. PIERCE ST.OSCEOLA AVE.PIERCE ST. SITECITY HALL SITEHARBOR VIEW SITE• Where do you see the City’s participation necessary in order to ensure sufficient market viability to obtain financing and construction capital? What types of City support are you requesting, and at what amounts? Please describe how the City’s participation relates to other capital or operating sources and what drives a need for those subsidy requests. CITY CONTRIBUTION: • SROA anticipates utilizing all applicable City, CRA, and Parking funds for infrastructure and tax incentives to help fund the planned development. LEGEND: - SROA FUNDED - MIXED FUNDING - CITY FUNDED 30 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 4 | Project Execution FROM THE INTERVIEW GUIDE • Thinking about the referendum election in March 2022, what do you think the City would need to do to ensure a positive vote? What would you need to do? • Please describe your experience effectively securing and leveraging funding streams from public and private sources, and your experience assembling financing packages for mixed-use developments. • What expertise or discipline is missing from your team now that you will need to hire to bring this project to fruition? 31 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES • Thinking about the referendum election in March 2022, what do you think the City would need to do to ensure a positive vote? What would you need to do? 4 | Project Execution PUBLIC REFERENDUM - A COLLABORATIVE PROCESS We believe our projects are made better through public engagement and that our mutual success relies upon a collaborative approach to public engagement with the City & CRA Keys to meaningful public buy-in include: • Public Charrettes • Public Design Workshops • Town Hall Meetings • Individual Outreach and Stakeholder Interviews • Social Media Presence & Information Dissemination • Consensus Building • Transparency and Honest Answers It will be critical to demonstrate how and why this development will be of general benefit to the city of Clearwater and its residents. 32 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES • Describe your experience assembling financing packages for mixed-use developments. 4 | Project Execution 33 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES • What expertise or discipline is missing from your team now that you will need to hire to bring the project to fruition? 4 | Project Execution PUBLIC PROCESS PR: To assist in the public referendum process and assist in positive community interactions. DEVELOPMENT PROJECT MANAGER: To provide hands on management and city communications with experience in mixed use development projects. ELECTION ATTORNEY: To assist in the public referendum process and assist in positive community interactions. 5 | QUESTIONS AND ANSWERS 35 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 6 | APPENDIX 36 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 6 | Appendix AIR 15 POINTS MOVEMENT 11 POINTS MIND 2 POINTS Y ? N Weight ID Part Name Y ? N Weight ID Part Name Y ? N Weight ID Part Name Y Required A01.1 Meet Thresholds for Particulate Matter 0 Y Required V01.1 Design Active Buildings and Communities 0 Y Required M01.1 Promote Mental Health and Well-being 0 Y Required A01.2 Meet Thresholds for Organic Gases 0 Y Required V02.1 Support Visual Ergonomics 0 Y Required M02.1 Provide Connection to Nature 0 Y Required A01.3 Meet Thresholds for Inorganic Gases 0 Y Required V02.2 Provide Height-Adjustable Work Surfaces 0 Y Required M02.2 Provide Connection to Place 0 Y Required A01.4 Meet Thresholds for Radon 0 Y Required V02.3 Provide Chair Adjustability 0 1 1 point M03.1 Offer Mental Health Screening 0 Y Required A01.5 Monitor Air Parameters 0 Y Required V02.4 Provide Support at Standing Workstations 0 1 1 point M03.2 Offer Mental Health Services 0 Y Required A02.1 Prohibit Indoor Smoking 0 Y Required V02.5 Provide Workstation Orientation 0 1 1 point M03.3 Offer Workplace Support 0 Y Required A02.2 Prohibit Outdoor Smoking 0 1 1 point V03.1 Design Aesthetic Staircases 0 1 1 point M03.4 Support Mental Health Recovery 0 Y Required A03.1 Ensure Adequate Ventilation 0 1 1 point V03.2 Integrate Point-of-Decision Signage 0 1 1 point M04.1 Offer Mental Health Education 0 Y Required A04.1 Mitigate Construction Pollution 0 1 1 point V03.3 Promote Visible Stairs 0 1 1 point M04.2 Offer Mental Health Education for Managers 0 2 2 points A05.1 Meet Enhanced Thresholds for Particulate Matter 1 2 2 points V04.1 Provide Cycling Infrastructure 0 1 2 points M05.1 Develop Stress Management Plan 0 1 1 point A05.2 Meet Enhanced Thresholds for Organic Gases 0 1 1 point V04.2 Provide Showers, Lockers and Changing Facilities0 1 1 point M06.1 Support Healthy Working Hours 0 1 1 point A05.3 Meet Enhanced Thresholds for Inorganic Gases 0 2 2 points V05.1 Select Sites with Pedestrian-friendly Streets 0 1 1 point M06.2 Provide Nap Policy and Space 0 2 2 points A06.1 Increase Outdoor Air Supply (30% 1pt)1 2 2 points V05.2 Select Sites with Access to Mass Transit 0 1 1 point M07.1 Provide Restorative Space 0 1 1 point A06.2 Improve Ventilation Effectiveness 0 2 2 points V06.1 Offer Physical Activity Opportunities 1 1 1 point M08.1 Provide Restorative Programming 0 1 1 point A07.1 Provide Operable Windows 0 2 2 points V07.1 Provide Active Workstations 1 1 1 point M09.1 Provide Nature Access Indoors 0 1 1 point A07.2 Provide Operable Windows 0 1 1 point V08.1 Provide Indoor Activity Spaces 0 1 1 point M09.2 Provide Nature Access Outdoors 0 1 1 point A08.1 Install Indoor Air Monitors 0 1 1 point V08.2 Provide Outdoor Physical Activity Space 0 1 1 point M10.1 Provide Tobacco Cessation Resources 0 1 1 point A08.2 Promote Air Quality Awareness 0 1 1 point V09.1 Offer Physical Activity Incentives 0 1 1 point M10.2 Limit Tobacco Availability 0 1 1 point A09.1 Design Healthy Entryways 0 1 1 point V10.1 Provide Self-Monitoring Tools 0 1 1 point M11.1 Offer Substance Use Education 0 1 1 point A09.2 Perform Envelope Commissioning 0 1 1 point V11ß.1 Implement an Ergonomics Program 0 1 1 point M11.2 Provide Substance Use and Addiction Services 0 1 1 point A10.1 Manage Combustion 0 1 1 point V11ß.2 Commit to Ergonomic Improvements 0 1 1 point A11.1 Manage Pollution and Exhaust 0 1 1 point V11ß.3 Support Remote Work Ergonomics 0 COMMUNITY 10 POINTS 1 1 point A12.1 Implement Particle Filtration 0 Y ? N Weight ID Part Name 1 1 point A13.1 Improve Supply Air 0 THERMAL COMFORT 13 POINTS Y Required C01.1 Provide WELL Feature Guide 0 1 1 point A14.1 Implement Ultraviolet Air Treatment 0 Y ? N Weight ID Part Name Y Required C02.1 Facilitate Stakeholder Charrette 0 Y Required T01.1 Provide Acceptable Thermal Environment 0 Y Required C02.2 Promote Health-Oriented Mission 0 Y Required T01.2 Monitor Thermal Parameters 0 Y Required C03.1 Develop Emergency Preparedness Plan 0 WATER 14 POINTS 3 3 points T02.1 Survey for Thermal Comfort 2 Y Required C04.1 Select Project Survey 0 Y ? N Weight ID Part Name 2 2 points T03.1 Provide Thermostat Control 1 Y Required C04.1 Administer Survey and Report Results 0 Y Required W01.1 Verify Water Quality Indicators 0 1 1 point T04.1 Provide Personal Cooling Options 0 1 1 point C05.1 Utilize Enhanced Survey 0 Y Required W02.1 Meet Chemical Thresholds 0 1 1 point T04.2 Provide Personal Heating Options 0 1 1 point C05.2 Utilize Pre- and Post-Occupancy Survey 0 Y Required W02.2 Meet Thresholds for Organics and Pesticides 0 1 1 point T04.3 Allow Flexible Dress Code 0 1 1 point C05.3 Implement Action Plan 0 Y Required W03.1 Monitor Chemical and Biological Water Quality 0 1 1 point T05.1 Implement Radiant Heating 0 1 1 point C05.4 Facilitate Interviews, Focus Groups and/or Observation 0 Y Required W03.2 Implement Legionella Management Plan 0 1 1 point T05.2 Implement Radiant Cooling 0 1 2 points C06.1 Promote Health Benefits 0 1 1 point W04.1 Meet Thresholds for Drinking Water Taste 0 1 1 point T06.1 Monitor Thermal Environment 0 1 1 point C06.2 Offer On-Demand Health Services 0 2 2 points W05.1 Assess and Maintain Drinking Water Quality 0 1 1 point T07.1 Manage Relative Humidity 0 1 1 point C06.3 Offer Sick Leave 0 1 1 point W05.2 Promote Drinking Water Transparency 0 1 1 point T08ß.1 Provide Windows with Multiple Opening Modes 0 1 1 point C07.1 Promote Culture of Health 0 1 1 point W06.1 Ensure Drinking Water Access 0 1 1 point T09ß.1 Manage Outdoor Heat 0 1 1 point C07.2 Health Promotion Leader 0 1 1 point W07.1 Design Envelope for Moisture Protection 0 1 1 point T09ß.2 Avoid Excessive Wind 0 3 3 points C08.1 Offer New Parent Leave 1 1 1 point W07.2 Design Interiors for Moisture Management 0 1 1 point T09ß.3 Support Outdoor Nature Access 0 1 1 point C09.1 Offer Workplace Breastfeeding Support 0 1 1 point W07.3 Implement Mold and Moisture Management Plan 0 1 2 points C09.2 Design Lactation Room 0 2 2 points W08.1 Provide Bathroom and Handwashing Accommodations0 SOUND 11 POINTS 1 1 point C10.1 Offer Childcare Support 0 1 1 point W08.2 Enhance Bathroom Accommodations 0 Y ? N Weight ID Part Name 1 1 point C10.2 Offer Family Leave 0 1 1 point W08.3 Support Effective Handwashing 0 Y Required S01.1 Label Acoustic Zones 0 1 1 point C10.3 Offer Bereavement Support 0 2 2 points W09ß.1 Implement Safety Plan for Non-Potable Water 0 Y Required S01.2 Provide Acoustic Design Plan 0 1 1 point C11.1 Promote Community Engagement 0 Capture and Reuse 3 3 points S02.1 Limit Background Noise Levels 1 1 1 point C11.2 Provide Community Space 0 1 1 point S03.1 Design for Sound Isolation at Walls and Doors 0 1 3 points C12.1 Promote Diversity and Inclusion 1 NOURISHMENT 2 POINTS 2 2 points S03.2 Achieve Sound Isolation at Walls 0 1 2 points C13.1 Integrate Universal Design 0 Y ? N Weight ID Part Name 2 2 points S04.1 Achieve Reverberation Time Thresholds 0 1 1 point C14.1 Promote Emergency Resources 0 Y Required N01.1 Provide Fruits and Vegetables 0 2 2 points S05.1 Implement Sound Reducing Surfaces 0 1 1 point C14.2 Provide Opioid Response Kit and Training 0 Y Required N01.2 Promote Fruit and Vegetable Visibility 0 1 1 point S06ß.1 Provide Minimum Background Sound 0 1 1 point C15ß.1 Promote Business Continuity 0 Y Required N02.1 Provide Nutritional Information 0 2 2 points S06ß.2 Provide Enhanced Speech Reduction 0 1 1 point C15ß.2 Support Emergency Resilience 0 Y Required N02.2 Address Food Allergens 0 1 1 point S07ß.1 Specify Impact Noise Reducing Flooring 0 1 1 point C15ß.3 Facilitate Healthy Re-entry 0 Y Required N02.3 Label Sugar Content 0 2 2 points S07ß.2 Meet Thresholds for Impact Noise Rating 0 1 2 points C16ß.1 Allocate Affordable Units 1 1 1 point N03.1 Limit Total Sugars 0 1 1 point S08ß.1 Provide Enhanced Speech Intelligibility 0 1 1 point C17ß.1 Disclose Labor Practices 0 1 1 point N03.2 Promote Whole Grains 0 1 1 point S08ß.2 Prioritize Audio Devices and Policies 0 1 2 points C17ß.2 Implement Responsible Labor Practices 1 1 1 point N04.1 Optimize Food Advertising 0 1 1 point N05.1 Limit Artificial Ingredients 0 1 1 point N06.1 Promote Healthy Portions 0 MATERIALS 7 POINTS INNOVATION 18 POINTS 1 1 point N07.1 Provide Nutrition Education 0 Y ? N Weight ID Part Name Y ? N Weight ID Part Name 2 2 points N08.1 Support Mindful Eating 0 Y Required X01.1 Restrict Asbestos 0 10 10 points I01 Propose Innovations (Concept overages)1 1 1 point N09.1 Accommodate Special Diets 0 Y Required X01.2 Restrict Mercury 0 1 1 point I02 Achieve WELL AP 0 1 1 point N09.2 Label Food Allergens 0 Y Required X01.3 Restrict Lead 0 1 1 point I03 Offer WELL Educational Tours 0 1 1 point N10.1 Provide Meal Support 0 Y Required X02.1 Manage Asbestos Hazards 0 1 1 point I04 Complete Health and Wellness Programs 0 1 1 point N11.1 Implement Responsible Sourcing 0 Y Required X02.2 Manage Lead Paint Hazards 0 5 5 points I05 Achieve Green Building Certification 0 2 2 points N12.1 Provide Gardening Space 0 Y Required X02.3 Manage Polychlorinated Biphenyl (PCB) Hazards 0 1 1 point N13.1 Ensure Local Food Access 0 Y Required X03.1 Manage Exterior CCA Hazards 0 PRECONDITIONS 1 1 point N14ß.1 Limit Red and Processed Meats 0 Y Required X03.2 Manage Lead Hazards 0 48 YES 1 1 point X04.1 Assess and Mitigate Site Hazards 0 0 MAYBE 100% 1 1 point X05.1 Select Compliant Interior Furnishings 0 0 NOLIGHT16 POINTS 1 1 point X05.2 Select Compliant Architectural and Interior Products0 Y ? ? Weight ID Part Name 2 2 points X06.1 Limit VOCs from Wet-Applied Products 0 OPTIMIZATION POINTS Y Required L01.1 Provide Indoor Light 0 2 2 points X06.2 Restrict VOC Emissions from Furniture, Architectural and Interior Products1102 YES Y Required L02.1 Provide Visual Acuity 0 1 1 point X07.1 Select Products with Disclosed Ingredients 0 46 MAYBE 3 3 points L03.1 Meet Lighting for Day-Active People 1 1 1 point X07.2 Select Products with Enhanced Ingredient Disclosure0 39 NO 2 2 points L04.1 Manage Glare from Electric Lighting 0 1 1 point X07.3 Select Products with Third-Party Verified Ingredients0 2 2 points L05.1 Implement Daylight Plan 1 1 1 point X08.1 Select Materials with Enhanced Chemical Restrictions0 Project Name:RFP14-21 Clearwater Dev. Opportunities 2 2 points L05.2 Integrate Solar Shading 1 1 1 point X08.2 Select Optimized Products 0 Date April 12, 2021 2 2 points L06.1 Conduct Daylight Simulation 1 1 1 point X09.1 Implement a Waste Management Plan 0 1 1 point L07.1 Balance Visual Lighting 0 1 1 point X10.1 Manage Pests 0 Enrollment type: WELL Certification 1 1 point L08.1 Enhance Color Rendering Quality 0 1 1 point X11.1 Improve Cleaning Practices 0 Applicable Version: v2 Q4 2020 2 2 points L08.2 Manage Flicker 0 1 1 point X11.2 Select preferred cleaning products 0 2 2 points L09.1 Enhance Occupant Controllability 1 1 1 point X12ß.1 Reduce Respiratory Particle Exposure 0 Projected point total:100 1 1 point L09.2 Provide Supplemental Lighting 0 1 1 point X12ß.2 Address Surface Hand Touch 0 Anticipated milestone level:Platinum**Subject to concept minimum points THE WELL BUILDING STANDARD TM We are committed to providing high-quality environments for our occupants, and with this proposed development we are committed to achieving WELL Silver or better. We ran a preliminary checklist for WELL version 2 certification and determined that our current proposal is tracking toward WELL Platinum. We are committed to the principles of WELL, delivering spaces that provide clean water, clean air and plenty of daylight. We use finish- es which are comprised of materials with long life cycles that do not off-gas toxic chemicals. We are committed to waste management during construction and extending through operations. WELL BUILDING STANDARD: 37 DOWNTOWN CLEARWATER WATERFRONT REDEVELOPMENT OPPORTUNITIES 6 | Appendix We are committed to protecting our environment for ourselves and future generations and with this proposed development we are committed to achieving LEED Gold or better. We ran a preliminary checklist for LEED version 4.1 and determined that our current pro- posal is tracking toward LEED Platinum. As outlined elsewhere in this proposal we are proposing to utilize passive environmental controls wherever possible, which include nat- ural ventilation, daylight, and shading. Where we must employ active strategies we are committed to clean energy, some of which can be produced on-site with photo-voltaic arrays, and high-efficiency MEP infrastructure. We are committed to quality views and access to the outdoors for all, and materials with long life cycles and adaptable spaces to serve changing needs of occupants over time. We are always looking for ways to advance our commitments and are considering Passive House Certification in addition to WELL & LEED as outlined above. LEED CERTIFICATION: LLEEEEDD vv44..11 BBDD++CC Project Checklist RFP 14-21 | Downtown Clearwater Development Opportunities April 12, 2021 YY MM NN 11 Credit 11 2200 1122 00 1166 1100 33 00 1133 10 6 Credit 16 Y Prereq Required 1 Credit 1Y Prereq Required 2 Credit 2 32 Credit 5 41 Credit 52 Credit 2 14 Credit 52 Credit 2 1 Credit 1 11 Credit Building Product Disclosure and Optimization - Material Ingredients 2 1 Credit 12 Credit 2 1 Credit Electric Vehicles 1 1166 00 00 IInnddoooorr EEnnvviirroonnmmeennttaall QQuuaalliittyy 1166 55 55 00 1100 Y Prereq Required Y Prereq Required Y Prereq Required 1 Credit 12 Credit 2 11 Credit 23 Credit 3 1 Credit 11 Credit Construction Indoor Air Quality Management Plan 1 12 Credit 32 Credit 2 2 Credit 21 Credit 1 1 Credit 12 Credit 2 3 Credit 3 88 33 00 1111 1 Credit 1 Y Prereq Required 1 Credit 1 Y Prereq Required Y Prereq Building-Level Water Metering Required 22 44 00 IInnnnoovvaattiioonn 66 2 Credit 2 14 Credit 5 6 Credit 61 Credit 1 11 Credit 2 1 Credit Water Metering 1 44 00 00 RReeggiioonnaall PPrriioorriittyy 44 1 Credit Regional Priority: Rainwater Management 1 2200 1133 00 3333 1 Credit Regional Priority: Surrounding Density and Diverse Uses 1 Y Prereq Required 1 Credit Regional Priority: Heat Island Reduction 1 Y Prereq Required 1 Credit Regional Priority: Reduced Parking Footprint 1 Y Prereq Required Y Prereq Required 8866 4400 00 TTOOTTAALLSS Possible Points: 111100 33 Credit 6 12 6 Credit 18 1 Credit 1 11 Credit 2 23 Credit 5 1 Credit 1 Open Space Site Assessment Interior Lighting Daylight LEED Accredited Professional Innovation Rainwater Management Light Pollution Reduction Acoustic Performance Quality Views Enhanced Indoor Air Quality Strategies Low-Emitting Materials Indoor Air Quality Assessment Thermal ComfortHeat Island Reduction Protect or Restore Habitat Renewable Energy Enhanced Refrigerant Management Optimize Energy Performance Advanced Energy Metering CCeerrttiiffiieedd:: 40 to 49 points,, SSiillvveerr:: 50 to 59 points, GGoolldd:: 60 to 79 points, PPllaattiinnuumm:: 80 to 110 Enhanced Commissioning Building-Level Energy Metering WWaatteerr EEffffiicciieennccyy Fundamental Commissioning and Verification Grid Harmonization EEnneerrggyy aanndd AAttmmoosspphheerree Minimum Energy Performance Fundamental Refrigerant Management Cooling Tower Water Use Outdoor Water Use Reduction Indoor Water Use Reduction Outdoor Water Use Reduction Indoor Water Use Reduction Construction Activity Pollution Prevention High Priority Site Surrounding Density and Diverse Uses SSuussttaaiinnaabbllee SSiitteess Building Life-Cycle Impact Reduction Access to Quality Transit Reduced Parking Footprint Environmental Tobacco Smoke Control Building Product Disclosure and Optimization - Sourcing of Raw Materials Bicycle Facilities Project Name: Date: LLooccaattiioonn aanndd TTrraannssppoorrttaattiioonn Sensitive Land Protection LEED for Neighborhood Development Location Integrative Process Construction and Demolition Waste Management Planning MMaatteerriiaallss aanndd RReessoouurrcceess Storage and Collection of Recyclables Construction and Demolition Waste Management Minimum Indoor Air Quality Performance Building Product Disclosure and Optimization - Environmental Product Declarations Presentation for Downtown Clearwater Waterfront Development Developer: City Center Development Group, LLC Introductions Walk through introductions ▪Craig Govan ▪Ryan Von Weller ▪Kim McCann 2 City Center Development Group, LLC Introductions ▪Jeremy Roberts ▪Anthony White ▪John Strzalka ▪Ryan Griffin 3 Clearwater Culture, LLC Development Team and Experience 1 Main Point of Contact Day to Day Project Manager 5 GENERAL PARTNER & MASTER DEVELOPER –COMMERCIAL URBAN DESIGN & LANDSCAPE ARCHITECTURE ARCHITECTURE & INTERIOR DESIGN LIMITED PARTNER –RETAIL/GROCERY DEVELOPMENT PARTNER -MULTIFAMILY City Center Development Group, LLC LIMITED PARTNER –HOTEL MANAGEMENT FOOD HALL PRIMARY TENANT & OPERATOR Clearwater Culture, LLC LOCAL LEGAL COUNSEL Main POC Day to Day Relevant Team Projects Apopka City Center (35 Acres) Wedding Venue, Multifamily, Retail, Food Hall/Brewery, Hotel *Govan *Eleven 18 Architecture *TCII Retail *Wendover Housing *Brew-Theory 6 Relevant Team Projects Groveland, FL (Downtown Redevelopment –Mixed use) *Govan *Eleven 18 Architecture *TCII Retail *Brew-Theory 7 Relevant Team Projects Hilton Garden Inn -114 rooms (Apopka SR 436 and US 441) *Govan *Eleven 18 Architecture Universal Studios -Housing for Tomorrow (1,000 Residential Units & Retail –Mixed Use) *Wendover Housing *Govan *TCII Retail 8 3 4 Relevant Team Projects Orlando (45 Acre): Business Park, Multifamily, Retail -Mixed Use Project (John Young Pkwy & Princeton Street) *Govan *Eleven 18 Architecture *TCII Retail *Wendover Housing Spring Hill (24 Acre) WMT Neighborhood Market –Retail/Restaurant Development (Spring Hill Dr & Anderson Snow Rd) *Govan *Eleven 18 Architecture Balmy Beach (21 Acres) Wal-Mart NM, Retail, Multifamily, Mixed Use (SR436 & Balmy Beach Dr) *Govan *Eleven 18 Architecture Ocala, FL (Wedding Venue & Food Hall Redev.) *Govan *Eleven 18 Architecture *Brew Theory 9 5 7 6 8 10 Experience Partnering with Govt/Public Govan: Apopka City Center Groveland Ocala Wendover: Universal Studios/Orange County ELEVEN 18 Architecture Altamonte Springs Walt Disney World Apopka City Center Longwood Groveland Merritt Island Relevant Projects –Apopka City Center 11 Development Concept 2 Downtown Core –Original Site plan 13 14Harborview Site –Original Downtown Core –Modified Site plan 15 16 Food Hall Retail Restaurant Multifamily Hotel Shared Parking Downtown Core –Modified massing plan 17 Downtown Core –Modified massing plan 18 Harborview Site –Original Harborview Site w/Multifamily Multifamily tower – •7 stories 4 levels of Residential •Total of 72 units •3 levels of Parking 19 Creation of jobs -42 Full time and 28 part time = 70 Catalyst to Development for other uses. Facilitates options for people working from Home and Food Delivery services Improves “Walk Score” -Walkability and improving community Serving major events and park visitors as well as all hotel guest and multifamily tenants. Rooftop amenities for events high in demand. Event space for community gatherings, weddings and business and political functions.Works in harmony with outside vendors, food trucks and amphitheater Promotes organic growth with surrounding infrastructure and resulting increased traffic due to the transient draw and from more residents moving to the surrounding area. Surrounding properties value and economic interest increases. Improved life and activity at Cleveland Street bars and restaurants to life with more activity. Increased traffic A portion of the State Sales tax revenue collected is eventually return to the City of Clearwater. Current or enhanced ferry service will bring guests from Clearwater beach and residents from Island Estates. Harborview Site –Food Hall/Brewery 20 Harborview Site –Food Hall/Brewery 21 Harborview Site –Food Hall Examples 22Harborview Site –Garage street side 23Harborview Site –Garage park side 24 Harborview Site –Parking Inspiration 25 City Hall Site -Grocery •Urban gorilla grocery model -20 to 25K footprint. National brand •Two to three interested grocers •Energize the downtown and bring more multifamily tenants •½ mile from nearest Publix – •5 per 1000 dedicated parking (100) •Timing –Marketing and Leasing 26 •Restaurant with Rooftop Component •Activated streetscape •Step down and integration into the park •Tiered seating City Hall Site –Restaurant 27 •Multifamily increases draw of amenity retail tenants such as Dry cleaning, laundry, salons, pharmacies, pet care •Structured Parking •Activated streetscape •Incorporation of culture/street art and sculptures City Hall Site –Retail/Restaurant 28 City Hall Site -Culture –Street Pierce Street between sites 29 •207 workforce housing units •Area Median Income rental limits will be set at 120%, meeting the true “workforce” housing definition •Wendover develops, manages and operates its communities City Hall Site -Multifamily 30 •No need for tax credits to incentivize development •The apartments will bring hundreds of people into the downtown core City Hall Site -Multifamily 31 Pierce Street SitePierce Street Site 32 Pierce Street Site Why add a hotel to the city of Clearwater? •Revenue Generation •Tax Revenue •Job Creation •Greater capture rate of visitors Why add a hotel at this specific location? •Limited inventory of hotels •Alternative to beachside •Accommodations for events 33 Pierce Street Site Facilitates Job Creation 35 full time and 15 part time = 50 positions Why a Hilton property? •Limited inventory Hilton brands •Relationship with Hilton •115 Million Hilton Honor Members 34 Pierce Street Site –Hotel References Financial Feasibility 3 Feasibility of Program and Design 36 ▪Harborview ▪City Hall Site ▪Pierce Street Site ▪City Participation –Market Viability Project Execution 4 Execution Referendum 2022 •Vision to secure vote •Presentation •Message 38 This Photo by Unknown Author is licensed under CC BY-SA-NC Execution Funding •Securing and Leveraging •Assembling financing 39 Execution Consultants •Civil •Contractor 40 THANK YOU 41 trON- 9, kj THE CASE AGAINST Fluoride How Hazardous Wasto Ended Up in Our Drinking Water and the Bad Science d Powerful Politics That Kccp It There