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Minutes 11-04-21 Minutes of the Special CRA Advisory Board Meeting Held on Thursday, November 4, 2021, at 5:30 P.M. at City Hall Commission Chamber, 100 E. Ocean Avenue Boynton Beach, Florida and GoToWebinar Online Meeting and City Hall Chambers PRESENT: Golene Gordon, Chair Thuy Shutt, CRA Executive Director Angela Cruz, Vice Chair Theresa Utterback, CRA Dev Services Manager Naomi Cobb Barry Abramson, Financial Analyst Yvonne Skovron Vicki Curfman, Adm. Assistant Joe Josemond Sharon Grcevic (arrived 5:34 p.m.) Aimee Kelley (arrived 5:35 p.m.) 1. Call to Order Chair Gordon call the meeting to order at 5:30 P.M. Yuri Konnikov, ITS Support Manager, started the Webinar and explained how the meeting would proceed. 2. Pledge of Allegiance The members recited the Pledge of Allegiance. 3. Roll Call A quorum was present. 4. Agenda Approval A. Additions, Deletions, Corrections to the Agenda There were no changes made to the Agenda. B. Adoption of Agenda Motion Ms. Cobb moved to approve the Agenda. Ms. Skovron seconded the motion. The motion passed unanimously. 5. Information Only: None Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 6. Public Comment Ernest Mignoli, 710 Ne 7t" Street#407, stated the more he comes to meetings the unhappier he is. He thought there are a bunch of residents that are closed out of the system that do not get a chance to comment and when they do are character assassinations and a lot of other unpleasant things. He hoped there were attorney's present. He thought some residents in the City need a lawyer the way the City is retaliating against them and it occurs all over. People who are civilly active and they try to help each other out and it goes against what the City is trying to do. He referenced the CRA meetings he attends, he cannot believe they are giving land and rights and building and zoning approvals to millionaires and billionaires and the rest are out there hungry and not doing so well. When he comes to the meetings, every time they give money from the government, they give it to the highest paid employees in the City and people who volunteered and applied for the job put themselves at risk. In 50 years, he went through viruses working with people and did not feel like he should get anything extra. There was no one present online. No one else coming forward, Public Comment was closed. 7. Consent A. Approval of CRA Advisory Board Meeting Minutes - September 2, 2021 Motion Ms. Kelley moved to approve the minutes. Ms. Grcevic seconded the motion. The motion passed unanimously. 8. Assignments A. Pending Assignments - None B. Reports on Pending Assignments C. New Assignments 1. Discussion and Consideration of the Responses to the RFP/RFQ for the 115 N. Federal Hwy Infill Mixed Use Redevelopment Project Development Proposals Thuy Shutt, Executive Director, welcomed all to the meeting and presented the item for the 4.9-acre mixed-use project. The RFP was issued July 23rd and due October 19. Five respondents will make their presentations that will present in alphabetical order. The Respondents will have 25 minutes to present, 5 minutes to present the team and 2 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 company and 10 minutes for questions and answers. Before going to the Board, they will have public and online comment. Affiliated Development LLC The proposal for Affiliated Development LLC is called The Pierce, having 236 mixed income residential units comprised of one, two and three bedrooms, 16,800 square feet of restaurant, retail and office. Seventy-one hundred of that is for the relocation of two local businesses. It is proposed to have National Green Standard Certification. There will be 600 parking spaces, 150 of which are open to the public and use the Ocean Mart convenience store on the northwest corner of US 1 and Ocean Avenue. The density is 80 units per acre of workforce housing. The workforce housing will be in an eight-story building and a seven-story garage, has FAR is 3.25 and they will use the bonus density. Jeff Burns, CEO Affiliated Development advised they hope this will be their fourth private public partnership in Palm Beach County in the last three years. Its important they not change the fabric of what makes the community unique. They spend a lot of effort to capture the essence of Boynton Beach. They spent a lot of time working with the community. They have an exclusive Letter of Intent with Kim Kelley of Hurricane Alley as they do not want to displace local businesses. One key component is they finalized an agreement with the Oyer family for their property and they will move their business and incorporate them into some office space. Affiliated Development incorporates two things into every project. One is redevelopment. They take underperforming properties and turn them into spectacular project. The second component is housing. He noted there is a discrepancy between rent and income and they have a great record with this and will include it in the project. They have a Purchase and Sale agreement with the owner of the Ocean and Food Mart, which is important because without that property, they would fall short of meeting their objectives. They want to capture the history in the project and would pay homage to Charlie Pierce. Their firm is based in Ft. Lauderdale with offices in West Palm Beach. Their core competency is public/private partnerships. They completed over $500,000M in public/private transactions in the last 15 years and $162 million in public/private development in Palm Beach County in the last three years. They have a reputation as a firm who sees a project with conception through to fruition. There are testimonials from nine CRA Directors and other city leaders who attest to the job they have done working with their communities. They can execute on their game plan. In 2019, they finished a project in the first qualified opportunity zone is S. Florida and were able to close on the project before the regulations were even posted. He noted the subject property is a qualified opportunity zone. In 2020 they closed on a $125M Affiliated Housing Impact Fund, which allows their firm to have discretionary capital, so they do not have to rely on third-party equity. Their investors are primarily public pension plans. There is an alignment of interest in housing being able to recruit and retain employees. They closed 3 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 three different large-scale loans during the pandemic while others struggled. They have three different projects ongoing nearby. He gave information on his team members Jeff burns and Nick Rojo. They have top notch caliber members. Moss & Associate is their general contractor for the project, whom they have worked with before. They are working with NSA Architects, and this is their fifth collaboration. This project would be the third development using Kimley Horn and WGI, and their second partnership with Architectural Alliance. They use Spinas O'Rourke for interior design and this was their third collaboration, and Sachs Kaplan is their land use attorney also on their third collaboration. Castle Residential is a local management company; however, they hold onto their assets. They retain good property management teams. Their team hires locally with each of their projects via job fairs, and they have held these fairs in Ft. Lauderdale and other places. They hire good people to keep long term to go project to project. They also have apprentice programs and recruit right before certain trades hit the project because people need jobs right away. Other similar projects are The MID in Lake Worth Beach, the Bohemian on Lake Worth Avenue, the Six13 in Ft. Lauderdale, and others. They are very proud of their projects. Mr. Burns reviewed the project site plan and stated they considered a Brightline station as well. They want to draw people into a courtyard setting and have restaurants, office space for both day and night activities. A wine bar, rooftop lounge and Kim Kelly's restaurant. A parking garage will have public parking spaces for the City and be useful with a train station. He reviewed the project overview, and they will offer workforce housing. They want to house people working in the restaurants and office space. It is a Transit Oriented District so pedestrian connectivity is key and they felt it was important to brand the area. He noted adjacent property owners are part of the long-term vision and he noted the area could be known as EBO for East Boynton. The development consists 236 units and 16,800 square feet of retail, restaurant and office space. Seventy-nine percent of the site is available for public use. A picture of the courtyard was viewed, having a standalone restaurant with a rooftop restaurant. They are talking with a restaurant group who has an interest. Nearby will be a wine bar, and at the ground level, a wine and coffee bar and a cut through in the building to move people from the park into the intimate space and out to the corner. Housing and transportation go hand-in-hand and they have had conversations with Brightline about this project and others. They want to provide an experience when the rail passengers leave the station. Parking is also a key component. Mr. Burns reviewed the project schedule. They provided agreements they have used in other cities. They do so to demonstrate they are ready to go and the schedule is important to them. There is a process to go through they are accustomed to. They provided bank letters, they have a good track record in good or bad times and they have discretionary funds. He commented public parking needs to be controlled by the public, and should be controlled by the City or CRA. Affiliated Construction will build a garage and give the keys. It will be available for retail and residents, and it will provide immediate revenue. Their cost for the build will be passed along at sale. The sale of the garage will be the cost of the garage, not including the land, and the land will be taken 4 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 into consideration with the land cost. It is a $73M project. They will spend a lot of pre- development capital. Land costs were broken down, including the property on the corner they have under contract. They are offering $1 M for the CRA property on 508 E Boynton Beach LLC and $3.6M for 500 Ocean. The land costs are higher. They are not including land costs in the sale of the garage and garage property back to the CRA or the City and is being deducted from what they are offering. The total land acquisition is about $8M. They spend a lot of time strategizing different ways to create an experience for residents, which is what they want for The Pierce, from a residential and commercial and public standpoint. Chair Gordon opened Public Comment. Ernest Mignoli, 710 NE Ph Street, stated he lives a few blocks from the proposed development. He moved from up north from a high-density development area which is a trend. He mentioned the building will serve and be housing for a lot of Boynton Beach residents. Mr. Mignoli had a question, but it was explained Public Comment is for public comments, not for questions. Mr. Mignoli explained he did not think anything he heard tonight was a fact. He thought there were 80K people could be served better by other development. He did not want Boynton to look like Delray or Ft. Lauderdale, where the developers are coming from. The projects are high density, they obstruct ocean views, create traffic jams, and he thought the developments were not for residents, but to attract people who were retired, millionaires, who don't have to worry about schools or anything. He thought they want to create environments, because they do not plan to blend in with the community, rather they plan to create their own community. The surrounding community cannot afford to live there, afford the stores, drinks and foods as it will be very expensive. He opined it is too bad for the average tax payer, and this is the beginning of the end of Boynton Beach. Mr. Konnikov noted a question from Alex Molina who asked how to get copy of the presentations. Ms. Shutt explained they are exempted in full until November 19th, and the public can contact them to get a copy. As for these presentations, the 15th slides are available now. Public comments were closed for this presentation. The following comments were made by the Board Members. Mr. Josemond loved the presentation, but was concerned about the garage. He asked what phase the garage would it be completed. Mr. Burns explained it is a precast garage and it will be done in two months. They will start developing on the corner and will be up before the rest of the project is completed. Vice Chair Cruz asked what percentage of the project is workforce housing. Ms. Shutt responded there will be 118 market rate units. Fifty percent (118) will be workforce housing units. Sixty percent will be at 120% of the Boynton Beach AMI. Nine units will be at 60% to 80% of the AMI, 53 units will be at 80% to 100% of the AMI, and 56 units 5 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 will be at 100% to 120% of the AMI. Mr. Burns explained the reason for the income mix is not to segregate people based on income status. They will be incorporated into the project, having the same amenities and levels of finish. It lifts the stigma off the project and people there have no clue of the tenant's incomes. Ms. Skovron asked what they are planning for the parking spaces for each unit. Mr. Burns responded they are planning for a blend about 1.4 to 1.5 parking spaces per unit. In this project, they will have a lot of one-bedroom units for young professionals at competitive prices, so they will have a lower parking ratio. As a rule of thumb a one bedroom is 1.5 to 1.2 per unit. The larger one-bedroom units are about 1.25 to 1.3 and the larger two and three-bedroom units will have two per unit. The firm has never been sued for construction defects. When asked if given the go ahead, why would they say they have to delay the project. Mr. Burns responded if they were unable to work through the approval, entitlement and permitting would be the greatest delay. Other than that, he did not foresee a need to extend. There was artwork on the garage drawing. Ms. Skovron asked if that look is what will be on the garage. M. Burns responded it would, but it could be another image. He thought it was wise to brand the City and Boynton Beach. A question was posed about the location of the pool, by the rail lines. Ms. Skovron asked if there would be any type of noise mitigation when the train goes by. Mr. Burns noted their residents are urban dwellers, and they have not received any complaints. One plan had the pool 30 feet from the wall separating the train tracks from the amenities. There will be lush landscaping, and Brightline goes by very quickly. They would consider a water feature. The Castle Group is primarily a condo Association management company and they recently started a residential rental division with someone who left Alliance Residential which is a very large national rental group. They are affiliated with the Castle group and they are managing all their assets and do a good job. Ms. Cobb noted the area median income. She asked if the people working at Hurricane Alley could afford to live there and learned they would. Chair Gordon liked the rooftop. Ms. Kelley and Ms. Grcevic had no comments. E21L Real Estate Solutions. Ms. Shutt provided a brief introduction for the project announcing the firm is from Winter Park, Florida who is planning a four phased mixed use project, The first phase would have 7,600 square feet of retail with two 12K square feet of ground floor retail, Phase III would have 7,600 square feet of new ace hardware and 18K square feet of grocery and ground floor retail, 24K to 32K square feet of office and health care, and phase four would have 10 square feet of ground floor retail and optional 16K square feet of round floor retail including the property at 101 Federal Highway which is the Ocean 6 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 Mart. There will be 257 total units. Phase I is the garage with the Ace Warehouse and some retail Phase II is residential multi-family ground amenities and retail. The 257 units there will potentially be 346 maximum units depending on the adjacent parcel being required. There will be 15 stories and a maximum height limit of 150 feet. There are 116 one bedroom one bath units, 114 two bedrooms, one bath units, 12 three bedroom and two bath units. Ten percent of the units will be 27 total workforce units, twelve of them will be one bedroom one bath, twelve will be two-bedroom one bath, three will be three bedroom two baths within three residential towers. There is an eight story tower and two five story towers. There will be 12K square feet of ground floor retail and live work spaces will be provided. The proposal contained a 100-room hotel with roof top amenities. There will be 914 parking spaces and the final count is to be determined that will be housed in a seven-story parking garage at 73 feet above grade which includes a minimum of 150 public spaces up to 335 for public uses and an optional phase 5 along the railroad tracks that are more related to the railway station. In phase One, there will be a YMCA Office and fitness recreation use within the structure. Kelly Hefferin, Managing Partner E2L Holdings West Fairbanks Winter Park Florida. She introduced their development Banyan Hub. She introduced the E2L team consisting of Mark Hefferin, President, E2L RE Solutions; Antonio Balestrieri, Project Manager; and Nick Hefferin, Project Manager, who both worked on Town Square. Their residential Partner Eastwind Development led by Jack Weir, president, their construction partner, Verdex construction led by Rex Kirby, President and she noted she and Mr. M. Hefferin have worked with Mr. Kirby for over 25 years. Sophia Nelson of SA Nelson &Associates has worked with E2L in Boynton Beach to build the build in Wealth program for the Town Square and Jason Hagensick, President and CEO of the S Palm Beach County YMCA. (Vice Chair Cruz left the dais of 6:30 p.m.) Other E2L partners were on the GoTo meeting due to limited seating. She advised . E2L's core mission, which is for Energy 20 Love as they give back 20% of their profits to community and charitable organizations. Last week they attended the 20th Anniversary of the Schoolhouse Children's Museum and celebrated their butterfly mural donation along with other major donations. While attending the recent Pirate Fest and other recent events, they realize their original joint vision for the City is just beginning. She requested the Board will consider trusting E2L to continue their efforts with the CRA and the City to make the next chapter something to be proud of for generations to come Mark Hefferin thanked the Board for the opportunity to make a presentation He advised they have 15 slides and they tried to be specific to 12 items the CRA wanted them to address. Mr. Hefferin explained E21 was founded in 2016 after 30 years design and construction industry in 25 states. They have been in Florida since 2005 and they come from Central Florida and a lot of their ideas come from around the country. They built the Town Square and it was a complex project removing eight buildings at the same time and five being built in under 24 months and they can execute. 7 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 Mr. Hefferin noted they moved the Kapok Tree as they are sensitive to green space and they hope to continue that down ocean Avenue. He commented the CRA did a great job of acquiring property. Prior to the recent purchase of the Oyer and Bradley property, they helped the City get parking in the now demolished bank building. They are sensitive to this area, the existing clients and tenants and have spoken with them. (Vice Chair Cruz returned to the dais at 6:34 p.m.) Mr. Hefferin reviewed two site plans were reviewed and pointed out they intend to expand Dewey Park. They discussed things with Davis Camalier and his tenant and looked at nine different sites to relocate the gas station that will remain, but they have creative ideas to incorporate it into the project. They've had lots of discussions with the owners of Ace Hardware and area businesses and their long-term plans. If they acquired the rest of the property, they could have 340 units according to the maximum of 80 dwelling units per acre. If they go after the Affordable Housing bonus, they can add another floor, but it is all about the CRA wants with workforce housing. He commented, this development is not about housing, it is about creating a book end. The area is on the other side of town where people would arrive. Their plans showed a hotel and rooftop bar, and he hoped to have the same on the Town Square site. He commented the development will be a wellness community. It will bring a lot of people here. It is for mothers and kids. They are looking to create a day care center, and they have to have a park. Art will be part of the project. Mr. Hefferin noted they showed the 335 parking spaces the City needs which was above the 150, and it considers they have a lot of retail here. The YMCA will need 150 to 175 spaces at peak times and they will allow for a train station. If the CRA wants more workforce housing, then have to reduce the cost of parking. He reviewed scheme A included adjacent properties. If they cannot, Scheme B will use the property the CRA has under contract. A question asked earlier about what would slow the project, he commented acquiring the land and having to replat it would take time, but it was important to do it right. He corrected on the third column over it said Boynton Beach CRA adjacent 384, would be 514 units needed for residential. Mr. Hefferin discussed Scheme A and noted the plan showed the public parking garage in its location due to the rail as they would use it for a sound and safety barrier and art deco arrangement. Playing off of that on Ocean Avenue, they would expand the park, include dog park. The park was filled on Saturday, and it could accommodate an expansion. Retail is meant to be a complement of Hurricane Alley. They would widen the alley to 60 feet. The Denver Market has a Dairy or Milk District. It is a really cool concept. Winter Garden has a similar development which was like a brewery alley, it is a destination and place making space. Mr. Hefferin noted they are sensitive to post COVID 19 as all want to be outside. They considered outside connectivity, mostly around the work/live units on the ground floor facing federal Highway. There is an.inner core amenity space. There are some privacy 8 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 issues about the swimming pool and they can locate it on the rooftop or on the ground, and they were flexible. They stopped short of providing colored pictures or eye candy picture to sell them on the final look because the drawings did not show the final design. They will have roof top bar. The ocean and Intracoastal are not visible from some of the rooftops, but diners there will see the downtown area, especially in the Town Square area. The scheme they reviewed assumed they would not have the ability to get additional land in time. The development can have open space but with density, this is something the CRA has to address with the Board as there are economic benefits to density. They included a rail stop. The schedule the Board asked for is fairly detailed, which he reviewed. If the CRA makes an award after the November 30th Commission meeting and they want to start in December, they will be ready to go immediately within a week and will work on a development agreement. He noted the development schedule is an aggressive schedule as there are existing tenants that have to be addressed. The reason they addressed the parking first is if the parking garage is not there, nothing else could occur. The development is a four to five-year plan. They built the downtown in two years, and they were going to phase the project over six years, but the City said do it faster so they did, but he did not think it was possible to do so with this project. As for phasing, the development is a four phased project. The first phase is the garage and the YMCA. The garage will serve people on Ocean Avenue and they will need all of the space for construction once the garage is built. They did this with the Schoolhouse Children's Museum. Phase 2 is the residential/retail component where they will move the existing Hurricane Alley and other businesses into the space. Phase three and four could be combined if they get the other sites, which will require some demolition and Phase five is the rail station. As for capital, their confidential information packet had more detail. The overall cost is about $120M. If they expand the density and volume, the development will probably be $150M. If the CRA wants to increase the density or have smaller units, they are flexible. Capital stack on the garage, they propose the City maintain ownership of the garage. The City and CRA should combine for the garage long term. Information regarding Phase three and four residential was included in the meeting materials and also with the hotel and in the confidential packet. Proposed acquisition terms were reviewed. There is 4.9 acres and they come up with 4.325 acres. They will close several City Rights-of-Way and they met with Planning and Zoning, as it makes sense to make it a more pedestrian friendly environment. They would leave 4th open and go under the garage. They will need a right-hand turn. There are some traffic issues, but they have a route around that so there could be deliveries. Phase 1 is 1.4 acres and will be retained by the City. They would purchase the 1.6 or 1.7 acres for residential, and they left the price open to discussion, but they want to talk about it related to parking. They believe they have a structure that will get the CRA paid for the parking, with some relief from the parking cost. They will pay the full cost at the end of the day regarding the operation and maintenance. It cost about $1 per space per day, per year. Phase three they would purchase them as fee simple up to $7.5M depending on parking. Phase four has another .7 acres, which will have to be 9 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 purchased at a reasonable price. They have Purchase and Sale agreements, so they will provide one and Legal can discuss. The unit counts were reviewed per the slide. There are 27 workforce units now. If they allot 25% of the units, the unit number increases to 65 workforce units. The Tax Increment Revenue Ad Valorem slide was viewed as was the parking TIR and Parking. The returns are conservative. They used a 1% increase per year increase on the property values, so they are not trying to paint a pretty picture. They are conservative and will likely get more than this. The first four to five years is basically construction so they will not see a return until the asset is reviewed by the tax appraiser. Year seven would be at break even, and after year six, they see allowing the debt of all parties which would be extinguished earlier if that was a choice. This pertains to financing of the garage which they would do similar to the Town Square where the asset would revert back to the City, which would be a tax-exempt bond or a combination of taxable and tax-exempt bonds. The equity and debt financial commitments were reviewed. They have four letters in their confidential package on their equity and debt and they are confident they can get the backing for the entire project. They can negotiate for the land immediately. Images of aesthetic were viewed as they need to build a parking garage that does not look like a parking garage and they will entertain what the Board wants to see. Something unique needs to happen on the garage. Chair Gordon opened Public Comment. Ernest Mignoli, 710 NE 7th Street, stated he has a lot of experience with metropolitan areas like Boynton Beach and City areas where slowly but surely a municipality decides to go the route of high density, urban development, which means high-rise buildings with self-contained commercial, priced out of the common area of the environment it is in and then it makes its own market. Then they have common things like rooftop and designer restaurants and stores no one cares about. It takes a prime area like the area of Ocean Avenue and Federal. When you listen to the developer, what they are designing is geared to one-bedroom non-family, high income out of town people who come here to party. The reason why they do this is to help pay for things. High density development needs more police infrastructure, give more land accommodations and tax abatements. You create a dense high traffic, car pollution, air and noise pollution and they make deals with developers because who wants to live near a railroad, and they say urban people like noise. The diesel goes on to land in the pool. Julia Moffitt sent an email asking a question. Ms. Shutt explained they not allowing virtual questions. They can contact her directly and she provided her email address. She repeated the video is available to the public. The full packet is available to the public on November 19th, 10 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 Comment by an individual with the last name of Meyer stated the E2L proposal is in-line with the values of Boynton Beach. It is child friendly, has open space and they loved it Ms. Skovron noted the various phases of the development. She asked the maximum number of people that would be inside the building. Mr. Hefferin noted there are formulas Jason Hagensick, CEO and President South Florida YMCA noted the Peter Blum YMCO in Boca Raton would see 1,000 people in a 75,000 square foot facility. This building is significantly smaller and they proposed half the size. They would see half the number of traffic spread out the course of the day over seven days of the week. She was concerned about congestion. Mr. Hagensick explained there are peak times and it depends on how the space is used as they have different program. They want a space that is used seven days a week all year, to encourage families to do things together from infants to 90-year old individuals. It will improve the quality of life in the area. Ocean Avenue has one lane going each way. Mr. Hagensick explained YMCA's are in residential areas and they are sensitive to quality of life areas. Being in an urban higher traffic area was not a concern for the YMCA. Ms. Skovron noted E2L did a lot of work on the presentations but thought the buildings look like a box and she did not know what the feel of the area would be. Mr. Hefferin did not know if the committee was privy to the original submission and commented it had a lot of design concepts, but building designs change due to input. They can bring something back. Ms. Shutt noted the members received all 1,100 pages of the full package. She asked, regarding the gas station, if they could see how the gas station was integrated into a prior project. Ms. Shutt explained there is no new information that should be introduced even in the November 30 meeting. If there was something in the original submittal, it could be referenced. Ms. Skovron noted in the package Mr. Hefferin listed rental prices and asked if they were current prices or future prices. completion price. Jack Weir, 5604 PGA Boulevard, Palm Beach Gardens, explained those are the rents they would project when they open. They have considered the way the market is going. Mr. Weir explained they included a base amount of workforce housing which was 10%. They finished the District Flats in West Palm Beach which had 20% workforce housing with no subsidy. For the Solaris in PBG they included 10% workforce Housing with no subsidy. If the CRA wants more than five workforce housing units, they can do that, and can access external sources of gaps financing for more units. They were instrumental in designing the exchange to pay in lieu of. The unit mix they outlined would have 45% one and two-bedroom and 10% three bedrooms. They proposed 1.5 parking spaces per unit there. They found that to be satisfactory with a shared parking setup like they would here having different uses at different times of the day. The YMCA would have more parking during the day and not at night when residents would use them. Mr. Weis explained it is a shared parking 11 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 agreement. There is a section of the parking garage that could be shared. Not all the two-bedrooms would have two parking spaces. If the garage was a standalone building, it would be more, but what they have should be adequate. It is a multi-use parking garage. Ms. Cobb loves the YMCA and was a former Chair of the YMCA elsewhere. She thought it was always a good thing to have a YMCA in a neighborhood because it enhances the life of a single person or a four-person family. She noted there is a need for early childhood education including afterschool programs. She liked the arts component, and that is why she moved here from Broward. All the projects create diversity, equity and inclusion. Vice Chair Cruz asked how many projects were completed with the partners they proposed for this project. Mr. Hefferin responded many of the team members worked on the Town Square project. They worked with Baker Barious, regarding architectural services, on four or five other projects. This was their first project with Jack Weir. Mr. Hefferin explained after they Town Square, they learned some tough lessons they did not want to repeat. They sat down with Jack and worked out an arrangement and binding agreement. They have been to Jacks projects and are confident with their projects. They spoke with Verdex. They spent 15 years with the company building projects. The contractor has worked on several projects with Jack in the past recommended Jack and they can execute. this will be their first project together. Mr. Weir stated they completed 11 projects, some in Palm Beach County. They completed a project in Boynton Beach, High Ridge Landing, and they are familiar with the building and planning departments and personnel. This would be their sixth project with Verdex. They have internal equity, they have worked hard over the last 10 years to build up a company and they are strong financially. They can deliver the project. Mr. Hefferin commented Sophie Nelson and he have worked together to get people working including South Tech and some other groups in Boynton for five years. Ms. Kelley asked about the start of Phase II and the completion to piggy back on the parking. Mr. Hefferin explained Phase II would take up the remaining parking, they have to have the garage up and believe it can be done in nine months fully permitted and occupancy and then then Mr. Weir will start on the residential and retail. It was about an eighteen-month window for the residential to be built and occupied. Ms. Kelley stated as a member of Y and they have been trying to get downtown, she was excited to see a partner to incorporate them into the downtown. The YMCA can provide so much for the community. Chair Gordon liked they can financially come through with the project. She noted they have a lot of one and two bedrooms. She understood people would get married and have children and the YMCA would be beneficial for the children to use. Her concern was there would not be enough rooms to have a family. It was noted there would be 27 three-bedroom units. She asked if they could be flexible to create more rooms for families and learned they could. 12 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 (Ms. Cobb and Ms. Skovron left the dais at 7:25 p.m.) Hyperion Group LLC, 1 Ocean Way Ms. Shutt introduced the Hyperion proposal called 1 Ocean Way. The group is from Miami, and proposed 609 total units with 261 units on the west and 348 on the east side. The project proposes to use properties that are not owned by the CRA on the east side of Federal Highway and the Boardwalk Creamery parcel. The building will have a maximum of 124 feet at 10 stories with 13 units as workforce housing at 100% of the AMI and two-story live/work units. There is also a 133 room, two-story hotel proposed, with a public plaza, 873 parking spaces on the west and 791 parking spaces on the east which includes 150 public parking spaces in addition to what is being offered for the residential and commercial. There will be a total of 75,900 square feet of retail or commercial consisting of 52,560 square feet of retail and 23,430 square feet dedicated for a grocery store. 22,400 square feet of office Robert Vecsler, Principal and CEO of Hyperion, stated the Respondents have really good proposals and developers. The firm was founded in 2002 as a south Florida- based development firm. Their core competency is impactful and transformative mixed- use development. Their vision is different and they think stands alone as they are the only presenter and proposer that can execute a development on both side of US 1. The proposal will accommodate over 600 residences, 75K square feet of retail and include 25K square feet for a grocer. Their master plan includes developing both sides of the street and includes a hotel and office and have open spaces to allow for civic engagement and sense of community. (Ms. Cobb and Ms. Skovron returned to the dais at 7:29 p.m.) Mr. Vecsler explained they can thoughtfully plan a large-scale development on the street, with outdoor cafes and dining and activate a dynamic downtown. They set out to build a spectacular project. Hyperion has built 1 M square feet and 1 K residences in South Florida. Prior to his relaunching Hyperion in 2020, he was president of residential development for six years for Silverstein properties in New York. Silverstein Properties is an iconic figure that rebuilt the World Trade Center and revitalized the New York City downtown. It was an honor to work for Mr. Silverstein. They constructed the Four Seasons hotel in downtown Manhattan. Hyperion's key principals are people who are and were part of the leadership team at Silverstein and worked closely with him. In addition, Jordan Thaler, who is head of investments at Silverstein, and he launched and led the Opportunity Zones at Silverstein's. Glenn Fidje was a lead project principal rebuilding of the World Trade Center and Lead Project and Development Manager for the Four Seasons Orlando at Disney World and many projects in the Miami World Center and would be the lead project manager for this master plan. He introduced his team. they helped visualize the master plan. They are proud of the team and the program they are prepared to do. They bring a perspective. They are a s Florida firm and have local knowledge and relationships, and have broad perspectives from other 13 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 metropolitan and urban environments. They are currently building a project in West Palm Beach next to their Tri-Rail and discussing workforce housing as part of that project with the CRA. While becoming involved with West Palm Beach they were drawn to Boynton Beach. They engaged other local land owners and a large land owner and went to contract with Mr. Camalier. They will close on the site next month and that is what will set them apart. They will also purchase the ice cream shop site as it is contiguous to the CRA property. There are contracts and agreements they entered in to with local businesses and land owners including Hurricane Alley. This is an ambitious project and very few people or developers can do this on their own. They have capital partners and they can attract institutional capital. They have two or three partners for residential development. They are engaged Westbrook Capital in the project and they are delighted to have them as a partner. They have an A team, including Gensler Architects. Their contractor is Cass Construction, a premier contractor in Palm Beach County. He announced there are all good proposals and developers, and theirs comes down to not deciding whose proposal is better, as theirs is more transformative, and it is feasible the corner could extend the park. They could also create phases, so they do not have to build a park first. They could build the rest of the building. Business owners can stay where they are and when they are done they can move in. A slide of the project overview and massing was viewed. Mr. Vescler explained when you have both sides of the street to work with it acts as a sound barrier from the train as a future Brightline station. Their proposal included a hotel, and they can make it larger. It will activate the area and there is a need. Parking and mobility slides were viewed. A slide of the open space was viewed. Brian Bartczak with Gensler, 545 NW 26th Street, commented they see the development as a connection point between Federal Highway, Ocean Avenue and Boynton Beach Boulevard. They are making connections between the mangroves to the north east and Dewey Park on the south west. They want nodes to connect and connect to those two areas and the future rail. They are pulling back from the street to create a public space going to the mangroves. He reviewed the residences. They are scaling the building back so it does not seem expansive. They want a connection point for Boynton Beach. They placed a hotel on the south east corner to get away from traffic flow and people want to make the connection towards the beach. They highlighted circulation and keep people off of Federal Highway. The west side will be future train terminal and it will connect people to South Florida. This will be the starting point for the beginning of Live/Work State. The expanded Dewey Park and will have a mobility hub under the garage. People will be able to gather and interact. An aerial of the overall development was viewed. Mr. Vecsler explained the cost for both sides is $275M, they envision the capital of $180M construction loan and the rest from them and the Westbrook Institutional partnership. 14 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 Jordan Thaler, Vice President of Acquisitions for Hyperion, 888 Biscayne Boulevard agreed with the cost of the project at $275M with $180M from a construction loan and the remaining $80M will be split between the equity partners and $15M by themselves. They are looking at rents in the $2,100 range across all unit types. Forty-five percent of the units will be one bedroom, 5% will be studio units and the balance will be two and three bedrooms across both sides. They are offering to deliver 150 parking spaces in the parking garage, to build their public park next to Dewey Park and expand the west site by including the purchase of the east site and the ice cream site as part of the entire capitalization. They want the City to fund in some way, the cost of the parking spaces at $3.9M. They would request a tax abatement of 75% of the allocated taxes over a 15-year period with a step down of 20% for the next four years. They are also looking for a reduction in the parking. What is reflected in the plans are the parking spaces required by Code. The hotel project on the east side has a one to one parking ratio, which is probably not needed for a hotel as people will come from the airport or take an uber and they are a few different things they are thinking about for the parking garage. It will free up the site and make it less of a bulk massing. The first Phase will be the west site and the south east of the east site which will commence the third quarter or 2023 and the balance of the east site to be developed 12 months later. The completion date is the end of 2025. Chair Gordon opened Public Comment. Ernest Mignoli, 710 NE 7t" Street, stated he lives near the park and he spent 72 years working in and around the World Trade Center. He was there that day and watched the rebuilding of it. It is not an easy project. He commented if you listen to developers, they like to come off as social workers that are there to help people. He opined what they really care about the development. they are for out of towners, most of them are out of towners, and it is about money and tax abatements. He commented they do not care about the schools because most people in one bedroom do not have children. They are bringing people down that need a lot of police and services, they have no one in the schools and they create traffic. He noted one Commissioner wanted the area to be a hot spot. He commented most developers are from New York, Broward and Dade as are their architects and lawyers. He noted a City Commissioner wants to run for the Senate in Broward. Other commissioners come from out of town and they want to make Ocean Avenue a hot spot. He commented no one wants to talk about the 80K people that live here and the 17K people that live in poverty. He asserted no one will live in these buildings. The buildings are for out of towners. Mark Meyer appreciated Hyperion's presentation. He had concerns about the intensity of the site and the impact on traffic and congestion. He thought the developer did not align the conceptual plans with the local concerns. Residents want to develop the area, but there were concerns when they developed the downtown and the Town Square area. 15 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 Julia Moffitt wanted to ensure the plans take care of current local restaurants once the project take place. She did not hear about Hurricane Alley and others and where they will be when moved. Ms. Kelley noted the developer has a contract with the property on the east. She asked what would occur if they were not the successful respondent. It was explained the developer is closing on the property in December. They want to have a stake in Boynton Beach and develop the sites, but they will develop the site they own regardless of what happens with the CRA property. By developing both sides of the road, it allows them to build in a more thoughtful, planned way and the City will have input. It would be a cohesive project. He noted there is an economic reality and it is more viable to put both sides together. Boynton Beach wins by building both sides together. If each side, end up with people trying to get as much as they can and they don't have the scale. Ms. Kelley noted the affordable housing rents are low for the area and asked about the demographic or age group they would serve. It was explained the development would serve everyone from young professionals and other eligible workforce housing employees. More people will be needed. They started out with some allotment of workforce housing units, and they have experience incorporating workforce housing into the project. It is a collaborative project and if it helps to enhance the project, they are receptive to it. There is a social responsibility and the best projects can do both. Vice Chair Cruz noted out of 609 units, 30 are workforce housing and all of them are at 100% AMI. There is no variety or different opportunities which they will like more of. She asked how many projects were completed with partners. They have worked with Gensler Architect in Miami and Cass. He responded there is no shortage of experience in building these developments. As for workforce housing, they will start with 5% of units being workforce. They proposal tried to prioritize all the things that help make the city a city. The have a mix use grocery and create more opportunities. They signal they are open to workforce housing and are willing to do more. Ms. Cobb commented Boynton Beach is different than Miami and there is a huge community disconnect in Miami, which is not like Boynton Beach. She knows her neighbors and businesses. She asked how this project connects to the local community and what have they learned culturally about Boynton Beach that makes them want to build here. Mr. Vecsler explained they identified the needs of local business owners and they spoke with the owner of Hurricane Alley. They can phase the project so the park does not They reached out to her and talked. She supported their proposal and tried to do a direct a Letter of Intent. She is engaged with the Affiliated Group, they can phase the project so the park will not be part of the first phase and Hurricane Alley and other businesses there can continue to operate while the building is built and then relocate into the building in a seamless transition. They consider all the business owners there. There may be another corner site piece available. They have spoken to ACE Hardware. They have 75K square feet of business space available and they would welcome the ability to have a seamless transition to relocate the new owners there. 16 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 They reached out to local groups to work on apprenticeship programs to bring them in in during and after development to teach them. Palm Beach State College and CareerSource have worked on projects previously with them and they network to involve the local workforce Is involved. Ms. Cobb asked what their community investments were regarding community non- profits and ensuring all members of the community, in terms of diversity was. She asked what their previous success was on prior projects and if prior rental projects were at capacity. Mr. Vecsler responded each project is successful. There is a reason to select developers and there was a reason why they went with us. He advised he was born in the great melting pot and it is important to engage in all aspects of the community and that is in their experience base. They are developers, in business and will a lot of retail and will encourage that as best as they can as it makes an urban environment. During construction they are committing to 15% for small business enterprise and 20% for minority and women owned businesses so they will be local. Chair Gordon noted the project is a CRA project, not a City project. Ms. Shutt noted other respondents referenced partnering with the City. The agreements will be with the CRA, if they are proposing a tri-partied agreement, it would have to be vetted. Ms. Skovron asked if they have redeveloped communities like Boynton Beach before. Mr. Vecsler explained one core competency are markets that are not core central and have ingredients of a big city inside a small city. He commented Boynton Beach fits that description. The Metropolitan Statistical Area Boynton Beach is in is Miami. They understand the dynamic of how to connect and combine the pluses and are doing so in Portchester outside of Westchester and they redid their zoning code. Their council was resistant to development. They have to meet their needs. Ms. Skovron noted the square feet for retail and grocer and asked if that is for both sides of the street. There was 75K square feet total for retail with 52K on the west side and 23K on east side. The 52K on the west includes a 25K square foot grocer at the base of the garage on the NW of the property. Ms. Skovron asked what was In the north east corner of the high rise. Mr. Vecsler stated it was residential. The east side has three residential buildings. One is about 12 stories. A question was posed why that building would that not be on the southeast corner because there are two high rises that are blocking their view. The buildings would have a view to the ocean. The other buildings on the neighboring property to the east are Marina Village and Casa Costa. She thought it was overpowering in the area. This is their effort to maximize the value of the units on their property. They can discuss building both sides of the street together. There are many iterations. They can keep residential density and there are other plans. 17 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 It was explained when looking at residential projects, they can build the same maximize size and it would provide more views. The drawing was part of a scaled down development. They thought it was addressing a scale issue of how they treat other buildings in a mixed-use environment. They are trying to create lots of plazas between each of the buildings and create different views. Mr. Vecsler commented they made a decision to create an open-air, open-space plaza. They can take it to the end of the street and lower the building, but they thought put open space there. It could be extended more towards the east. The building next to it is eight stories. They can build on the south west corner and connect the hotel to residential building. The residential building is 14 stories. Ms. Shut commented all these issues will be handled by Planning and Zoning. Ms. Grcevic stated the project is nice. It is elaborate, but it is too much for little Boynton Beach. We want to be better and grown with small town feel, and a little more intimate. She explained there was a lot of upset about high rise buildings and it may catapult people to a frenzy. Residents do not want to be Miami, or have a New York feel. Mr. Vecsler pointed out they would close on the east side and develop it as a right. The opportunity they are presenting, is they can plan it with them is to keep it as close to the vision of Boynton Beach as they would like. The zoning allows it. Ms. Grcevic knows a lot of people in the community. Their effort to address that is to have as much green and open space as possible. They commented Boynton Beach does not have 80K people. That is to the west in the county. Mr. Vecsler stated if they can master plan both sides of the street to get something unique. Chair Gordon recessed the meeting for a five-minute break at 8:37 p.m. and reconvened the meeting at 8:45 p.m. The Related Urban Group Ms. Shutt reviewed the response from the Related Urban Group called the Gallery. It is a 213 unit, 10-story building with a maximum height of 113 feet, 150 market rate units with six live work units and 63 workforce housing units using 80% to 140% of the Boynton Beach AMI, which equates to 25% using the 60% to 80% AMI and 75% at 80% to 140% Palm Beach County AMI. She gave the statistics and noted the development will use,CRA property and the Oyer properties at 511 - 529 E. Ocean Avenue. The difference is on that they will renovate and restore the existing three buildings on the Oyer properties as a historical state and use the rest of the CRA property as a mixed- use project. It also encompasses an art walk area connecting to Dewey Park along the alleyway behind Hurricane Alley. There will be 337 total parking spaces of which 150 are public spaces in a seven-story parking garage. There will be 108 one-bedroom, one bath units, 99 two-bedroom two bath units, another option for the two-bedroom, two bath is smaller and will be six live work units. She gave the square footages of the units. The commercial component will have 6,58 square feet of retail, 5,350 square feet of office, 7,635 for a grocery store. The ground floor will be a grocery store and the second and third floors will have the live/work units. 18 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 Jordan Davis, Development Associate with Related Urban introduced Tony DelPozzo, Vice President of Finance, Cesar Nieto, Architect, principal with CM Design and development and stated they are excited to be here. They specialize as a company in public/private and community development. It is a distinguishing factor and they have a team to rely on. Related, as a company and Related Urban has tackled signature mixed-use and mixed-income developments in South Florida, having an unmatched track record and financial capacity. They are the only proposer to make the CRA a true partner in the deal and help it fulfill its mission with the structure of the proposal. Mr. Davis explained they have developed and completed over 100K units, mostly in South Florida. They included 25K affordable and workforce housing and over 75K luxury market rate rentals and high-rise condominiums. With that record of producing deals is unmatched by their competitors. Their partners include the City of West Palm Beach, Miami/Dade, the Tampa Housing Authority, Orange County and the City of Orlando. They approach every development from a community stand point and develop a blue print that is adaptable to help community needs. They have a lot of workforce development pipeline they developed over $1.813 of public/private development. Their projects combine workforce and market rate housing, and affordable and public housing units and can be multi-generational. The built the Gallery on the river on Miami River next to Marlin Stadium, Galleria West Brickell, Little Havana and Homossa Park. In Boynton Beach, they built Marina Village, one of the first mixed-use master plan development in the community. The project speaks volumes about their ability to deliver a project for the community, if procured. Related specializes in mixed unit master plans, such as Liberty Square a $500M development having mixed income residents, affordable and market rate units. Mr. DelPozzo discussed their financial capabilities. They captured their financing partners which is basically every major lending institutions. They can do tax credits and true mixed-income units with affordable, having 80%, 120%, 140% and up to market rate units. They are incorporated into the same project and serve the local community. They have included alternative scenarios. They have raised three qualified Opportunity funds, have over $200M in corporate equity. They do not need outside equity, boards for raising funds or outside partners for development. One differentiating aspect is not only they would preserve the Oyer family property and Hurricane Alley, they feel to celebrate the character of the community it has to preserve those buildings and as part of those plans, they would be long-term public assets and not displace the current tenants. They recognize an underutilized space. The alley behind the buildings is underutilized and it is the main fabric connection between the restaurant, the park and the project. They would make it a historic alley, bring in signature art and they are only relying on the CRA controlled properties so they could proceed expeditiously but can deliver signature mixed use Transit Oriented Developments the CRA is looking for. Related has no contingencies and can proceed immediately with this plan. As for the actual program ,there are numerous public benefits to the plan. Workforce housing is a core of the plan and 30% of the development is dedicated to workforce 19 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 housing offering 63 units, at the City of Boynton Beach targeted AMI levels and the County AMI levels to get the density bonus so firefighters and workforce can be there. They want to maximize resources to the CRA. Seventy percent of the project is unrestricted market rate to serve young professional to live and it will help the total revenue of the project and with the CRA as a partner, it only benefits the CRA going into the future, the project only appreciates. There are retail opportunities for non-profits and have dedicated micro retail space. Not all retailers need a large retail space so they will set aside square footage at a reduced rate. There are six dedicated live work units and a little grocery store component. They work with all grocery store chains and can get one of those tenants. The Oyer property and Hurricane alley would be preserved. A typical floor plan was viewed. The image and design was conceptual and it is important part of Related's development philosophy. It was a great project. There are many different priorities in the community and the project may evolve to mitigate concerns or address different components not mentioned. They are receptive to modifying the plan, reducing density or other components. The community has to tailor the plan. They, have not had the chance to do some but can engage in community input. All they do resolves around the art and they bring in world class art as amenities to the public. They think it could be a historic linear art park. Working with international art and emerging artists in Boynton beach is a great amenity. He thought this was important with the rail station, as riders will get off and see Dewey park activated and connectivity with Hurricane Alley and the park. Images of Brickell Heights, Manor Riverwalk and others were viewed. Although this is a workforce-oriented development, they bring in class A amenities, such as a pool, fitness center, business center come to the Gallery brand. The name behind the Gallery brand because the lobby of their developments are underpinned with artistry. They provide lobby space for local and emerging artists to showcase their art at no cost. Mr. DelPozzo stated Related is an integrated organization that has an affiliated construction company, management company which allows them to save time and build efficiently to meet the needs of their partners. They committed to hire 20% to 25% local firms for this project. They have a state approved apprenticeship program. They bring in people that need training and give them jobs and a lot form long-term jobs in the industry. They have a lot of development ongoing in Palm Beach County. They built Marina Village in West Palm Beach. The team can use resources they have there and are prepared to engage a full variety of services in partnership with the CRA. The Related Urban team has a 50-person team. As soon as procured, will assigned development manager, management support, construction personnel, financial analyst and anything else they would need to move the project forward expeditiously. They are proposing a 75-year ground lease and sharing profits and developer fees through the life of the project. The project is a $72M project. If tax credits were used there would be 50% affordable units. The main part of the development is workforce housing and qualified opportunity funding. Since they have an integrated team, they can get out of the ground by the third quarter of next year. Their plan 63 workforce at 120% Boynton AMI and 80% to 120% of the Palm Beach County AMI to ensure they are integrated with the local community and can incorporate lower income levels if desired. It is a key 20 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 component to ensure they are integrated with the local community. They do not only build buildings, they build communities. For the Gallery at Dewey Park, the total benefits they offer over the life of the lease is over $110M. This is true with both the workforce and affordable housing scenario and it includes $38M in direct financial benefits in the form of cash flow split 15%, 20% of their developer fees and asset management fees with annual growth rates and a stabilization fee once they reach that point and convert to a permanent financing on the project. It bodes for a better long-term partnership with the CRA and the City. A lot of the companies here need outside management companies. They have over 15K units under manage with their in-house team. They have been servicing all of south Florida and the SE United States for over 40 years and because they have that experience levels working with different communities with different income levels and restrictions they can bring that benefit to the community. Chair Gordon opened Public Comment. Ernest Mignoli, 710 NE 71h Street, Unit 407, a homeowner since 2020, recalled some of his comments about projects, developers come in their projects and try to act like social workers and are concerned with the average person, teachers and firemen, but when looking at these developments, it is not where they live. He is starting to get to know a lot of police, city workers and employees, and most don't live here because what is being built. He reiterated what is being built for out of towners, with 1.4 parking spaces, He questioned how would two cars park in a 1.4 parking space. Developers come to Boynton with brilliant lawyers. He commented Boynton Beach will never be like what he thought it would be when he moved here. He thinks it is lost. When developers come in and take hold with City development and CRA, and when they start to bond and work together. He did not think anything they heard tonight would house 10 people from Boynton Beach, because he did not think a family would live in a one or two bedroom. All the teachers and employees have lots of kids. None of these developers will serve them. Alex Molina asked if anyone experienced when the bridge goes up for 30 minutes and traffic backs up and when the bridge goes down, traffic on Federal Highway is a mess. Parking will be a big deal. He questioned how 50K square feet of business combined with residential would be as it pertains to parking. It will be a big thing to consider, but they have to consider a lot of commercial space. They already have a lot of space on Woolbright and Las Ventanas that is still not rented. They have to find out what to do to bring business, which is parking. If they have Brightline, there are even more parking problems. For the garage, it has to be considered. He commented being a small town is what makes Boynton special. He suggested thinking 10 to 15 years in the future and looking at Las Olas and South Florida and what they go through and make the right decision. 21 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 Ms. Grcevic liked the idea of keeping some of the old building, but some questions are outdated. She inquired if they asked the tenants and the community if they wanted the buildings to stay. Mr. Davis responded they have not. For a cohesive partnership, they should talk. She wished they could incorporate a more of an architectural design with the Oyer property. Ms. Skovron asked why not have three-bedroom units. Mr. DelPozzo stated it was designed for workforce housing geared to young professionals, but they can modify the plan. She asked about the rental prices for what they have listed. It was explained the price will not include what they are contemplating to have a real true affordable component was for this product. They were unsure what the CRA was looking for so they added two scenarios, but they can add that component. Twenty percent of the project could be at 50% of the AMI and have one-bedroom rents at under $800 a month and then have two and three bedrooms, and they have the experience and partners to do so. If lower rents are included, they have the same amenities. The owner takes pride in the amenities housing have affordable without sacrificing quality. Ms. Skovron asked how many parking spaces for a two-bedroom unit. Cesar Nieto, 5449 SW 86th Street, Miami, stated the project was assigned with a seven-story parking lot, and they are allowed to provide additional stories and parking. They considered the CRA needs 150 spaces for the public, but they want to discuss it further because they believe through a traffic and parking study, they can determine if parking can be shared parking because much of the public parking may not be needed overnight and perhaps he units could benefit from the spaces during certain hours and it would result in less height on the parking garage. It could be negotiated through further studies. Mr. DelPozzo stated they are open to increasing the number of spaces, but they may be able to get the same benefit through sharing. They wanted to ensure they did not create an overpowering parking structure. When they work on a project, they can quickly go through 40 or 50 iterations. They came in late in the RFP process. They did not utilize 100% of the available site. He noted two people have two properties on the west side of US 1, they are under contract, but potentially not under contract if another developer was selected. He thought they may be able to incorporate more components into the project. The cheapest one bedroom is $1,220, and the most expensive two bedroom is $2,850. Ms. Cobb grew up across the street from Libby Square. George Perez being one of the largest affordable housing developers is a plus. Boynton Beach is different, as it is a smaller own with a different feel. The design seems so large from where she lives down the street. There is already a large structure on the corner, so it may balance itself out, but she wanted to make sure they keep in mind it's a small town, and a small-town feel needs to remain with the project because it is walkable and has to stay walkable. Mr. Davis asked what level of intensity would Ms. Cobb felt would maintain the small-town feel. Ms. Cobb noted having lighted streets, safety in walking and ADA compliance, but ensuring it is user friendly especially for people who walk their pets. Mr. Davis 22 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 commented the proposer contained CPTED principals. They incorporate it in all their projects and would work with the CRA. Vice Chair Cruz liked the fact they can finance themselves. Mr. Rosemond asked about the garage time span. Mr. Nieto stated with the current design, the garage would be the first phase, they would use precast structure and they can park there. They would have to get their Certificate of Occupancy independent from the units. The timeline is in flux. Since they have an amenity stack over the garage, they have to evaluate the cost of going with a precast structure, but they can still start there. It would be a one phase project and that portion would be finished first. Ms. Kelley commented the Related Group mentioned solar power. She asked what components and what that means. It was explained they would use a variety of sustainable principals. They typically seek LEED Silver Certification, but they were making a more concerted effort of trying to raise the bar, so this is higher level of resource efficiency and conservancy. Solar panels would be one component. The proposal contains the details and how they would factor into achieving the certification. They work with energy and ADA consultants. They have a certification specialist on the development team. Chair Gordon thanked him for the presentation. Her concern is so many one bedroom units and with affordable workforce housing. Employees should live in the City. They also have senior citizens and they need to be able to be part of this and they need to be able to afford this. She agreed parking is important. There is nothing worse than living in a community and then parking and it is stolen or towed. There are a lot of factors to consider with all good ideas. The want people who live here to play here. She liked that Related is flexible and willing and able to provide some changes and have really affordable units. She is also from Miami. Boynton Beach will never be Miami or New York. Mr. Davis appreciated her comments. Those items can be addressed to hit every component she mentioned. They are flexible. They ensure before they submit for permit that everyone's input is included. They can easily combine units to best serve the community. He thought elderly residents cannot afford to live in any other community that was presented. Chair Gordon pointed out people in the community do not like tall building. Ms. Kelley asked if Related knows who they would be renting to singles, couples or families. It was explained Related would have to do more research. Their prior experience is small units are well received in urban environments. Ms. Grcevic explained it was also important to understand this is a rental community. Marina Village is privately owned condominiums and was sold as an ownership condominium. She asked if any of the projects, since they are getting saturated with rentals, could become condo conversions down the road. Mr. Davis explained they might be, but not 23 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 necessarily and they did not meet the same Code. Ms. Grcevic explained Las Ventanas was built and the developer never has condo conversion, but they sold the development. There are so many rental communities. Mr. Davis explained if depends on what the CRA and local community is looking for. If looking for flexibility, they can leave the terms flexible, but if looking to lock in affordability for a long-term and having rental, they can enter into an agreement that makes that a requirement. That is all part of a entering into a long-term ground lease, as a partner where they have to approve things as they go forward. Chair Gordon thanked Related for presentation US Construction Inc. Ms. Shutt presented The Promenade at Boynton Beach. Their-partners are from the Delray Beach and other local areas. Their project has 228 total units in an eight-story, 85-foot high building. It has 182 market rate units, 46 workforce units. There are amenities such as a public plaza, a dog park and more in the FEC right of way. There are 601 parking spaces, which 150 of them as public parking in the seven-story parking garage. There are 14 one-bedroom, one-bath studios having 520 to 705 square feet, 91 one-bedroom, one-bath units, having 765 square feet; one-bedroom, one-bath lofts having 840 to 1050 square feet; and two-bedroom; 98 two-bath units having 1,110 square feet; and, 7 three-bedroom, two-bath having 1,375 square feet. The 46 workforce housing units will be 80% to 140% of the Boynton Beach AMI. There will be 25% low income units having up to 80% AMI and 75% moderate income ranging between 80% and 120% of the AMI, which were labeled as Florida Housing Tax Credit Units There will be 2,470 square feet of retail, 955 square feet of cafe, 2,150 square feet for business one, 2,345 square feet for business two, 3,735 square feet for business three, 2,025 square feet for business four, 5,740 square feet for a restaurant, totaling 19,920 square feet for retail. Total parking is 601 spaces in a seven-story garage. This proposal does not use the Oyer property, only what the CRA offered which includes the 115 property and the 508 property that just closed last week. Dustin Salzano, Chief Financial Officer, US Construction, 1053 E. Atlantic Avenue, Delray Beach, presented The Promenade at Boynton Beach. The goal was to create an ultimate destination for people of all ages to live, work, and have fun. It would become the epicenter for living, working and dining, having attractive street frontages with coastal contemporary design. It would have public art and areas to gather and socialize. It will connect key geographical downtown intersection with a rail station, which is critical for a walkable downtown destination. The project would have 228 rentals, with 46 dedicated as affordable for low and moderate-income households. It would have 601 total parking of which 150 are available to the public. The development has nearly 20 square feet of commercial, for a cafe and retail stores and great restaurant across from Dewey. There will be office space to open a new Technology Enterprise and Development (TED) Center, which is an economic development agency that gives training workshops for career counselling 24 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 and entrepreneurship development. Mr. Salzano advised they provide construction and asset management for mixed-use and residential property with full-scale development in three primary markets. Over the last 15 years they were responsible for over $1 B of development activity comprised of 1500 total units. In the last four years, they have been responsible for over $300M of development in South Florida most in Palm Beach County. They completed the Ocean and 1625 Ocean having over 200K square feet of development. He presented John Farina, President and CEO; Abraham Katz, Senior Project Manager overseeing construction management; and Brian Petrun, Director of Construction, oversees the internal project management team. Mr. Salzano explained they knew to work with local developers with great track records, who were Howard Van Arnem properties, who built Worthing Place and Bill Morris. Ira Lubert, is an investor partner, who manages over $35B of asset management. He is an active investor in Palm Beach County and equity partner of Sundrey Village and their partner at 1625 Ocean. Bill and Harold will head up local coordination efforts for the project and ensure best in class local contractors for the project and promote and assist with the US Construction Internship and Mentoring Program. They will use award winning RLC Architects. Bruce Reich, 14 SE 4t" Street Boca Raton, has been in Boca for 13 years. Their firm designed the Villages at E. Ocean. They are in design developing with a developer coming in on that deal and they are working on the Boca Brightline Station. They started their design process with the vision statement for the CRA. The project encapsulates the CRA Mission Statement, which he read. Their proposal starts with the infrastructure and the public realm. Their key orientation is First Avenue improving it with paving, sidewalks and on-street parking making it a vehicle and pedestrian space with active units on both sides of the street. This will be throughout the development. They will improve the alley that links Federal with the park and proposing commercial space fronting the alley creating synergy with the uses. Fourth Street was proposed to be improved with pedestrian zones on the east side along building frontage with active uses and a full pedestrian zone with links to the Villages of E. Ocean to the west. There is a dog park on north corner and north of the rail station. There would be two connected buildings bisected by First Street connected by bridge to the south building with commercial and resident liners on the east side. The eight-story, 85 feet tall, having 120 residential units, both market rate and workforce housing with a variety of mixed units from studio to three bedrooms, and ground floor commercial space lining Fourth Avenue and Boynton Beach Boulevard. They will promote the required pedestrian zone on Boynton Beach Boulevard. On the south side of the site is a mixed- use building having 601 parking spaces of which 150 are public parking spaces. There is a grocer on the ground floor fronting Federal Highway, First Avenue and the alley. In the southwest corner is a restaurant with a small plaza as an extension will relate to a future train station and park. Multi modal amenities are contained in the proposal including EVC stations, long-term and short-term bike parking, shared bike parking station and last mile vehicle stops. There's an existing bus stops on Federal Highway 25 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 by the project's main entrance that will be connected to the development as well. The development will create a sense of place. The development budget was reviewed A $100M of investment will be required. There will be a construction loan for $69M, and they included a commitment letter from Madison Realty Capital, an active South Florida real estate lender. Their construction Lender at 1625 Ocean have issued a commitment to provide the debt financing. There is a limited partner equity fir $23M, Ira Lupert is their equity partner and an active opportunity zone investor equity. US Construction will invest $2.5M and they are looking for $6M from the Boynton Beach CRA Credits in the form of land and impact fee credits. A more detailed development budget was viewed showing soft and hard costs. They have a design that can practically and economically be built. The development has 228 units. Forty-six units will be dedicated workforce housing reserved for low and moderate-income households. With affordable and market rate rents, they have a blended rent per square foot of$2.41. The reviewed the local market and retail rent which are $29, but theirs will be $24 per square foot which is reasonable. They thought, with a tenant like the TED Center, it would provide flexibility in the proforma to offer subsidies and occupy the retail space faster. The Annual Cash Flow Projection was reviewed, because it is located in a qualified Opportunity zone, they will develop and stabilize the project and it will be a long-term portfolio asset. They were asking the CRA for a CRA land contribution of CRA parcels of $3.9M, impact fees of$2.15M and 90% of TIF be abated and rebated back to the development for 10 years. The US Construction Internship and Mentoring Program teaches students or young professionals and teach them about real estate development, construction and property management. They are involved in real projects and assignments. He and the CEO are personally involved with the program and do a lot of one-on-one mentoring. They want to roll out the same program and tie it to the Promenade at Boynton Beach. Bill Van Arnum stated in 2020 he, Mike Simon, Sunny Van Arnum and Juan Casado thought the site was a wonderful opportunity for the downtown. They are here and they made an unsolicited offer to the CRA. The CRA opened it to the public and there are good proposals. The foundation was in Delray in Worthing Place, which is a public private project with a $9 million garage before they build Worthing Place, like Dewey Park. They have a unique partnership and a strong group that care about this town. Chair Gordon opened Public Comment. Ernest Mignoli, 710 NW 7t" Street, Unit 407, stated this developer received five more minutes to make his presentation as staff did not start the clock on time. He advised the presenter spoke for 30 minutes. Ms. Shutt clarified all the presenters receive 30 minutes total and the clock is started after they make their introductions. Mr. Mignoli hoped thousands of people who listen. He explained what a CRA ,is when a town gets involved in eminent domain which is happening all over the east coast. He noted the last presenter wants land and tax abatements. He commented the CRA gives them 26 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 land and streets and everything and when they talk, it sounds like they are helping Boynton Beach. Mr. Mignoli explained everyone here is from Delray, Broward or Dade County, or New York City. He explained, the Mayor has created this dynasty to convert Boynton into Delray, and Mr. Mignoli was thankful the Mayor's term would be over in March. He thought maybe some of the people on the Commission would not get elected as they are part of a movement that is destroying Boynton Beach. Everyone is frustrated. He thought the City was doing nothing for kids or the people that live here and everything for multi-millionaires. He suggested developers ruin somewhere else and leave Boynton alone. He thanked God for when the mayor would gone. No one else coming forward, Public Comment was closed. Ms. Shutt noted the CRAs Financial Analyst, Mr. Abramson, was present virtually. Barry Abramson had a number of questions. He noted many of the questions are technical and he will follow up in the next day or two with the proposers via email, so they can provide a response that will be well considered. Mr. Abramson asked Affiliated how much of the $125M fund is committed or subject to the current proposal and learned only $17M was dedicated. Nick Roe, 528 Greenway Drive, North Palm Beach, there was plenty of equity left for the project. He asked, regarding the Banyan Hub project, how long the income restricted units would stay restricted. It was explained the program proposed restricting the units for 20 years. If using the County exchange program to increase the percentage of workforce housing units, it would be for 30 years. Mr. Abramson asked Hyperion also how long will the income restricted unit remain restricted and would follow up with them. Mr. Abramson noted the Related proposal went on a couple of tracks, in the body of the proposal had a development budget, cash flow and unit mix income levels, that related to market and workforce housing project and the power point had a development budget that was based on a more affordable tax credit deal. They said they are flexibility, but he asked if they could take one as a core proposal and is that workforce housing and mixed market rate workforce that is in the body of the proposal. Mr. Roe commented it was important to understand what the community is looking for and it sounds like affordable. They would like to go with the affordable project that includes workforce and market rate to be completely mixed income. Mr. Abramson will follow up with them about the unit mix. He also noted the proposal talked about helping to preserve and restore the Oyer buildings. There is $1.25M in the budget for a linear park and preservation of the Oyer property. Mr. Abramson asked if they were going to purchase property or if it was a contribution.. Nick stated it was a contribution they are 27 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 making but not acquiring the property. Mr. Abramson stated he will follow up about the alternate proposal terms. Mr. Abramson noted US Construction has a lot of fire power on the development entity, Van Arnum is the local development coordination, and S Coast property is a project advisor. He wanted to know who is doing what. Who is, operationally, going to be the developer of the project. Dustin Salzano responded US Construction will be the developer of the project. Their partnerships with Bill and Harold are because they have local expertise and knowledge. They have built and developed many successful mixed- use developments in the County. They are familiar with this particular project. They were interested in the property before the RFP was created. They are an incredible resource and will be of great assistance. They have a good relationship with local contractors. The local coordination efforts are why they are valued team members. Mr. Abramson asked about the income restricted units and how long the restriction will stay in place and learned they will be there for perpetuity. Mr. Abramson stated he will have extensive questions for the respondents over the next few days. Ms. Shutt read the five criteria the members should look for in the selection process. They need a numerical ranking; the first choice is one and the worst is five. The proposer with the lowest score will be more favorable and they will forward to the CRA. she noted the CRA is not obligated to select or negotiate with the respondent who proposes the highest financial return to the CRA It is a balance of a cost benefit for the selection process. Ms. Grcevic questioned US Construction with the dog park, because it is so close the tracks, if there will there be fencing to prevent dogs and kids from chasing the trains and learned they would. She asked how they came up with the name of the Promenade. He noted Promenade Park was a successful CRA name. It is a concept name they thought worked appropriately here. The name would define Boynton Beach. Ms. Grcevic noted the Casa Costa project was formerly known as the Promenade and thought it could have negative connotations. She suggested Dewey Park. Ms. Shutt thanked everyone, they made a mundane task very exciting for them. Chair Gordon thanked all for their presentation and for trying to make Boynton Beach better. Ms. Shutt explained how the ranking would proceed. Ms. Shutt announced the lowest total score is the highest ranked respondent. Chair Gordon announced the lowest total score and the Board's recommendation to the Board, Related Urban Development Group LLC, received 13 points. The next total lowest score was Affiliated Development LLC at 14 points. US Aide Construction Inc., and E21- RE Solutions LLC, both received 23 points. Hyperion LLC received the highest score with 32 points. Ms. Shutt explained the respondents have the opportunity to make their presentation before the CRA Board These rankings will be forwarded to the 28 Meeting Minutes CRA Advisory Board Boynton Beach, Florida November 4, 2021 Board who can use them in conjunction with the presentation when heard at the meeting on November 30tH 9. CRA Board Items for CRA Advisory Board Review and Recommendations A. Old Business B. New Business 1. 2022 CRA Advisory Board Meeting Dates Chair Gordon reviewed the meeting dates are held on the first Thursday of every month at 6:30 p.m., as follows: January 6th, February 3rd, March 3rd , April 7th, May 5th, June 2nd, July 7th, August 4th, September 16t, October 6th, November 3rd, and December 1St The next meeting is December 2nd. Chair Gordon requested a motion to approve the new CRAAB schedule. Motion Ms. Skovron so moved. Ms. Kelley seconded the motion. The motion passed unanimously. 10. Future Agenda Items - None 11. Adjournment Motion Ms. Cobb moved to adjourn. Ms. Grcevic seconded the motion. The motion passed unanimously. The meeting was adjourned at 10:58 p.m. Catherine Cherry Minutes Specialist 29