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Staff Report 2309-2043
8.Direction to Pursue Development of New Parking and Refined Proposals for Housing in the University Avenue Downtown and Development Goals for Housing Investment. CEQA Status – Not a Project. Public Comments, Presentation 1 0 4 4 1 0 4 4 CITY COUNCIL STAFF REPORT From: City Manager Report Type: Action Lead Department: Administrative Services Meeting Date: December 11, 2023 Report # 2309-2043 TITLE Direction to Pursue Development of New Parking and Refined Proposals for Housing in the University Avenue Downtown and Development Goals for Housing Investment. CEQA Status – Not a Project. RECOMMENDATION Staff recommends that the City Council direct staff to: 1. Resume work on a new parking structure in the downtown core on a City surface parking lot (previously designed for on Hamilton / Waverley Lot D at 375 Hamilton Avenue) and 2. Pursue refined proposals for potential housing development on City surface parking lot on Lytton / Kipling Lot T at 450 Lytton Avenue with direction on key development goals such as, a. 100% affordable housing or alternative such as workforce housing b. Height allowance and/or density c. Parking availability on site for housing. EXECUTIVE SUMMARY At the direction of the City Council, staff issued a request for information for the development of affordable or workforce housing and new parking in the University Downtown Core and received two submittals from affordable housing developers. Proposals outlined concepts for housing on the City’s downtown surface parking lots. Staff seeks Council direction on next steps to further pursue both new parking and housing development in the University Avenue downtown core based on these responses including 1) direction to resume pursuit of new parking facility (previously designed for Lot D at Hamilton and Waverly) and 2) to seek further information and refinement on a housing development with guidance on development goals with a recommendation to pursue this further work first on Lot T at Lytton and Kipling. The resumption of pursuit of new parking facility is in alignment with the Council objective ”f” under the Council 2023 priority, Economic Recovery and Business Transition, evaluate 1 0 4 4 1 0 4 4 opportunities for new parking facilities in the University Avenue downtown and direct next steps. BACKGROUND Lots Address Approximate Lot Area (Sq. Ft.) Number of Stalls 1 However the Council declined to approve a contract for final design and instead directed staff to suspend work on the Downtown Garage Project and return to the Policy and Services Committee with a broader parking management strategy and options to address downtown parking needs. The Downtown Parking Garage Project has been paused since that time and a placeholder remains in the City’s five-year Capital Improvement Program pending further action. 2, the Council voted 6 – 1 to direct staff to: 1 https://www.cityofpaloalto.org/Departments/Public-Works/Engineering-Services/Engineering- Projects/Downtown-Parking-Garage-Project 2 See Item 10 (ID # 13633) starting on Packet Page 285 of the 12/6/2021 City Council Meeting Packet: https://www.cityofpaloalto.org/files/assets/public/v/8/agendas-minutes-reports/agendas-minutes/city-council- agendas-minutes/2021/12-december/20211206/20211206pccsm-amended-linked.pdf 1 0 4 4 1 0 4 4 A. Initiate a RFI to examine feasibility of partnering with a private entity (for-profit or non- profit) on development of new parking using Downtown In-Lieu Parking Fees, in conjunction with housing or other uses, including the use of City surface lots or privately held parcels; and B. Council supports a preference for pursuing affordable housing as the preferred housing component, a preference for lot D as the preferred location, and limits the use of general funds to subsidize parking construction. On December 28, 2022, the City released an RFI for Downtown New Parking & Housing or Other Uses3 with a due date of March 7, 2023. The City received responses from Alta Housing (Attachment A) and MidPen Housing (Attachment B). In May 2023, each firm presented and discussed their submittals to the City’s project team, consisting of staff from Administrative Services – Real Estate Division, Planning, Public Works, Transportation, and the Office of the City Attorney. Both submittals suggest that it may be feasible to partner with a developer to construct new parking and affordable housing on the City-owned downtown surface parking lots. Housing Element Program 1.4 City-Owned Land Lots Program 1.4 of the City’s Housing Element, as revised and adopted in November 2022 and May 2023, identifies City-owned lots in the University Avenue Downtown Area as potential sites for affordable housing development. The Implementing Objective A states that projects on City- owned surface parking lots shall provide 100% affordable housing, capped at 80% AMI, or for workforce housing for City and PAUSD employees.4 Alta Housing Submittal Summary Alta Housing is a 501c3 nonprofit organization based in Palo Alto and was incorporated in California in 1970. They are focused exclusively on providing affordable housing and resident services in Santa Clara and San Mateo counties. Recent examples of 100% affordable housing projects completed by the firm include: 1. Luna Vista: 71 units (70 studios and 1 two-bedroom unit) with 32 automobile parking spaces situated on a 0.61-acre site in downtown Mountain View completed in November 2021 2. Fair Oaks Commons: 67 units (61 studios, 5 one-bedroom units, and 1 two-bedroom unit) with 50 automobile parking spaces developed on 0.59 acres in the North Fair Oaks neighborhood of Redwood City in November 2020 3. Wilton Court: 59 units (55 studios and 4 one-bedroom units) with 41 automobile parking spaces constructed on 0.46 acres in Palo Alto’s Ventura neighborhood in October 2022. 3 https://pbsystem.planetbids.com/portal/25569/bo/bo-detail/100949 4 See motion passed on Page 3: https://recordsportal.paloalto.gov/Weblink/DocView.aspx? id=42953&dbid=0&repo=PaloAlto 1 0 4 4 1 0 4 4 Alta Housing’s response identified Lots A, C, and T for 206 affordable housing units. The residential units could serve families between 30% and 60% AMI (area median income), seniors, and City or Palo Alto Unified School District employees (workforce housing). Various onsite amenities include community rooms and kitchens, laundry room, bike parking, and outdoor recreation areas. Residential site selection considered integrating Alta Housing’s Barker Hotel and proximity to the Avenidas Senior Center. The proposed projects would rise five stories over a one level podium with the roof line reaching 60 feet and the top of the parapet extending 70 feet. Residential buildings would range from approximately 56,050 to 76,397 square feet. 1 0 4 4 1 0 4 4 The majority of the new homes would serve families with 30% to 80% AMI. An example of a project would be to resume the City’s previous proposal to replace the existing 84 parking spaces in Lot D with a new 324 stall parking structure and then develop Lots G, N, and T for affordable housing, resulting in a parking surplus of 25 stalls. MidPen’s proposed housing projects would stay under the City’s 50-foot height allowance at four stories tall. This is intended to mainly leverage the Low-Income Housing Tax Credit (LIHTC) program. Details on the approximate financial implications can be found below in the Resource Impact Section. ANALYSIS 1 0 4 4 1 0 4 4 Second, the COVID-19 pandemic has obscured the parking supply and demand scenario downtown. The table below is provided by the City’s Office of Transportation and shows the parking supply and demand as of October 5, 2023 for the City’s downtown surface and garage parking facilities. In October 2019, the City's Office of Transportation conducted occupancy counts, and we have now compared those findings to our recent data from 2023. At noon in 2019, 92% of permit parking spaces in the Downtown Garages and Lots were occupied, while in 2023, only 45% were occupied. However, by 3 pm, both 2019 and 2023 showed similar occupancy rates for permit spaces. This is because these garages offer three hours of free parking, and after 5 pm, there is no parking enforcement, making these spaces free and accessible to all. This data along with historic data show that demand for parking in the downtown has increased since the COVID-19 pandemic, although demand is still below pre-pandemic levels. Even though there is arguably adequate parking supply to serve the current demand and there are alternative solutions to relieve parking congestion, building additional parking spaces may be warranted to serve future development (commercial and residential) in downtown, particularly in light of AB 2097. The planned University Streetscape Project could also likely result in a decrease to the downtown street parking supply. In addition to considering the construction of new parking facilities, it remains important to explore policy measures that can optimize the use of existing parking spaces. Implementing strategic parking policies can direct vehicles to the most appropriate parking locations based on their duration of stay. For instance, encouraging longer-term parking to occur in off-street garages could help in reserving valuable on-street parking for customers and visitors making shorter trips. This approach not only maximizes the efficiency of parking infrastructure but also aligns with broader urban mobility and sustainability goals. As we deliberate on the addition of new parking spaces, a parallel review of parking policies could be instrumental in ensuring a holistic and effective parking management strategy for downtown. I N S T P D T P D T P D A E 6 6 2 3 6 B R 1 3 5 3 C R 5 3 7 3 6 5 C C 7 3 2 6 2 1 1 5 4 3 D H 8 6 5 7 E G 3 1 1 1 1 1 1 F F 4 2 2 2 G G 5 2 2 2 2 8 8 H C 9 6 5 5 K L 9 1 1 1 1 9 7 N E 4 4 1 4 4 O E 7 6 2 5 7 P H 5 4 3 4 Q H 1 7 7 5 5 2 2 R H 2 2 1 4 1 9 7 1 3 S B 6 3 1 1 3 1 5 2 4 6 T L 5 1 9 2 9 1 4 W W 5 1 7 7 1 7 1 8 3 2 N 3 6 1 0 4 4 1 0 4 4 Third, potential future changes to the University Avenue Streetscape provide an additional wrinkle to consider as that project will affect both the number and availability of on-street parking spaces. Summary of RFI Responses ALTA HOUSING MIDPEN HOUSING Affordability 30% - 60%30% - 80% AMI Density 123 – 165 du/ac (family) 195 du/ac (senior) 93 – 112 du/ac (family) 131 – 197 du/ac (senior) Average Unit Size 535 – 780 square feet 825 square feet Building Height Up to 70 feet Under 50 feet Family Housing Unit Mix Studios: 5% - 7% (400 SF) 1 BR: 43% - 37% (550 SF) 2 BR/TH: 27% (825 – 1,100 SF) 3 BR: 25% - 29% (1,100 SF) 1 BR: 24% 2 BR: 25% minimum 3 BR: 25% minimum 1 0 4 4 1 0 4 4 ALTA HOUSING MIDPEN HOUSING Senior Housing Mix Studio: 12% (400 SF) 1 BR: 87% (550 SF) 2 BR: 1% (950 SF) Primarily 1 BR Since the RFI was issued, the City Council has significantly revised the City’s housing policies to encourage housing production through the Housing Element update and corresponding zoning code amendments. These revisions include substantial increases to building height limits (up to 85 feet) and floor area ratio (4.0:1) within the El Camino Real Focus Area. Staff anticipates additional housing policy updates when the Council considers a Downtown Housing Plan and comprehensive economic development strategies in both Downtown and California Avenue areas. And while formal policy discussions on those items are several months away, staff is seeking the Council’s input on its initial development goals. Based on this input, staff will request more refined proposals for a housing development. Housing Affordability: The initial proposals considered a range of income restricted units, including family, senior housing and supportive housing but all generally at 80% of the area medium income level. Council direction on the desired affordability level has an impact on funding and who the units would serve. For instance, adding workforce housing (greater than 120% AMI but less than 150% AMI) is not expected to qualify for tax credits potentially requiring greater City subsidy. Supportive housing for individuals with special needs may require on-site supportive care facilities or programing. Clarity from Council on housing populations served by this project would enable the prospective developers to provide more focused proposals. Housing Unit Mix and Size: Smaller units yield a greater housing density and may be appropriate in a downtown setting. However, the City also needs family-sized units of three or four bedrooms. Units of this size will result in fewer units but serves a need in Palo Alto. Staff requests Council’s direction on how best to balance these objectives. Building Height and Floor Area: The base height limit downtown is 50 feet and the highest achievable FAR is 3.0 using the City’s Housing Incentive Program, this program however, is not eligible for additional state density bonus incentives. While more study is expected on appropriate housing development standards through the Downtown Housing Plan effort, staff seeks Council’s input on increased height and FAR allowances. By way of reference, multi-family home builders tend to prefer seven or eight story buildings that extend 75 – 85 feet in height. This type of construction utilizes a two or three-story concrete podium structure with five stories of wood framed construction above. Adding height also adds costs especially for the podium construction so the respondents would need to consider associated cost implications. Staff is also sensitive to the concern that taller buildings in Palo Alto would result in privacy or shading impacts and may disrupt the suburban scale. Actual achievable FAR would depend on other building design features and components and may not be something that requires 1 0 4 4 1 0 4 4 specific guidance at this time if there is general support to increase FAR beyond the current, housing incentive program 3.0 standard. On-site Parking: The initial project concepts contemplate off-site parking for the new housing developments. However, on-site parking may be provided, albeit with at an increased cost and reduced density. In addition to new parking to be provided at a separate facility, understanding that recent state law allows developments within 0.5 miles of the transit center to be construct with any on-site parking, Council direction on whether to provide parking onsite for the housing development will better inform these refined proposals and assist in planning for the separate new parking discussed previously. Other Considerations. Staff welcomes additional feedback or expectations on other design components, such as: o Ground Floor Retail. There is no retail currently located at Lot T and the property is not located in the ground floor protection overlay. Staff does not recommend requiring ground floor retail. o Open Space. The affordable housing incentive program identifies a minimum of 50 square feet per unit of useable open space that can be achieved through balconies, terraces, at ground level, and rooftop gardens. o Transitional Height. Portions of Lot T are located within 150 of residential uses that may otherwise limit maximum achievable heights unless the Council were willing to consider adjustments to applicable standards. o Other Code Provisions. Development proposals may require other modifications or adjustments to base district zoning, staff will evaluate and identify these when a refined concept plan is presented to Council for consideration. FISCAL/RESOURCE IMPACT Request for Information Alta Housing and Mid Pen Housing Proposed Project Financials Based on project proformas provided by Alta Housing and MidPen Housing, their estimated average total cost is approximately $900,000 to $1,100,000 per housing unit. Similar to other affordable housing public-private partnership arrangements, there is expected to be a variety of funding and contribution from state and local agencies, as well as tax credits and loans. Financing is expected to significantly improve if the housing units are 60% AMI or lower. Conversely, financing the development of workforce housing would be more difficult and require significantly more financial support. Based on the responses, the City is expected to contribute the sites to the developer at a nominal cost via a long-term ground lease, and approximately $100,000 per housing unit to be developed and pay for the majority of the parking portion of the project. 1 0 4 4 1 0 4 4 New Parking Garage Financials 5, the estimated cost to construct the previously proposed 324- stall Lot D parking structure was approximately $30 million in March 2019. This includes four levels of above grade and one level of below grade parking, along with a 2,026 square foot retail unit. Using Engineering News-Record’s Construction Cost Index, the cost escalated to November 2023 would be roughly $36 million. Therefore, a rough order of magnitude cost estimate to develop a garage of similar size and footprint would be between $35 and $40 million. Construction costs of below grade parking are expected to be more expensive than above grade parking. Cost of constructing the parking component will likely be similar whether the City takes on the project or if it was built by a private firm, as prevailing wage is required and the permitting process will likely be the same, although private firms could potentially complete the project quicker as they usually have dedicated staff for these types of projects. Housing Projects Project Name Status Year # of Units Total Development Costs Cost Per Unit Parkmoor Community Apartments, San Jose Preconstruction Dec-23 81 $77,880,350 $961,486 Dry Creek Crossing, San Jose Preconstruction Dec-23 64 $61,630,513 $962,977 777 W San Carlos, San Jose Under construction Jul-23 154 $138,030,091 $896,299 5 https://www.cityofpaloalto.org/files/assets/public/v/1/agendas-minutes-reports/reports/city-manager-reports- cmrs/year-archive/2019/9263.pdf 1 0 4 4 1 0 4 4 Project Name Status Year # of Units Total Development Costs Cost Per Unit 1860 Alum Rock Multifamily, San Jose Under construction Jul-23 60 $58,879,963 $981,333 Tamien Station, San Jose Under construction Jul-23 135 $133,192,614 $986,612 The Charles (551 Keyes), San Jose Under construction Jul-23 99 $88,453,887 $893,474 797 Almaden, San Jose Preconstruction Jun-24 99 $110,380,539 $1,114,955 353 Main St., Redwood City Complete 2023 125 $87,500,000 $700,000 1304 El Camino Real, Redwood City Under construction 2022 38 $28,880,000 $760,000 3500 E. 12th Street, Oakland Complete 2023 181 $144,568,335 $798,720 Parking Projects Project Name Status Year Type Building Area in Sq. Ft. # of Parking Stalls Total Cost of Parking Cost per Stall 400 Middlefield Road, Redwood City CA Complete Sep-21 Below grade 345,100 1,022 $52,122,000 $51,000 2300 Airport Blvd, San Jose, CA 95110 Complete Jun-21 Above grade 341,600 1,156 $43,028,337 $37,222 Livermore Village Parking Garage Construction Under construction 2021 - 2023 Unlisted Unlisted 550 $38,781,564 $70,512 175 N I Street, Livermore, CA 94551 Under construction 2021 - 2023 Unlisted Unlisted 274 $13,500,000 $49,270 STAKEHOLDER ENGAGEMENT The RFI that was issued gives the City the latitude to work with the firms directly and dictate the desired development standards. Staff is seeking policy direction from the City Council so that staff can address what the process might be and what process changes might be need in order to arrive at those policy outcomes. Staff will conduct additional stakeholder engagement as the projects progress. ENVIRONMENTAL REVIEW Council action on this item is not a project as defined by the California Environmental Quality Act (CEQA) in that staff is seeking general policy direction for a future project. CEQA Guidelines Section 15378(b)(2). ATTACHMENTS Attachment A: Alta Housing RFI Response Attachment B: MidPen Housing RFI Response Attachment C: MidPen Presentation APPROVED BY: Kiely Nose, Administrative Services Director AL TAHOUSING MARCH 2023 REQUEST FOR — PALO ALTO TABLE OF CONTENTS SECTION ONE PROPOSER’S INFORMATIONFORM & COST PROPOSAL PAGE 03 SECTION TWO STATEMENT OF INTEREST SECTION THREE STATEMENT OF EXPERIENCE SECTION FOUR PROJECT CONCEPT SECTION FIVE PROJECT PROFORMA SECTION SIX PROJECT TEAM SECTION ONE PROPOSER’SINFORMATIONFORM AND COST 3 Attachment A Proposer’s Information Form PROPOSER (please type/ print): Name:___A__lt_a__H_o__u_s_i n_ _g___________________________________________ 3__4_6_0__W__e_s_t_B__a_y_s_h_o__re_ _R__o_a_d_,__S_u_i_te__1_0_ _4___________________Address: ____6_5_0_-_3_2__1_-9__7_0_9_______ Email: ___i n_f_o_@__a__lt_a_h_o_u__s_i n_g__.o_r_g________ Ava Kuo Senior Project ManagerContact Person: _______________________________________Title: _______________ eMail (Required ): ___a__k_u_o_@_ _a__lt_a_h_o_u_s_ _i n_g_._o_r_g________________________________ Telephone (Required ): ___6_5_0_ _- 4_ _1_6_-_4_3_4_0_________________ Proposer, if selected, intends to carry on the business as (check one): Individual Joint Venture Partnership x When incorporated?_ _1_9_7_0_________ ___C_A___________ When authorized to do business in California? __1_9_7_0__ Other (explain):____________________________________________________ ADDENDA To assure that all Proposers have received each addendum, check the appropriate box(s) below. Failure Addendum number(s) received: Or, _____ _____No Addendum/Addenda Were Received (check and initial). PROPOSER’S SIGNATURE x 1;x 2; x 3;4;5;6; No proposal shall be accepted which has not been signed in ink in the appropriate space below: By signing below, the submission of a proposal shall be deemed a representation and City of Palo Alto 1 5 6 SECTION TWO STATEMENT OFINTEREST 7 STATEMENT OF INTEREST Alta Housing (formerly Palo Alto Housing) is a community-based nonprofit organization located in Palo affordable housing and resident services in Santa Clara and affordable housing where Downtown Palo Alto is the hub of the community and is an ideal location for affordable housing with affordable housing. The City’s strategy of using City-owned parking affordable housing is laudable, and a vital technique public agencies can use to facilitate much- affordable housing. Alta’s response identifies three parking lots that are most feasible for affordable housing and pinpoints two lots where new parking structures can be built. Our preliminary affordable/workforce housing, replace the parking spaces lost through the redevelopment of the 3 housing sites, accommodate the residential This response is Alta’s assessment of the most feasible sites for affordable housing and parking. Clearly, benefit of the City’s input, advice, and guidance. We see the City’s role as critical nonprofit sectors. We would 8 SECTION THREE STATEMENT OFEXPERIENCE Alta Housing is a private, nonprofit organization that builds, develops, acquires, and affordable and mixed-use developments, and have the full financially secure, vibrant projects. We take pride in the high-quality, safe housing The following 3 project profiles are examples of recent Alta Housing developments similar in 9 PROPERTY PROFILE LUNA VISTA Mountain View Development Profile Development Type: New Construction Type: 4 Story Construction Type-IIIA above 1 story Type -1Developer / Owner: Alta Housing Site Size: 0.61 Acre City of Mountain View Reference: Vera Gil (former Project Manager - Affordable Housing at City of Mountain View), vera_gil@yahoo. com Property Management: PAHC Density: 117 dwelling units/acre Target Population: 30-70% AMI Unit Count: 71 Architect: Van Meter Williams Pollack LLP Contractor: Nibbi Brothers 10 DEVELOPMENT DESCRIPTION Luna Vista is a new construction 71-unit 100% affordable housing community located a few blocks north Households will be well served by the site’s proximity to amenities, transit, shopping. Adults with intellectual or developmental disabilities who are seeking an independent living environment PAHC Management & Services and Housing Choices are providing resident services which includes case The site is within walking distance of City Hall, the public library, parks, small grocery shops, the The project consists of 70 studio units for residents and 1 two-bedroom apartment for the on-site first floor effect A roof top deck on the sixth floor includes resident seating areas floors, giving residents DEVELOPMENT TIMELINE OCT 2017 JUNE 2020 NOV 2021 EARLY 2022 -- Site Acquisition Commenced Completed Construction Full Occupancy 11 PROPERTY FEATURES LUNA VISTA GRAND OPENING Mountain View Mayor Lucas RamirezCongresswoman Eshoo 12 PROPERTY AMENITIES Residential Amenities • On-Site Parking • Community Room • Laundry Room Environmental Features • LEED Platinum Certified • Rooftop PV Panels • EV Charging Stations • Community Learning • Computer Lab • Roof Deck TRANSPORTATION STRATEGIES Automobile: 32 Spaces Bicycle: 71 Spaces Bus: Santa Clara Valley Transportation Authority FUNDING SOURCES City of Mountain View $22.7 Million Wells Fargo Community Development 4% LIHTC $17.5 Million California Community Reinvestment Corporation TOTAL $49.4 MILLION UNIT MIX TYPE UNIT COUNT SQFT Studio 70 391-403 2 Bedroom Luna Vista’s Art work was designed by clients from the 13 PROPERTY PROFILE FAIR OAKSCOMMONS Redwood City Development Profile Development Type: New Unit Count: 67 ConstructionDeveloper / Owner: Alta Housing Construction Type: 3-story Type V Site Size: 0.59 Acre over Type IA podium garageProperty Management: John Stewart Company Density: 114 dwelling units/acre Target Population: 30-70% AMI Redwood City Reference: Alin Lancaster, ALancaster@ redwoodcity.orgArchitect: Dahlin Group 14 DEVELOPMENT DESCRIPTION Fair Oaks Commons is a 67-unit 100% affordable housing community that provides independent The North Fair Oaks neighborhood is heavily rent-burdened and this infill development was an affordable housing. To ff. This project was the first in San Mateo County to utilize SB 35 to streamline The property is centrally located on El Camino Real, 1/3 mile away from the Woodside Central Alta Housing has partnered with the local Veterans Affairs office and Mental Health Association The North Fair Oaks neighborhood underwent a phased rezoning to revitalize the community. Of the 67 total units at Fair Oaks Commons, 47 units are set-aside for extremely low-income FUNDING SOURCES Wells Fargo Community Development 9% LIHTC $27 Million $7.1 Million $6.8 Million Federal Home Loan Bank-SF TOTAL $41.9 MILLION UNIT MIX TYPE UNIT COUNT SQFT Studio 61 5 370-410 5751 Bedroom 794 15 PROPERTY AMENITIES Residential Amenities • Community Room • Laundry Room • Community Kitchen • Outdoor Exercise Equipment • Computer Lounge • Multiple Work / Study Lounges • Outdoor Electric BBQ Grill Environmental Features • LEED Platinum • Solar Photovoltaic Panels • Drought Tolerant Landscaping • Occupancy Sensors on All Common TRANSPORTATION STRATEGIES Automobile: 50 Spaces; 0.75 Parking Ratio Bicycle: 45 Spaces Bus: San Mateo County Transit District Train: Redwood City Caltrain Station is GreenTRIP Certified DEVELOPMENT TIMELINE MARCH 2021MAY 2016 FEB 2019 NOV 2020 ----Full OccupancySite Acquisition Commenced Completed Construction SITE PLAN - GROUND FLOOR SITE PLAN - SECOND FLOOR 17 PROPERTY PROFILE WILTONCOURT Palo Alto Development Profile Contractor: L&D Construction Unit Count: 59 Developer / Owner: Alta Housing Development Type: New Construction Site Size: 20,191 SF (0.46 acres) Density: 128 dwelling units/acre Target Population: 30-60% AMI Construction Type: 3-story Type VA garage and basement)Property Management: PAHC Architect: PYATOK architecture + urban design 18 DEVELOPMENT DESCRIPTION DEVELOPMENT TIMELINEWilton Court is a new construction, 59-unit, 100% affordable housing community located in Palo Alto’s Ventura neighborhood. Households are well served by the site’s proximity to amenities, transit, shopping, parks, and location first all-electric apartment building.2012-2013 - Site Acquisition Twenty-one (21) apartments are set aside for adults with non-profits, Housing Choices Coalition 2017 - Initial Study Session 2018 - Affordable Housing 2019 - Entitlements Approved PAHC Management & Services and Housing Choices management, activities to promote resident engagement, 2020 - Final Design Review ApprovalThe project consists of 55 studio and 4 one-bedroom NOV 2020 - Commenced NOV 2022 - Occupancy 19 RESIDENTIAL AMENITIES • On-site parking • Community room with kitchen • Laundry room • Activity room with computer lab • Podium deck with landscaping and social seating areas • Heating/air conditioning in common areas and units • Small lounge on fourth floor ENVIRONMENTAL FEATURES Meets California Green Building Code, Tier 2, and TRANSPORTATION STRATEGIES GreenPoint Rated Gold minimum anticipated Automobile: 41 spaces with 8 EV chargers for 16 spaces Bicycle: 70 spaces in secured room and 8 spaces on-street • 100% electric • Rooftop PV and Solar Hot Water panels • EV Charging on-site Bus: Santa Clara Valley Transportation Authority (VTA) bus • Drought tolerant landscaping Bio-retention stormwater management FUNDING SOURCES• Recycled water for landscape irrigation and irrigation metering • Large Oak tree saved on site Total Project Cost: $46.3 million • Low-flow and water-efficient plumbing fixtures • Energy efficient appliances Construction Financing: • $24 Million Wells Fargo Construction Loan • $20.5 Million City of Palo Alto Loan • $2.8 Million Santa Clara County Loan Permanent Funding: • Reduced cement content concrete Low VOC paints and finishes • Resilient and durable flooring throughout • $4.5 Million from Conventional Perm Loan- A Tranche (estimated) • $20 Million from City of Palo Alto • $2.8 Million From County of Santa Clara Supportive Housing Loan • $16.5 Million 4% tax credits 20 DESIGN NOTES Wilton Court is PYATOK’s third community built with Alta Housing in Palo Alto: the first being Oak Court, affordable housing serving families in downtown, completed in 2005, and Tree House Apartments, affordable studios on West Charleston Road, completed in 2011. Organized as a simple L-shape atop a garage, the building steps down toward the neighborhood and shapes a traffic and matching the pattern of neighborhood floor also contains a community kitchen, activity room, common offices. Secured bicycle parking is entered from El Camino Real as well The building’s simple massing is clad primarily with a terra cotta rain-screen in a stacked bond pattern, and two floor materials are a mix of board-formed concrete and a capless aluminum storefront offset mullions that bend away from the sidewalk to allow additional sidewalk landscaping. Residential Wilton Court’s interior design is built around a concept of dignity: wayfinding through subtle color and texture changes, consistency in locating commonly used resources and appliances, and ease of reaching and grasping FLUSH WALL CAP, PAINTED NEACERA TERRACOTTA TILE, STACKED BREAK METAL SUNSHADE, KYNAR SILVER SATIN FINISH PROJECTING ALUMINUM WALL STUCCO, PAINT COLOR STUCCO, PAINT COLOR VINYL WINDOWS,NEW CONCRETE SIDEWALK CAPLESS DARK BRONZE ALUMINUM STOREFRONT, OFFSET MULLIONS COLORED ALUMINUM PANEL BETWEEN WINDOWS, PAINTED CLAY POT (DE5174) VERTICAL BOARD- FORMED CONCRETE, CLEAR GRAFITTI COATING 22 SECTION FOUR PROJECT CONCEPT 23 DEVELOPMENT CONCEPT The Alta Housing team evaluated the 12 City-owned parcels identified in the RFI. We determined affordable housing from a financing and operational affordable units. More Developing these Downtown parking sites would be an exciting opportunity, since Alta Housing has an affordable communities. The RFI lists workforce housing for City or Palo Alto Unified School District (PAUSD) employees as a Below, we have also identified two City-owned parcels with the potential for new above-grade parking 24 LOT A - 431 EMERSON STREET The large and rectangular parking lot at the corner of Emerson Street and Lytton Avenue provides affordable housing. Providing affordable housing for young families in the benefit the Palo Alto Unified School District, which has seen its enrollment shrink Alta Housing is particularly interested in this site because we own and operate the adjacent property at benefit from shared community For this project, we envision an L-shaped, four story building with active frontages including townhomes roofline is at 60 feet and the top of the parapet efficient above grade parking structure, across the street at Lot O The building’s on-site amenities would include laundry facilities, a large community room with an ample offices for supportive services and property management and an at-grade 6000 benefit tremendously from having access to the On the ground level, along Emerson Avenue, there would be six two-bedroom townhomes with offices would be on the ground level on the Lytton side of the offices across the street. We propose to finance the development with a combination of City, County, State, and Low Income affordable rental homes for residents between 30% and affordability at 44% AMI. In Santa Clara County, a 4-person household at 30% We foresee the land being nominally ground leased (i.e., $1/year) for an extended period of 55 or more affordable lender and investor financing and obtaining entitlements would make us eligible for financing that would be crucial to applying for Tax Credits. The County, State, and Tax Credits financing timing risks. The lot is currently zoned 1. Palo Alto Housing Element, page xx.25 2. Avenidas 2022 Community Assessment Survey for Older Adults, page 8 Lot A 431 Emerson Street 1611 TELEGRAPH AVE. ALTA HOUSINGMass Floor Schedule25' - 0"6' - 0"25' - 0"137' - 0" Mass: Family LEVEL 1 Floor Area Utility 1117 SF WASTE Circulation Amenity LEVEL 2 485 SF Circulation 2525 SF 3BR 2BR LEVEL 3 275 SF Circulation 2525 SF 6' - 0" 22' - 0"22' - 0"33' - 0"44' - 0"10' - 0" LEVEL 4 275 SF Circulation 2525 SF STUDIO LEVEL 5 1BR 1BR 2BR 3BR 275 SF 2525 SF TOTAL: Total Unit Mix: JC IDF Total Units - 57 (750 gsf avg) Studios (400 SF)03 (05%) 2 BR TH (1,100 SF) 06 (11%)3BR 3BR 1BR 1BR 1BR 1BR 1BR 3 BR (1,100 SF)14 (25%) 25' - 0"26' - 0"22' - 0"22' - 0"22' - 0"22' - 0"22' - 0"22' - 0"10' - 0" Level 03-05 3/32" = 1'-0"3 ALLEY 193' - 0" 5' - 0"20' - 0"31' - 0"137' - 0" ELECT. RM WASTE STAMP: COURTYARD PLUMB. RMOFFICE 3D Axon East REVISION SCHEDULEE DATE BIKE RM 6' - 0"22' - 0"22' - 0"33' - 0"44' - 0"10' - 0" 1BR 1BR 2BR 3BRLAUNDRY MAIL 2 BR 2 BR 2 BR 2 BR 2 BR 2 BR JOB NUMBER:0000 COMMUNITY ROOM Author CheckerCHECKED BY: xx/xx/xxxx SCALE:As indicated TITLE: PALO ALTO LOT A 5' - 0"46' - 0"22' - 0"22' - 0"22' - 0"22' - 0"22' - 0"22' - 0"10' - 0"SHEET: LOT AEMERSON ST Level 01 3/32" = 1'-0" 3D Axon West W1 PRELIMINARY - Not for Construction ©2019 PYATOK ARCHITECTURE & URBAN DESIGN 26 LOT C - 264 LYTTON AVENUE Parking Lot C on Ramona Street would be an ideal location for creating vibrant, affordable senior benefit from being steps away from the flower Over the last ten years, Palo Alto’s senior population has grown by 19%1. Avenidas’ Bryant street location fitness and health programs to technology classes. It is In Avenidas’ 2022 Community Assessment Survey of Older Adults, participants rated the overall quality 2 Similar to Lot A, we would provide 40 reserved parking spaces in the new parking garage at Lot O. The Alta Housing proposed development would be a rectangular double loaded building with five stories. The ground level would be concrete, with four floors of Type V (wood frame) or five floors of Type III (fire-treated wood frame) over the podium. This 60,000 square foot building would be a welcoming home for seniors with 76 apartments including The ground floor design would support an active pedestrian experience with plentiful storefront offices, a large community room 27 Lot C 264 Lyton Avenue 1611 TELEGRAPH AVE. Site Area: +/-12,951 SF T. 510.465.7010 | F. 510.465.8575www.pyatok.com Alta Housing Sobrato Center for Mass Floor Schedule Mass: Type Floor Area LEVEL 1 3755 SF LEVEL 2 162 SF Circulation 1927 SF 10400 SF LEVEL 3 162 SF Circulation 1927 SF 10399 SF LEVEL 4 162 SF Circulation 1927 SF 10399 SF LEVEL 5 162 SF Circulation 1927 SF 10399 SF LEVEL 6 162 SF Circulation 1927 SF 8684 SF TOTAL:8' - 6"211' - 0" 26' - 0"17' - 6"26' - 0"26' - 0"26' - 0"26' - 0"10' - 0"27' - 6"Total Unit Mix: Total Units - 76 (535 gsf avg) STUDIO (400 SF)9 (11.8%) 66 (86.9%) (1.3%) 1 BR (550 SF) 1 S 1BR 2BR TOTAL 1BR S 1BR 1BR 1BR 1BR 1BR 1 BR 3D Axon East L1 0 5 0 5 E 13 15 (no unit L6)2BR MANAGERS' WASTE JC TOTAL 66 1BR 1BR 1BR 1BR S 1BR (no unit L6) 1BR (no unit L6) 9' - 0"26' - 0"28' - 6"147' - 6" STAMP: Level 02-06 3 = 1'-0"1/16" SENIOR CENTER REVISION SCHEDULE DATE 219' - 6" 104' - 0"8' - 6"43' - 6"62' - 0"1' - 6" MECH. / ELEC.COMMUNITY 1BR 1BR 1BR 1BR 1BR WASTE MAIL RESTROOMS LAUNDRYOFFICES LOBBY OFFICES BIKES MECH. / ELEC. 26' - 0" 1' - 6" &LOUNGE PORCH JOB NUMBER:0000 Author CheckerCHECKED BY: 8' - 6"17' - 6"26' - 0"63' - 6"26' - 0"50' - 6"xx/xx/xxxx 219' - 6"SCALE:As indicated Pal Alto Lot C - Seniors RAMONA ST SHEET: LOT CLevel 01 1/16" 3D Axon West1 = 1'-0" PRELIMINARY - Not for Constructio ©2019 PYATOK ARCHITECTURE & URBAN DESIGN 28 LOT T - 450 LYTTON AVENUE Lot T with its rectangular shape, size, and location on a corner lot is ideal for an affordable large family roofline would be at 60 feet and the top of the parapet would reach 70 feet. Our unit mix would include Because of its location in the Downtown, we propose walk-up townhome units along Kipling Street offices that face Lytton Avenue complement the commercial/office To minimize construction costs, the building would be at grade with no underground parking. Parking offsite in a highly efficient above grade parking structure. This would allow us to floor along both street frontages and interior at-grade residential courtyard. The building’s on-site amenities would include laundry facilities, a large community room with kitchen offices for supportive services and property management and an at-grade We intend to finance the development with a combination of City, County, State, and Low Income affordable rental homes for residents between 30% We foresee the land being nominally ground leased (i.e., $1/year) for an extended period of 55 or affordable lender financing and obtaining entitlements would make financing that would be crucial to applying for Tax Credits. The County, State, financing timing risks. The 29 Parcel T T.O. PARAPET 450 Lytton Avenue 1611 TELEGRAPH AVE. ROOF +60' - 0" LEVEL 6 Alta Housing GROSS BUILDING AREA (GSF)LEVEL 5 Name LEVEL 1 Floor Area Palo Alto, CA LEVEL 4 Amenity 2,947 SF 1,822 SF 600 SF 6,105 SF 1,575 SF 13,049 SF Circulation - Horiz. LEVEL 3 Service LEVEL 2 LEVEL 2 Circulation - Vertical 600 SF 8,580 SF 9,180 SF LEVEL 1 LEVEL 3 Amenity 200 SF 1,622 SF 600 SF 10,690 SF 280 SF 4 Circulation - Horiz.T0.01 WASTE Kipling Street (North) 41/16" = 1'-0" 44' - 0"22' - 0"22' - 0"22' - 0"22' - 0"22' - 0"10' - 0"4' - 0"Service 13,392 SF LEVEL 4 Amenity 200 SF 1,622 SF 600 SF 10,690 SF 280 SF Circulation - Horiz. 3BR 1BR 1BR 1BR 1BR S Service 13,392 SF LEVEL 5 Amenity 200 SF 1,622 SF 600 SF 10,690 SF 280 SF Circulation - Horiz. 3' - 0" 2 BR 3BR 1BR Service 3BR 13,392 SF MECH.LEVEL 6 200 SF 1,622 SF 600 SF 10,690 SF 280 SF 5' - 0"32' - 0"44' - 0" Service STAIR 13,392 SFLAUNDRYROOF3BR600 SF 600 SF 76,397 SFTotal Building Area: 1BR Open Space (Courtyard):4,400 GSF 25' - 0"6' - 0"25' - 0"UNIT MIX: Total Units - 73 (780 gsf average) 56' - 0"81' - 0"25' - 0"6' - 0"Studio (400 GSF)05 (07%) 3 BR (1,100 GSF) 21 (29%) UPPER FLOOR PLAN (L3-L5)21/16" = 1'-0" 4 T0.01 3D Axon - Courtyard 5 STAMP: 168' - 0" 22' - 0"22' - 0"22' - 0"22' - 0"22' - 0"22' - 0"22' - 0"10' - 0" 4' - 0" STUDIO (LEVEL 2) WASTE REVISION SCHEDULELOBBY 2BR 2BR 2BR 2BR 2BR DATE OFFICE 2BR 3BR 1BRMECH. OFFICE 3' - 0"3BR SERVICE /JOB NUMBER:0000 Author CheckerBIKESCHECKED BY: xx/xx/xxxx SCALE:1/16" = 1'-0" TITLE: 25' - 0"6' - 0"25' - 0"81' - 0"25' - 0"Parcel T Site Study 56' - 0"6' - 0" SHEET:T0.01 GROUND FLOOR PLAN (L1)3D VIEW 31 PRELIMINARY - Not for Construction1/16" = 1'-0" ©2019 PYATOK ARCHITECTURE & URBAN DESIGN 30 LOT O - 460 EMERSON STREET We chose this location to redevelop the current lot into a 6-story parking structure with approximately affordable LOT D - 375 HAMILTON The City has an existing set of plans for a parking structure on this lot. We would recommend that the affordable housing development on Lot T. The remaining 326 spaces would be The 606 spaces in Lots O and D would cover the removal of existing surface spaces in Lots A, C, T, O & PARKING STRUCTURE FINANCING We would start by having conversations with the City staff on how to best finance the parking structures, financing sources are suggestions. We anticipate the identified gap could be filled We have consulted Douglas Parking, which owns, manages, or leases approximately 150 parking facilities across the country serve a variety of uses, including mixed-use properties, hospitals, commercial offices, universities, and residential communities. Housing development on Lots A, C, and T would provide development in-lieu fees of $23.8 million Infill Infrastructure Grant funding from firm to work with, in applying for HCD IIG funding, and in figuring out the timing of affordable 31 SECTION FIVE PROJECT PROFORMA 32 LOT A - 431 EMERSON STREET Assumptions Number of Units: 57 Housing Type: Large family Parking: 100% offsite, 45 spaces in Lot O across the street (0.75 ratio + 2 staff spaces) Parking In-Lieu Fee: $5,193,180 which can be included in Lot O financing Interest Rate: 8.25% Tax-exempt construction loan 8.50% Taxable construction loan 7.25% Permanent loan Timing: 2 years for City to select developer and enter into an ENA 2 years for predevelopment Construction start Early 2027 Unit Mix Schedule UNIT %#GROSS UTILITY TOTAL NET ANNUAL RRH S8 PBV TOTAL MEDIAN UNITS RENTS ALLOWANCES MONTHLY RENT UNITS ELI ANNUAL INCOME RENT UNITS SUBSIDY Studio 30% 30% 30% 30% 60% 60% 60% 60% MNGR 2 13 8 885 948 36 0 849 20,376 141,180 103,680 104,160 20,808 266,832 186,228 183,888 0 2 8 3 - 0 5 5 5 - 0 95,160 2 bd 3 bd Studio 1 bd 1,138 1,314 1,770 1,896 2,275 2,628 0 1,080 1,240 1,734 1,853 2,217 2,554 0 114,180 7 155,640 1 0 12 7 --0 2 bd 3 bd 3 bd Total --0 6 --0 1 -- 57 1,027,152 15 15 364,980 Total Gross Rental Income from Units 1,392,132 Permanent Sources of Financing SOURCE AMOUNT PER UNIT INTEREST TERM Bank Loan Santa Clara County Funding Bay Area HFA 4,736,877 8,550,000 5,061,552 83,103 150,000 88,799 7.25%35 3% CA HCD Funding City of Palo Alto Funding Tax Credit Equity 10,000,000 6,000,000 23,539,580 57,888,009 175,439 105,263 412,975 1,015,579 4% 3% Total Sources 33 Development Budget USES AMOUNT PER UNIT Acquisition & Holding Cost 0 0 Hard Costs - 70% Construction Contract 36,837,824 646,278 Soft Costs - 30% Architecture & Engineering 2,373,472 41,640 Construction Loan Financing Permanent Loan Financing 81,632 1,432 Other Soft Costs 2,060,404 36,147 Total 57,888,009 1,015,579 Tax Credit Calculation Total Development Cost 57,888,009 x DDA/QCT Boost 130% Adjusted Eligible Basis Qualified Basis 63,966,250 x Tax Credit Rate Annual Tax Credits 2,558,650 25,586,500 23,539,580 Total Tax Credits (10 years) Total Tax Credit Equity 0.92 23,539,580 34 Cash Flow Projection ESCALATION YR 1 YR 2 YR 3 YR 4 YR 5 YR 6 YR 7 YR 8 YR 9 YR 10 YR 11 YR 12 YR 13 YR 14 YR 15 Rental Income from Rents 2.50%1,027,152 1,052,831 1,079,152 1,106,130 1,133784 1,162,128 1,191,181 1,220,961 1,251,485 1,282,772 1,314,841 1,347,712 1,381,405 1,415,940 1,451,339 Rental Subsidy 364,980 370,455 376,012 381,652 387,376 393,187 399,085 405,071 411,147 417,314 423,574 429,928 436,377 442,922 449,566 Less Vacancy (69,607) (71,164)(72,758) (74,389) (76,058) (77,766) (79,513) (81,302) (83,132) (85,004) (86,921) (88,882) (90,889) (92,943) (95,045) Effective Gross 1,322,525 1,352,121 1,382,405 1,413,393 1,445,102 1,477,550 1,510,753 1,544,731 1,579,501 1,615,082 1,651,495 1,688,758 1,726,893 1,765,920 1,805,860 Less Operating 3.50%(798,000) (825,930) (854,838) (884,757) (915,723) (947,774) (908,946) (1,015,279) (1,050,814)(1,087,592) (1,125,658) (1,165,056) (1,205,833) (1,248,037) (1,291,718) 434,376 434,407 434,052 433,287 432,090 430,437 428,302 425,660 422,483 418,742 Less Mandatory Net Operating Less Debt Service (373,153) (373,153) (373,153) (373,153) (373,153) (373,153) (373,153) (373,153) (373,153) (373,153) (373,153) (373,153) (373,153) (373,153) (373,153) Debt Service Coverage Ratio 1.15 1.15 1.16 1.16 1.16 1.16 1.16 1.16 1.16 1.16 1.15 1.15 1.14 1.13 1.12 Net Cash Flow 55,973 57,639 59,015 60,084 60,826 61,223 61,255 60,899 60,134 58,938 57,284 55,150 52,508 49,330 45,589 LP Asset Management Fee 3%(7,500)(7,725)(7,957)(8,195)(8,441)(8,865)(8,955)(9,224)(9,501)(9,786)(10,079) (10,382)(10,693)(11,014)(11,344) Partnership Management Fee (17,500) (18,025) (18,566)(19,123)(19,696) (20,287) (20,896) (21,523) (22,168) (22,834) (23,519) (24,224)(24,951) (25,699) (26,470) 32,688 32,242 31,403 30,152 28,465 26,318 23,687 20,544 16,864 12,617 7,774 Deferred Developer Fee 50%(15,486) (15,944) (16,246) (16,383) (16,344)(16,121)(15,702) (15,076) (14,233)(13,159)(11,843)(10,272)(8,432)(6,308)(3,887) Distribution to 35 LOT C - 264 LYTTON AVENUE Assumptions Number of Units: 76 Housing Type: Seniors Parking: 100% offsite, 40 spaces in Lot O 1 block away (0.5 ratio + 2 staff spaces) if residents can cut through mid-block financing Lot O garage will be under construction when Lot C begins and will residents a place to park Unit Mix Schedule UNIT %#GROSS UTILITY TOTAL NET ANNUAL RRH S8 PBV TOTAL MEDIAN UNITS RENTS ALLOWANCES MONTHLY RENT UNITS ELI ANNUAL INCOME RENT UNITS SUBSIDY Studio 30%9 10 0 885 948 1,770 1,896 0 36 0 849 905 1,734 1,853 0 91,692 108,600 0 -9 10 - 146,880 190,320 Studio 50%0 50%56 1 1,245,216 -0 2 bd MNGR - Total 76 1,445,508 19 337,200 Total Gross Rental Income from Units 1,782,708 Permanent Sources of Financing SOURCE AMOUNT PER UNIT INTEREST TERM Bank Loan 5,854,488 11,400,000 6,000,000 11,291,292 77,033 150,000 78,947 7.25%35 Santa Clara County Funding 3% 148,570 3% CA HCD Funding Total Sources 14,000,000 81,815,053 4% 437,754 1,076,514 36 Development Budget USES AMOUNT PER UNIT Acquisition & Holding Cost 0 0 Hard Costs - 70% Construction Contract 52,064,124 685,054 Soft Costs - 30% Architecture & Engineering 3,124,174 41,147 2,500 60,739 131,714 4,616,160 10,010,286Construction Loan Financing Permanent Loan Financing 108,843 1,432 Other Soft Costs 6,492,053 85,422 Total 81,815,053 1,076,514 Tax Credit Calculation Total Development Cost 81,815,053 69,542,795 x DDA/QCT Boost 130% Adjusted Eligible Basis Qualified Basis 90,405,633 x Tax Credit Rate Annual Tax Credits 3,616,225 36,162,253 33,269,273 Total Tax Credits (10 years) Total Tax Credit Equity 0.92 33,269,273 37 Cash Flow Projection ESCALATION YR 1 YR 2 YR 3 YR 4 YR 5 YR 6 YR 7 YR 8 YR 9 YR 10 YR 11 YR 12 YR 13 YR 14 YR 15 Rental Income from Rents 2.50%1,445,508 1,481,646 1,518,687 1,556,654 1,595,570 1,635,460 1,676,346 1,718,255 1,761,211 1,805,241 1,850,372 1,896,632 1,944,048 1,992,649 2,042,465 Rental Subsidy 337,200 342,258 347,392 352,603 357,892 363,260 368,709 374,240 379,853 385,551 391,334 397,204 403,162 409,210 415,348 Less Vacancy (89,135)(91,195) (93,304) (95,463)(97,673)(99,936) (102,253) (104,625) (107,053) (109,540) (112,085) (114,692)(117,361) (120,093) (122,891) Effective Gross 1,693,573 1,732,709 1,772,775 1,813,794 1,855,789 1,898,784 1,942,802 1,987,870 2,034,011 2,081,253 2,129,621 2,179,144 2,229,850 2,281,766 2,334,922 (1,064,000) (1,101,240) (1,139,783) (1,179,676) (1,220,964) (1,263,698) (1,307,928)(1,353,705)(1,401,085) (1,450,123) (1,500,877) (1,553,408) (1,607,777) (1,664,049) (1,722,291)Less Operating 3.50% Less Mandatory (99,200) (99,200) (99,200) (99,200) (99,200)(99,200) (99,200) (99,200) (99,200) (99,200) (99,200) (99,200) (99,200) (99,200) (99,200) Net Operating 535,886 535,675 534,965 533,726 531,930 529,544 526,537 522,872 518,516 513,431 Less Debt Service (461,194) (461,194) (461,194) (461,194) (461,194)(461,194) (461,194) (461,194) (461,194) (461,194) (461,194) (461,194) (461,194) (461,194) (461,194) Debt Service Coverage Ratio 1.15 1.15 1.16 1.16 1.16 1.16 1.16 1.16 1.16 1.15 1.15 1.14 1.13 1.12 1.11 Net Cash Flow 69,179 71,075 72,598 73,725 74,431 74,692 74,481 73,771 72,533 70,737 68,351 65,343 61,679 57,323 52,238 LP Asset Management Fee 3%(7,500)(7,725)(7,957)(8,195)(8,441)(8,695)(8,955)(9,224)(9,501)(9,786)(10,079)(10,382)(10,693)(11,014)(11,344) Partnership Management Fee (17,500)(18,025) (18,566)(19,123)(19,696)(20,287) (20,896) (21,523) (22,168) (22,834) (23,519)(24,224)(24,951) (25,699) (26,470) 45,710 44,630 43,024 40,864 38,117 34,753 26,035 20,610 14,423 Deferred Developer Fee 50%(22,090) (22,662) (23,038) (23,203)(23,147)(22,855)(22,315) (21,512) (20,432) (19,059) (17,376)(15,369)(13,017)(10,305)(7,212) Distribution to 38 LOT T - 450 LYTTON AVENUE Assumptions Number of Units: 73 Housing Type: Large Family Parking: 100% offsite, 58 spaces in Lot D 2 blocks away (0.75 ratio + 2 staff spaces) Parking In-Lieu Fee: $6,693,432 which can be included in Lot D financing Interest Rate: 8.25% Tax-exempt construction loan 8.50% Taxable construction loan 7.25% Permanent loan Timing: After Lot A is completed 3rd housing project, at 1 construction start per year Unit Mix Schedule UNIT %#GROSS UTILITY TOTAL NET ANNUAL RRH S8 PBV TOTAL MEDIAN UNITS RENTS ALLOWANCES MONTHLY RENT UNITS ELI ANNUAL INCOME RENT UNITS SUBSIDY Studio 30% 30% 30% 30% 60% 60% 60% 60% MNGR 3 14 11 885 948 36 0 849 30,564 152,040 142,560 148,800 41,616 3 14 2 0 - 0 0 9 10 - 0 0 2 bd 3 bd Studio 1 bd 1,138 1,314 1,770 1,896 2,275 2,628 0 1,080 1,240 1,734 1,853 2,217 2,554 0 205,524 10 311,280 0 13 289,068 --0 2 bd 3 bd 3 bd Total --0 10 --0 -- 73 1,350,564 19 19 516,804 Total Gross Rental Income from Units 1,867,368 Permanent Sources of Financing SOURCE AMOUNT PER UNIT INTEREST TERM Bank Loan 6,954,854 95,272 150,000 82,192 7.25%35 Santa Clara County Funding 10,950,000 3% 157,841 3% CA HCD Funding 14,000,000 33,873,373 83,300,641 4% Tax Credit Equity 464,019 1,141,105Total Sources 39 Development Budget USES AMOUNT PER UNIT Acquisition & Holding Cost 0 0 Hard Costs - 70% Construction Contract 53,009,499 726,158 Soft Costs - 30% Architecture & Engineering 3,173,970 43,479 6,693,432 Construction Loan Financing Permanent Loan Financing 104,546 1,432 Other Soft Costs 5,213,101 71,412 Total 83,300,641 1,0141,105 Tax Credit Calculation Total Development Cost 83,300,641 70,805,545 x DDA/QCT Boost 130% Adjusted Eligible Basis Qualified Basis 92,047,209 x Tax Credit Rate Annual Tax Credits 3,681,888 36,818,884 33,873,373 Total Tax Credits (10 years) Total Tax Credit Equity 0.92 33,873,373 40 Cash Flow Projection ESCALATION YR 1 YR 2 YR 3 YR 4 YR 5 YR 6 YR 7 YR 8 YR 9 YR 10 YR 11 YR 12 YR 13 YR 14 YR 15 Rental Income from Rents 2.50%1,350,564 1,384,328 1,418,936 1,454,410 1,490,770 1,528,039 1,566,240 1,605,396 1,645,531 1,686,669 1,728,836 1,772,057 1,816,358 1,861,767 1,908,312 Rental Subsidy 516,804 524,556 532,424 540,411 548,517 556,745 565,096 573,572 582,176 590,909 599,772 608,769 617,900 627,169 636,576 Less Vacancy (116,711)(119,305) (121,960) (124,676) (127,455) (130,299) (133,209) (136,816) (139,232) (142,349) (145,538) (148,802) (152,141) (155,559) (159,055) Effective Gross 1,750,658 1,789,579 1,829,401 1,870,144 1,911,831 1,954,485 1,998,128 2,042,783 2,088,475 2,135,229 2,183,070 2,232,024 2,282,118 2,333,378 2,385,832 (1,022,000) (1,057,770) (1,094,792) (1,133,110) (1,172,769) (1,213,815) (1,256,299) (1,300,269) (1,345,779) (1,392,881) (1,441,632) (1,492,089) (1,544,312) (1,598,363) (1,654,306)Less Operating 3.50% Less Mandatory (98,600) (98,600) (98,600) (98,600) (98,600) (98,600) (98,600)(98,600) (98,600) (98,600) (98,600) (98,600) (98,600) (98,600)(98,600) Net Operating 630,058 633,209 636,009 638,435 640,463 642,069 643,229 643,914 644,096 643,748 642,838 641,335 639,205 636,415 Less Debt Service (547,876) (547,876) (547,876) (547,876) (547,876) (547,876) (547,876) (547,876) (547,876) (547,876) (547,876) (547,876) (547,876) (547,876) (547,876) Debt Service Coverage Ratio 1.15 1.16 1.16 1.17 1.17 1.17 1.17 1.18 1.18 1.17 1.17 1.17 1.17 1.16 1.16 Net Cash Flow 82,181 85,333 88,133 90,558 92,587 94,193 95,353 96,037 96,220 95,872 94,962 93,459 91,329 88,538 85,050 LP Asset Management Fee 3%(7,500)(7,725)(7,957)(8,195)(8,441)(8,695)(8,955)(9,224)(9,501)(9,786)(10,079)(10,382)(10,693)(11,014)(11,344) Partnership Management Fee (17,500)(18,025) (18,566)(19,123)(19,696) (20,287) (20,896)(21,523)(22,168) (22,834) (23,519)(24,224)(24,951) (25,699)(26,470) 64,449 65,212 65,501 58,853 55,685 51,825 Deferred Developer Fee 50%(28,591)(29,791) (30,805) (31,620) (32,225) (32,606)(32,751)(32,645) (32,276) (31,626) (30,682) (29,427)(27,843)(25,913)(23,618) Distribution to 41 CONSTRUCTION COSTS DESCRIPTION ACTUAL COST LOT A LOT C LOT T 57 UNITS 76 UNITS 73 UNITS PROJECT WITH JOINT SEALANTS 57,179 508,103 957,986 2,050,242 333,939 19,132 45,904 61,206 543,885 1,025,450 2,194,625 357,456 20,479 58,790 522,416 94,972 DOORS, FRAMES & HARDWARE 769,087 1,645,969 268,092 15,359 2,107,995 343,346 CERAMIC TILE ACOUSTICAL CEILINGS / ALLOWANCES 499,251 400,807 534,410 513,314 457,092 439,049 284,770 793,509 CODE SIGNAGE 35,556 PASSENGER ELEVATOR 304,041 2,564,063 509,741 244,089 2,058,473 409,229 1,043,139 2,594,553 22,920,354 325,452 2,744,631 545,638 1,390,851 3,459,404 30,560,471 312,606 2,636,290 524,100 1,335,949 3,322,849 29,354,137 FIRE PROTECTION HVAC 1,299,348 3,231,812 28,549,914 ELECTRICAL SUBTOTAL PROPERTY LIABILITY & DAMAGE 114,200 1,146,565 208,479 (73,538) 91,682 920,482 167,370 (59,038) 122,242 1,227,309 223,161 117,417 1,178,863 214,352 (75,609) GC PAYMENT & PERFORMANCE BOND SUBCONTRACTOR OCIP DEDUCT (78,717) CONSTRUCTION CONTINGENCY 570,998 458,407 611,209 587,082 ESCALATION TO START OF 12,338,567 19,398,449 21,633,258 CONSTRUCTION (6% per year) TOTAL CONSTRUCTION COST 30,516,618 36,837,824 52,064,124 53,009,499 NUMBER OF UNITS 71 57 76 73 CONSTRUCTION COST PER UNIT 429,812 646,278 685,054 726,158 42 LOT O PARKING LOT - 460 EMERSON STREET Assumptions Number of Stalls: 222 Reserved Stalls: 45 Lot A Housing 40 Lot C housing 25 Avenidas 110 Total Reserved 112 Total General Public Timing: 2 years for City to select developer and enter into an ENA 2 years for predevelopment Construction start Early 2027 Development Cost Estimated all-in cost to build in 2023 25,619,688 28,835,185 @ $115,404 per space for 4 years Total cost to build 222-space garage at Lot O PotentialSources of Financing SOURCE AMOUNT PER UNIT Bank Loan Lot A In-Lieu Fee Lot C In-Lieu Fee City of Palo Alto CA HCD IIG Funding GAP 359,584 5,193,180 1,620 23,393 20,794 31,532 20,270 32,280 129,888 4,616,160 7,000,000 4,500,000 7,166,260 28,835,185Total Operations Income from Permits or Parking Revenue 100,800* Net Operating Income Less Debt Service DSCR 1.25 (34,105) *equivalent to: 112 annual permits or $2.47 per “General Public” space per day (likely to be a combination)43 LOT D PARKING LOT - 375 HAMILTON AVENUE Assumptions Number of Stalls: 384 Reserved Stalls: 58 Lot T Housing 326 Total General Public Timing: Construction start 2028-2029 Timing of garage construction is important because it needs Lot T in-lieu fees. It also needs to be Development Cost Estimated all-in cost to build in 2023 44,315,136 51,373,388 51,373,388 @ $115,404 per space for 5 years Total cost to build 384-space garage at Lot D PotentialSources of Financing SOURCE AMOUNT PER UNIT Bank Loan Lot T In-Lieu Fee City of Palo Alto CA HCD IIG Funds Gap 1,891,871 6,693,432 8,000,000 25,500,000 9,288,085 51,373,388 4,927 20,833 66,406 24,188 133,785Total Operations Income from Permits or Parking Revenue 293,400* Net Operating Income Less Debt Service DSCR 1.25 (179,435) *equivalent to: 326 annual permits or $2.47 per “General Public” space per day (likely to be a combination)44 SECTION SIX PROJECT TEAM 45 DEVELOPMENT TEAM: ALTA HOUSING Main Contact:Telephone: Randy Tsuda, CEO and President 650-321-9709 Email:Website: rtsuda@altahousing.org Phone: 650-321-9709 altahousing.org Street & Mailing Address: Sobrato Center for Nonprofits 3460 West Bayshore Road, Suite 104 Palo Alto, CA 94303 Size of Firm: 62 Employees FIRM DESCRIPTION Alta Housing (formerly Palo Alto Housing) is a community-based nonprofit organization (501c3) focused affordable housing and resident services in Santa Clara and San Mateo affordable housing where We pride ourselves as a community-based organization. Our diverse staff and Board members live in ORGANIZATION & ROLES Randy has been the CEO and President of Alta Housing since 2018. Prior to joining nonprofit, private, and public sectors, and spans real affordable housing, and economic development. He has worked affordable housing in Silicon Valley. Under Randy’s leadership, Alta Housing has staff headcount by 20%. CARLOS CASTELLANOS As Vice President of Real Estate Development, Carlos is responsible for affordable housing. Before joining Alta Housing, he led affordable housing the cornerstone to achieving 46 MARC GARCIA Marc is Alta Housing’s CFO and would be responsible for managing our financial participation for this project. Marc has over 20 years of financial and accounting experience in both affordable and commercial real estate. Prior to joining Alta, Mark was Director of Accounting at MidPen Housing Corporation, where he progressively assumed increasing responsibility in accounting, corporate finance and financial planning and analysis (budgeting, modeling and forecasting). AVA KUO Ava Kuo is a Senior Project Manager at Alta Housing and will be the project manager affordable housing projects in this RFI. Ava SHERYL KLEIN Sheryl Klein will lead Alta’s community engagement and outreach. Sheryl was is an active member of the Palo Alto community and her community involvement The Alta Housing Development 47 DESIGN TEAM: PYATOK ARCHITECTURE + URBAN DESIGN Main Contact:Telephone: Adrianne Steichen, Principal 510-465-7010 Email:Website: asteichen@pyatok.com pyatok.com Street & Mailing Address: 1611 Telegraph Avenue, Suite 200 Oakland, CA 94612 Size of Firm: 50 Employees FIRM DESCRIPTION PYATOK architecture + urban design is a mission-driven, full-service architectural firm with a focus on affordable housing of all types as well as market-rate, workforce, and student staff includes 50 professionals who are dedicated to the belief that the best urban communities ff, and an open-minded Garnering local and national design awards, our projects have always been built to conform to the critical efficiencies of construction typologies including wood frame, energy-efficient living spaces and communities that contribute to their neighborhoods’ vitality. ORGANIZATION & ROLES ADRIANNE STEICHEN, AIA, NCARB, LEED AP Adrianne brings 20 years of experience and leadership to multifamily residential design is for everyone and chose a path in housing as an opportunity to improve dignified office, through firm policies and procedures as well as her mission-focused design 48 THERESA BALLARD, AIA, LEED AP PYATOK principal Theresa Ballard has over 20 years of experience designing and affordable multifamily, student, and permanent supportive housing. specific needs, priorities, and nonprofit housing developer. She has recently participated in conference (Non-Profit Housing Association of Northern California, 2022) and Gold Nugget fic Coast Builders Conference, 2022). Theresa has KEVIN RILEY, AIA, LEED AP Passionate about making cities better places to live, Associate Kevin Riley views the design of multifamily housing as an opportunity to contribute to the vitality and gentrification, the housing crisis, 49 PARTNERSHIP PYATOK ARCHITECTURE + URBAN DESIGN & ALTA HOUSING Alta Housing and PYATOK have partnered to create high-quality housing communities for the past 20 firms first worked together twenty years ago on Oak Court, a 53-unit family apartment Oak Court Alta Housing and PYATOK continued to work together on two subsequent projects, Tree House and Wilton Tree House Apartments was carefully designed on the former site of the Recording Center for the Blind offices to fit within a highly sensitive Palo Alto neighborhood. It is a compact community of 35 studio units. buffering from neighboring homes. The 50 Tree House Apartments Wilton Court Wilton Court is Alta Housing’s first all-electric project. The 20,000 sqft site has 59 studio and one- efficient L-shape, the four-story building steps traffic. The ground floor contains a community kitchen, activity room, common laundry, package offices. 51 53 UNITS FLATS, TOWNHOMES UNIT TYPES 44 D.U.A. $9.5M CONSTR. COST OAK COURT APARTMENTS Aꢀordable Family Housing Client: Alta Housing This project lies at the edge of downtown Palo Alto in a affluent residential flats, above a partial subterranean garage.CONSTRUCTION TYPE Type V over Type I (podium) PYATOK facilitated several community meetings to help generateUNIT MIX 1 BR = 17% | 2 BR = 34% | 3 BR = 49% AMENITIES Tot Lot, Community Center, Bicycle Storage A historic boarding house was moved to the corner and is now office and a community center. All units have patios or balconies, and several have private porches on AWARDS Grand Award Gold Nugget Awards, 2005 Merit Award Builder Magazine, 2005 PYATOK architecture + urban design 52 35 UNITS FLATS UNIT TYPES $5M CONSTR. COST TREE HOUSE Aꢀordable Senior & Special Needs Housing Client: Alta Housing Carefully designed to fit within a highly sensitive Palo Alto neighborhood, this compact community of 35 studio units serves single adults ranging from seniors to youth recently released to encourage interaction among the diverse residents and to support the long term goal of transitioning residents to economic CONSTRUCTION TYPE Type V-A UNIT MIX Studios = 94% | 1 BR = 6% AMENITIES Support Services, Community Room, Central Laundry, Computer Room, BBQ Patio, Bicycle Parking The sense of shared community is enhanced by visual connections heritage trees to be retained, creating a shaded refuge and buffering from neighboring homes. TheAWARDS Grand Boulevard Initiative Award Grand Boulevard Initiative, 2013 Growing Together Award Associated Bay Area Government, 2012 PYATOK architecture + urban design 53 59 UNITS FLATS UNIT TYPES EST. $30M CONSTR. COST WILTON COURT APARTMENTS Aꢀordable, Supportive Housing Client: Alta Housing, Contractor: L&D Construction Co., Inc. Wilton Court sits at the edge of Palo Alto’s Ventura neighborhood – a first approved affordable housing Affordable nonprofit developmental disabilities, creating further opportunities for Palo Altans to The project’s interior design pays special attention to wayfinding through subtle color and texture changes, consistency in locating commonly-used incorporates landscaping, lounge seating, a trellised gathering area, and At the ground floor, offices, a publicly-reservable community room offset CONSTRUCTION TYPE V-A over I-A UNIT MIX Studios = 93% | 1 BR = 7% BICYCLE PARKING RATIO 1.46 AMENITIES Community Room, Community Kitchen, Common Laundry, Package All-electric energy, 100% EV-compatible parking, solar hot water and Storage, Management Offices, Secured Bicycle Parking power, droughttolerant plantings, and greywater irrigation contribute to PYATOK architecture + urban design 54 Thank You LEARN MORE AT ALTAHOUSING.ORG 3460 West Bayshore Road, Suite 104, Palo Alto, CA 94303 55 March 7, 2023 Offer for: Palo Alto Downtown new parking & housing RFI 185418 City of Palo Alto Midway - Phase 1, Daly City Primary Contact: Section 1 Statement of Interest Appendix Attachment A – Proposer’s Information Form DocuSign Envelope ID: 028935AF-5B62-4FD6-8DBF-A1BE3A714406 STATEMENT OF INTEREST Thank you for the opportunity to participate in the Request for Interest (RFI) for the Palo Alto City- MidPen brings deep experience in developing and operating affordable housing throughout the Bay In addition to developing housing, MidPen Property Management Corporation provides professional We very much look forward to working with the City and the community to explore our development Sincerely, Felix AuYeung STATEMENT OF EXPERIENCE MidPen Housing Corporation (“MidPen”) is one of the nation’s leading non-profit developers, owners, and Below we provide information on 3 similar projects: Kiku Crossing (large downtown development with Kiku Crossing, San Mateo, County of San Mateo Project Description In 2018, MidPen Housing was selected by The City of San Project Size Residential Parking Spaces: 164 Project Financing PERMANENT SOURCES Amortizing Perm Loan, Tranche A Amortizing Perm Loan, Tranche B Tax Credit Investor Proceeds City Housing Funds PER UNIT $189,802 $78,287 $89,192 $27,439 $36,609 $30,488 $41,567 $31,127,500 County AHF Infill Infrastructure Grant GP Equity (from MidPen)$5,000,000 $101,414,953 $30,488 $618,384 Lease Payment Proceeds Total Development Cost Construction Timeline Construction Start: January 2022 (projected): April 2024 Project Team Project Owner: MidPen Housing Corporation Architect: BAR Architects Reference Public Agency Contact Information: City of San Mateo, City Manager’s Office Email: kkleinbaum@cityofsanmateo.org Brooklyn Basin, Oakland, County of Alameda (Phase I, II, III and IV) Project Description In June 2015, MidPen was selected by Signature Development to be its affordable housing partner at within the downtown. Project Size Phase I: Paseo Estero 4% (hybrid) Phase II: Vista Estero Phase III: Foon Lok West Phase IV: Foon Lok East Project Financing Brooklyn Basin, Paseo Estero 9%, Phase I PERMANENT SOURCES Tax Credit Equity Amortizing Perm Loan, Tranche A Total Development Cost PER UNIT $608,452 $38,561 $24,946,520 $26,527,529 $647,013 Brooklyn Basin, Paseo Estero 4%, Phase I PERMANENT SOURCES Tax Credit Equity Amortizing Perm Loan, Tranche A Amortizing Perm Loan, Tranche B City of Oakland PER UNIT $281,758 $62,734 $195,200 $89,167 $10,000 $574 $16,905,414 AHP $34,428 Deferred Fee Total Development Cost $3,844,979 $42,210,821 $64,084 $703,514 Brooklyn Basin, Vista Estero, Phase II PERMANENT SOURCES Tax Credit Equity Amortizing Perm Loan, Tranche A Amortizing Perm Loan, Tranche B City of Oakland PER UNIT $246,525 $47,418 $113,819 $112,000 $9,909 $27,117,644 AHP $3,645 Deferred Fee $5,343,150 $48,575 Total Development Cost $63,647,690 $578,615 Brooklyn Basin, Foon Lok West, Phase III PERMANENT SOURCES Tax Credit Equity Amortizing Perm Loan, Tranche B City of Oakland HCD - NPLH Deferred Interest PER UNIT $362,884 $138,254 $171,157 $42,308 $47,174,859 $2,117 Deferred Fee $9,141,634 $70,321 Total Development Cost $102,314,862 $787,037 Brooklyn Basin, Foon Lok East, Phase IV PERMANENT SOURCES Amortizing Perm Loan, Tranche B City of Oakland CA Housing Accelerator Total Development Cost PER UNIT $98,888 $145,100 $531.798 $12,262,000 $87,688,912 Construction Timeline Construction Start (Phase I): December 2018 (Phase I): December 2020 Construction Start (Phase II): December 2018 (Phase II): December 2020 Construction Start (Phase III): July 2020 (Phase III): April 2022 Construction Start (Phase IV): June 2022 (Phase IV): February 2024 Project Team Project Owner: MidPen Housing Corporation Architect: HKIT Architects Reference Public Agency Contact Information: City of Oakland Email: cmulvey@oaklandca.gov Station Center, Union City, County of Alameda (Phase I and II) Project Description Station Center, a LEED Platinum-certified community, is pedestrian- friendly and located across the street from the Union City BART station. Project Size Project Financing Station Center Phase I PERMANENT SOURCES PER UNIT $126,754 $35,271 $18,594 $204,622 $9,900 Tax Credit Equity $12,675,335 Amortizing Perm Loan, Tranche A $3,527,008 AHP Loan Environmental Green Grant $65,147 $652 $100,000 $1,000 Total Development Cost $39,679,061 $396,791 Station Center Phase II PERMANENT SOURCES PER UNIT Tax Credit Equity $13,489,115 $236,652 Amortizing Perm Loan, Tranche A $2,063,985 $36,211 AHP Deferred Fee $600,000 $10,527 $402,321Total Development Cost $22,932,298 Construction Timeline Construction Start (Phase I): April 2010 (Phase I): October 2011 Construction Start (Phase II): March 2011 (Phase II): April 2012 Project Team Project Owner: MidPen Housing Corporation Architect: David Baker + Partners Reference Public Agency Contact Information: City of Union City Email: carmelac@unioncity.org Attachments Property Profiles MidPen Community Outreach KIKU CROSSING FAMILY HOUSING San Mateo, CA Developer MidPen Housing Corp. Property Management MidPen Property Management Corp. and Resident Services MidPen Services Development Type Multi-story, transit-oriented development; Construction Type Residential - Type IIIA over Type IA Site Area:1.16 acres; 2.41 acres total with garage Density: Parking Ratio: file .73 : 1 – 164 spaces (residential) Type No.Size (sf) Rent Range Studio 66 380 $635-1801 1 BR 41 TOTAL 225 Amenities Community room with kitchen; afterKiku Crossing is the result of close partnership between MidPen Services Offered •Academically-based after school and •Vocational development •Health and wellness programs 225 units began in January Resident Profile Households earning between 30%-80% 2022 and will complete in spring 2024.•City of San Mateo •Housing Authority of the County MidPen and the City added 61 Architect BAR Architects Contractor Devcon Construction, Inc. at transit-oriented properties when all units are below-market-rate. Construction of the affordable housing community five-story public parking garage on the next block which will open in Spring 2023. Residents will enjoy several amenities, including a community room with kitchen, an outdoor courtyard and rooftop Kiku Crossing | 480 E. 4th Avenue, San Mateo, CA 94401 For more information contact: MidPen Housing | www.midpen-housing.org PASEO ESTERO HIGH-DENSITY FAMILY HOUSING Oakland, CA Developer MidPen Housing Corp. Property Management MidPen Property Management Corp. Resident Services MidPen Services 4-story wood frame over 2-story podium Site Area:.98 acre Density:103 units / acre Parking Ratio: file Type 1 BR 2 BR 3 BR TOTAL No. 36 Unit Size (sf) 550 15 850 50 1,100 101 Amenities Community room; computer lab; fitness center; courtyard with outdoor seating; secured bicycle storage; playground; learning center; Brooklyn Basin parks and open spaces Brooklyn Basin is a new mixed-use, mixed-income district Paseo Estero, which provides 101 deeply affordable Services Offered Adult Services Programming: •Leadership skills to benefit generations to Connection to Community Resources come. The City of Oakland Resident Profile Families earning up to 60% of the Area and Signature Development •City of Oakland Group, Brooklyn Basin’s •Oakland Housing Authority master developer, selected •California Municipal Finance AgencyMidPen to be the district’s affordable housing partner in 2015. Architect HKIT Architects Contractor Nibbi Brothers General ContractorsPaseo Estero demonstrates the vision and commitment of one of California’s largest and most diverse cities to build more affordable housing for MidPen is committed to sustainable development, including the use of advanced green building methods: recycled ficient appliances; photovoltaic and solar thermal systems; and drought- certification. Paseo Estero | 255 8th Avenue, Oakland, CA 94606 For more information contact: MidPen Housing | www.midpen-housing.org VISTA ESTERO HIGH-DENSITY SENIOR HOUSING Oakland, CA Developer MidPen Housing Corp. Property Management MidPen Property Management Corp. Development Type New construction 4-story wood frame over 2-story podium base Density:148 units / acre Parking Ratio:.75 : 1 – 83 spaces Development Profile Type 1 BR No. 106 4 Size Units (sf) 596 2 BR TOTAL 110 Amenities Community room; computer lab; balance Services Offered Health & Wellness Programming: Brooklyn Basin is a new mixed-use, mixed-income district along Oakland’s Vista Estero, which provides 110 deeply •Health fairs/health screens •“Brown Bag” food assistance programs • Independent living classes • Safety education Quality of Life Social Programming: •Holiday celebrations •Field trips •Other social events Connection to Community Resourcesto benefit generations to come. In 2015, the City of Oakland and Brooklyn Resident Profile Seniors earning up to 60% of the Area Median Basin’s master developer, Signature Funders •City of OaklandDevelopment Group, selected MidPen •Oakland Housing Authority Housing to be the district’s affordable housing partner. •Wells FargoVista Estero demonstrates the vision Architect HKIT Architects Contractor Nibbi Brothers General Contractors build more affordable housing for its residents. Vista Estero began construction in December 2018 and completed in December 2020. The community has employed several green building features, and received LEED Silver certification. Vista Estero’s design supports the goal of healthy living, allowing seniors to age in place and continue to live active and enriched lives. Through a Vista Estero | 285 8th Avenue, Oakland, CA 94606 For more information contact: MidPen Housing FOON LOK WEST FAMILY HOUSING Oakland, CA Developer MidPen Housing Corp. Property Management MidPen Property Management Corp. Resident Services MidPen Services 6-Story New Construction Density:112 units / acre Parking Ratio: file 1.28 : 1 – 167 spaces Type 1 BR 2 BR 3 BR TOTAL No. 48 Unit Size (sf) 630 35 870 47 1,075 130 Amenities Community room; learning center; computer lab; meeting rooms and offices; landscaped courtyard with play area and BBQ; bicycle parking; laundry facilities Services Offered Adult Services Programming:Foon Lok West is a part of Brooklyn Basin, a master-planned Case Management and Supportive Resident Profile Families and individuals earning up to 60%income working families and individuals experiencing • City of Oakland • California Department of Housing and Foon Lok West is the third •California Community Reinvestment Architect HKIT Architects Contractor Nibbi Brothers General Contractors phases, the communities will operate as one property when both phases are completed. It is located across from Brooklyn Residents of Foon Lok West will enjoy community amenities including a multi-purpose community room, computer lab, Foon Lok West | 311 9th Avenue, Oakland, CA 94606 For more information contact: MidPen Housing | www.midpen-housing.org FOON LOK EAST FAMILY HOUSING Oakland, CA Developer MidPen Housing Corp. Property Management MidPen Property Management Corp. Resident Services MidPen Services 6-Story New Construction Construction Type Type III Wood over Type I Concrete Density:108 units / acre Parking Ratio: file 1.16 : 1 – 144 spaces Type 1 BR 2 BR 3 BR TOTAL No. 41 Unit Size (sf) 620 39 830 44 1,120 124 Amenities Community room; learning center; computer lab; meeting rooms and offices; landscaped courtyard with play area and BBQ; bicycle parking; laundry facilities Services Offered Adult Services Programming:Foon Lok East is a part of Brooklyn Basin, a master-planned Case Management and Supportive homelessness.Resident Profile Families and individuals earning up to 60% • City of Oakland Foon Lok East is the fourth final phase of affordable • Oakland Housing Authority • Wells Fargo Architect HKIT Architects Contractor Nibbi Brothers General Contractors operate as one property once Foon Lok East is completed. It is located across from Brooklyn Basin’s renovated and Residents of Foon Lok West will enjoy community amenities including a multi-purpose community room, computer lab, Foon Lok East | 389 9th Avenue, Oakland, CA 94606 For more information contact: MidPen Housing | www.midpen-housing.org STATION CENTER MIXED-USE, TRANSIT-ORIENTED FAMILY HOUSING Union City, CA Developer MidPen Housing Corp. Property Management MidPen Property Management Corp. Development Type New, transit-oriented, high density, 4-story and Construction Type Phase I: Types I & III, wood over concrete podium Garage: Type I, concrete Site Area:2.18 acres 72 units / acre Parking Ratio:1 : 1 – 157 spaces (plus 117 shared spaces, 10 retail spaces) Development Profile Type 1 BR No. 33 Size Units (sf) 625 2 BR 74*875 3 BR 1,125 TOTAL 157 Station Center is at the heart of the City of Union City’s vision to create the *Includes two 2-bedroom manager units Station District, a vibrant city center bustling with attractive store fronts, Amenities community parks and high-quality housing. In the Station District people of all income levels live, work, shop and play near public transportation and jobs. Community room; computer center and services meeting room; fitness center; tot lot/ This is smart growth at its best.Services Offered Youth after school & summer programs Designed by award-winning architect David Baker + Partners, Station Center Computer training Resident Profile Families earning between 30% and 50% of the areas to create an open feel. The Funders •Redevelopment Agency of the City of Union City Housing Authority of the County of Alameda Chase main entrance, a towering open- arch, reveals a series of unique spaces where neighbors gather both indoors and outdoors. There •Union Bank are gardens, playgrounds, a fitness •California Community Reinvestment Corporation California Tax Credit Allocation Committee Federal Home Loan Bank of San Francisco facility, a pool and a community room for programs and services Architect David Baker + Partnersfor youth residents and adults. ContractorStation Center also includes 8,600 square feet of commercial space on the ground level. Sustainability and green design is a top priority with Station Center, which has achieved LEED Platinum Certification; and with stores, restaurants, BART and bus lines in close proximity, residents are able to walk and take public transportation. Station District is a model for infill development. Station Center | 348888 Eleventh Street, Union City, CA 94587 For more information contact: MidPen Housing PROJECT CONCEPT The 12 city-owned parking lots in downtown Palo Alto present an incredible opportunity to provide and vibrant downtown. MidPen’s approach would be to work collaboratively with the City to conduct Site Selection Given the relatively small size of the parking lot sites, MidPen envisions building a series of In evaluating the 12 parking lots, we believe Lots A, D, E, G, N, P, and T have housing development home senior development, Lot G may displace a farmer’s market, and Lot P g structure. When the first parking structure’s capacity is fully used up, the Housing There is tremendous unmet need for affordable rental homes serving the Peninsula workforce. MidPen’s concept plans to leverage the full power of the 9% LIHTC program to finance the proposed one-bedroom in size, serving incomes from 30% to 50% AMI. With this approach, we believe we can Parking We believe parking needs have shifted since the onset of COVID-19. The continuation of remote or Our concept proposes to consolidate parking on key lots through efficient, cost-effective, above- term, “white-curb” parking stalls to allow This concept has some inherent flexibility and future adaptability. For example, if the City n Lot D and provide a “surplus” of 240 stalls. We could then develop Lots “surplus” stalls to for the next group of garage and Building Type We are anticipating the housing to be built as efficient Type V, wood-frame, 4-story buildings, which would be under the 50’ height allowance. By locating parking in off-site, structured, stand-alone, The parking objectives of the City require balancing cost-effective design with creating a pedestrian- Financing Approach MidPen brings extensive LIHTC affordable housing experience and real-time knowledge of financing significant coordination and navigating through competitive funding processes. MidPen has deep MidPen would seek to compete for 9% tax credits for each housing parcel as separate projects, under Our team stays up to date on all funding regulations and changes, and works nimbly to constantly when, external circumstances change. Our team’s outstanding development track record during . PROJECT PROFORMA Proposed Financing Approach: Palo Alto Sites Given the scale and development capacity of the sites, MidPen’s approach is to structure the 100% affordable housing concept to be competitive for 9% tax credits. This scenario would minimize gap subsidy required. Due to the $2.5 million federal credit cap, which functions to limit the size of a feasible project, each proposed phase is sized at 41 family homes. Low Income Housing Tax Credits One of MidPen’s core areas of expertise is the ability to successfully compete for 9% and 4% Tax Credits, allocated by California Tax Credit Allocation Committee (CTCAC). Generally, and because 4% tax credits are now competitive due to shortage of state tax-exempt bonds that must be coupled with 4% tax credits, we prefer 9% tax credits since it raises more equity than 4% tax credits, and allows us to proceed with fewer soft sources. The drawback has been a severe limitation in project size, because of the $2.5 million federal credit cap and the limited geographical region allocation. However, this project size constraint works in favor of Palo Alto because it aligns with the small sizes of the available sites. With the downtown sites being in a High Resource Area, we are well-positioned to structure the of the State’s first 9%/4% hybrid projects at Brooklyn Basin in Oakland, demonstrating our Beyond Tax Credits In addition to 9% tax credit equity, which would efficiently finance over 60% of the total development In terms of State sources, MidPen has been at the forefront of structuring and accessing these The City contribution request is $100,000 per home. The proforma numbers reflect current Preliminary Sources and Uses ASSUMPTIONS Units 41 Acres 0.33 ─ 0.5 Density 82+ Project Type Family - 1-3 bedrooms 30-60% AMI 21 SOURCES Sources Total Per Unit Amortizing Perm Loan $3,830,093 $22,567,285 $600,000 $93,417 $550,422 $14,634 Tax Credit Investor Proceeds State Funding City Contribution Total $5,711,379 $4,100,000 $36,808,757 $139,302 $100,000 $897,775 USES Uses Total Per Unit Acquisition $140,001 Hard Cost $26,432,334 $644,691 Architecture and Engineering $185,000 $4,512 Reserves $380,445 $9,279 Other Soft Cost Developer Fee Total $2,614,493 $2,200,000 $36,808,757 $63,768 $53,659 $897,775 Please see more details in the attached proforma sheets. Financial Wherewithal MidPen’s commitment to serving low-income residents is supported by our operational and financial and accelerating draws waiting for reimbursements, when needed. MidPen’s team of more than 50 PALO ALTO HOUSING SITE 41 UNITS PROJECT SUMMARY SITE, BUILDING AND UNIT DETAILS LAND SOURCES CASH FLOW Yr 5CONSTRUCTION SOURCES total per unit 649,344 82,563 14,634 100,000 Yr 1 Yr 10 Yr 15 Yr 30 Acreage 0.50 acres Construction Loan $26,623,124 34,708,202 $ $ 2023 2027 2032 2037 2052 Effective Gross Income $ $ $ 834,959 (369,000) (61,500) (20,500) 383,959 (333,877) $ $ $ 921,638 (423,436) (70,573) (20,500) 407,130 (333,877) $ $ $ 1,042,749 (502,909) (83,818) $ $ $ 1,179,775 (597,298) (99,550) $ $ $ 1,708,666 (1,000,683) (166,780) (20,500) 520,702 # of Stories City of Palo Alto BUILDING total $ Residential (Leasable) Circulation & Common Garage 33,825 sf 10,965 sf 6,300 sf PERMANENT SOURCES total per unit (309,889) Amortizing Perm Loan, Tranche A $ $ 3,830,093 22,567,285 600,000 4,100,000 5,711,379 36,808,757 $ $ 93,417 550,422 14,634 100,000 139,302 897,775 Net Cash Flow $50,082 $73,252 $101,645 $128,550 $210,813 AHP OPERATING & SERVICES EXPENSEPARKING # of residential spaces 21 0.51 total Operating Expenses $9,000 per unit UNIT MIX USES Resident Services Fee $1,500 per unit Unit Type # Units Average Rent ACQUISITION Acquisition Hard Cost total per unit Studios/SRO 0 10 20 $140,001 26,432,334 $ $ 3,415 644,691 46,207 69,602 2,641 4,512 9,279 63,768 53,659 897,775 $1,531 Architecture and Engineering $1,894,500 3-Bedroom 4-Bedroom Manager's Units Total Unit Count 10 Construction Financing 41 Average Affordability 50%2,614,493 Developer Fee TOTAL DEVELOPMENT COSTS $ $ 2,200,000 36,808,757FINANCING ASSUMPTIONS Debt Coverage Ratio 1.15 Construction Rate 7.50% Permanent Rate 7.50% 35 yrs. TAX CREDIT ASSUMPTIONS Credit & Equity $22,567,185 Basis Boost Yes Tax Credit Eligible 100% PALO ALTO HOUSING SITE 41 UNITS SOURCES AND USES Construction Period Sources Lender Rate Loan Term Amount 26,623,107Construction Loan 7.50%23 months $ $ $ $ 15% during construction 3,385,093 600,000 4,100,000 34,708,200 34,708,200 - City of Palo Alto Total Sources Total Development Costs Amortization Permanent Sources Amortizing Perm Loan, Tranche A Tax Credit Investor Proceeds AHP Lender Rate 7.50% n/a Period 35 yrs. n/a Amount $3,830,093 22,567,285 600,000 n/a City of Palo Alto 4,100,000 5,711,378 36,808,756 36,808,756 - HCD Total Sources $ Total Development Costs $ $ 897,775 Tiebreaker 56.76% Uses of Funds Residential Commercial Eligible Basis Construction Period Direct Land Cost $ $ 1 $ $ -$-$ $ 1 15,000 25,000 100,000 140,001 Title & Escrow -- Land Closing 15,000 25,000 100,000 140,001 n/a -$- Hard Costs Residential Commercial Eligible Basis Construction Period Off-Site Improvements $ $ 500,000 1,000,000 17,916,000 882,000 $ $ -$ $ 500,000 1,000,000 17,916,000 882,000 $ $ 500,000 1,000,000 17,916,000 882,000 Photovoltaic System 223,950 223,950 223,950 Construction Cost Escalation 2,062,195 22,584,145 680,524 2,062,195 22,584,145 680,524 2,062,195 22,584,145 680,524 - - 721,968 721,968 721,968 1,263,444 26,432,334 1,263,444 26,432,334 1,263,444 26,432,334 Architecture and Engineering Residential Commercial Eligible Basis Construction Period Architecture Design $ $ $ 1,100,000 $ $ $ -$ $ $ 1,100,000 $ $ $ 1,100,000 TOTAL ARCHITECTURE - - 61,000 61,000 61,000 175,000 544,500 1,894,500 175,000 544,500 1,894,500 175,000 544,500 1,894,500 TOTAL ENGINEERING TOTAL ARCHITECTURE AND ENGINEERING - - Construction Interest & Fees Residential Commercial Eligible Basis Construction Period Construction Loan Interest $2,229,685 $-$1,064,924 $2,229,685 PALO ALTO HOUSING SITE 41 UNITS SOURCES AND USES Lender Expenses (incl site visits, not legal) Permanent Financing $ $ 65,000 20,000 264,323 75,000 $ $ -$ $ 65,000 20,000 264,323 75,000 $ $ 65,000 20,000 264,323 75,000 - 2,853,682 -1,688,921 2,853,682 Residential Commercial Eligible Basis Construction Period $ $ 38,301 25,000 20,000 25,000 108,301 $ $ -$ $ -$ $ - - -- -- Legal Fees Residential Commercial Eligible Basis Construction Period Const. Lender Legal Paid by Applicant $ $ 75,000 15,000 45,000 15,000 35,000 185,000 $ $ -$ $ 75,000 $ $ 75,000 15,000 45,000 - 35,000 170,000 - TOTAL LEGAL -135,000 Reserves Residential Commercial Eligible Basis Construction Period Operating Reserve (3-6 mos debt and op)$ $ 380,445 380,445 $ $ - - $ $ - - $ $ - - Other Project Costs Residential Commercial Eligible Basis Construction Period Appraisal Cost SUBTOTAL PROJECT COSTS $ $ 5,000 118,810 1,146,248 479,600 200,000 150,000 20,000 $ $ -$ $ 5,000 - 1,146,248 479,600 $ $ 5,000 202,000 1,146,248 479,600 200,000 150,000 20,000 - - - 150,000 - 50,000 50,000 50,000 -- 90,000 5,000 100,000 219,835 2,667,683 34,158,200 5,000 100,000 219,835 2,614,493 34,608,756 - - - 219,835 2,055,683 32,206,438 Developer Costs Residential Commercial Eligible Basis Construction Period Developer Overhead/Profit TOTAL PROJECT COSTS $ $ $ 2,200,000 2,200,000 36,808,756 $ $ $ - - - $ $ 2,200,000 2,200,000 34,406,438 $ $ 550,000 550,000 34,708,200 36,808,756 - Total Sources Gap: Surplus/(Deficit) PROJECT TEAM MidPen Housing Corporation MidPen Housing Corporation’s mission is to provide safe, affordable housing of high quality to those in need; to establish stability and opportunity in the lives of residents; and to foster diverse communities that allow people from all ethnic, social, and economic backgrounds to live in dignity, harmony, and mutual respect. MidPen consists of three distinct corporations working closely together to promote and achieve this mission: MidPen Housing Corporation drives all of the development efforts including property MidPen Property Management Corporation provides extensive experience in all aspects MidPen Resident Services Corporation provides and coordinates onsite support programs Development Team MidPen’s dedicated Development Team, consisting of 50 professionals, expertly manages the interconnected stages of the complete development process: community engagement, design and entitlements, assemblage of financing, construction, and lease‐up. MidPen’s developments are award-winning and nationally recognized. We are proud to have received the following awards for our communities: Gold Nugget Award of Merit from the Pacific Coast Builders Conference for Paseo Estero & Vista Estero (Brooklyn Basin, Oakland), All-Electric Showcase Award from Silicon Valley Clean Energy for Edwina Benner Plaza (Sunnyvale), and a Structures Award from the Silicon Valley Business Journal for Sequoia Belle Haven (Menlo Park). Since 2020, MidPen has successfully financed 18 projects, representing over 1,000 homes. All As one of the largest and most trusted non-profit developers in the Bay Area, MidPen has the Through experience, we find that consistent and timely community outreach with clear channels of Development Team: •Shwetha Subramanian, Chief Real Estate Development Officer Felix AuYeung, Vice President of Business Development (Primary Contact) o 510-426-5667 Roles & Responsibilities: •MidPen Housing Corporation will serve as both Developer and long-term Owner of the proposed affordable housing developments. •A Bay Team Director will administer all day-to-day development and construction aspects of •Alice Talcott and Felix AuYeung have invaluable experience navigating the complex and directions of MidPen’s Board of Directors. Resumes for MidPen staff are included at the end of this section. MidPen Property Management MidPen is committed to our role not only as an affordable housing developer but also as the long- operations, training, facility maintenance, and community relations. MidPen’s approach to property management is based on four core values: be good neighbors; enhance residents’ lives; sustainable More information about MidPen Property Management is included in the Appendix. MidPen Resident Services MidPen Resident Services works from a unique housing-based service platform, with over 300 like- age. Residents struggling with homelessness and mental, physical, and intellectual disabilities work More information about MidPen Resident Services is included in the Appendix. Property Management and MidPen Resident Services staff work side-by-side at our properties to Design and Engineering Team At this RFI stage, MidPen has not selected our Architect or Engineering teams. We generally prefer possible during the development of the project’s design and programming. Through Attachments MidPen Background MidPen Property Management MidPen Development Team Resumes SHWETHA SUBRAMANIAN, CHIEF REAL ESTATE Shwetha has a deep passion for leading teams and supporting individuals in Officer, Shwetha leads MidPen’s 50+ member development team, currently property operations and budgeting across Forest City’s residential properties ABIGAIL GOLDWARE POTLURI, VICE PRESIDENT OF Abby will provide strategic guidance regarding project phasing, resident ALICE TALCOTT, VICE PRESIDENT OF HOUSING FINANCE Alice provides strategic direction on the funding of MidPen’s development and portfolio projects. She has over 20 years of experience in affordable housing development and is an expert in the financing and structuring of rental housing projects. Prior to MidPen, Alice worked for 14 years at Community Economics, where she assisted non-profit developers in the financing and structuring of over 9,000 units of affordable housing in California and Hawaii, including negotiating over $825 million in investor Office of Housing in San Francisco. She has been an active advocate on statewide housing issues, and has served on the board of the Non Profit Housing Association of Northern California (NPH). She is a frequent presenter at the Housing California and NPH conferences on housing finance issues. Alice received a B.A. in Political Science from Washington University in St. Louis and a Masters of City Planning from University of California, Berkeley. FELIX AUYEUNG, VICE PRESIDENT OF BUSINESS Felix is responsible for launching new developments at MidPen Housing, Rosa’s Department of Economic Development and Housing. Felix holds a Pittsburgh’s Technology’s Department of Mechanical APPENDIX I MidPen Community Outreach II III MidPen Awards MidPen Background MidPen Property Management APPENDIX I: MidPen Community Outreach COMMUNITY OUTREACH overview Collaboration to build communities Authentic community outreach is foundational to MidPen’s development . Communication WITH THE CITY MidPen works with our local partners to arrive at a shared strategy for community outreach. TARGETED STAKEHOLDER OUTREACH MidPen conducts broad outreach Town hall neighborhood meetings MidPen often conducts initial Design charrettes Rather than arriving with a questions and concerns to inform COMMUNITY OUTREACH Case studies Collaboration to build communities (alameda, ca) MidPen Housing is working with Alameda Point Collaborative, Building Futures for Women and Children, and Operation the Development Plan is (half moon b ay, ca) San Mateo County Housing Authority selected MidPen to redevelop the Housing Authority’s existing 60-unit senior housing complex, known as Half Moon Village, into a new integrated Senior “Campus” in Half Moon Bay that would include the existing 64-unit Lesley Gardens senior apartments, a new Senior Center and Adult Day Health Center with 40 units of affordable senior apartments recently completed by Lesley Senior Communities and Mercy Housing, and the 6 acre site that MidPen was selected to redevelop. In 2011, MidPen worked on outreaching to three groups of partners. One group was the campus partners, which was made up of developers and service providers. MidPen worked with the group to hold quarterly meetings where they would discuss and coordinate the sites’ design, circulation and safety. The second group was the existing Half Moon Village residents who were living on the site when MidPen acquired the land. The MidPen project team held community meetings (where translation was provided), tenant question & answer sessions and individual interviews to best understand the needs of the residents that would be living in the new community. Lastly, MidPen reached out to the neighbors that were near the site through individual and community meetings. All feedback collected was used to inform the site layout and buildings’ design and shared with local partners. The outreach approach is reflected in the recognition Half Moon Village has received since being completed in the summer of 2015. APPENDIX II: MidPen Public Art Art at MidPen Housing PUBLIC AND PARTICIPATORY ARTWORK Intenꢀonal Placement of Art in Our Communiꢀes MidPen values public art for its ability to build a connecꢀon between residents and their communiꢀes. Art strengthens the sense of place beauꢀficaꢀon of the public realm while also engaging residents with the neighborhood. At MidPen we are mindful of the communiꢀes that will invoke a sense of connecꢀvity for our residents and surrounding neighbors. We seek to build deeper connecꢀons with our communiꢀes, reflected in the artwork. Residents help add finishing touches to Mona Caron’s Taking Root | Staꢀon Center, Union City Process Overview Our approach to selecꢀng an arꢀst is unique to every project, but every selecꢀon process involves research, context analysis, and robust communiꢀes. Our arꢀst selecꢀon process can vary from open calls, direct selecꢀon, or partnering with a local arts organiza- ꢀon to support our outreach and community involvement. A number of our projects have included artwork collaboraꢀons with local high ꢀve and creaꢀve ways to implement artwork across a variety of mediums. Kineꢀc Wall Art and Concrete Inlay Designs by Civic Design Studio | Paseo Estero & Vista Estero, Oakland Diverse Art Types •Arꢀsan Bike Racks & Gates •Kineꢀc Wall Installaꢀons Concrete Inlay Designs Arꢁul Play Set Equipment •Historical & Cultural Exhibits Art for Interior Common Areas COMMUNITY-BASED ARTWORK MidPen recognizes that the art in many housing communiꢀes oꢂen consist of space-fillers with liꢃle conꢀnuity or purpose. In striving to make each community an interesꢀng home for its residents, MidPen instead displays the work of local arꢀsts and art students. For example, at our Paseo Estero and Vista Estero properꢀes in Oakland, MidPen partnered with a local arts organizaꢀon called Civic Design collaboraꢀon we worked with Oakland Unified School District art instructors and high school students from five schools arꢀsꢀc voices through 3-D design, illustraꢀon, painꢀng fabricaꢀon, and photography. Interior Wall Art by Oakland Unified High School Students | Paseo Estero & Vista Estero, Oakland At our Moon Gate Plaza property in the Chinatown neighborhood of Salinas, we commissioned a local arꢀst, Nada Abdelshahid, to create arꢀsan gate designs to adorn two of our property entrances. The sculptural gates incorporated elements of Chinese and Filipino history. idenꢀty of Chinatown as a place not only for Asian migrant workers but for all laborers. Addiꢀonally, we installed a large-scale art panel on the building’s façade which will rotate yearly to highlight the work of local arꢀsts. (leꢂ and middle) Moon Gate & Sun Gate by Nada Abdelshahid, (right) Temporary mural by JC Gonzalez | Moon Gate Plaza, Salinas MidPen aims to engage local arꢀsts with affordable housing, support the local art economy and display place-relevant artwork in our communiꢀes. We recognize the value that sꢀmulaꢀng and thought-provoking art brings to our residents and visitors. APPENDIX III: MidPen Awards MIDPEN AWARD LIST: 2000 – PRESENT 2020 2019 Shirley Chisholm Village Celestina Garden Apartments Top Projects 2019, North Bay Business Journal Gold Nugget Grand Award – Best On-the- Edwina Benner Plaza Paseo Estero & Vista Estero Readers’ Choice Award Winner – Editors’ Outstanding Projects and Leaders Award – Structures Award – Green Residential Edwina Benner Plaza Planet Positive Award – Multifamily Readers’ Choice Award Finalist – Green Paseo Estero & Vista Estero All-Electric Showcase Award, Silicon ValleyReal Estate Deal of the Year – Best 2020 Edwina Benner Plaza Gold Nugget Grand Award -Best Innovative Gold Nugget Grand Award – Best Affordable Edwina Benner Plaza, Sunnyvale Kottinger Gardens Fetters Apartments/Celestina Gardens Gold Nugget Grand Award – Best Affordable Housing Community under 30 units per acre, Pacific Coast Builders Conference LEED Homes Awards – Outstanding Multi- MidPen Housing Golden Acorn Award – Professional Midway Village Gold Nugget Award of Merit – Best On-the- 2018 Kottinger GardensKottinger Gardens Best in American Living Award, Silver –Multifamily Pillars of the Industry Awards – (Over 100 Units), National Association of Global Award for Excellence, The Urban Gold Nugget Award of Merit, Pacific Coast Onizuka Crossing Structures Award – Best Affordable Readers’ Choice Award Finalist – Family Sequoia Belle Haven Structures Award – Best Affordable Gold Nugget Award of Merit, Pacific Coast Onizuka Crossing, Sunnyvale Donner LoftsSerenity Senior Apartments Readers’ Choice Award Finalist – UrbanStructures Award – Best Affordable MidPen HousingSequoia Belle Haven NPH Affordable Housing Leadership AwardsReaders’ Choice Award Finalist – Green Real Estate Deal of the Year: Best #12 Non-Profit Nationally Top 50 Affordable Housing Owners, Arroyo Green (Bradford Street) Gold Nugget Award of Merit, Pacific Coast Builders Conference #5 Non-Profit Nationally Top 50 Affordable Housing Developers, #9 Non-Profit Nationally Top 50 Affordable Housing Owners, Affordable Housing Finance 2016 Sweeney Lane Apartments #4 Non-Profit Nationally Grand Boulevard Honorable Mention – Top 50 Affordable Housing Developers, Fetters Apartments Top Real Estate Projects in the North Bay:2017 Half Moon Village Donner Lofts Structures Award – Best Residential Finalist, Metropolitan Transportation Commission Award – Excellence in Motion Award of Station Center Charter Awards Grand Prize, Congress for St. Stephen’s Senior Housing Structures Award – Best Affordable Residential Project Winner, Silicon Valley Business Journal Charter Awards Best Building – Housing, 636 El CaminoHalf Moon Village Gold Nugget Award of Merit, Pacific CoastGold Nugget Grand Award, Pacific Coast Real Estate Deal of the Year: Best Green Building Award, Sustainable San 2015 Donner Lofts Structures Award – Best Affordable Station Center, Union City Station Center 2013 Station Center Growing Smarter Together Public-Private Award for Excellence, The Urban Land Institute#3 Non-Profit Nationally Top 50 Affordable Housing Owners, Affordable Housing Finance 636 El Camino Grand Boulevard Award – Private Project, Grand Boulevard Initiative#11 Non-Profit Nationally Top 50 Affordable Housing Developers, Affordable Housing Finance Real Estate Deal of the Year: Best 2014 Green Building Award, Sustainable SanRedwood Court 26th Annual Mayor’s Beautification Peninsula Station Grand Boulevard Award – Private Project,Half Moon Village 2012 Green Building Award, fMateo County City of San MateoMain Street Village Mayor’s Choice AwardStructures Award – Best Green Project (Public) Winner, Silicon Valley Business 2009 DeVries Place Senior Apartments Award for Excellence, The Urban Land Institute EcoHome Design Awards: Merit Award – Gold Nugget Grand Award, Pacific Coast Builder’s Choice Award of Merit, Builder Design for Aging Review 10 Award, Paulson Park Senior Apartments Readers’ Choice Finalist, Affordable Housing Finance 2008 #7 Non-Profit Nationally Top 50 Affordable Housing Owners, Affordable Housing Finance Fetters Apartments, Sonoma Station Center Structures Award – Community Impact #9 Non-Profit Nationally Top 50 Affordable Housing Developers,Real Estate Deal of the Year: Affordable Parkhurst Terrace Readers’ Choice Finalist, Affordable HousingSchapiro Knolls Structures Award – Best Residential Project 2007 Fair Oaks Plaza # 6 Non-Profit Nationally Top 50 Affordable Housing Owners, Affordable Housing Finance Readers’ Choice Award Winner – Senior #10 Non-Profit Nationally Top 50 Affordable Housing Developers, Affordable Housing Finance 2011 Peninsula Station Readers’ Choice Finalist, Affordable Housing Rotary Floritas 2003 Sustainability Award, San Mateo County Main Street Park2006Project of the Year, Merritt Community Certificate of Commendation, Board of Oroysom VillageSupervisors of San Mateo County California Housing Hall of Fame, California Housing Consortium Award for Excellence – Semifinalist, MetLife Rotary Floritas 2002 Main Street Park Certificate of Recognition, Senator Jackie Gold Nugget Grand Award, Pacific Coast 2005 El Camino VillageItalian Gardens Gold Nugget Award of Merit, Pacific CoastGold Nugget Award of Merit, Pacific Coast MoonridgeWillow Gardens Award for Excellence – Honorable Mention,Beautification Award Winner, City of South Villas del Paraiso 2001 Oroysom Village Certificate of Recognition, Gold Nugget Grand Award, Pacific Coast MidPen Housing Outstanding Partnership Award, Citibank Maxwell Awards of Excellence – Honorable Certificate of Recognition, Union Bank of 2004 Italian Gardens Builder’s Choice Award of Merit, Builder Riverwood Place Builder’s Choice Award of Merit, Builder Gold Nugget Award of Merit, Pacific Coast Main Street Park, Half Moon Bay Mention, Fannie Mae Foundation Moonridge Gold Nugget Award of Merit, Pacific Coast Maxwell Awards of Excellence – Honorable 2000 City Center Plaza Sustainability Award, San Mateo County Merit Design Award, California Council of Moonridge National Tax Credit Excellence Award, Secretary’s Commendation, U.S. Secretary’s Commendation, U.S. Redwood Court Certificate of Special Congressional APPENDIX IV: MidPen Background Backgrounder/Fact Sheet MidPen Housing was founded in 1970 by a small but influential coalition of Silicon Valley non-profit Mission To provide safe, affordable housing of high quality to those in need; to establish stability and Organization MidPen consists of several distinct corporations working closely together to promote and MidPen Housing Corporation drives all of the development efforts including property MidPen Property Management Corporation provides professional property management MidPen Services Corporation provides an innovative delivery model that brings high quality financial capabilities classes, health and wellness programs and community referrals. Key Facts > Developed or rehabbed over 9,300 affordable homes > An additional 3,500 affordable homes are in construction, entitlements or pre-development > Manage 121 properties with over 8,000 units providing homes for more than 22,000 Northern California residents > Manage assets, primarily of real estate, worth over $1.5 billion > Invest $10 million annually in resident services and partner with over 90 service providers > 64% of our units house families; 25% house seniors; 3% house single adults (in SRO housing) and 8% serve people with supportive housing needs > Work in 11 counties: Alameda, Contra Costa, Monterey, Napa, San Benito, San Mateo, Santa Clara, Santa Cruz, Solano, Sonoma, and Yuba > Have received over 150 industry awards and honors for our work > Employ over 500 people Building Communities. Changing Lives. REV. 2/21 Building quality, affordable housing and revitalizing communities for 50 years. APPENDIX V: MidPen Property Management MidPen Property Management Corporation Providing professional property management since 1981 To maintain the award-winning quality of our developments, MidPen Housing established an affiliated management company in 1981. Today, MidPen Property Management Corporation manages 7,501 units at 106 properties from Fairfield to Monterey. We manage our own communities. Our seasoned leadership team provides extensive experience in all aspects critical to exceptional property management including compliance, operations, training, facility maintenance and community relations. Being Good Neighbors MidPen Management strives to ensure that every community we manage benefits both our Enhancing Residents’ Lives The property management staff at each of our communities knows and cares about the Committed to Sustainability MidPen Management is committed to sustainable operations and maintenance practices. This retrofitting buildings to improve performance, energy efficiencies, water conservation Managing a Diverse Portfolio We have expertise in managing a wide variety of Population Families % of Units 63%property types – from large, multi-family properties Seniors 26% SRO 4% Special Needs 7% “ey are good neighbors. ey keep the building fit because the families spend money – Peter Cuschieri, owner of Angelica’s Bistro, across the street from City Center Plaza, a community owned and managed by MidPen. Professional Property Management REV. 6/19 Building quality, affordable housing and revitalizing communities for over 45 years. APPENDIX VI: MidPen Resident Services MidPen Resident Services Corporation Helping residents succeed With an annual investment of $7.3 million, an in-house staff of over 90 and over Services that Work We measure our services by their impact. Our goal is to deliver services that help people measurably advance in all areas of their lives. We provide services specifically designed learn how to use computers, improve English-language fluency, > An educationally-based After School Program to increase academic performance > Financial capabilities courses > Quality of life, physical activity, and wellness programs > Referrals to social services, benefits and resources > Volunteer opportunities and training Powerful Partnerships and Volunteers We deliver these services onsite in partnership with an extensive network of award- winning “I participate in several healthy aging — Ping Yu, senior resident at Monte Vista TerraceBuilding Communities. Changing Lives. REV. 6/19 Building quality, affordable housing and revitalizing communities for over 45 years. ATTACHMENT A: Proposer’s Information Form Attachment A Proposer’s Information Form PROPOSER (please type/ print): MidPen Housing CorporationName:__________________________________________________________ 303 Vintage Park Drive, Suite 250, Foster City, CA 94404Address:__________________________________________________________ 650.356.2900 fauyeung@midpen-housing.org_______________________ Email: ______________________________ Felix AuYeung Contact Person: ____________________Title: _________________________________ Vice President of Business Development fauyeung@midpen-housing.org eMail (Required ): ________________________________________________________Telephone (Requir ed ): _5_1_0_. 9_0_8_._0_6_4_4_____________________ Proposer, if selected, intends to carry on the business as (check one): Individual Joint Venture Partnership x Corporation When incorporated? 1_1_._1_9_7_0________ When authorized to do business in California? 1_1_.1__9_7_0_ Other (explain):____________________________________________________ ADDENDA To assure that all Proposers have received each addendum, check the appropriate box(s) below. Failure x x x 3;Addendum number(s) received:1;2;4;5;6; No proposal shall be accepted which has not been signed in ink in the appropriate space below: By signing below, the submission of a proposal shall be deemed a representation and City of Palo Alto 1 AMENDED AND RESTATED BYLAWS MIDPEN HOUSING CORPORATION A California Nonprofit Public Benefit Corporation Effective September 9, 2021 ARTICLE I NAME AND OFFICES Section 1.1 Name. “Corporation”).” Section 1.2 Principal Office. The principal office of the Corporation shall be located in Foster City, County of San Mateo, State of California. The Board of Directors of the Corporation (the “Board”) may change the principal office from one location to another at any time by resolution. Section 1.3 Other Offices. Branch or subordinate offices may at any time be established by the Board at any place or places. Section 1.4 Fiscal Year. The fiscal year of the Corporation shall begin on January 1 and end on December 31 of each calendar year. Section 1.5 Purpose. The Corporation has been organized for the purposes set forth in the Articles of Incorporation. The Corporation shall take no action that is inconsistent with the Articles of Incorporation. ARTICLE II Section 2.1 No Statutory Members. The Corporation shall have no “members” as defined in Section 5056 of the California Nonprofit Public Benefit Corporation Law, as amended (the “Nonprofit Corporation Law”). ARTICLE III DIRECTORS Section 3.1 Powers. Subject to the provisions and limitations of the Nonprofit Corporation Law, the Articles of Incorporation and any other applicable laws, all powers and activities of the Corporation shall be exercised directly by or under the ultimate direction of the Board. Directors shall have no power as individual Directors and shall act only as members of the Board. Section 3.2 Number of Directors. The authorized number of Directors shall be not less than nine (9) but no more than nineteen (19) Directors, until changed by amendment to these Bylaws. The exact number of authorized Directors shall be fixed within those limits by the Board from time to time. Section 3.3 Election and Term of Office. (a)The Directors shall be elected by action of the Board at the annual (b)Each Term for Directors elected pursuant to these Bylaws shall be for (c)The Term of Office for Directors shall be subject to the following term i. A Director shall not serve more than nine consecutive years. ii. A Director who reaches the term limitations but then leaves the Board for three or more consecutive years, may be re-elected to the Board 2 subject to these term limitations applicable to that re-election to the Board. iii. These term limitations may be suspended for a specific Director by a vote of 2/3’s of the Board of Directors. Such suspension of the term limitations shall only apply to the length of one full term (3 years). Section 3.4 Resignation. Any Director may resign at any time by giving written notice of such resignation to the Chairperson, the Secretary or the Board. Such resignation shall take effect upon receipt of notice or at any later time specified in the notice. Unless otherwise specified in the notice of resignation, affirmative acceptance of the resignation shall not be necessary to make it effective. Except upon notice to the Attorney General, no Director may resign where the Corporation would then be left without any duly elected Directors in charge of its affairs. If the resignation is effective at a future time, a successor may be elected to take office when the resignation becomes effective. Section 3.5 Removal. Any Director may be removed by the Board, with or without cause, by a majority of Directors then in office. Cause for removal includes, but is not limited to, the unexcused absence of any Director from three (3) or more consecutive Board meetings. Section 3.6 No Removal on Reduction of Number of Directors. No reduction of the authorized number of Directors shall have the effect of removing any Director prior to the expiration of such Director’s term of office. Section 3.7 Vacancies and Filling Vacancies. (a)A vacancy in the Board shall be deemed to exist in the event that the Vacancies on the Board may be filled by a majority of the Directors then in 3 Section 3.8 Inspection Rights. Every Director shall have the absolute right at any reasonable time to inspect, copy and make extracts of, in person or by agent or attorney, all books, records and documents of every kind and to inspect the physical properties of the Corporation. Section 3.9 Fees and Compensation. The Directors shall serve without compensation for their services as Directors. Directors may be reimbursed for reasonable expenses incurred in attending meetings of the Board or for expenses incurred in carrying out his or her duties as a Director. Section 3.10 Standard of Care – General. Each Director shall perform the duties of a Director in accordance with Section 5231 of the Nonprofit Corporation Law. The Corporation shall exercise its rights and obligations in accordance with the provisions of the Nonprofit Corporation Law (California Corporation’s Code Sections 5000 et seq.). Section 3.11 Conflict of Interest Policy. The Board shall also adopt a Conflict of Interest Policy. The Board shall monitor compliance with the Conflict of Interest Policy. ARTICLE IV Section 4.1 Annual Meeting. The Corporation’s annual meeting shall take place on a date to be specified by the Board and shall coincide with one of the Board’s regular meetings. The Board shall elect Directors and officers and transact other business at the annual meeting. Notice of this meeting is not required. Section 4.2 Regular Meetings. The Board may provide by resolution the time and place for holding regular meetings of the Board; provided, however, that if the date so designated falls upon a legal holiday, then a different date shall be specified by the Board. Section 4.3 Special Meetings. Special meetings of the Board may be called by the Chairperson, the President/Chief Executive Officer or any two (2) Directors. The meeting shall be held at a place within or without the State of California as designated by the person or persons 4 calling the meeting, and in the absence of such designation, at the principal office of the Section 4.4 Notice and Location of Meetings. Regular meetings may be held without notice if the date, time and place of the regular meetings are fixed by action of the Board. Notice of the date, time and place within the State of California of a special meeting, or of a regular meeting if the date, time and/or place of regular meetings are not designated by the Board, shall be given to each Director four (4) days before the meeting if given by first-class mail or forty-eight (48) hours before the meeting if given personally, by telephone, including a voice- messaging system or by e-mail. These notices shall be addressed to each Director at his or her address as shown on the books of the Corporation. Section 4.5 Telephonic and Electronic Meetings. Directors may participate in a regular or special meeting through the use of conference telephone, electronic video screen communication or similar communications equipment so long as all members participating in such meeting can hear one another. Participation in a meeting pursuant to this Section 4.5 constitutes presence in person at such meeting. Section 4.6 Waiver of Notice. Notice of a meeting need not be given to any Director who signs a waiver of notice, or a written consent to holding the meeting or an approval of the minutes of the meeting, whether before or after the meeting, or who attends the meeting without protesting, prior thereto or at its commencement, the lack of notice to such Director. All such waivers, consents and approvals shall be filed with the corporate records or made a part of the minutes of the meeting. The waiver of notice or consent need not specify the purpose of the meeting. Section 4.7 Action Without Meeting. Any action required or permitted to be taken by the Board may be taken without a meeting, if all Directors consent in writing or electronic responses to the action. All such written consents and printed electronic responses shall be filed with the minutes of the proceedings of the Board. For the purposes of this Section 4.7 only, "all Directors" shall not include any "interested director" as defined in Section 5233 of the Nonprofit Corporation Law. Such action by written consent or electronic response shall have the same force and effect as a unanimous vote of the Directors. Section 4.8 Ratification. Any action required or permitted to be taken by the Board that is taken without a meeting may be ratified by a vote of the Board at a subsequent duly held meeting of the Board. Such action by ratification shall have the same force and effect as any other action of the Board. 5 Section 4.9 Quorum. (2) Directors, shall constitute a quorum for the transaction of business, except to Section 4.10 Adjournment. Any meeting of the Board, whether or not a quorum is present, may be adjourned to another time and place by the vote of a majority of the Directors present. Notice of the time and place of the adjourned meeting need not be given to absent Directors if said time and place are fixed at the meeting adjourned. If the meeting is adjourned for more than twenty-four (24) hours, notice of the time and place must be given before the time when the meeting is to resume to any Directors who were not present when the meeting was adjourned. ARTICLE V COMMITTEES Section 5.1 Board Committees. The Board may, by resolution adopted by a majority of the Directors then in office, provided a quorum is present, designate one (1) or more committees (“Board Committees”), each consisting of two (2) or more Directors and only of Directors, to serve at the pleasure of the Board. Appointments to such committees shall be by majority vote of the Directors then in office. Board Committees may be given all the authority of the Board, subject to the limitations specified in Section 5212 of the Nonprofit Corporation Law. The Board may, at any time, revoke or modify any or all of the authority delegated to the Board Committees. The Board may adopt rules for the governance of any committee not inconsistent with these Bylaws. Section 5.2 Executive Committee. The Board shall create a Board Committee called the “Executive Committee” to oversee key strategy, management and compensation. The Executive Committee will have a minimum of five (5) Directors and a maximum of seven (7) Directors. 6 Section 5.3 Audit Committee. The Board shall create an Audit Committee if required by the California Nonprofit Integrity Act of 2004 (the “Nonprofit Integrity Act”). Section 5.4 Advisory Committees. The Board may create one (1) or more advisory committees (“Advisory Committees”), each consisting of two (2) or more Directors, non-Directors or a combination of Directors and non-Directors. Advisory Committees may not exercise the authority of the Board to make decisions on behalf of the Corporation. Advisory Committees shall be restricted to making recommendations to the Board or Board Committees and implementing Board or Board Committee decisions and policies under the supervision and control of the Board or Board Committee. The Board may, at any time, revoke or modify any or all of the authority delegated to the Advisory Committee. ARTICLE VI Section 6.1 Officers. The officers of the Corporation shall be a Chairperson, a President/Chief Executive Officer, a Vice Chairperson, a Secretary, a Treasurer and a Chief Financial Officer (“CFO”). The Corporation may also have, at the discretion of the Board, one (1) or more additional officers, including Co-Vice-Chairpersons, Secretaries and Treasurers, as may be appointed in accordance with the provisions of Section 6.2. One (1) person may hold two (2) or more offices, except that no person holding the office of Secretary, Treasurer or CFO may concurrently hold the office of Chairperson or President/Chief Executive Officer. Section 6.2 Election and Term. The officers of the Corporation shall be elected annually by a majority of the Directors present at the annual meeting and shall serve at the pleasure of the Board, subject to the rights, if any, of an officer under any contract of employment. Officers need not be chosen from among the Directors. The term of each officer shall be for one (1) year. Section 6.3 Subordinate Officers, etc. The Board or the President/Chief Executive Officer may appoint such other subordinate officers of the Corporation as the business of the Corporation may require, each of which shall hold office for such period, have such authority and perform such duties as the Board or the President/Chief Executive Officer may determine from time to time. The Board or the President/Chief Executive Officer may fill a vacancy in any such subordinate office. 7 Section 6.4 Resignation. Section 6.5 Removal. An officer may be removed from office with or without cause by the Board or by an officer on whom such power of removal may be conferred by the Board. Section 6.6 Vacancies. A vacancy in any office (other than subordinate offices) because of death, resignation, removal, disqualification or any other cause shall be filled by the Board. A vacancy in a subordinate office for any reason shall be filled in accordance with Section 6.3. Section 6.7 Chairperson of the Board. The Chairperson shall preside at all meetings of the Board and shall have the power to sign contracts, agreements or any other instruments in connection with projects authorized by the Board, and exercise and perform such other powers and duties as may from time to time be assigned to the Chairperson by the Board or prescribed by these Bylaws. Section 6.8 President/Chief Executive Officer. The President/Chief Executive Officer shall be the general manager and chief executive officer of the Corporation and shall have the general supervision, direction and control of the business of the Corporation, including the power to sign contracts, agreements or any other instruments in conjunction with projects authorized by the Board. The President/Chief Executive Officer shall see that all orders and resolutions of the Board are carried into effect, and shall exercise and perform such other powers and duties as may be prescribed by these Bylaws or by the Board. Section 6.9 Vice Chairperson. The Vice Chairperson shall have powers and perform such duties, including the performance of the duties of the Chairperson in the absence or disability of the Chairperson, as from time to time may be prescribed by the Board or these Bylaws. Section 6.10 Secretary. The Secretary shall keep, or cause to be kept, a full and complete record of the proceedings of the Board and of committees established by these Bylaws. The record shall include all waivers of notices, consents to the holding of meetings or approvals of 8 the minutes of meetings executed pursuant to these Bylaws or the Nonprofit Section 6.11 Treasurer. The Treasurer shall keep and maintain, or cause to be kept and maintained, adequate and correct books and records of account in written form or any other form capable of being converted into written form. The Treasurer shall render to the Chairperson and the Directors, upon request, an account of the Treasurer’s transactions as Treasurer and of the financial condition of the Corporation, and shall exercise and perform such other powers and duties as may be prescribed by these Bylaws or by the Board. Section 6.12 Chief Financial Officer. Together with the Treasurer, the Chief Financial Officer (the “CFO”) of the Corporation shall create, execute, sign keep and maintain, or cause to be created, executed, signed, kept and maintained, adequate and correct books and records of account in written form or any other form capable of being converted into written form. The CFO shall also create, execute, sign authenticate, keep and maintain cause to be created, executed signed, authenticated, kept and maintained financial/tax records, documents and agreements including but not limited to IRS and state related tax documents and forms. The CFO shall also (i) give, or cause to be given, to the Directors such financial statements and reports as are required to be given by law, prescribed by these Bylaws or requested by the Directors; (ii) ensure that the Corporation’s books and records of account are open to inspection by any Director upon request at all reasonable times; (iii) deposit, or cause to be deposited, all money and other valuables in the name and to the credit of the Corporation with such depositories as designated by the Board; (iv) disburse, or cause to be disbursed, the Corporation’s funds as ordered by the Board; (v) render to the President/Chief Executive Officer, the Chairperson and the Directors, upon request, an account of the financial condition of the Corporation; and (vi) exercise and perform such other powers and duties as may be prescribed by these Bylaws or by the Board. Section 6.13 Compensation. The Board or a Board Committee shall review any compensation packages (including benefits) of the President/Chief Executive Officer and the CFO, and shall approve such compensation only after determining that the compensation is just and reasonable. This review and approval shall occur annually, as well as when such officer is hired, when the term of employment of such officer is renewed or extended and when the compensation of such officer is modified, unless the modification applies to substantially all of the Corporation’s employees. No officers shall be prevented from receiving such compensation by reason of the fact that the officer is also a Director of the Corporation. 9 ARTICLE VII BOOKS AND RECORDS Section 7.1 Books and Records. The Corporation shall keep adequate and correct books and records of account and minutes of the proceedings of the Board and committees of the Board. Section 7.2 Form of Records. Minutes, books and records shall be kept in written form or in any form capable of being converted into written form. If any record subject to inspection pursuant to the Nonprofit Corporation Law is not maintained in written form or in any form capable of being converted into written form, a request for inspection is not complied with unless and until the Corporation at its expense makes such record available in such forms. Section 7.3 Financial Reporting. The Corporation shall produce and distribute the financial and other reports required by the Nonprofit Corporation Law, including, without limitation, the annual report required by Section 6321 of the Nonprofit Corporation Law and the statement of transactions or indemnification required by Section 6322 of the Nonprofit Corporation Law, and if required, produce and make publicly available the financial statements required by the Nonprofit Integrity Act. ARTICLE VIII GRANTS, INVESTMENTS, CONTRACTS, LOANS, ETC. Section 8.1 Investment Policy. The Board shall, by resolution, create an Investment Policy that complies with the investment standards of Section 5240 of the Nonprofit Corporation Law. Section 8.2 Grants. The making of grants and contributions, and otherwise rendering financial assistance for the purposes of this Corporation, may be authorized by the Board. The Board may authorize any officer or officers, agent or agents, in the name of and on behalf of the Corporation to make any such grants, contributions or assistance. Section 8.3 Execution of Contracts. The Board may authorize any officer, employee, agent or committee, in the name and on behalf of the Corporation, to enter into any contract or execute and satisfy any instrument, and any such authority may be general or confined to specific instances, or otherwise limited. In the absence of any action by the Board to the contrary, the Chairperson and President/Chief Executive Officer are authorized to execute such instruments on behalf of the Corporation. 10 Section 8.4 Loans. employee or agent authorized by the Bylaws or by the Board may effect loans and Section 8.7 Checks, Drafts, Etc. All checks, drafts and other orders for the payment of money out of the funds of the Corporation and all notes or other evidences of the indebtedness of the Corporation shall be signed on behalf of the Corporation by the President/Chief Executive Officer, the CFO or such persons as shall from time to time be determined by resolution of the Board. Section 8.8 Deposits. The funds of the Corporation not otherwise employed shall be deposited from time to time to the order of the Corporation in such banks, trust companies or other depositaries as the Board may select or as may be selected by the President/Chief Executive Officer, the CFO or such other officer, employee or agent of the Corporation to whom such power may from time to time be delegated by the Board. ARTICLE IX INDEMNIFICATION OF DIRECTORS AND OFFICERS Section 9.1 Definitions. For purposes of this Article, “Agent” means any person who is or was a Director, officer, employee or other agent of the Corporation, or is or was serving at the request of the Corporation as a Director, officer, employee or other agent of another foreign or domestic corporation, partnership, joint venture, trust or other enterprise, or was a Director, officer, employee or agent of a predecessor corporation of the Corporation or another enterprise at the request of such predecessor corporation; “Proceeding” means any threatened, pending or completed action or proceeding, whether civil, criminal, administrative or investigative; and “Expenses” includes, without limitation, attorneys’ fees and any expenses incurred in establishing a right to indemnification under Section 9.2 of this Article. 11 Section 9.2 Right to Indemnity. The Corporation may, to the fullest extent permitted by law, indemnify any person who was or is a party or is threatened to be made a party to any Proceeding by reason of the fact that such person is or was an Agent of the Corporation, against Expenses, judgments, fines, settlements and other amounts actually and reasonably incurred in connection with the Proceeding. Section 9.3 Approval of Indemnity. (a)On written request to the Board by any Agent seeking indemnification, to Section 5238(d) of the Nonprofit Corporation Law. Otherwise, the Board (b)Where the action or proceeding is brought on behalf of the Corporation or Section 9.4 Advancing Expenses. The Board may authorize the advance of Expenses incurred by or on behalf of an Agent of the Corporation in defending any Proceeding before the final disposition of such Proceeding, if the Board finds that (i) the requested advances are reasonable in amount under the circumstances and (ii) before any advance is made, the Agent submits a written undertaking satisfactory to the Board, in its sole discretion, to repay the advance unless it ultimately is determined that the Agent is entitled to indemnification for the Expenses under this Article. Section 9.5 Insurance. The Board shall have the power to purchase and maintain insurance on behalf of any Agent against any liability asserted against or incurred by the Agent in such capacity or arising out of the Agent’s status as such, whether or not the Corporation would have the power to indemnify the Agent against such liability under this Article; provided, however, that the Corporation shall not have the power to purchase and 12 maintain such insurance to indemnify any Agent of the Corporation for a violation of ARTICLE X OTHER PROVISIONS Section 10.1 Electronic Transmissions. Unless otherwise provided in these Bylaws, and subject to any guidelines and procedures that the Board may adopt from time to time, the terms “written” and “in writing” as used in these Bylaws include any form of recorded message in the English language capable of comprehension by ordinary visual means, and may include electronic transmissions, such as facsimile or e-mail, provided (i) for electronic transmissions from the Corporation, the Corporation has obtained an unrevoked written consent from the recipient to the use of such means of communication; (ii) for electronic transmissions to the Corporation, the Corporation has in effect reasonable measures to verify that the sender is the individual purporting to have sent such transmission; and (iii) the transmission creates a record that can be retained, retrieved, reviewed and rendered into clearly legible tangible form. ARTICLE XI AMENDMENTS Section 11.1 Amendment of Bylaws. New bylaws may be adopted or these Bylaws may be amended or repealed by the vote of a majority of the authorized Directors at a duly held meeting at which a quorum is present. 13 (This page is intentionally blank) Palo Alto Downtown New Parking & Housing Midway –Phase I, Daly City Our Team MidPen Housing has delivered well-designed affordable housing communities that allow people from all ethnic, social and economic backgrounds to live in dignity, harmony and mutual respect. Felix AuYeung Vice President of Business Development Abby Goldware Potluri Vice President of Housing Development Mollie Naber Associate Director of Housing Development A Mission Driven Organization Centering Equity in All We Do •Deeply rooted in Santa Clara County: 48 MidPen communities totaling over 4,000 homes •We believe inclusive and responsive Community Engagement is what builds strong communities. •Consistent track record of securing financing: 18 developments fully financed since 2020 •Stewards of our communities. We are invested for the long-term. •Strong Property Management •Exceptional Resident Services that improve residents' lives Edwina Benner, Sunnyvale Our Experience Professional Development Team 50+ professionals 60 communities (5,342 homes) in pipeline 1,411 homes under construction Presence in Santa Clara County 48 communities, totaling 4270 homes Presence in San Mateo County 50 communities, totaling 3580 homes Presence in Palo Alto 2 communities, totaling 180 homes Alma Point, Foster City City Center Plaza, Redwood City Property Management Long Term Stewards of Community Assets.Manage 8,500 units at 110 properties serving over 17,500 residents. Commitment to being good neighbors. Ensure our communities are safe, beautiful, and well-maintained. Intentional approach to ensure our residents can retain their homes. Focus on Resident Satisfaction. Commitment to listening to and supporting our residents.Supporting a 99%+ occupancy rate Palo Alto Gardens, Palo Alto Page Mill Court, Palo Alto Resident Services Invest $10M annually in on-site resident services Three distinct programs to serve: •Families –working adults and youth •Seniors •Special needs individuals (supportive housing) In-house staff of 100 and leverage close to 2,000 volunteer hours annually; 300 third-party partners to deepen impact Intentional Support to help residents advance in all areas of their lives through: •Academically-based after school programs •Workforce Development •Financial capability programs for adults •Health programs to help seniors age in place Proposal Concept •Partner with City of Palo Alto on development approach and sites to target development •Consider consolidated parking structures and shared parking arrangements •Use off-site parking solutions to free up on-site parking on small sites •Avoid podiums for residential buildings, save cost and space •Park new housing at 0.5:1 ratio given excellent amenities and transportation options •Target roughly 41 homes for families or 51 homes for seniors, to fit in 9% LIHTC competition •Plan for at least two housing developments, operate together as scattered-site communities •Include some on-site stalls for accessible parking and white-curb parking for convenience •Family affordability range: 30%-80% AMI •Senior affordability range: 30%-50% AMI •Permanent Supportive Housing: 30% AMI 1.Build replacement parking first 2.Build housing developments clustered near new parking 3.Evaluate and reassess next phase •Lot D = 84 existing stalls •Lot G = 53 existing stalls •Lot E = 35 existing stalls •Family Housing on Lot G = 21 new stalls •Senior Housing on Lot E = 21 new stalls •Net New Public Parking = 25 new stalls •Total Garage Size = 239 stalls Step Lot Parking Housing Cost 1 D to garage Build 239-stall garage $12M 2 G to family Pays for 21 stalls 41 family du Pays $1M 3 E to senior Pays for 21 stalls 51 senior du Pays $1M 4 Reassess 197 net public stalls $10M net Development Approach 1 Approach 1 1. Garage 2.Family Housing3Senior Housing 1.Build housing developments and use existing garage parking 2.Assess then current parking needs 3.Build more housing or build garage •Lot F = 47 existing stalls •Lot P = 51 existing stalls •Family Housing on Lot F = 21 exclusive use •Family Housing on Lot P = 21 exclusive use •Net Loss on public parking = 140 stalls •Lot A = 68 existing stalls •Add new public parking = 25 stalls •Total Garage Size = 233 stalls Development Approach 2 Step Lot Parking Housing Cost 1 F to family Park in S/L Garage 41 family du Pays $1M 2 P to family Park in R Garage 41 family du Pays $1M 3 Parking Study Short 145 stalls 4 A to garage 233 stalls $12M Approach 2 1.Family Housing Park S/L 2.Family Housing 3. Garage 1.Build housing developments with some on-site parking 2.Assess then current parking needs 3.Build more housing or build garage •Lot T = 51 existing stalls •Lot C = 52 existing stalls •Family Housing on Lot T = 21 stalls on site •Senior Housing on Lot C = 21 stalls on site •Net Loss on public parking = 103 stalls •Lot A = 68 existing stalls •Add new public parking = 25 stalls •Add extra future housing parking = 42 stalls •Total Garage Size = 238 stalls Development Approach 3 Step Lot Parking Housing Cost 1 T to family 21 stalls on site 41 family du 2 C to senior 21 stalls on site 51 family du 3 Parking Study Short 103 stalls 4 A to garage 238 stalls $12M Approach 3 1.Family Housing w/21 stalls 2.Senior Housing w/21 stalls 3. Garage Some Considerations •Parking locations not equal: Coral and Purple Zones appear more utilized than Blue and Lime Zones •Strategies to increase utilization of existing parking structures •Smart technologies to direct parking to available spaces •Transportation alternatives, secured bicycle parking, designated ride-share drop areas •Evaluation of peak utilization by location, for possible addition or subtraction of spaces •Understanding of zero-lot conditions, façade setbacks, and alley widths for access •Financing structure and funding sources for potential commercial spaces along key corridors •Partner with City to determine best strategies forward Financing Experience In the current extremely competitive financing environment, MidPen has demonstrated unparalleled success in securing funding. In the last 3 years: •Financed nine 9% tax credit developments •Financed six tax-exempt bond developments with 4% tax credit •Financed three additional developments using new CA Housing Accelerator Given the scale and development capacity of the small parking lot sites, MidPen’s approach is to structure the 100% affordable housing concept into phases competitive for 9% tax credits. This scenario would minimize gap subsidy required. MidPen would seek to compete for 9% tax credits for each housing parcel as separate projects, under different rounds, due to the limited allocation of credits available in the South and West Bay Region in any particular round. We have deep experience with scattered site developments, public parking structures, and phased developments. Public Parking Experience Kiku Crossing, San Mateo Homes: 225 Public Parking Stalls:524 Residential Parking Stalls: 164 Fair Oaks Plaza, Sunnyvale Homes: 124 Public Parking Stalls: 210 Residential Parking Stalls: 84 Station Center, Union City Homes: 157 Public Parking Stalls: 127 Residential Parking Stalls: 157 Phased Project Experience Brooklyn Basin, Oakland Total Homes: 465 Total Phases: 4 Midway Village, Daly City Total Homes: 555 Total Phases: 4 Placemaking Firehouse Square, Belmont Shorebreeze, Mountain View Penn Station, San Mateo Foon Lok West, Oakland Community Outreach & Engagement Transparent, Inclusive, and Responsive Community Engagement One on One Conversations Series of intentional conversations with potential residents, immediate neighbors, key stakeholders, and neighborhood groups like the Evergreen Park Neighborhood Association Neighborhood Open House Presentation of proposal followed by information stations covering MidPen’s mission and history, onsite services, property management, and lease-up process Design Focused Community Meetings Sharing project design and listening to feedback from community stakeholders Communication List Website and email list for ongoing updates; prospective resident interest list Q&A 8 From:Natalie Geise Subject:Agenda Item #8 - Development of Parking & Downtown Housing Proposals Some people who received this message don't often get email from natalie.geise@gmail.com. Learn why this is CAUTION: This email originated from outside of the organization. Be cautious Mayor Kou and Honorable City Council, I am thrilled to see the agenda item tonight considering affordable housing for seniors, 14% of households in Palo Alto are severely cost burdened and paying Building explicitly affordable projects is one tool to address the crisis. Putting forth projects As you consider the item tonight, I encourage you to create a larger canvas for Alta and Mid- Please create a larger envelope for affordable housing proposals on our city-owned sites in downtown and: -raise the maximum height to 85+ ft -raise the maximum FAR to 5.0+ Natalie Geise From:slevy@ccsce.com Cc:Lait, Jonathan Subject:Agenda item 8 on housing and parking CAUTION: This email originated from outside of the organization. Be cautious Dear Mayor Kou and council members, I support more housing for low-income residents in DTN where I live. DTN is a great area for these residents (close to services, shopping, jobs and transit) and I do not know enough to suggest the parameters for these projects BUT I do know the right Please engage with Alta and MidPen and others if they come forward on what is needed in My second wish is that the city move quickly to expand the number of these projects DTN Thank you Stephen Levy From:Danny Warren Sallis Subject:Support for affordable housing ordinances Some people who received this message don't often get email from dsallis@stanford.edu. Learn why this is CAUTION: This email originated from outside of the organization. Be cautious Hello, My name is Danny Sallis. I am a current student at Stanford and a member of Students for Workers’ In order to meet the massive need in the area, we need housing to be built at high densities. Large Thank you! Best wishes, From:City Mgr To:Lait, Jonathan; Paras, Christine; Nose, Kiely; Ramberg, David; French, Amy; Kamhi, Philip Attachments:image001.png Good morning— Please find below public comment regarding item 8 (Direction to Pursue Development of New This message was send to CMO general inbox and individual Council emails. Forwarding as FYI only. Thank you, Danille Rice Administrative Assistant Office of the City Manager | Human Resources From: Amy Yotopoulos <ayotopoulos@avenidas.org> Sent: Friday, December 8, 2023 12:00 PM To: City Mgr <CityMgr@cityofpaloalto.org>; City Attorney <city.attorney@CityofPaloAlto.org>; Burt, Cc: David Gordon <dsgordon1@gmail.com> Subject: Avenidas & City of Palo Alto Parking In-Lieu Fees Some people who received this message don't often get email from ayotopoulos@avenidas.org. Learn why this is CAUTION: This email originated from outside of the organization. Be cautious Dear City Manager Shikada, City Attorney Stump, City of Palo Alto Council Liaison As you may know, when Avenidas remodeled the building on 450 Bryant Street in we paid over $1.9M in parking in-lieu fees. The money was raised our hope is that the City will consult with Avenidas on how those funds are being earmarked. As a charitable, not-for-profit organization devoted to serving seniors since 1969, it is important that we report back to As a longstanding partner of the City’s with a track record of collaboration with by the 6th District Court of Appeals/Santa Clara County Superior Court. We noticed that the December 11 City Council meeting features an action item related We look forward to learning more about the City’s plans for parking in the downtown In partnership, and David Gordon From:Hamilton Hitchings Cc:Lait, Jonathan Subject:Housing Over Parking Agenda Item Input CAUTION: This email originated from outside of the organization. Be cautious Dear Council, As a former member of the HEWG I wanted to share a few thoughts: These projects provide much lower cost housing because they are using city lands It’s important that the bidders maximize the amount of outside money they can bring I support staff’s well thought out recommendation of narrowing the target sites to Many homeless and low income folks live in their cars and/or that is their fallback. In They are also more likely to house share out of fiscal necessity thus increasing the In addition, remote parking is less safe for these residents late at night, and also Before the pandemic many lots were at full parking capacity and combined with the Otherwise lack of parking will become a constraint slowing downtown housing Thus I request council require these projects to build underground parking on all of these housing and parking garage sites. We can not underutilize this valuable space. The city should subsidize the delta cost between above ground and below ground I also support staff’s thoughts on reserving lot A (Emerson & Lytton) for parking which In summary, the goals of low income housing, parking and the health of retail are Hamilton Hitchings From:Jimmy Stoyell Subject:As much housing as possible for seniors, teachers, and workers on city parking lots! Some people who received this message don't often get email from jamesstoyell@gmail.com. Learn why this is CAUTION: This email originated from outside of the organization. Be cautious Hello, I'm writing to support as much housing as possible on the proposed plans for development on Thank you, James Stoyell From:Palo Alto Forward To:Council, City Cc:Nose, Kiely; Tong, Sunny Subject:12/11 - Item #8 - Housing on City Parking Lots CAUTION: This email originated from outside of the organization. Be cautious Honorable City Council, Please find our attached letter regarding Monday's Council Agenda Item #8 - Housing on City Thank you, -- Amie Ashton December 10, 2023 SUBJECT:Agenda Item #8 - Development of Parking & Downtown Housing Proposals Mayor Kou and Honorable City Council, Palo Alto Forward is writing in general support of dense housing on downtown parking lots. We so excited to see this project moving forward. It cannot happen fast enough! Maximize the development potential of these parking lots with a minimum allowed height at least 85 and floor area ratio (FAR) of at least 5.0. And we urge you to think even – why not 150+ feet and FARs of 10.0. Additionally, please consider lowering parking ratios to 0.5 per unit, consistent with other affordable projects that have been allowed to proceed by Council, which would enhance the development’s overall potential for success. Allowing a larger envelope for development means even more affordable units on these - especially desperately needed affordable housing for area workers, families, and We should demonstrate our commitment to affordability (one Council’s top goals since 2021) by allowing larger projects. As we have seen with the San Antonio corridor and El Camino Focus Area, we are gaining public acceptance of higher heights, greater FARs, and lower parking ratios because our housing need is so great. Tall buildings are not uncommon in our downtown. The following is a list of several that are 0.5 mile of city parking lots, and note that each one has a one- or two-story structure adjacent to it. ●525 University Avenue - 237 feet House - 142 feet Alto City Hall - 122 feet Everett Ave - 85 feet President - 90 feet Alma - 140 feet The Marc - 165 feet 325 Forest - 65 feet 360 Forest - 77 feet 1 A maximized building envelope would also show the State Department of Housing and Development that we are serious about meeting our Housing Element goals. It also show that we are serious about Affirmatively Furthering Fair Housing spreading units the city. Our housing need is so dire, especially for affordable units - and we have one shot at sites. Let’s be bold and meet our housing challenges! Sincerely, Amie Ashton, Executive Director and on behalf of the Board of Directors Alto Forward 2 From:Jo Ann Mandinach Cc:Council, City Subject:Re: affordable housing developments at city parking lots Julie, thanks for your reply but I don't appreciate your "have you stopped beating I'm for affordable housing, not buying market rate housing for highly paid techies 80% I'm against destroying retail and the character of our community to build more $4K Why do you think there are so many homeless? Are you aware that EACH of the big tech companies has settled with TENS OF Why aren't you lobbying for WORKER protections and to change the labor laws? Due to the changing economy and the new huge state deficit and the massive I'm appalled that we're barred from reconsidering RHNA targets in the face of the I oppose sticking housing on transit parking lots because then the rest of us have I oppose having a biased Planning Department with its leg on the scale for big I must have missed your speaking out for the workers or preserving what makes Again, thanks for your response. On Sat, Dec 9, 2023 at 4:29ꢀAM Lythcott-Haims, Julie Julie Sent from my iPhone On Dec 8, 2023, at 11:17ꢀAM, Jo Ann Mandinach <joann@needtoknow.com> CAUTION: This email originated from outside of the organization. Please stop destroying downtown access for potential shoppers by If you can't / won't do that, fire all your "retail consultants" since the Save us some money on these consults who have no local knowledge Most sincerely, From:Jo Ann Mandinach Subject:affordable housing developments at city parking lots CAUTION: This email originated from outside of the organization. Be cautious Please stop destroying downtown access for potential shoppers by eliminating If you can't / won't do that, fire all your "retail consultants" since the answer to why Save us some money on these consults who have no local knowledge and save a Most sincerely, From:Rhonda Bekkedahl To:Council, City Subject:Agenda item: Affordable Housing in Downtown Palo Alto Attachments:image001.png Some people who received this message don't often get email from rbekkedahl@channinghouse.org. Learn why CAUTION: This email originated from outside of the organization. Be cautious I am attaching my letter to the Mayor and All City Council members. 650.324.7596 Direct Confidentiality Notice: This transmission and any attached documents may be confidential Please consider the environment before printing this e-mail. Thank you. From:Patty Irish To:Council, City Subject:Agenda item: Affordable Housing in Downtown Palo Alto Attachments:Letter to Council for Affordable Housing on downtown parking lots 12-5-23.docx Some people who received this message don't often get email from irishpw@gmail.com. Learn why this is CAUTION: This email originated from outside of the organization. Be cautious Attached in my letter to the Mayor and All the City Council -- Patty Irish 650-324-7407 650-245-3906 cell How do you tell a story that has been told the wrong way for so long? December 5, 2023 Dear Madame Mayor and Council Members: I am writing to you in support of using downtown parking lots to build I live at Channing House, on Webster, and we have 175 employees. As you know, these projects take time to complete. Funding is complex. Also I believe I read Alta Housing was also proposing to include public Please move quickly and positively on some of these sites so that we Thank you for your serious consideration for the need to act and act Sincerely, Patty Irish 850 Webster St. #628 PURSUIT OF NEW PARKING AND HOUSING IN UNIVERSITY AVENUE DOWNTOWN DECEMBER 11, 2023 www.cityofpaloalto.org 2 STAFF RECOMMENDATION (1/2) Direct staff to: 1. Resume work on a new parking structure in the downtown core on a City surface parking lot (previously designed for on Hamilton / Waverley Lot D at 375 Hamilton Avenue) and …Hamilton / Waverley Lot D at 375 Hamilton Avenue 3 STAFF RECOMMENDATION (2/2) … 2. Pursue refined proposals for potential housing development on City surface parking lot on Lytton / Kipling Lot T at 450 Lytton Avenue with direction on key development goals such as, a.100% affordable housing or alternative such as workforce housing b.Height allowance and/or density c.Parking availability on site for housing. Lytton / Kipling Lot T at 450 Lytton Avenue 4 DOWNTOWN PARKING LOTS AND GARAGES T D A CC 5 BACKGROUND TIMELINE Feb 2019 •Council pauses Downtown Parking Garage Project Dec 2021 •Council directs staff to issue RFI for parking and housing development concepts Dec 2022 •Staff released RFI March 2023 - present •Staff review of submittals •Meetings •Add’l research/ analysis 6 ALTA HOUSING & MIDPEN HOUSING •Nonprofit organizations incorporated in California in 1970 •Providers of affordable housing and resident services in Santa Clara and San Mateo counties •Have extensive prior and current experience with 100% affordable housing projects 7 INITIAL PARKING DEVELOPMENT 8 OFF STREET PARKING 10/5/2023 ID Name Supply Total Permit Daily Total Permit Daily Total Permit Daily A Emerson/Lytton Lot 68 68 2 34 68 B Ramona/University Garage 128 37 53 35 C Ramona/Lytton Lot 51 33 7 39 6 50 CC Civic Center Garage 704 363 225 6 275 161 10 58 43 3 D Hamilton/Waverley Lot 84 69 53 70 E Gilman/Bryant Lot 35 19 19 17 17 13 13 F Florence/Lytton Lot 47 21 24 21 G Gilman/Waverley Lot 53 28 28 27 27 8 8 H Cowper/Hamilton Lot 93 66 52 56 K Lytton/Waverley Lot 97 18 12 12 11 9 7 N Emerson/Ramona Lot 48 42 1 40 40 O Emerson/High Lot 77 65 2 57 77 P High/Hamilton Lot 52 46 35 49 Q High/Alma North Garage 130 72 72 59 59 28 28 R High/Alma South Garage 210 200 116 4 163 99 7 110 37 SL Bryant/Lytton Garage 681 350 102 10 304 127 5 246 44 6 T Lytton/Kipling Lot 52 16 9 21 9 18 4 WC Webster/Cowper Garage 587 168 79 7 165 76 11 84 38 2 Noon 3PM 6PM 9 INITIAL HOUSING DEVELOPMENT 10 DESIRED DEVELOPMENT GOALS •Housing Affordability •Housing Unit Mix and Size •Building Height and Floor Area •On-site Parking •Other Considerations •Ground Floor Retail •Open Space •Transitional Height 11 ESTIMATED COSTS HOUSING •Cost: $900,000 to $1.1 million per unit •City contribution: -Nominal cost long-term ground lease -~ $100,000 per unit •Other funding sources: -State funding -Tax credits -Loans GARAGE •3/2019 prior cost estimate for Lot D: $30 million •Current rough order of magnitude: $35 to $40 million •City contribution: $12.5 million in-lieu fees projected available •Other funding sources: -State funding -University Avenue Streetscape -Assessment district -Bonds 12 NEXT STEPS •Council provides refined development parameters •Alta Housing and MidPen Housing provides updated proposals based on Council’s refined parameters 13 STAFF RECOMMENDATION Direct staff to: 1.Resume work on a new parking structure in the downtown core on a City surface parking lot (previously designed for on Hamilton / Waverley Lot D at 375 Hamilton Avenue) and 2.Pursue refined proposals for potential housing development on City surface parking lot on Lytton / Kipling Lot T at 450 Lytton Avenue with direction on key development goals such as, a.100% affordable housing or alternative such as workforce housing b.Height allowance and/or density c.Parking availability on site for housing. Sunny Tong Real Property Manager sunny.tong@cityofpaloalto.org