Excerpt:

Exhibits:

1. Summary of Progress Made on Site A Project since Execution of the DDA in June 16, 2015

2. Alameda Point Partners’ Response to City’s Notice of Default, dated April 12, 2017

3. Draft Site A Development Plan Amendment

4. Planning Board Resolution Amending the Site A Development Plan

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Summary of Development Plan and DDA Amendments

Amount of Development. The amendments do not propose any change to the overall amount of development and amenities included in the Site A Project, which will still include 800 housing units (200 affordable), 600,000 square feet of commercial development, and approximately 15 acres of publicly accessible parks and open space.

Transportation Services and Improvements. The amendments do not propose any change to the amount or timing of the transportation services and improvements proposed as part of the Site A Project. As a result, if APP closes on the Phase 1 Property, APP will continue to provide the City with $10 million for construction of the Seaplane Lagoon Ferry Terminal, which completes the capital funding for the terminal with the $8.2 million grant the City recently received from the Alameda County Transportation Commission. Construction could commence as early as 2018 and operations as early as 2019. Additionally, there is no change in the projected amount of approximately $600,000 per year in special tax revenue from the Site A Project to support transportation services, such as 15-minute bus service in the peak hours.

Phasing Plan. The amendments do propose a change to the phasing of the Site A Project by switching Phases 2 and 3 so that the land south of West Atlantic Avenue that the City does not currently own and contains environmental restrictions on ground floor residential use becomes Phase 3 and the land north of Phase 1 that the City does currently own becomes Phase 2, as depicted on Exhibit 3. This change allows APP to accelerate a Phase 2 development so that they do not have to wait for the Navy to transfer the land to the City and they are able to spread the cost of the Phase 1 infrastructure over a larger development program, which helps improve the feasibility of the Site A Project. All of the Phase 3 streets and parks would be moved to Phase 2 and all of the Phase 2 streets and parks would be moved to Phase 3, as presented on Exhibit 3. Completion of Phase 2 infrastructure would be accelerated by nearly four years.

Relocation of Housing Units. The amendments propose a relocation of the housing units currently planned for Blocks 1a, 1b and 3 on land south of West Atlantic Avenue with ground floor environmental restrictions primarily to Block 15; and a relocation of approximately 160,000 square feet of commercial space from Block 15 to Blocks 1a, 1b, and 3, as shown on Exhibit 3. This relocation moves housing units off of land with environmental restrictions onto land that the City currently owns with no ground floor environmental restrictions so that the revised Phase 2 can be accelerated, which improves the feasibility of the Site A Project.

Moderate Income Housing Units. The amendments propose to move 70 of the 72 moderate income units will be moved to Block 15 in Phase 2, as shown on Exhibit 3. Two of the moderate income units are planned for Block 8 in Phase 1, along with all of the 128 very-low and low-income affordable units. The current Site A Development Plan allows the moderate income units to be interspersed among blocks in both Phases 1 and 2 without assigning a specific number of moderate units to particular blocks, including Blocks 1, 3, 6, 7, 9 or 11. The DDA allows APP to assign the moderate units to specific blocks prior to the sale of the first parcel to a vertical developer. APP now contemplates constructing a 70-unit housing project on Block 15 in Phase 2 in partnership with the Alameda Unified School District (AUSD) targeted towards AUSD employees (i.e., teachers and maintenance and service staff) that meet moderate income affordability requirements (AUSD Project). AUSD recently issued a Request for Proposals from developers for employee housing, which APP submitted a response to for Block 15 in Site A. The AUSD Project also improves the feasibility of the Site A Project by leveraging public financing mechanisms through AUSD to help pay for the moderate units without any financial impact to AUSD, which increases the land value associated with Blocks 9 and 11 that are no longer responsible for supporting moderate income units.

Timing of Sports Complex Payment. The proposed amendments do include a change to the timing for the $5 million Sports Complex payment. The Phase 1 project is not feasible with the full $5 million payment for the Sports Complex currently required by the DDA to be fully paid by the Phase 1 Closing Date. As a result, APP proposes to pay $1 million of the Sports Complex Payment in Phase 1 and the remaining $4 million by the outside closing date for Phase 3, which is currently projected for March 2023 in the DDA. As the Recreation and Park Director is planning and constructing 35 acres of new parks and open space elsewhere in the City, there is not an immediate need for the $4 million payment for construction of an initial phase of the Sports Complex, and the $1 million is sufficient to start any planning and design process for the Sports Complex in the next several years.