Title
Public Hearing to Consider: (1) Introduction of Ordinance Approving a Disposition and Development Agreement (DDA) (and Related Documents) between the City of Alameda and MidPen Housing Corporation, Alameda Point Collaborative, Building Futures with Women and Children, and Operation Dignity for the Rebuilding of the Existing Supportive Housing Development at Alameda Point; and
(2) Introduction of Ordinance Approving a Development Agreement (DA) between the City of Alameda and MidPen Housing Corporation, Alameda Point Collaborative, Building Futures with Women and Children, and Operation Dignity for the Rebuilding of the Existing Supportive Housing Development at Alameda Point. (Base Reuse 819099)
Body
To: Honorable Mayor and Members of the City Council
From: Elizabeth D. Warmerdam, Acting City Manager
Re: Public Hearing to Consider (1) Introduction of Ordinance Approving a Disposition and Development Agreement (and Related Documents) between the City of Alameda and MidPen Housing Corporation, Alameda Point Collaborative, Building Futures with Women and Children, and Operation Dignity for the Rebuilding of the Existing Supportive Housing Development at Alameda Point (2) Introduction of Ordinance Approving a Development Agreement between the City of Alameda and MidPen Housing Corporation, Alameda Point Collaborative, Building Futures with Women and Children, and Operation Dignity for the Rebuilding of the Existing Supportive Housing Development at Alameda Point
BACKGROUND
The recommendation to approve a Disposition and Development Agreement (DDA) and Development Agreement (DA) for rebuilding the existing supportive housing at Alameda Point into a new 9.7-acre supportive housing development and community (RESHAP) is an important step forward toward providing housing for formerly homeless households and to ensure the existing supporting housing accommodations are rebuilt into a new cohesive community and well integrated with the rest of Alameda Point and Alameda in general.
The three supportive housing groups provide a unique and critical service to the Alameda community, each with a distinctive focus and clientele that includes persons struggling with homelessness, poverty, mental health concerns, veteran status, and domestic violence. Each supportive housing group is currently housed in former Navy buildings under Legally Binding Agreements (LBA) that were negotiated with the County of Alameda and the Alameda Reuse and Redevelopment Authority when the base closed and have approximately forty (40) years remaining in the term. The supportive housing groups include: Alameda Point Collaborative (APC), Building Futures with Women and Children (BFWC), and Operation Dignity, known together as the “Collaborating Partners” each described below:
Alameda Point Collaborative (APC) - formed in 1999, APC transformed vacant military housing into a supportive housing community where formerly homes families can thrive. APC operates 172 units of housing and provides 500 formerly homeless residents, including more than 300 children and youth, with safety and stability. APC specializes in supportive training and job opportunities through environmentally sustainable social enterprise businesses and offering instruction about health, nutrition, and horticulture through Ploughshares Nursery, and the APC farm. APC also operates a robust after school academic and life skills program for children and youth.
Building Futures For Women and Children (BFWC)- a nonprofit organization founded in 1988, with programs throughout Alameda County, providing resources, program and services to help residents build futures free from homelessness and family violence. Their program includes permanent supportive housing at Bessie Coleman Court operated by APC.
Operation Dignity - a nonprofit organization founded in 1993, assists homeless veterans and their families by providing emergency, transitional, and permanent housing for veterans in Alameda County. They offer comprehensive support services, nutritious meals and a strong peer community. Their goal is to help veterans rediscover hope and provide the tools needed to live a self-sufficient and stable life.
The proposed RESHAP development:
• Consolidates the existing leased campus that currently stretches over 32 acres to a 9.7-acre site (Exhibit 1), allowing the Collaborating Partners to own their own property and develop a state-of-the art campus that meets the needs of their community.
• Opens up the adjacent 22-acre property for private development, under the discretion of the City Council, to help fund the infrastructure for both the Collaborating Partner’s site and new market rate housing development, consistent with the Main Street Neighborhood Plan (Main Street Plan) and the City’s General Plan housing cap.
• Replaces 200 units of deteriorating 70-year old Navy housing with new sustainable and functionally designed units with supportive services interwoven into the community.
• Constructs 67 new units, in addition to the new 200 replacement units, to meet the existing space needs of the formerly homeless families and veterans and serves as the very-low and low-income requirements under the Renewed Housing Settlement Agreement for the new adjacent market rate development.
• Constructs 40,000 square feet of community-serving programming and office space.
• Potentially provides a replacement location for Midway Shelter for Building Futures with up to fifty-four (54) emergency beds.
The RESHAP development is the culmination of an extensive community planning and public review process that began in 2015. The major milestones during this extensive community effort include:
• In the summer and fall of 2015, the Collaborating Partners and Mid-Pen Housing Corporation (Mid-Pen), a Bay Area-based nonprofit affordable housing developer selected to assist them in constructing new facilities, held a series of intensive community outreach meetings, focus groups and design input meetings with residents on their preferred housing types and ideas for the neighborhood design. The outcome of this engagement was selection of a preferred location for their future campus, a 9.7-acre parcel bounded by West, Main Street, Orion Way and a to-be-named street north of West Tower Avenue.
• December 15, 2015: City Council unanimously approved an Exclusive Negotiation Agreement (ENA) with the Collaborating Partners and MidPen Housing to relocate and reconstruct new facilities to support the long-term needs of their communities.
• December 5, 2016: City Council unanimously approved a First Amendment ENA to extend the term for completion of the Main Street Neighborhood Specific Plan (Main Street Plan) and to complete negotiations on a DDA and finalize their Development Plan based on the development standards and guidelines in the Main Street Plan.
• March 21, 2017: City Council held a public hearing and unanimously approved the Main Street Plan that included the preferred location for RESHAP, as well as a phasing plan for new market rate units to fund the infrastructure needs of the RESHAP project. The Main Street Plan is available here <https://alamedaca.gov/alameda-point/final-planning-documents>.
• April 4, 2017: City Council approved an Implementation Term Sheet with the Collaborating Partners and MidPen Housing, outlining the essential business terms, framework, milestones and timeframe for the transfer and development of the property, which included a term related to the City’s obligations to make progress on the adjacent market rate development to fund infrastructure for RESHAP.
• April 24, 2017: Planning Board held a Study Session to review the RESHAP preliminary site plan and provided comments and direction.
• September, 25, 2017: Planning Board unanimously adopted a resolution approving the RESHAP Development Plan and Density Bonus Waiver (Exhibit 2).
• March 26, 2018: Planning Board unanimously approved a recommendation to City Council to approve a Development Agreement which vests the RESHAP Development Plan and future project approvals for the term of the DDA.
The City, MidPen and the Collaborating Partners have negotiated the DDA, DA and other related documents over the last several months and believe they collectively represent a positive path forward for rebuilding the supportive housing community in the Main Street Area.
DISCUSSION
The RESHAP Development Plan (Exhibit 3) represents a well-thought out plan for a state-of-the-art campus that meets the needs of the formerly homeless community and attractively integrates into the rest of the surrounding neighborhoods envisioned in the Main Street Plan. The following provides a detailed summary of the components of the RESHAP Project:
RESHAP Project:
• Consolidation of the existing 200 housing units and administrative offices currently located in existing Navy buildings on the 32-acre leasehold into a new affordable cohesive, high quality, supportive housing campus on a 9.7-acre campus;
• Two-hundred (200) replacement residential units in newly constructed buildings replacing the 200 units currently located in the old Navy buildings;
• Sixty-seven (67) new residential units in newly constructed buildings integrated with the new 200 replacement units;
• Approximately 40,000 square feet of community-serving commercial spaces; and
• Approximately 20,000 square feet of interior parks, walking paths and play areas and a centrally located space for community programming.
Implementation of the Project will occur in up to four (4) separate phases, illustrated in the attached Phasing Plan (Exhibit 4) and summarized below:
|
Project Phase |
Approx. acreage |
Proposed Use/Building Type |
Building Square Footage, Units, or Acres/Parking Spaces |
Number of Stories |
|
RESHAP Phase 1 |
+/- 3 |
Residential/Townhomes/Apartments |
Townhomes: +/- 19 units Apartments: +/- 76 units up to 93 on-street spaces |
2-story 3 story |
|
RESHAP Phase 2 |
+/- 1.5 |
Residential/Apartments/ |
Apartments: +/53 units up to 52 spaces |
3-story |
|
RESHAP Phase 3 |
+/- 1.5 |
Residential/Apartments |
Apartments -73 units, up to 52 spaces |
3-story |
|
RESHAP Phase 4 |
+/- 3 |
Residential/Mixed Use |
Townhomes over retail: +/- 46 units, 40,000 sf community-serving commercial 10,000sf community space/barn, up to 25 spaces |
2-story |
Disposition and Development Agreement (DDA)
Staff, MidPen and the Collaborating Partners have negotiated the terms of the DDA (Exhibit 5) over the last several months. Below is a summary of the major terms of the DDA.
• Term: Ten (10) years with up to five (5) one-year extensions possible with demonstrated progress toward completion of vertical improvements. During the term, the Collaborating Partners and the City will be required to perform certain tasks and fulfill certain obligations. Major milestone dates include: 1) Outside phase closing dates; 2) commencement and completion of relocation of residents of the existing buildings; and 3) commencement and completion of construction of each phase.
• Developer Entities: Limited partnership formed by MidPen and each of the Collaborating Partners in which the managing general partner is a limited liability company in which MidPen (or an affiliate) has a controlling interest as member/manager and one or more of the Collaborating Partners has an interest as member/manager. The limited partnership is referred to in the DDA as “Developer Affiliate”.
• Developer Financing: The Developer shall have obtained binding commitments for the necessary financing for the applicable phase and construction financing is prepared to close simultaneously with the closing of the City transfer property.
• Land Conveyance: The City will convey to the Developer Affiliate of each phase the Property improved with the Backbone Infrastructure in exchange for the Collaborating Partners terminating the existing leases, relocating at their own cost the current occupants and removing any encumbrance on the property.
• Release of Existing Leases and Relocation of Residents: Each of the Collaborating Partners is obligated to release its existing lease and relocate any residents residing on the premises within the time set forth in the Milestone Schedule.
• Replacement Units: Replacement of 200 existing affordable housing units with 200 newly constructed supportive affordable housing (Replacement Units) is consistent with the goals of the Base Closure Community Redevelopment and Homeless Assistance Act and the terms of the existing leases related to the provision of affordable housing meeting the needs of the homeless.
• New Units: The additional 67 affordable housing units (New Units), are being constructed to meet the affordable housing obligations for the developers of the adjacent property (Market Rate Developer), who will be required to pay for installing the Backbone Infrastructure, as discussed further below. The New Units will serve as the inclusionary housing units required for the adjacent development under the City’s Inclusionary Housing Ordinance and in compliance with the Renewed Hope Settlement Agreement that requires 16% of all market rate units to be affordable to the very low- and low-income households.
• Backbone Infrastructure: As a condition to conveyance of the property, backbone infrastructure and site improvements must be constructed by the adjacent market rate developer, consisting of demolition, geotechnical mitigation, rough grading, certified building pads, construction of backbone streets and utilities consistent with the Master Infrastructure Plan.
The City will use commercially reasonable efforts to cause the Backbone Infrastructure to be completed by releasing a Request for Qualifications (RFQ) for developers of the adjacent 22-acre portion of the Main Street Neighborhood which will include requirements to construct the Backbone Infrastructure for the RESHAP project and for the market rate development. The City has no obligation to construct or finance the infrastructure if a Market Rate Developer is not identified. Staff anticipates bringing the above referenced RFQ for Developer for the 22-acre adjacent parcel in July for approval by the City Council.
• Affordable Housing Requirements: The RESHAP property is subject to the requirements under the Renewed Hope Settlement Agreement, the Inclusionary Housing Ordinance, and Density Bonus Regulations. A Regulatory Agreement restricting each phase to Very Low and Low-income will also be recorded against each phase of the RESHAP project at the time of conveyance.
Development Agreement
On March 26, 2018, the Planning Board adopted a resolution recommending approval of a DA between the City and MidPen and the Collaborating Partners that vests the project approvals for a period of 10 years (with potential extensions) so there is certainty for the community and the developer that the project can be financed and constructed in phases over the 10-year term. The DA (Exhibit 6) establishes which capital facilities or impact fees (e.g., sewer connection, construction improvement tax) apply to the development of RESHAP and freezes the amount of these impact fees with an allowance for inflation. The following impact fees required in the Alameda Municipal Code will be waived or credited for RESHAP as explained below:
• Alameda Point Development Impact Fees (AMC Section 27) will be waived if the adjacent market rate developer constructs the Backbone Infrastructure.
• The Non-Residential Affordable Housing Fees (AMC Section 27) will be waived or credited for the construction of 267 on-site affordable housing units.
• The Public Art requirement (AMC Section 30.98). The applicable Developer Affiliate of each phase will receive a credit or waiver for the construction of 267 on-site affordable housing units.
Based on the benefits of the proposed development to the formerly homeless population, to the redevelopment of Alameda Point and to the greater Alameda community, staff is recommending that the City Council approve the RESHAP Project by approving the following documents:
1. First Reading of a Draft Ordinance Approving the Disposition and Development Agreement and Related Documents. The DDA outlines the terms for the property conveyance and development obligations over a 10-year term (Exhibit 5). Exhibit 6 demonstrates that the City is obtaining a fair reuse value for the RESHAP Property. Other important related transaction documents that are attached to the DDA for approval include:
a. A Phasing Plan for the phasing of development;
b. The package and phasing of infrastructure consistent with the Master Infrastructure Plan;
c. A Mitigation Monitoring and Reporting Program (MMRP) specifically tailored to the South of West Midway development consistent with the MMRP approved on February 4, 2014 by the City Council as part of the certification of the Alameda Point Final FEIR in compliance with the California Environmental Quality Act (CEQA);
d. A Milestone Schedule outlining key performance milestones for completing development of the Site A development;
e. The Transportation Demand Management (TDM) Compliance Strategy;
f. City Regulatory Agreement to enforce the affordable housing income restrictions;
g. Release and Termination of Lease; and
2. First Reading of an Ordinance Approving the Draft Development Agreement. An ordinance approving the DA that vests RESHAP’s Development Plan and future project approvals for the term of the DDA. The DA is attached as Exhibit 6.
Next steps
Upon approval of the DDA and DA, staff will prepare a Developer RFQ for the property adjacent to RESHAP for Council approval. If approved, staff will issue the RFQ and begin a selection process that will include review of proposals by staff and stakeholders and a community review process prior to final selection by the Council
FINANCIAL IMPACT
The proposed RESHAP development is primarily a replacement of the two hundred (200) existing housing units and does not add any additional financial impacts and therefore is not subject to the fiscal neutrality policy for Alameda Point. Any financial impacts associated with the addition of sixty-seven (67) units will be attributed to the developer of the adjacent property upon application of building permits and included in the Special Tax burden related to municipal services for the market rate development.
MUNICIPAL CODE/POLICY DOCUMENT CROSS REFERENCE
These actions are consistent with the approved General Plan, Zoning Ordinance, Main Street Plan, MIP, and approved RESHAP Development Plan.
ENVIRONMENTAL REVIEW
On February 4, 2014, the City of Alameda certified the Alameda Point FEIR in compliance with CEQA. The FEIR evaluated the environmental impacts of redevelopment and reuse of the lands at Alameda Point. Consistent with the February 2014 action, on September 25, 2017, the Planning Board approved a resolution containing conditions of approval that require that the RESHAP development comply with, and implement, all the relevant mitigations measures adopted by the City Council in February 2014. The DDA also includes the MMRP as an exhibit and requires compliance with all of the relevant mitigation measures.
Under Public Resources Code Section 21083.3 and Section 15183 of the CEQA Guidelines, where a project is consistent with the development density established by existing zoning, a community plan, or a general plan for which an EIR was certified, additional environmental review is not required. The density and land uses of the proposed RESHAP development are consistent with the Main Street Plan and Alameda Point Zoning District. As documented in the environmental compliance checklist (Exhibit 9), RESHAP would not result in significant impacts that: (1) are peculiar to the project or project site; (2) were not already identified as significant effects, cumulative effects, or off-site effects in the FEIR; or (3) were previously identified as significant effects, but are determined to be substantially more severe than discussed in the EIR. Thus, the streamlining provision of Public Resources Code Section 21083.3 and Section 15183 of the CEQA Guidelines apply and no further environmental review is necessary.
RECOMMENDATION
1. Introduce an Ordinance Approving a Disposition and Development Agreement (and Related Documents) between the City of Alameda and MidPen Housing Corporation. Alameda Point Collaborative, Building Futures with Women and Children and Operation Dignity; and
2. Introduce an Ordinance Approving a Development Agreement between the City of Alameda and MidPen Housing Corporation. Alameda Point Collaborative, Building Futures with Women and Children and Operation Dignity
Respectfully submitted,
Jennifer Ott, Director, Base Reuse and Transportation Planning Director
By:
Michelle Giles, Redevelopment Project Manager
Financial Impact section reviewed,
Edwin Gato, Acting Finance Director
Exhibits:
1. Map of Existing and Proposed Supportive Housing Sites
2. Resolution Approving RESHAP Development Plan and Density Bonus Waiver
3. RESHAP Development Plan (attached as Exhibit H of the DDA and Exhibit B of the DA)
4. RESHAP Phasing Plan
5. Disposition and Development Agreement
6. Summary Report for an Agreement to the Sell the RESHAP Parcel
7. Development Agreement
8. Environmental Compliance Checklist (attached as Exhibit E of the DDA)