SEDG RCG Agenda Packet 9-19-12special

8/22/2019 SEDG RCG Agenda Packet 9-19-12special

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Redevelopment Commission of GreensboroNo. 1 Governmental Plaza - P.O. Box 3136 - Greensboro NC 27402-3136

Notice of Special Meeting

Notice is hereby given that a Special Meeting of the Commissioners of the Redevelopment

Commission of Greensboro will be held in the Plaza Level Conference Room at 300 W.

Washington Street, Greensboro, North Carolina, on Wednesday, September 19, 2012 at 5:00

pmfor the purpose of:

1) Approval of the Minutes of August 8, 2012 Regular Meeting

2) South Elm Street Redevelopment Area Terms and Conditions of Master Development

Agreement

3) College Hill Redevelopment Area - 919 Spring Garden Street

4) Staff Updates

a) Eastside Park Activities

b) Phillips Lombardy Activities

5) Draft RCG 2011-12 Annual Report

6) Additional Business No Additional Business shall be added to a Special MeetingAgenda.

PUBLIC ACCESS NOTICE: The Melvin Municipal Office Building closes at 5:00 P.M. and

security oversees all entrances to the building. Visitors should not find entryways blocked;

however, if this is the case, please proceed around the building to the next entrance. Any

individual with a disability who needs an interpreter or other auxiliary aids or services for thismeeting may contact Linda Kirkman at 373-2349 or 333-6930 (TDD). Servicios de traduccin

disponibles en espaol.(Translation services are available in Spanish.)


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Agenda InformationRedevelopment Commission September 19, 2012

Item 1: Approval of the Minutes of August 8, 2012 Regular MeetingThe draft of the minutes of August 8, 2012 is attached.

Item 2: South Elm Street Redevelopment Area

The Developer will present their recommended terms and conditions for the Master

Development Agreement. Commissioners will be asked to provide input on the presentedterms and conditions and authorize staff to move forward with finalization of the Master

Development Agreement, which will be presented for approval at the October meeting of

the Commission. See attached Staff Memo.

Item 3: College Hill Redevelopment Area

The Commission will be asked to consider approval of the proposal submitted by

Preservation Greensboro Development Fund, Inc for funds to aid in the acquisition of 919Spring Garden Street with conditions. See attached Staff Memo.

Item 4: Staff Updatesa) Eastside Park

b) Phillips Lombardy

Item 5: Redevelopment Commission 2011-12 Annual Report

Under separate email, staff will provide Commissioners with draft copies of the 2012

Annual Report for their review and subsequent approval at the September 19 specialmeeting.

Item 6: Additional BusinessNo additional business may be added to a special meeting agenda.


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Item 2: South Elm Street Redevelopment Master

Development Agreement Terms and Conditions.


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One Governmental Plaza, PO Box 3136, Greensboro, NC 27402-3136 336-373-CITY (2489)

Planning & Community DevelopmentCity of Greensboro

September 19, 2012

TO: Redevelopment Commission of Greensboro

FROM: Dyan Arkin, AICP

SUBJECT: South Elm Street Redevelopment

Master Development Agreement Terms and Conditions

BackgroundIn January of 2012, the Commission selected the South Elm Development Group (SEDG) to beginnegotiations for a Master Development Agreement to develop the South Elm Street Redevelopment site.

SEDG recommended a three-step contract process: a Memorandum of Understanding (MOU) allowed SEDGexclusive rights to negotiate with the Commission; a Predevelopment Agreement (PDA) allows SEDG tocontinue exclusive negotiations as they prepare the groundwork for a binding Master DevelopmentAgreement, which will outline the scope and process for development of the site.

At this time, SEDG is prepared to present their recommendations for terms and conditions for the MasterDevelopment Agreement (MDA). Terms and conditions are outlined in the attached memo from BobChapman, dated September 7, 2012, revised September 10, 2012.

StatusSEDG is currently operating under the PDA approved and executed by the Commission on July 11, 2012.The PDA shall remain in effect until December 31, 2012, or the execution of the MDA, unless terminated

or extended by written agreement. Extensions shall be granted at the sole discretion of the Commission.

The following activities from the PDA will be incorporated into the Master Development Agreement asneeded.

1. Complete investigation and analysis of existing site conditionsa. City is continuing to negotiate terms for a Brownfields Agreement with North Carolina

Department of Environment and Natural Resources.

b. SEDG is looking at revisions to the proposed site plan to allow for specific areas thatwould be cost-prohibitive to bring up to standards required for residential use.

2. Complete site and infrastructure planning

a. Preliminary site and infrastructure plans are evolving, but finals are dependent on actualagreements with sub-developers of the various components.3. Complete land use programming and Development Plan in concert with area stakeholders

a. SEDG has continued to engage the Greensboro community and surrounding landownersin programming and planning discussions.

4. Identify and secure financing for development, including both public and private sources


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a. Funding and financing sources are being researched and discussed; the MDA willinclude anticipated sources for each phase, but each component will need to be evaluated

as it becomes ready for development.

b. Private funding could include developers equity, grants and low-interest loans throughphilanthropic organizations, and investor financing, among others.

c. Public funding could include state Powell Bill funds, state Low-Income Housing TaxCredits, Tax Increment or Certificate of Participation Financing, EB-5 funds

(Employment Based Immigration through the federal Immigration Department), among

others.

5. Establish and secure entitlements for developmenta. Calculations based on prior uses are being prepared for a request to reduce Capacity

Use Fees. A vested rights determination will be requested at the appropriate point.

6. Survey and metes and bounds of property known as the Gray property, for Exchange of RealEstate as approved by the Commission and City Council

a. Survey is in progress and staff will move forward with closing on the exchange as soon asit is finalized.

7. Demolition of existing buildings located at 724 and 734 South Elm Streeta. Bids will be received later this month. If bids are low enough to be feasibly done under

the current year budget, staff will move forward with demolition. If not, funds will be

budgeted for the 2013-14 fiscal year and demolition will occur in July 2013.

Summary of Developers Memo with Staff Comments1. Description of pricing mechanism for the land with target land price by use - SEDG has provided

a breakdown of possible land revenue by component; actual values will need to be determined at

the time of conveyance.

2. Description of take-down mechanism for the land:a. RCG will sell parcels directly to component sub-developers; proceeds will be disbursed

at a ratio of 60% to SEDG and 40% to RCG until RCG has received $3 million, then at80% SEDG, 20% RCG for any additional revenue.

3. Description of the anticipated phases SEDG anticipates a seven-year, four-phased project, tobegin spring/summer 2013 and complete by or before the end of calendar year 2020.

a. Phase 1A: Site infrastructure improvementsb. Phase 1B: First parking deck constructionc. Phase 1C: Apartment development

d. Phase 2: Adaptable-use (commercial, educational) space developmente. Phase 3: Second parking deck constructionf. Phase 4: Hotel development

4. HUB/MWBE/DBE/Local participation goals SEDG has set a minimum participation goal of10%, to be measured by dollar volume to be calculated cumulatively over the life of the project.Minimum participation of 20% is required for components funded in whole or partially with

public funding.


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5. Developer contingencies or conditionsa. RCG endorsement and support for efforts to negotiate funding agreements for

infrastructure improvements and financing mechanisms with the City Typically RCGsupports allocating funds appropriately so development can occur.

b. Execution of environmental indemnification agreements required by lenders TypicallyRCG provides environmental representation in the master development agreement.

c. Explicit authorization to represent the project to potential partners, sub-developers,buyers, users, and the public.

d. RCG negotiations for Brownfield and Residual Petroleum Agreements yielding the bestoutcome for development based on developer recommendationsRevisions to the draftBrownfields Agreement are being done with assistance from the appropriate state

agencies. The final document will come before the Commission for review and approval

prior to submission.

e. RCG support of developers plans to acquire additional developable acreage from the

RCG, the City, and the Greensboro Housing Authority The developer has indicated theirinterest in expanding the South Elm Street project site to include city-, RCG-, and GHA-

owned land along Eugene Street.

f. Land payments exceeding project obligations will be allocated to additional support ofthe South Elm project.It is anticipated that funds will be budgeted through the citybudgeting process annually as necessary.

Additional Terms and ConditionsThe MDA will also include various terms and conditions related to the oversight of the RedevelopmentCommission.

1. RCG will approve all component developers and all terms of the contracts.

2. RCG will have approval of all site and building plans, whether development is being done by SEDGor by component developers.

3. SEDG will be required to provide oversight of component developers to assure that what has beenapproved is what is actually being developed.

4. Community Engagement and HUB/MWBE/DBE/Local Plans will be attached as exhibits to theMDA.

5. SEDG will provide green development goals, which will be attached as exhibits.

6. SEDG and sub-developers will be required to comply with all local and state regulations governingdevelopment and construction.

7. SEDG and sub-developers will be required to comply with federal regulations as appropriate,including HOME Program, Davis-Bacon and Section 3 compliance.


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8. City financial participation will be governed by individual funding agreements, contingent on reviewand recommendation from RCG, and City Council approval.

Requested ActionCommissioners will be asked to provide input on the presented terms and conditions and authorize staff tomove forward with finalization of the Master Development Agreement, which will be presented for

approval at the October meeting of the Commission.


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REVISED DRAFT MEMORANDUM

Date: September 7, 2012, revised September 10, 2012

To: Redevelopment Commission of Greensboroc/o Ms. Dyan Arkin

From: Robert L. ChapmanSouth Elm Development Group, LLC

Subject: South Elm Street Master Development Agreement

We are pleased to present the following recommendations for consideration by theCommission:

1. Description of pricing mechanism for the land with target land price by use.

South Elm Street Land Price Targets

ComponentUnits/SF/Sp

acesHypothetical Project Cost

Land PricePer Unitor Per SF

($)

Total LandPrice

For-Sale

Residential 0 515,716 31,114 0

For-Rent

Residential 273 17,172,598 9,000 2,457,000

Retail 15,000 1,759,049 39 586,350

Hotel 150 15,000,000 12,000 1,800,000

Office - Education 100,000 28,210,129 36 2,821,013

Parking Structures 1,081 12,967,080 12,000 1,296,708

Total Project Cost 75,624,572

Total Land Price 8,961,071

Note: Calculations may


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not add due to rounding

HYPOTHETICAL Distribution

SEDG RCG Total SEDG RCG

60.0% 40.0% 7,500,000 4,500,000 3,000,000

80.0% 20.0% 1,461,071 1,168,856 292,214

8,961,071 5,668,856 3,292,214

Target Prices by Use

Use: Target Land Price:

For-Sale Residential 17% of sales price of house

For-Rent Residential $9,000 per pad (unit)

Retail One-third of project cost

Hotel $12,000 per key

Office - Educational: 10% of project cost

Parking Structures: $1,200 per parking space

2. Description of take-down mechanism for the land:

The land price received for land from sub-developers or other buyers will bedisbursed by the closing attorney as follows: 60% to SEDG and 40% to RCG until RCGreceives $3 million. After RCG receives $3 million, the split will change to 80% SEDG,20% RCG.

3. Description of the anticipated phases:

Phase 1A: Site Infrastructure, starts spring-summer 2013

Install stormwater management systems and BMPs

Upgrade water distribution and wastewater collection systems as required

Complete streetscape improvements including new granite curb, first lift ofasphalt, sidewalks, curb cuts


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Phase 1B: First parking deck construction

Finalize ownership agreement with City of Greensboro and South ElmProperty Owners Association

Implement synthetic TIF financing plan

Construct structure

Phase 1C: Apartment construction

Construct 165 to 273 apartments

Phase 2: Adaptable-use space construction (commercial, educational)

Select development partner(s)

Finalize financing plan

Negotiate commercial/educational leases

Pre-Lease and construct ground floor retail

Phase 3: Second parking deck construction

Finalize ownership agreement with City of Greensboro and POA

Implement synthetic TIF financing plan

Construct structure

Phase 4: Hotel, 150 rooms

Select hotel owner/operator

Construct hotel

Final project completion, 2020 or earlier.

4. Developers HUB/MWBE/DBE/Local percentage goals, how it will be calculated,how it will be reported, what will be done to ensure the goals are met

The minimum participation goal for HUB/MWBE/DBE/Local workforce,professional services, general contractors and subcontractors is 10%, to be measured bydollar volume. We will undertake the following activities to ensure this goal is exceeded:


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a. Invite M/WBE to attend pre-bid meetings job fairs which our firm or the GCs

host, encouraging them to attend, bid, or apply for work.b. Encourage GC to send requests for subcontractors to M/WBEs using a local

directory of firms.c. Ensure GC provides a list of subcontracting opportunities a minimum of 10

days prior to the awarding of contracts.d. Advertise upcoming bid opportunities in plan rooms, and minority-focusedmedia

e. Encouraging GCs to break down or combine elements of work intoeconomically feasible units to facilitate minority participation

f. Encouraging GCs to work with minority businesses in order to increaseopportunities for minority business participation on the project when possible

g. Request GC post subcontracting opportunities on their websiteh. Publish and distribute estimator and construction management personnel

contactinformation on the project website

i. Provide informational/assistance meetings with M/WBEs and HUB businesses.j. To participate in networking opportunities with MWBE/HUB developersk. Buying locally

Continue hosting community meetings (maintain open door policy for community

to check in with SEDG at any time) and continue updating the website with our progress.

5. Developer contingencies or conditions:

A. RCG endorsement and support developer's efforts to funding from the City of

Greensboro and other funding for infrastructure improvements.

B. RCG endorsement and support financing mechanisms for parking structures.

C. RCG will execute environmental indemnification agreements required bylenders, if any.

D. RCG explicitly authorizes developer to represent the project to potential

development partners, sub-developers, buyers, users, and to the public.

E. RCG will negotiate with NCDENR for brownfield and residual petroleumagreements yielding the best outcome for development based on developerrecommendations.


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F. RCG will support developers plans to acquire additional developable acreage

from the RCG, the City, and the Greensboro Housing Authority.

G. If land payments to RCG exceed South Elm project obligations of RCG, those

funds will be allocated to additional support of the South Elm project. In other words, wepropose that any net proceeds to RCG be reinvested in the project to add features,amenities, and ongoing program support.

SEDG RCG Agenda Packet 9-19-12special

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