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SR-10-20-2015-8A City Council Report City Council Special Meeting: October 20, 2015 Agenda Item: 8.A 1 of 30 To: Mayor and City Council From: David Martin, Director, Planning and Community Development , Planning and Community Development Andy Agle, Director Subject: Discussion of Concept Plans for a proposed Development Agreement (14DEV-003) for a 12-story (148 feet), 420,000 square-foot mixed-use development consisting of approximately 195 hotel rooms, 206,800 square feet of office space, 42,200 square feet of retail space, 48 affordable residential units, 12,000 square feet of cultural space, 51,000 square fee t of public open space, and 1,143 parking spaces within a four-level subterranean parking garage at 1301 4th Street. Recommended Action Staff recommends that the City Council: 1) Review and discuss the applicant's conceptual plan, 2) Provide direction regarding the appropriateness for the development of the site and potential community benefits to be negotiated as part of the proposed development agreement before it returns for formal City Council consideration, and 3) Review and comment on the conceptual business terms and direct staff to initiate the negotiations on the Disposition and Development Agreement (DDA) and Ground Lease Agreement for the proposed project. Executive Summary On December 10, 2013, (Attachment A) Council authorized staff to execute an Exclusive Negotiating Agreement (ENA) with the development team led by Metropolitan Pacific Capital, Clarett West, and DLJ West Capital (“Development Team”) to develop the Site. Council directed staff to provide a six-month progress update during the exclusive negotiating period. Council also directed the Development Team to complete a design study of an 84-foot height scenario and outline the tradeoffs related to the two different height scenarios. On June 10, 2014, (Attachment B) Council reviewed the Development Team’s design study and analysis of trade-offs between an 84-foot height scenario and 148-foot height scenario. Council gave direction to staff and the Development Team to begin the public entitlement process with the 148-foot scenario as the base project. Following the Council’s direction, the applicant submitted a Development Agreement application. 2 of 30 The Development Team is proposing that the City consider a Development Agreement to permit a new mixed-use building located at 1301 4th St. The project involves the construction of a 12-story building (148 feet in height) that would consist of a 195 -room hotel, 48 affordable housing units, approximately 206,800 square feet of office, 42,200 square feet of ground-floor retail, approximately 12,000 square feet of cultural space, a bike center, approximately 51,000 square feet of public open space, an additional 37,000 square feet of semi-public open space (hotel terrace), and approximately 1,143 parking spaces in a subterranean garage. The project site consists of nine contiguous parcels comprising 112,000 square feet enveloped by 4th Street, Arizona Avenue, and 5th Street. The site is currently developed with surface parking lots and two one-story commercial buildings (Bank of America and Chase Bank). Pursuant to the City’s Interim Zoning Ordinance No. 2490, a Development Agreement is required for projects located in the Downtown Core land use designation where proposed buildings exceed 32 feet in height. The Planning Commission held a float-up discussion on the project on June 3, 2015 (Attachment C). In recommending that Council initiate DA negotiations, the Planning Commission expressed significant concerns regarding the amount of office space proposed in the project. As a result, in addition to presenting the project as proposed by the applicant, this report provides information regarding the impacts and trade-offs associated with altering the mix of project uses. In particular, staff and the City’s economic consultants have evaluated order-of-magnitude impacts to the project, ground rent and the identified public objectives associated with significant changes in the land - use program. The evaluated changes include eliminating all office use, replacing all office uses with market-rate residential or hotel uses, reducing the office use by 50 percent, and replacing 50 percent the office use with hotel use. The report also discusses the project within the context of the Downtown Specific Plan and provides a general assessment of the costs if a public park were to be built on the site. Finally, the report proposes conceptual business terms for the Council’s consideration, based on the economics of the currently proposed project. Background The project consists of 9 parcels with a total of 112,000 squ are feet enveloped by 4th Street, Arizona Avenue, and 5th Street. The site has 350 feet of frontage along 4 th Street and 5th Street and 320 feet of frontage along Arizona Avenue. The site is currently developed with two one-story commercial buildings (Bank of America, Chase Bank), surface parking lots, and 4th Court alley. Surrounding uses along 4th Street, 5th Street and Arizona Avenue include Parking Structure #3, a three-story bank, a two-story retail building, the former post office 3 of 30 building, one- to three-story commercial buildings, and a three-story parking structure. A pending development agreement application (15ENT -0225) for a four-story (84’) movie theater is proposed on 4th Street on the Parking Structure #3 site. The history of the City's purchase of the property and RFP process are summarized in Attachment D , which includes a number of associated documents that are attached to this report . On May 12, 2015, (Attachment M) Council authorized the extension of the ENA term with the Development Team through December 19, 2015 with an additional three-month option at the discretion of the City Manager to enable the parties to complete the float- up process with the Planning Commission and Council prior to the preparation of the DA and DDA. Community Meeting On September 8, 2014, (Attachment N) the applicant held a community meeting for the project attended by approximately 95 people at the Santa Monica Main Library. There was support for the project design, inclusion of public open space, and the muse um. Concerns were expressed regarding the height of the project and potential traffic impacts and that the land should be used for a public park instead of the proposed project. The complete meeting summary is attached to this report (Attachment Q). ARB Concept Review Prior to Council’s consideration of the two massing scenarios, the Architectural Review Board reviewed the project on April 21, 2014 (Attachment O) to provide some preliminary feedback to the applicant. On December 15, 2014, (Attachment P) the project was conceptually reviewed by the Architectural Review Board as part of the formal development agreement process. The Board was generally supportive of the project design but expressed some concern about the south elevation of the project and the need for more perspectives that showed the mass and scale of the project from the ground level. The Board also indicated that the quality and texture of surface materials and further study regarding the “hinges” in the building design would be important in future submittals. Broader comments were also made about access and circulation from a vehicular and pedestrian experience perspective, the texture and color of the 4 of 30 plant palette and landscape concepts, and questions regarding how the plaza would be activated. Planning Commission Float-Up Review On June 3, 2015, the Planning Commission had a float-up discussion of the proposed project and voted 4-1 to recommend that the Council move forward with the development agreement with the following direction:  Prepare a parking utilization and rates/operations study to inform the amount of parking to be included in the project  Include less office space and more housing in the project  Consider opportunities to fund park expansion elsewhere in Santa Monica (e.g. Civic Center) from revenue generated by the project  Include an aggressive TDM program and play a lead role in TMA formation Discussion Development Agreement Process Within the DA process, a float-up provides an opportunity for the Council to review the proposed conceptual development plan. Pursuant to guidelines established by Council for development agreements, the following are the next steps for the project following float-up review, if the Council chooses to initiate DA negotiations: Environmental Review Planning Commission hearing City Council hearing ARB hearing (post DA approval) The project would require a General Plan Amendment due to the proposed height of the project. Disposition and Development Agreement (DDA) Process Disposition and development agreements (DDAs) are negotiated contracts between the City and its private development partner that specify and govern the City’s proprietary interests in the development of City-owned property. A DDA sets forth the terms of the 5 of 30 development of a property and is considered following Council’s approval of a project’s entitlements and development agreement. An executed DDA remains in place while a developer is pursuing building permits and construction financing and establishes a developer’s performance requirements that must be met in order to execute a ground lease agreement. The ground lease controls the use of the property and stipulates the business terms and obligations such as the amount of ground rent, term of the lease, permitted uses and assignment, and other project requirements. Because the project is located on City-owned land, a Disposition and Development Agreement and associated Ground Lease would be negotiated for the project. The DDA would be processed concurrently with the Development Agreement. The Ground Lease would be executed upon the occurrence of certain conditions precedent as set forth in the DDA. Project Components The proposed project consists of an approximately 420,000 square -foot, 12-story, 148- foot high building (Attachment W). The project proposes approximately 1,143 parking spaces within a four-level subterranean parking garage. T able 1 provides the project mix of uses. Table 1: Project Use Mix (approximate square feet) Use Floor Area (SF) Floor Area % of Total Hotel 117,000 28% Residential 40,300 9.5% Office 206,800 49% Retail 42,200 10% Cultural 12,000 3% Bike Center 1,700 0.4% Total 420,000 100% Public Open Space 51,700 6 of 30 The Council was presented with the following project program at the June 10, 2014 meeting. The program has largely remained unchanged as staff and the Development Team seek Council direction on what modifications or reductions to the development program and related impact to ground rent and public objectives would be acceptable, based on Planning Commission and community feedback. It is anticipated, as the project progresses through the entitlement process, that the program may change in response to comments from the Planning Commission, City Council, and community. Hotel: The hotel component is proposed on floors 8 to 12 of the project and would include approximately 195 rooms. The Development Team has committed to operating the hotel as a union hotel. Residential: The residential component is proposed on floors 5 to 7 of the project and would include 48 units affordable to 50% income households. Office: The office component is proposed on the mezzanine level up to Floor 7 of the project and would include approximately 206,800 square feet. Retail: The retail component is proposed with approximately 42,200 square feet of ground-floor space including a marketplace for smaller neighborhood -serving vendors. Cultural: The cultural component is proposed with an approximately 12,000 square feet ground-floor space. The applicant is currently in discussions with the Zimmer Children’s Museum to occupy the space. Bike Center: The project would include a bike center with services to be determined but it is anticipated that at minimum, the bike center would provide a bike valet and repair function. Given the limited ground floor area available for the retail and cultural space, it is not anticipated that the bike center would be of the size and scale of the existing City-owned Bike Center on Colorado Avenue. Open Space: The project proposed approximately 51,700 square feet of public open space including 38,200 square feet on the ground floor and 13,500 square feet on a second floor terrace that would be fully programmed. An additional 37,300 square feet of semi-public open space would be available on the hotel terrace. Private open space associated with the office and residential tenants would total approximately 36,000 square feet. Parking: The project proposes approximately 1,143 parking spaces in a four - level subterranean garage. 339 of the parking spaces are public parking spaces that would address the potential need for additional Downtown public parking identified in the Downtown Parking Study completed by Walker Parking Consultants. An additional 181 parking spaces are proposed, primarily to serve visitors to project tenants. This would create potentially 520 parking spaces open to the public. The remaining 623 parking spaces are intended to be allocated as 7 of 30 reserved parking for the project tenants (e.g. employees, hotel guests) with some of those spaces made available for public parking when they are unused. Building Mass + Modulation The proposed building design is contemporary and presents a unique “hinge” design that reduces the perceived mass of the building from the street level, maximizes ground floor and upper level open space in the project, and also increases opportunities for natural light and ventilation for project tenants. The design addresses all four sides of the parcel and is conducive to increasing pedestrian permeability. A significant portion of the ground floor is provided as fully programmed, public open space particularly along Arizona Avenue where the project steps back to mid -block towards the southern part of the site, maximizing the openness of the largest public space. In addition to the public open space described above, the project also proposes approximately 21,750 square feet of private open space on second and fifth floors for the residential and office components of the project. The project steps back the upper floors to approximately mid-block on 4th and 5th Streets pushing the majority of the building mass towards the southern end of the project site. A 75-foot stepback from the Arizona Avenue property line starts on the second “bar” of the building (Levels 2-4), increases to 133 feet for the third “bar” of the building (Levels 5-7), and increases further to 254 feet for the highest floors of the project (Levels 8-12). Along 4th and 5th Streets, the building reaches to approximately 4 feet from the property lines but the building mass is reduced through stepbacks as the project progresses to the higher levels. 8 of 30 Figure 1: Project Rendering Pedestrian-Oriented Design The ground floor of the project includes approximately 38,200 square feet of public open space including the major plaza on Arizona Avenue and the second floor terrace that would both be fully programmed in order to activate the spaces. Ground floor retail spaces surround the Arizona Avenue plaza and wrap around to 4th and 5th Streets activating all street frontages surrounding the project. In addition, smaller scale pocket parks and plazas are located on all three street frontages allowing for more reflective open spaces. One of the pocket parks is associated primarily with the cultural space. The plaza facing Arizona Avenue would be the location of a seasonal ice rink and would otherwise be programmed with activities to be managed by a single-purpose entity with input from an advisory committee consisting of community stakeholders. The sidewalks around the project are 18-20 feet in width between the building face and the curb, consistent with the Draft DSP, supporting a pedestrian -oriented environment around the project site. 9 of 30 Parking and Circulation Vehicle Parking The project proposes approximately 1,143 parking spaces. Of those spaces, 804 are allocated for the project, including 181 that are spaces primarily serving project tenant visitors. An additional 339 public spaces would address the potential need for additional Downtown public parking identified in the Downtown Parking Study completed by Walker Parking Consultants. The following table outlines the project’s parking requirement pursuant to the Draft DSP. Since the Draft DSP does not include a parking ratio for cultural facilities, the parking ratio from the Zoning Ordinance Update for cultural facilities was used. Table 2: Proposed and Required Vehicle Parking Land Use Draft DSP Standards Draft DSP Required Proposed Hotel 117,000 sf 195 rooms 8,000 sf bar/lounge 0.5 spaces/guest room + 1 space for each 250 sf used for meetings and banquets. Other uses such as bars, restaurants, retail and services which are open to the general public shall provide parking as required for the use at a rate ½ the individual rate (1 space/50sf). 98 + addtl pkg for meeting/banquet space (outdoor terrace may be incl) + 80 for bar/lounge = 178 + addtl pkg for meeting/banquet space (outdoor terrace may be incl) 178 Multi-Family Residential 48 units Affordable 8 Studios 25 1BR 11 2BR 4 3BR Studio - 0.5 spaces/unit 1BR - 1 space/unit 2BR+ - 1.5 space/unit Guest - 1 space/10 units Minimum requirements for units with deed restrictions on maximum allowable rent below 120% shall be halved 52/2 = 26 + 5 guest = 31 31 Office 206,800 sf 1 space/500 sf 414 414 Retail 42,200 sf Less than 5000 sf - 1 space/500 sf 5000 sf or more - 1 space/300 sf 84 - 141 141 Cultural 12,000 sf 1 space/500 sf 24 40 Minimum Required Parking Range 731 - 788 + addtl hotel pkg for banquet/meeting space 804 Maximum Allowable Parking Range 804 - 867 + addtl hotel pkg 10 of 30 for banquet/meeting space Additional Public Parking 339 339 The proposed 1,143 spaces exceed the maximum allowable parking per the Draft DSP. The amount also exceeds the potential required parking for the project by 16 to 73 spaces, which could vary depending on the size of the individual retail tenant spaces and allowances for hotel parking for any banquet or meeting space. The Draft DSP states that no more than 900 parking spaces shall be built as part of one parking structure unless analysis clearly shows peak demand hours that are different from the identified peak of the connecting street network. Additional analysis would be necessary regarding the excess parking and its impacts on the Downtown circulation system. This analysis would be included in the project Environmental Impact Report. Staff has been working with the applicant on the project’s parking design and circulation and initial concerns regarding vehicle stacking and maneuvering through the parking structure have been addressed. Valet parking is proposed for the parking that would be available to primarily hotel guests, with the pick-up function located within the subterranean garage. Valet-assisted parking would be offered during peak usage periods, which means that tandem parking spaces would be opened, allowing for drivers to leave their keys with the valet attendant if their car needs to be moved. Valet drop-off is proposed on 5th Street which may allow for the drop-off area to expand and contract depending on demand and hours of the day. Staff would continue to work with the applicant on the valet function, parking design, access, and circulation. In the Planning Commission’s float-up discussion, concern was expressed about the number of parking spaces proposed. Table 2 indicates required project parking pursuant to the Draft DSP, however, the amount of parking could change depending on the project mix, particularly the office and retail com ponents. Further, there may be opportunities to consider shared parking by on-site uses that have varying peak parking demands throughout the day to encourage efficient use of available parking spaces. The additional 339 public parking spaces could also be reviewed with the amount either reduced or combined with the parking spaces serving the Retail and Cultural space. 11 of 30 Given the amount of parking being proposed in a Downtown Core location, an objective is for the parking to be integrated into the City’s existing network of public parking structures. An operational agreement between the City and Developer is anticipated that outlines terms of how the structure should be operated to maintain consistency with key operational elements of public parking structures. Staff and the applicant would continue to discuss the terms of such an operating agreement that may address parking rates, wayfinding and signage, and maintenance. The Developer has conceptually agreed to operate the public parking consistent with the City’s public parking rates and operating standards. Bicycle Parking The project also proposes a bike center with services to be determined although the applicant has proposed a bike valet service. Bicycle parking is yet to be integrated into the project plans. The following table illustrates the project’s bicycle parking requirements and the proposed bicycle parking: Table 3: Proposed and Required Bicycle Parking Use Draft DSP Standards Draft DSP Required Proposed Project Long-Term Bicycle Parking Retail 1/1500 sf; min 4 42,200/1500 = 28 28 Cultural 1/1500 sf; min 4 12,000/1500 = 8 8 Office 1/500 sf, min 4 206,800/500 = 414 414 Hotel 0.25/room 195*0.25 = 49 49 Residential 1/bedroom, min 2 1*67 = 67 67 Total 574 574 Short-Term Bicycle Parking Retail 1/1000, min 4 42,200/1000 = 42 42 Cultural 1/1000, min4 12,000/1000 = 12 12 of 30 12 Office 1/8000, min 4 206,800/8000 = 26 26 Hotel 8/hotel 8 8 Residential 0.1/bedroom 67*0.1 = 7 7 Total 98 98 The project would include a TDM program based on the Draft TDM ordinance with augmented requirements for the transportation allowance. The alignment of the parking garage access points, particularly on 4th Street, would need further staff evaluation in relation to traffic lights and crosswalks to ensure there are no pedestrian/vehicular conflicts. Sustainability The applicant’s sustainability proposal is based on aligning with the City of Santa Monica Sustainable City Plan Targets for 2020 and includes the following elements: LEED Gold v2009 20% energy improvement over Title 24 24% reduction in indoor water use 30% reduction in wastewater generation 90% construction waste reduction Grid connected solar PV system Although the project is targeting LEED Gold certification, in line with the Sustaina ble City Plan’s target for new municipal buildings, staff recommends that the project achieve a LEED version 4 Platinum rating or consideration should be given for superior energy and water conservation elements integrated into the building design that may be unrelated to a rating system. The project would include a greywater system that would recycle greywater on site to fulfill the demand for toilet flushing and some of the hotel laundry demand. In addition, high efficiency fixtures and appliances as we ll as low 13 of 30 water use landscape and irrigation system would reduce water demand. Approximately 10,000 square feet of photovoltaic cells would be installed on the roof and shade structures within the development at an approximate total of 100kWp capacity. I n addition, the feasibility of site energy generation such as a micro turbine would be investigated with the potential to reuse waste heat for pool heating and building conditioning. The Development Team’s sustainability goals and objectives are outlined in Attachment S. Public Objectives/Proposed Community Benefits On November 13, 2012, (Attachment I) Council endorsed specific public objectives for the site that were included in the RFP. In recommending the Development Team to Council, staff concluded that the project proposal successfully achieved the public objectives. The following are public objectives that have been incorporated into the project and would be identified as either significant project features or community benefits in the Development Agreement, as applicable: Public Open Space and Management: Approximately 51,700 square feet of public open space of which the ground floor and second -floor terrace would be fully programmed with an annual operating budget of $860,000. Staff would continue to meet with the Development Team regarding the revenue and funding of the programming and how that relates to the operating budget, financial reporting mechanisms, the open space programming governance structure, potential operating guidelines to ensure full public access and participation, and how best to integrate the new programming with existing events and programs.  Affordable Housing: 48 units affordable to households making no more than 50 percent of the area median income. The Developer is partnering with Community Corporation of Santa Monica to own and operate the housing. Cultural Space: The project would also include a 12,000 square foot cultural space. A management program and funding plan for the cultural space would need to be developed to ensure its long-term viability. The Development Team is currently in discussions with the Zimmer Children’s Museum. The Development Team has committed to providing a below-market rent for the cultural use throughout the term of the ground lease. Parking and Circulation: Approximately 339 public parking spaces to be operated by the Developer. Additional spaces may be made available to the public if not used by project tenants. The project plans show space for a bicycle center that may provide bike valet and services to be determined. 14 of 30 Ground-Floor Activation: Ground floor neighborhood serving retail to activate 4th Street, 5th Street and Arizona Avenue plaza including a marketplace for smaller, unique vendors, even though that type of re tail use is expected to generate lower rents than retail franchise tenants.  Exceptional Architecture and Sustainable Design: Iconic architecture with proposal for LEED Gold Certification and project elements to align with Sustainable City Plan. Public Access to Views: Publicly accessible upper floor terraces and a roof -top deck would be open to the public. Flexible Development Approach: Design ensures long-term flexibility of use. The Ground Lease would specify permitted uses in the project. Fiscal Impacts: The annual ground lease is estimated to start at approximately $1.3 million with annual tax revenue estimated at approximately $6 million. In addition to the public objectives to be provided by the project and endorsed by Council, staff would recommend that additional contributions towards historic preservation initiatives, an augmented Transportation Impact Fee, and contributions towards utility infrastructure upgrades be negotiated as part of the Development Agreement. It is anticipated that the amount and nature of affordable housing, cultural space, and public space programming would exceed the contributions that would have otherwise been negotiated for childcare, cultural arts, affordable housing, and parks and recreation. Open Space Programming and Management The ground floor open space and second-floor upper plaza would be the primary public gathering places in the project. Other public spaces include the 5th Street pocket park associated primarily with the cultural space and another pocket park on the 4th Street side of the project. Other public areas are associated with the hotel use with the terrace extending from the hotel lobby and the rooftop deck. These spaces would be programmed year-round with amenities associated with on-site uses (e.g. outdoor dining, kiosks, seating), public events and activities (e.g. exercise classes, performances, screenings, workshops, festivals), and public markets. The applicant has submitted a community event and open space management plan (Attachm ent T). 15 of 30 Staff anticipates continuing to work with the applicant to refine the open space programming. The open space on the main and upper plaza would be where the vast majority of community-oriented programming would take place. City staff would not be directly involved in the active management of the open space. It is anticipated that a framework for use of the open space would include: 1) Development of a management structure 2) Parameters regarding the ratio of rented/paid space and time to community program space and time 3) Operating parameters for programming that may include access to events, frequency of sampling, and signage 4) Operating parameters for baseline features of the plaza such as kiosks and vending carts 5) Coordination with existing community programs in and near Downtown Santa Monica to minimize conflicts 6) Development of an Annual Budget 7) Annual report measuring activity levels including metrics such as participation levels in programs by community members broken down by age and gender, crime statistics, and success in collaborative efforts with other stakeholders and community institutions. Private events such as product launches, filming, and receptions may take place in various locations throughout the open space except for the pocket parks and would be limited to approximately 20 percent of the average weekly public programming hours. Public events other than those considered to be on-site amenities are proposed to take place a minimum of 30 hours per week for structured public programs suc h as classes, presentations, and concerts. A minimum of 60 hours per week of unstructured public activities and site amenities is also proposed. It is anticipated that there could be a minimum of six special events annually such as craft fairs and specialty markets. There would be an annual calendar of events at the beginning of each calendar year that would be coordinated with the event schedules of other City venues in order to minimize or eliminate conflicts with nearby events on the Third Street Promenade, Downtown Farmer’s Market, and Santa Monica Pier, in addition to other venues that offer similar 16 of 30 community programing such as Miles Playhouse, 1450 Ocean Avenue, and Tongva Park. The open space is anticipated to have an annual operating budget of $860,000 with funding coming from a variety of sources including contributions from property ownership, stall and kiosk rental, corporate sponsorships for particular activities, naming rights, and private event rentals. Based on information provided in the RFP, it is anticipated that over time, the annual operating budget might shift from predominantly being funded by property ownership to sponsorship and rental revenue so the space becomes self-sustaining. Staff has had discussions with the Development Team regarding the nature of corporate sponsorships and naming rights and that funding from advertising revenue be done in a manner that ensures the open space remains unrestricted public open space. Staff recommends that a portion of the budget be dedicated towards community-oriented programming free of commercial gain. Biederman Redevelopment Ventures (“Biederman”) would be responsible for the project’s open space programming efforts at start up until the open space programs are fully established. Currently, it is expected that Biederman would transition to an advisory role once the management of the open space is stabilized . After Biederman’s role transitions to an advisory capacity, staff recommends that the open space management structure include the employment of a knowledgeable entity with significant experience in community-oriented programming with primary responsibility for creating the programming with input from an advisory committee. The open space programming would be developed in consultation with an advisory committee made up of Downtown stakeholders (e.g. Downtown Santa Monica Inc.), knowledgeable community members, and staff from the City’s Community and Cultural Services Department. The Development Team anticipates that the open space would be in the same ownership as the office, retail, and parking subdivision; however, funding to support the maintenance, management, and security for the open space would be undertaken with combined contributions from the office, retail, and hotel uses. 17 of 30 Residential Use Affordability and Unit Mix The Development Team has provided a potential unit mix for the affordable housing including identifying Community Corporation of Santa Monica as the proposed owner and manager of the affordable housing. As a result of the Development Team’s community outreach, feedback has been received from various entities interested in the target population of the affordable housing including artists, seniors, and hotel workers. Another population to consider would be the City’s Master Wait List for Affordable Housing, of which 3,919 of those who applied are Santa Monica residents or workers. According to the City’s Housing Division, the vast majority of households on the waitlist need smaller units at deep affordability levels. In order to provide housing suitable for working artists, the units would need to be designed to accommodate the range of activities associated with working studios. These include compliance with Building and Fire Codes for commercial and residential space, inclusion of floor drains, slop sinks, flooring and finishes that support a working studio, high volume gallery-type space, consideration for ventilation with flexibility for installation of mechanical ventilation if necessary, consideration for storage of potentially toxic or hazardous materials related to art production, loading dock access, and electrical power. Typically, such units are located on the ground floor due to the need for access. As a result, there would likely be challenges in designing artists units due to their location in the upper floors of a multi-story building. Given Santa Monica’s aging population with persons aged 55 and over representing approximately 25 percent of the population, seniors may be considered an appropriate target population. There currently are limited options for affordable senior housing in Santa Monica. Another population to consider would be hotel workers, since the project includes a hotel use. This could also be expanded to include all Downtown workers. While there are many Downtown workers employed in the entertainment and technology industries that tend to pay higher wages, this is balanced by food services and hospitality that tend 18 of 30 to pay lower wages. Fair Housing law would limit the ability of the housing to be restricted to hotel workers or Downtown workers. However, housing could be marketed toward local workers, with the City’s local preferences giving such workers an edge in competing for housing. As Downtown workers who cannot afford market-rate housing earn a range of incomes, the affordability levels of the housing would affect which workers would qualify. Note that 60 percent of Area Median Income (AMI) is the maximum threshold at which affordable housing can qualify for tax credits. The currently conceptualized mix of apartment sizes could accommodate a variety of needs, including smaller households, seniors, workers with smaller families, and workers with larger families. Analysis of Alternative Uses To support Council’s consideration of the project, the following provides conceptual information regarding potential changes in the proposed mix of uses in the project, as well as an evaluation of using the site as a public park. Alternative Use Mixes At staff’s request, the City’s consulting economist on the project, Keyser Marston & Associates (KMA), has prepared an order-of-magnitude tradeoff analysis of how alternative uses would impact the project’s ability to achieve the identified public objectives and to pay ground rent to the City (Attachment V). The tradeoff analysis is in response to concerns raised by the Planning Commission and others regarding the amount of office space in the project. While the analysis is not intended to provide precise program alternatives that are certain to be physically and financially feasible, it is intended to provide an overview of the financial implications, as well as associated impacts to public objectives, if the use program is altered. Staff requested KMA’s evaluation of five alternatives, including:  Replacement of all office use with market rate residential use  Replacement of all office use with hotel use  Elimination of all office use  Replacement of 50 percent of the office use with hotel use 19 of 30  Elimination of 50 percent of the office use KMA’s study also evaluates order-of-magnitude impacts on four of the identified public objectives, including the public parking, programmed open space, bike center, cultural use, and affordable housing, from changes in use and associated project value. The impacts to the value of the project, as well as the associated effects on the public objectives and ground rent, vary by scenario, as summarized in Table 4. Table 4: Conceptual Summary of Impacts of Project Changes Scenario Ground Rent Estimated Financial Gap to Support Public Objectives 1 Proposed Project $1.35M None 2 Replace All Office with Market Rate Housing $0 $42.2M 3 Replace All Office with Hotel $0 $12.6M 4 Eliminate All Office $0 $26.5M 5 Replace 50% of Office with Hotel $0 $2.7M 6 Eliminate 50% of Office $0 $7.6M Implicit in the analysis is the assumption that the public objectives take precedence over the ground rent, and that if the project is altered, the ground rent will be reduced before public objectives are sacrificed. Some of the results were surprising to staff and KMA. For example, the residential market is currently very strong within Santa Monica and the region, as rents continue to rise and the demand for housing is very deep. However, replacing office with housing was the weakest performer among the alternatives. The two primary reasons are: (1) the construction of the building is very expensive relative to the rents that housing can achieve and (2) the building does not lend itself easily to residential use, resulting in a significant loss of leasable space. The hotel market is also very strong and typically can support high -value construction. However, there is a loss in leasable space when the portions of the building planned for office are converted to hotel use, resulting in an alternative that has less value than the proposed office use. Any changes that involve an increase in hotel use, while likely eliminating ground lease revenues to the City, would result in increased transient 20 of 30 occupancy taxes. However, a larger hotel use may be considered a more speculative development with a higher risk profile. A riskier profile could make it more difficult to obtain equity investors and permanent financing, potentially resulting in delays in commencing construction and delivering the public objectives. For any of the options that involve a reduction or elimination of office use without replacement by another use, a significant overhaul of the project design would be expected. Replacement of the office use with an alternative use would also affect the project design, though the impacts are not expected to be as significant. The primary trade-off associated with alternative uses is the impact on the four identified public objectives. Two of the public objectives, ground-floor activation and exceptional architecture, are expected to be available under any of the alternatives. Two other public objectives, project flexibility and public access to views, may be impacted by some of the alternatives, although there is no clear cost associated with addressing those public objectives. If the Council wishes to move forward with the project, and desires a change in the office use, staff seeks direction on prioritization among the public objectives. Based on community feedback to date, Table 5 provides a potential prioritization of the remaining public objectives and their associated costs: Table 5: Conceptual Summary of Costs of Public Objectives Priority Public Objective Associated Cost 1 Programmed Open Space/Bike Center $31.4 million 2 Affordable Housing $10.9 million 3 Public Parking $22.8 million 4 Cultural Space $6.2 million Because the KMA analysis has been completed at a conceptual level, staff cautions against using it to craft a precise alternative program, particularly because design specifics that have not been tested, and different assumptions regarding costs and revenues could significantly affect the estimates. However, it does provide a useful framework for determining which public objectives could be reduced in association with project changes. If Council agrees with the prioritization of objectives identified above, 21 of 30 the following are the model project changes and the associated general adjustments to project objectives: Table 6: Conceptual Project Changes and Public Objectives Scenario Potential Change in Public Objectives 1 Proposed Project None 2 Replace All Office with Market Rate Housing Eliminate cultural space, public parking, affordable housing, and some open space 3 Replace All Office with Hotel Eliminate cultural space and some public parking 4 Eliminate All Office Eliminate cultural space, public parking, and some affordable housing 5 Replace 50% of Office with Hotel Eliminate some cultural space 6 Eliminate 50% of Office Eliminate cultural space and some public parking Just as it may not be feasible to eliminate a specific amount of office space (due to architectural realities), it would also be difficult to reduce a specific amount of the public objectives, because parking and affordable housing have a certain number of parking spaces and apartments per floor, and the cultural space and open space are on the ground-floor and second-floor levels and would likely need to be replaced if they were reduced. As a result, if Council wishes to move forward with the project while altering the project uses, potential Council motions could include directing staff to work with the Development Team to:  replace as much office space with hotel space as possible, while maintaining the programmed open space, affordable housing, and as much public parking as possible, or  eliminate as much office space as possible, without replacement, while maintaining the programmed open space and as much affordable housing as possible, or  similar variations based on the Council’s preferences related to project uses and public objectives. With such direction, staff would work with the Development Team to optimize the public objectives while minimizing uses that are not favored for the project. 22 of 30 Public Park Alternative During the public meetings and Planning Commission discussion regarding the project, some community members have favored using the site as a public park. Given the site’s location, a park at the site would most likely be successful if it were d esigned as an urban or downtown park, rather than a neighborhood park. Examples of successful urban parks include Pioneer Courthouse Square in Portland and Bryant Park in New York City. Successful urban parks are typically distinguished by a focus on creating features and programs that ensure that the park is used by a variety of community members throughout the day, including weekdays, weekends and evenings. Another characteristic of such successful urban parks, including Pioneer Courthouse Square and Bryant Park, are public/private partnerships whereby the parks are programmed, managed, and operated by non-profit entities. While a typical neighborhood park may be successful with trees, grass, and little programming, such a park can be challenging in a n urban environment, particularly because one segment of a community can take over a park and make other members of a community feel unwelcome. Bryant Park in New York City provides a prime example. In spite of its location adjacent to a public library and surrounded by an incredible density of residents, workers, and shoppers, the simple and unprogrammed park became a place that most people feared. The park was turned around by a set of measures related to programming, careful management of amenities, a nd features such as food pavilions. Today, Bryant Park is one of the most treasured urban parks in the United States. Creating a successful public park on the site would require the level of design and programming that has made other urban parks successful. The need at the location would be heightened because it currently has very few “eyes on the park” from adjacent buildings, which largely turn their backs on the site. Because of the great fondness that the community has developed for the seasonal ice skating rink on the site, systems that allow for easy conversion of a portion of the park to the skating rink would likely be 23 of 30 necessary. Given the City’s recent experience with Tongva Park, in addition to the continuing increase in construction costs for public open spaces, costs to build a park at the site could range from $10 million to $25 million, depending on the features desired in the park. In addition, the leases of the current on -site banks would need to be addressed. Buying the banks out of their leases could cost between $5 million and $10 million. To avoid paying the buy-out costs, the park would need to be delayed until 2025, when both leases will have expired. If the proposed public parking were desired under the park, it would add an additional $17 million to $20 million to the cost of the park, though some of the costs would be offset by the capitalized value of the net parking revenue. On-going costs would include maintenance and programming of the park, estimated at $1 million to $3 million per year, depending on the design and desired level of programming. LUCE and Draft Downtown Specific Plan Consistency While ability to achieve public objectives is one method to determine tradeoffs in use mix, another method might be to view the project from a land use public policy perspective of the uses to be created within the project and downtown . Further discussion regarding the project in the context of the Draft Downtown Specific Plan is provided below. The project is located within the LUCE Downtown Core designation, which defers to the 1984 General Plan and Bayside Specific Plan until the adoption of a Downtown Specific Plan. The Draft DSP was released for public review in February 2014 and the project is analyzed in comparison to the proposed development standards of the Draft DSP. The western portion of the project is located in the Downtown Core designation and the eastern portion of the project is located in the Core Neighborhood Transition designation of the Draft DSP. It is anticipated that the project and public review of the Draft DSP would proceed concurrently and as a result, staff recommends that the Draft DSP inform the project’s development during the review process. The project would be 24 of 30 consistent with the general plan in effect at the time the project is formally considered by City Council. Based on an initial review of the project’s basic development standards, the project is inconsistent with the Draft DSP in the following areas as detailed in the Project Compliance Table provided in Attachment R. Building Height The portion of the project east of 4th Court alley is designated Core Neighborhood Transition in the Draft DSP with a maximum height of 76 feet. The portion of the project west of 4th Court alley is designated Downtown Core with a maximum height of 84 feet. The proposed project is 148 feet and therefore, does not comply with the Draft DSP. At the June 10, 2014 meeting, Council gave direction to proceed with the 148 -foot high scenario as the project to be studied as part of the public process with direction to also study other height scenarios as part of the project’s EIR. As proposed, the project would require a general plan amendment for building height. One of the concerns that has been raised regarding the proposed height is that it could set a precedent that obligates the City to approve other new, taller buildings in the Downtown. Council addressed the issue when considering the project on June 10, 2014, explaining that it is a unique, publicly owned site, where explicit and distinct public objectives have been identified, unlike virtually every other site in the area. Council also commented that the unique design helps to mitigate the potential negative effects of the height. Maximum Floor Plate Ratios The Core Neighborhood Transition portion of the project would need to have a maximum floor plate ratio of 80 percent of the ground floor at Floor 3, 70 percent at Floor 4, and 50 percent at Floor 5 and above. In the Downtown Core portion of the project, the project would need to have a maximum floor plate ratio of 80 percent of the ground floor at Floor 4, 70 percent at Floor 5, and 50 percent at Floor 6. The project has a ground floor plate of 70,500 square feet. 25 of 30 Table 7: Required and Proposed Maximum Floor Plate Ratios Floor Gross SF Core Ngbhd Transition Maximum Floor Plate Ratio (%) Downtown Core Maximum Floor Plate Ratio (%) % of Ground Floor Complies? Floor 3 57,900 80 -- 82 No Floor 4 57,900 70 80 82 No Floor 5 26,700 50 70 38 Yes Floor 6 26,700 50 50 38 Yes Floor 7 26,700 50 50 38 Yes Floor 7A 11,600 50 50 16 Yes Floor 8 25,900 50 50 37 Yes Floor 9 25,900 50 50 37 Yes Floor 10 25,900 50 50 37 Yes Floor 11 25,900 50 50 37 Yes Floor 12 25,900 50 50 37 Yes The project complies with the maximum floor plate ratio standard for each designation with the exception of the 3rd and 4th floors which exceed the maximum floor plate ratio by 2 percent and 12 percent, respectfully. However, the innovative design and significant building setback and stepbacks serve to reduce the perceived mass of the building from the ground level surrounding the project site and are appropriate trade -offs to consider for this minor exceedance of the Draft DSP development standard. Office and Residential Uses The proposed project includes approximately 49 percent of the total square feet as office space. The Planning Commission clearly expressed concern regarding the amount of office space proposed in the project and recommended that more housing be included in the project. In providing direction regarding the project use mix, Council should also consider the broader goals outlined in the Draft DSP with regards to office space in the Downtown area. 26 of 30 A recent USC study evaluated the before-and-after impacts of the new light rail transit service using Phase 1 of the Expo Light Rail Line and concluded that the Expo Light Rail Line reduced vehicle miles travelled (VMT) among households living with one -half mile of the Expo Line Stations. Additionally, studies have also indicated that workers have a greater propensity than residents to take transit in areas closest to transit. Consequently, the creative office use on the project site is located in an ideal location to increase the probability for transit use (i.e. within ¼ mile). Further trip reduction is more effective for non-residential uses due to predictability in commute behavior, ability to affect commute trips, and ability to offer financial incentives. The Draft DSP builds upon the strategy adopted in the LUCE and presents a similarly balanced approach to address the competing priorities of additional housing, economic sustainability, and trip reduction. The Draft DSP recognizes that the vitality of the creative industry is a critical piece of Santa Monica’s healthy and diverse economy. Maintaining the ability for businesses to start-up, grow, and evolve within Santa Monica is an important competitive advantage to avoid creative businesses relocating to West Los Angeles, Playa Vista, and other areas that compete for these companies. The Draft DSP acknowledges that a major economic challenge is office space availability, which limits expansion opportunities for existing businesses and impedes new businesses from locating in Santa Monica. The Draft DSP similarly recognizes the need to continue to support housing in the Downtown area with development incentives such as additional height and floor area ratio (FAR) for housing projects. However, in order to appropriately address the current jobs/housing imbalance, housing units need to be available for a range of incomes beyond what is identified as affordable housing in the Affordable Housing Production Program (AHPP). Such housing may include workforce housing that is targeted at workers with incomes between moderate income and 180% of area median income. The construction of housing at rents affordable to Downtown workers’ incomes would provide opportunities for these employees to work and live in the same area. The co - location of housing, neighborhood-serving retail and personal services, and employment 27 of 30 supports daily vehicle trips reductions. There is a need to give equal consideration to the economic and housing needs of the City with the overarching goal being trip reduction. The project provides 48 housing units affordable to households making up to 50 percent of the area median income. While addressing the housing needs of one of the neediest segments of the community, it does not address the housing needs of those with higher incomes who nonetheless are unable to afford market-rate housing in Santa Monica. The project could address trip reduction through the TDM Plan and contributions to transportation improvements and programs that are difficult to fund, such as the citywide Transportation Management Association. Conceptual Business Terms Staff from the Economic Development Division and the City Attorney’s office, with assistance from KMA, have evaluated the economic feasibility of the proposed development program as outlined in the project’s original proposal pro forma (Attachment U). Since Council’s authorization of exclusive negotiations on December 10, 2013, staff and the Development Team have negotiated a frame work of conceptual business terms based on the proposed development program for the project. The proposed terms include ground lease term, ground rent, rent escalations, and profit participation formula. If supported in concept by Council, the terms and obligations would provide the basis for negotiation of a disposition and development agreement (DDA) and ground lease. Council would consider a DDA and ground lease in coordination with consideration of a DA. The summary of proposed business terms and obligations, based on the current program scope, is as follows and is outlined further in Attachment X:  Subdivision: The project would consist of three separate but integrated ground leases: the deed-restricted affordable housing ground lease, the hotel ground lease, and the remaining lease consisting of the office, retail, cultural space, open space, and parking. 28 of 30  Term: Each ground lease would concurrently have a 55-year base term with either one or two options of 22 years each, pending further economic analysis.  Annual ground lease payments: The affordable housing component would make no ground lease payments. The annual ground lease rent for the remaining ground leases (hotel and office/retail/parking) would be an initial amount of $1,300,000 annually, subject to escalations every five years not less than 5 percent and not more than 15 percent, based on CPI.  Construction rent: $100,000 for the first lease year, $150,000 for the second lease year, and $200,000 for the remainder of the construction period.  Profit participation: The City would receive a share of additional profits in the event of a sale of the project or a project component, refinance, or sale of tax credits. Should the Council desire to pursue a significant change in the project uses, as discussed above under Alternative Uses, the ground rent would likely be affected and some of the other conceptual business terms may need to be reconsidered. Alternative Actions In addition to the recommended action, Council could consider the following with respect to the project: A1. Continue discussion for analysis of additional options with agreement from the applicant. A2. Direct staff not to enter into DA and DDA negotiations. Financial Impacts and Budget Actions There is no immediate financial impact or budget action necessary as a result of the recommended action. Prepared By: Jing Yeo, Special Projects Manager Approved Forwarded to Council 29 of 30 Attachments: A. December 10, 2013 City Council Meeting B. June 10, 2014 City Council Meeting C. June 3, 2015 Planning Commission Meeting D. 4th-5th & AZ Summary of Preliminary City Council and RFP Process E. December 14, 2010 City Council Meeting F. May 10, 2011 City Council Meeting G. January 26, 2012 Downtown Specific Plan Workshop Summary H. April 10, 2012 City Council Meeting I. November 13, 2012 City Council Meeting J. 4th/5th & Arizona RFP Proposals K. July 10, 2013 City Council Information Item re: RFP Proposals L. August 27, 2013 City Council Meeting M. May 12, 2015 City Council Meeting N. Plaza at Santa Monica Community Meeting Video September 8, 2014 O. April 21, 2014 Architectural Review Board Meeting P. December 15, 2014 Architectural Review Board Meeting Q. 4th/5th & Arizona Community Meeting Summary R. Development Standards Comparison Table S. 4th/5th & Arizona Applicant's Sustainability Proposal T. The Plaza Open Space Management Plan 30 of 30 U. MetropolitanProforma May2013 V. KMA Scenarios W. Project Plans X. Conceptual Business Terms Summary of 4th/5th & Arizona Project Preliminary City Council and RFP Process The parcels were purchased by the City between 2007 and 2010. On December 14, 2010, Council endorsed guiding principles for the Site and approved initiation of a community planning process. In March 2011, the Planning Commission and Downtown Santa Monica Inc. held two community workshops to solicit community input on the future of the Site. The results of those meetings and an update on the visioning process were presented to Council at a Study Session on May 10, 2011. Another community workshop was held on January 26, 2012, to discuss alternatives for development of the Site within the context of the Downtown Specific Plan process. On April 10, 2012, Council authorized the issuance of a Request for Qualifications (RFQ) to solicit development team qualifications for the Site. On November 13, 2012, Council directed staff to issue an RFP to the top three teams that were selected through the RFQ. At that time, Council adopted development objective s that were incorporated into the RFP, including: The development of programmable gathering space, Ground-floor retail, restaurant, and cultural space, A mix of uses such as retail, cultural, office, hotel, and residential, Exceptional architecture and sustainable design, Public access to views, A minimum of 339 public parking spaces, A highly flexible development approach, and The incorporation of concepts identified in the Downtown Specific Plan process. On February 1, 2013, staff issued the RFP to solicit proposals from development teams led by Forest City Development, Metropolitan Pacific Capital, and Related California, and received their proposals on May 1, 2013. The proposals and the RFP are available online at www.smgov.net/4thandarizona. Upon receiving the proposals, staff completed a review and due diligence process. An evaluation panel comprised of eight City staff members from Planning and Community Development, Community and Cultural Services, Public Works, and Housing and Economic Development, as well as two real estate finance consultants from Keyser Marston Associations (KMA), reviewed the proposals and conducted interviews with the three development teams. Staff issued an Information Item on July 10, 2013 summarizing the evaluation panel’s review of each proposal against the selection criteria and recommending selection of the Metro Pacific team comprised of Metropolitan Pacific Capital, Clarett West Development, DLJ Real Estate Capital, and their designers and consultants. On August 27, 2013, staff sought Council approval to enter into exclusive ne gotiations with the Metro Pacific team with direction from Council to pursue affordable housing as part of the development. Council directed staff to pose several follow-up questions to two of the three applicant teams—Metropolitan Pacific Capital and Related California— and to return to Council with additional information. One of the questions was regarding whether and how each team could achieve a potential 84-foot building scenario, given that Council had directed staff to study a maximum height of 84 feet in the Downtown Specific Plan Environmental Impact Report (EIR) on August 13, 2013. Upon review of each team’s responses to Council’s questions, the evaluation panel found that the team led by Metropolitan Pacific Capital, Clarett West, and DLJ West Capital (“Development Team”) continued to best address the RFP evaluation criteria, development objectives, and Council’s identified priorities. Figure 1: Original Proposal in response to RFP On December 10, 2013, Council authorized staff to execute an Exclusive Negotiating Agreement (ENA) with the development team led by Metropolitan Pacific Capital, Clarett West, and DLJ West Capital (“Development Team”) to develop the Site. Council directed staff to provide a six-month progress update during the exclusive negotiating period. Council also directed the Development Team to complete a design study of an 84-foot height scenario and outline the tradeoffs related to different height scenarios. On June 10, 2014, City Council reviewed the Development Team’s design study and analysis of trade-offs between an 84-foot height scenario and 148-foot height scenario. The Council gave direction to staff to begin the process with the Development Team looking at the 148-foot scenario as the base project and proceeding with the public process. The Council also commented on a number of other issues including the mix of uses, suggestions for other community benefits including historic preservation, and that other height and massing scenarios should be analyzed but to proceed with studying the 148-foot scenario so as not to preclude options.           September 8, 2014 Community Meeting Summary Applicant Information: Applicant: Metropolitan Pacific Capital, Clarett West Development & DLJ Real Estate Capital Partners Contact: John Warfel Contact Phone: 310-395-7300 Email: info@theplazaatsantamonica.com Meeting Information: Meeting Date: September 8, 2014 Location: Santa Monica Public Library, Multi-purpose room No. of Participants: 95+ Project Information: Address: 4th/5th and Arizona Lot SF: 112,000 Total SF 420,000 SF Breakdown: Low Income Residential (~42,000) Commercial (~249,000) Hotel (~117,000) Cultural (~12,000) No. of Units: 48 very low income housing units FAR: 3.75 Height: 148 feet at highest point         Project Description The Plaza at Santa Monica is a 420,000 SF mixed use building to be developed on the City owned site at 4th and Arizona in downtown Santa Monica. The building’s design is shaped around the public realm, beginning with a ground level Grand Plaza at the corner of 4th and Arizona and continuing with open space that rises through all levels of the building. The building is designed as a series of five, block-long bars that step up and back from the Grand Plaza towards the center of the block, providing elevated gardens and terraces at each level. Ground Floor Uses and Street Life The uses on the Ground level ensure that the Plaza at Santa Monica amplifies downtown’s active street life. By combining different scales of programmable open space as well as neighborhood serving and regional retail, a cultural institution, and public amenities including a large public plaza, pocket parks, public art, pedestrian improvements, and bicycle facilities, the project extends and augments the activity of the surrounding streets. Along Arizona, a 20,750 SF Grand Plaza is oriented towards the vibrancy of the Third Street Promenade. An embedded hydraulic system at the corner of 4th and Arizona can easily shift from a summer fountain to a winter skating rink, or a dry plaza that can host concerts or markets. The corner of 5th and Arizona features an additional plaza that embraces the historic post office building across Arizona. The ground floor is anchored by two main programs – retail and culture. Retail lines the streets along 4th and 5th and along the Grand Plaza on Arizona. A porous marketplace facing the Plaza acts as a pedestrian shortcut between Arizona and 5th. Deeper into the building, a 12,000 SF cultural space connects to a pocket park along 5th Street. This space has the potential to bring to Santa Monica a satellite space for a major arts institution. Alternatively, it could operate as a children’s art museum. Mix of Uses on Upper Levels Uses on the upper levels are chosen to respond to the current needs of the downtown core while providing the necessary diversity of users that can ensure the building will be activated at all times. The upper levels feature three different types of uses: workspaces (levels 2-4), workspace and affordable housing (levels 5-7), and a hotel (levels 8-12). Sky lit atriums and “mixing chambers” connect the different workspace programs allowing multiple         disciplines within the building to come together in spaces that foster creative and entrepreneurial energy. The exterior terraces further enhance interaction between the building’s tenants as well as the visiting public. Levels 2-4 feature large floor plates and a 30’x 30' structural grid that can respond to downtown’s need for large workspace areas. The building’s unique inside/outside attitude, abundant access to outdoor landscaped terraces, and the flexibility afforded by the structural grid will make it a prime workspace for many kinds of work typologies, from creative workspace and entrepreneurial workspaces to spaces catering to the surge in the tech industry. Levels 5-7 have thinner floor plates that will include 48 low income residential units on the eastern end and smaller, flexible workspaces to the west. These bars spill out onto the fifth floor terrace to the north. To the south, there is a large covered terrace. Floors 8-12 house an approximately 200-room hotel with unobstructed views of the city, beach and mountains. The hotel overlooks a lush garden terrace that is accessible from street level and serves as an extension of the hotel lobby and bar. A wellness hub of fitness, spa, lounges and bars rises through the hotel, emerging on the roof terrace next to the hotel pool. Another hub provides elevator access from the ground floor to the roof terrace where there are reflecting pools and public viewing areas. Sustainability and LEED Certification The building’s design embraces sustainability. The building’s terraced form allows for green roofs, and every terrace will be landscaped. The terraces will capture storm water and can be irrigated by treated grey water from the building. The building systems will be designed to optimize access to natural day lighting and ventilation. Large areas of the facade will be operable which allows the building to open up to balconies and terraces, and gives users the chance to enjoy the ocean breeze and unique light quality, emphasizing the indoor/outdoor lifestyle of Santa Monica. Taking advantage of its mixed-use nature, the building will incorporate an energy- resilient system that uses the different cycles of programs within the mixed-use typology, for example using surplus energy from the workspaces to heat water for the hotel. The development will meet LEED Gold certification.         Public Open Space and Views From the Grand Plaza along Arizona Avenue to the rooftop observation deck, the building’s many terraces offer an array of outdoor activities that come alive at different times of the day. The Grand Plaza provides over 20,750 SF of contiguous open space. An additional 17,450 SF of ground floor open space is also provided in a series of smaller plazas and pocket parks. A spiral stair and elevator affords direct access from the Grand Plaza to a 13,500 SF second level public terrace with a lawn area and band shell. At the hotel level, 37,300 SF of shared open space is included on the lobby terrace and roof top deck. The building’s open space terraces lift downtown’s vibrant streets into the skyline and create opportunities for the public to experience 360 degree views of the city, the ocean and the mountains. Access and Parking Strategy The project is designed to take advantage of its close proximity to a variety of transportation alternatives. Bicycle commuting is encouraged by integrating a bike center (equipped with showers and lockers), a bike path, and a bike share station. Pedestrian activity is encouraged by the inclusion of wide, 18’ sidewalks, street furniture, landscaping, plazas, and pocket parks. The Expo light rail line will terminate just 2 ½ blocks from the site and numerous bus lines pass within a block. The development will include a new east/west paseo that will bisect the city block where the project site is located, replacing the northern half of the existing north/south alley. The new east/west paseo will provide a mid-block passage from 4th to 5th streets, reconnecting the street grid for vehicles, bicyclists, and pedestrians alike. The paseo will give access to the project’s loading areas and will include a dedicated bike lane and access to the project’s bicycle facilities. The parking is designed to integrate with downtown’s existing parking facilities and to build on the City’s “park once” and shared parking philosophies. Entrances to the subterranean parking garage will be on 4th and 5th Streets next to the paseo. The garage is designed for maximum flexibility by ensuring that all levels are interconnected. This flexibility will allow the garage to respond to changes in parking demand on an hourly, daily, and weekly basis as well as any major shifts in the future parking needs of downtown Santa Monica. Initially, the approximately 1,220 space garage will be operated with approximately 580 public parking spaces, including 339 replacement spaces, plus an additional 640 spaces that will be reserved for tenants of the development during certain hours. The public parking spaces will be available for all downtown Santa Monica visitors and will be operated as an extension of the City of Santa Monica’s public parking program with parking rates matching the rates in the city         owned downtown structures. The reserved spaces will flow in and out of the public parking supply depending on tenant demand and the hours of operation of the various uses in the project. Meeting Summary The City of Santa Monica and the Plaza at Santa Monica development and design team held a community meeting on Monday, September 8th at 7pm in the Multi-Purpose Room of the Santa Monica Library. Outreach included invites to the following neighborhood groups: NOMA, Northeast Neighbors, Santa Monica Mid-City Neighbors, Wilshire Montana Neighbors Association, Pico Neighborhood Association, Friends of Sunset Park, Ocean Park Association, Downtown Study Group, Downtown Santa Monica, Inc., and the SM Chamber Board. Additionally, emails were sent to residents who contacted the team about the project and paper invites were mailed to approximately 2,900 neighbors within 1,000 feet of the project site. We estimate that approximately 95 people attended the meeting and we also received a number of written comment cards (see transcript of spoken and written comments). Attendees were comprised of both people who liked the project and those who voiced concerns. Some attendees liked the design open space and inclusion of a union hotel. Younger attendees said that they looked forward to taking their families to the museum and utilizing the bike station and ample parking. Some attendees were also excited about the rooftop bar and elevated open spaces. Others liked the design, but felt that it was too tall and opposed any development on the site whatsoever and instead want a public park. Traffic mitigation was also mentioned as a concern.         Transcript of Questions/Comments from the Community • What will you do to ‘dazzle’ residents? • There’s a need for passive open space. • Very impressive. The objectives for the project were defined years ago, and community priorities have changed. • There should be a view of the back side of the project. • The City does not have the ability to fund a subterranean parking lot if there’s just a park above it. • Define the housing component. Will it be affordable? • What kind of affordable housing amenities will be provided? • Will the hotel be union? • How much would it cost to cancel the project? • The project should be updated to remove the post office. • Will the project pay all City fees? Will the 1% for arts be used for the project? • How will the parking work? What will it cost? What will parking rates be? • This building is amazing looking and solves a lot of problems, including parking. • What is the total number of parking spaces? How many residents will there be? How many stores? • Will the ice skating rink stay? • The reference to the Downtown Specific Plan is not complete; there was a lot left out. The project does not comply with the plan. Commend the beautiful design, but it doesn’t belong in this City. It will block light and the ocean breeze. • Describe the process for determining the height. • It’s a remarkable design, exceeds the amount of open space on the existing lot. Applaud the effort to create the design. The process for vetting height occurred through community meetings. • Beautiful design that reflects community input. • Does the raised open space work? Is there any experience in other cities with this? • The project is exquisite. The question is whether it belongs in Santa Monica. It’s just too big. • How many jobs will be created by the project? What will be done to insure local hiring? • How much revenue will be generated for the City? This would be a draw for residents. Would love to see Santa Monica move in this direction.         • It’s important that the public space area be programmed and monitored. Don’t want just another park. How do you plan to activate it? • Beautiful design. Commend you, the City, and the community. It answers what the community wants in a sensitive way. What other community benefits would be supported by the project, like Tongva Park? • This land is our land. What will a park look like? Is there an alternative with a park and a union hotel? • Typical to use the term ‘park’ and ‘open space’ for rooftop gardening. • There’s no need for a 12-story building on public land. It must be our community’s vision and we don’t want this. It shouldn’t have office space, which induces traffic. • Wonderful project. The mix works very well. It’s an iconic project that Santa Monica deserves. • Will there be hosts or rangers to help with the activation of public space? • This project is not needed in Santa Monica. It will bring too much noise and pollution. We need a museum, a playground, daycare or school, and parking. • Looks great. Any 3-bedroom apartments? Secure bike parking? Incentives for employee bike commuting? • As a Santa Monica resident, love this project. What is the approval process? • Phenomenal project. • How much did the City pay for the land? What will the return-on-investment be? • What will happen to the bank branch on the site? • Very difficult to pull off a grass park in this space. This kind of programming is needed. Will the City process require a look at changing some of the office space to residential? • It’s too big and has too much traffic. • Where will the water come from during this severe drought? • How much additional landscaping was added from the previous version? • Really excited about the project. What would the hours be for amenities like the yoga classes? • The community wanted and asked for an 84 foot height limit. It hasn’t been mentioned. Honesty and transparency is needed. • What types of programming will there be for young professionals seeking a happy hour drink?         Sign-In List Amy Aukstikalnis -Welch Consulting* Danilo Bach Paul Bailey –Guest of Gloria Garvin* Kate Bransfield Ellen Brennan Brenda Burns Leslie Butchko Jill Chapin Trisia Crane Karen Croner John Dahl Stacy Dalglesh Carol Dickinson Kevin Flick Gloria Garvin Frank Gruber Ellen Hannan Carl Hansen -Santa Monica Chamber* Edward Hunsaker Zina Joseph Katherine Kennedy –Guest of Laura Wilson* Peter Knot -Guest of Brenda Burns* Ellis Kroman Carol Landsberg David & Melissa Looby John Mann Catherine McCabe Nancy Morse Maggie Outh Taffy Patton -19th Street Residents Coalition* John Petz Manju Raman -The Huntley Hotel Assistant General Manager* Eaton Saker Ted Sugawa –Chase Bank * Ann Thanawalla Daniel Wescot –Guest of Laura Wilson* Marc Wiesenfeld Laura Wilson Unite Here Local 11 (30+ guests) *for identification purposes only ATTACHMENT R Development Standards Project Compliance Table Development Standard 1984 LUCE / BSC3 & C3C Draft DSP [Downtown Core (DC)& Core Neighborhood Transition (CNT)] Proposed Project Compliance Height/Stories 1984 LUCE: 84’ / 6 stories BSC3: 56’ / 4 stories C3C: 76’ / 6 stories DC: 84’ CNT: 76’ 148’ / 12 stories No FAR 1984 LUCE: 3.0 BSC3: 3.0 C3C: 2.5 DC: 4.0 CNT: 3.75 3.75 No Ground Floor Commercial Sq Ft N/A N/A 42,200 sf of ground floor retail Yes Commercial Ground Floor Frontage / Commercial Space Depth N/A DC: 60% of frontage/75’ depth CNT: 60% of frontage/50’ depth Commercial frontage: approximately 50- 100% Commercial space depth: approximately 90’ Yes Ground Floor to Floor Height N/A 18 feet 18 feet Yes Floor-to-Ceiling Height N/A 8 feet 8-12 feet Yes Floor Plate Ratios N/A See Table 4 of staff report See Table 4 of staff report Yes* Building Frontage Line: Widened Sidewalk N/A 15 feet 18-20 feet Yes Open Space N/A 30% of lot area (20% at grade, 10% above grade) 38,200 sf at grade; 13,500 sf at Floor 2 Yes Private Deck Sq Ft Average N/A N/A Residential units will have private open space or common courtyard Yes LEED Certification N/A LEED Gold or Cal Green Tier 2 green building standards LEED Gold Yes *Indicates compliance with one standard but not another due to split land use designation/zone SMP | 04-23-2015 SUSTAINABILITY AGENDA SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives vision: high efficiency integrated design that responds to its environment objectives: •Alignment with the City of Santa Monica Sustainability Plan •LEED Gold •20% energy improvement over title 24 •24% reduction in indoor water use •30% reduction in wastewater generation •90% construction waste reduction •A solar PV system (grid connected) SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives sustainable city plan: SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives resource conservation: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies so l i d w a s t e •Generation •Landfilled •Diversion •Do not exceed year 2000 levels •Reduce per capita generation to 2.4 lbs/person/day •Achieve 85% diversion rate The development will incorporate a “whole of life” materials strategy, a section of which will address operational waste diversion through the provision of recycling receptacles as well as storage within the building for separated recyclables. The materials strategy will also outline how the owner will work with vendors to reduce packaging used within the development to reduce the overall generation of waste per capita. wa t e r u s e •Total citywide use (Self Sufficiency) •Total citywide use (Per Capita) •Percent local vs. imported •Potable vs. non-potable •Reduce water demand by 1,300,000 gallons per day (GPD) •Reduce per capita use to 123 gallons per capita per day (GPCD) (500,000 GPD) •Increase to 100% local •Upward trend in non-potable use A grey water system will recycle grey water on site to fulfill the demand for toilet flushing within the building, as well as a proportion of the hotel laundry demand. In addition, high efficiency fixtures and fittings, as well as a low water use landscape and irrigation system will be included to reduce overall water demand. en e r g y u s e •Total municipal use •Total citywide use •Efficiency •Efficiency •Reduce use 10% •Reduce use 10% •Demonstrate incremental progress towards achieving reduction in energy use intensity •Increase efficiency in existing buildings to achieve reductions of 1 million kWh annually The development is targeted to not only meet the Santa Monica requirement of a 15% improvement over Title 24, but to better this by a further 5%. This would result in an increase in efficiency that would reduce average EUI in the City of Santa Monica. SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives resource conservation: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies re n e w a b l e e n e r g y u s e •Total use •Total use from clean distributed generation in Santa Monica •At least 50% of all electricity should come from renewable sources •Total use from clean distributed generation in SM- Install 7.5MW of solar citywide •Total use from clean distributed generation in SM – Install 1 MW of solar on city operated facilities Approximately 10,000 sq. ft. of PV will be installed on the roof and shade structures within the development at an approximate total of 100kWp capacity. In addition, the feasibility of high efficiency on site energy generation such as a 200kW micro turbine will be investigated, with the potential to produce energy on site, and reuse waste heat for pool heating and building conditioning. gr e e n c o n s t r u c t i o n •New Construction •O&M •Residential •Non-Residential •100% of new municipal buildings achieving LEED GOLD certification •Demonstrate 100% of existing municipal buildings achieving LEED GOLD certification •Demonstrate incremental increase in the percentage of residential buildings achieving energy efficiency and green construction certifications •Demonstrate incremental increase in the percentage of non- residential buildings achieving energy efficiency and green construction certifications The development is currently targeting a LEED v2009 Gold rating, in line with the requirements of the City Plan for new municipal buildings, and above the minimum rating of SILVER required by the Santa Monica Municipal Code so l i d wa s t e SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives environmental & public health: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies Ai r Q u a l i t y •# Days ambient air quality standards exceeded •Zero days ambient air quality standards exceeded The development’s unique design provides for a significant amount of green area on site. This aids in increasing the air quality locally as well as in the City as a whole. Re s i d e n t i a l Ho u s e h o l d Ha z a r d o u s W a s t e •Total volume collected •Number and percent of households participating •Cumulative number of participants •No target •Number and percent of households participating- Upward trend •Cumulative number of participants - 50% cumulative participation The development will provide a facility that assists in the disposal of hazardous waste from all of the residential units. Ur b a n R u n o f f Re d u c t i o n •Effective impervious area •Total acreage treated •Gallons polluted runoff treated •Annual reduction •Annual increase •Annual increase The provision of extensive green area within the development will increase the overall impervious area within the City. Passive and landscape strategies will treat runoff for reuse on site. Fr e s h , L o c a l , Or g a n i c Pr o d u c e •Percent of fresh, local, organic produce served at city facilities •Percent fresh, local, organic produce served at community institutions: (SMMUSD, SMC, Hospitals) •Sustainable food commitment •15% of total •15% of total •100% of City food purchases comply with Santa Monica Sustainable Food Commitment The development will include a local, sustainable, organic garden on one or more of the outdoor decks that will serve the restaurants within the development, and can also be used as a teaching garden for the local community. SMP | 04-23-2015 The Plaza @ Santa Monica | Sustainability goals and objectives environmental & public health: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies Fa r m e r s Ma r k e t •Total sales •Percent organic •Percent low chemical •Percent conventional •Annual increase •Annual increase •Annual increase •No target An artisanal food marketplace with local vendors is a main feature of the retail portion of the development. The marketplace will be integrated programmatically with the downtown Santa Monica Framer’s Market. Fo o d Ch o i c e s •Residential reduction in meat and dairy consumption •15% reduction The owner with work with vendors and restaurateurs within the development to encourage provision of non-meat and non- dairy food options. SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives transportation: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies IN T R O D U C T I O N Vehicle trip reduction and the use of alternative modes of transportation are inherent in the design of the project. Additionally, an extensive Transport Demand Management plan will be included with the development. Combined, they will address each of the transportation goals within the city plan. The projects transportation strategies are listed below. 1.Bicycle Facilities - Extensive bicycle facilities are an integral part of the projects design including: i.Bicycle parking for occupants and visitors ii.Space for a Breeze bike share station iii.A bike center with showers and lockers 2.Transit Options - The project is strategically located in the heart of DTSM within easy walking distance of the Expo line and major bus lines. 3.Transportation Demand Management TDM - A project wide TDM will incentivize the reduction of Average Vehicle Ridership (AVR) and the use of alternative modes of transportation for all occupants of the development including employers with less than 50 employees. 4.Pedestrian Improvements - Pedestrian travel will be improved dramatically by improving the pedestrian experience with significant pedestrian oriented design elements including: i.widened sidewalks ii.activated street facades iii.street furniture, landscaping and other streetscape improvements iv.pedestrian passageways and linkages through the development site v.pocket parks adjacent to the pedestrian way 5.Car Share - Dedicated parking spaces for car share 6.Electric Vehicles - Electric Charging Stations/Fast Charge Station 7.Fleet Vehicles - The use of electric fleet vehicles for maintenance and hotel SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives transportation: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies Mo d a l s p l i t •Number of trips by type, citywide •Average vehicle ridership (AVR) of Santa Monica businesses with more than 50 employees •Pedestrian travel volumes •Bike traffic volumes •An upward trend in the use of sustainable (bus, bike, pedestrian, rail) modes of transportation - Drive alone max: 60%, Bike + Walk + Transit minimum: 25%, Bike + Walk: 15% •2 for Santa Monica businesses with more than 50 employees •Annual increase •Annual increase 1. Bicycles Facilities, 2. Transit Options, 3. TDM VM T •Total •Total per capita •Downward trend •Downward trend 1. Bicycles Facilities, 2. Transit Options, 3. TDM Re s i d e n t i a l ; Us e o f Su s t . Tr a n s p o r t •Percent of residents who have intentionally not used their car but have instead used a sustainable mode of transportation in the past month •Upward trend 1. Bicycles Facilities, 2. Transit Options, 3. TDM Su f f i c i e nc y o f tr a n s p o rt op t i o n s •Percent of households with high quality transit service within ½ and ¼ mile •100% of households within ½ mile 2. Transit Options Pe d e s t r i a n Fa c i l i t i e s •Complete sidewalks •Public/private pathways •Crosswalk enhancements •Signal Timing enhancements •Annual increase 4. Pedestrian Improvements SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives transportation: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies Bi k e f a c i l i t i e s •Percent of bike network completed •Total miles of bike lanes and paths installed or upgraded •Total Bikeshare usage •Number of bikes parked by bike valet •100% •Annual increase •Annual increase •Annual increase 1. Bicycle Facilities Ve h i c l e U s e •Total number of automobiles maintained per person •Percent of total automobiles that are qualified ZEV/PZEV or better •Total Carshare usage •10% reduction •Annual percentage increase •Annual increase 2. Transit Options Tr a n s i t s e r v i c e s •Annual ridership on Santa Monica Big Blue Bus (BBB) •Percent of residents who have ridden the BBB in the past year •Annual ridership on MTA routes originating in Santa Monica •Annual Expo light rail ridership •Annual increase •Annual increase •Annual increase •Annual increase 2. Transit Options, 3. TDM 2. Transit Options, 3. TDM 2. Transit Options, 3. TDM 2. Transit Options, 3. TDM Al t e r n a t i v e Fu e l e d Ve h i c l e s •Percent of the city fleet vehicles using alternative fuels •80% of fleet 3. TDM SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives transportation: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies Tr a v e l V o l u m e s •Auto corridor travel times •Peak Hour Trips •Signal Timing •Bus travel time •No increase •No net new PM trips •100% completion •No increase 1. Bicycles Facilities, 2. Transit Options, 3. TDM 1. Bicycles Facilities, 2. Transit Options, 3. TDM 2. Transit Options, 3. TDM 4. Pedestrian Improvements St r e e t S a f e t y •Number of collisions o Vehicle-Vehicle o Vehicle-Pedestrian o Vehicle-Bicyclist o Bicyclist-Pedestrian o Bicyclist-Bicyclist •Downward trend SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives sustainable local economy: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies Co s t o f Li v i n g •Median household income in relation to cost of living •Median household income in relation to living wage standard •Percent of tenants rent-burdened •No target •90% of median household incomes meet or exceed the living wage standard The hotel portion of the development will be a union hotel providing well-paying union jobs and benefits. The project will be built with union labor providing a significant number of high paying union construction jobs. Ec o n o m i c He a l t h •Number of businesses •Number of employees •Annual payroll •No net loss •No net loss •Increasing trend The retail, commercial, and hotel elements of the program facilitate an increase in businesses and employees within the City. Re s o u r c e Ef f i c i e n c y of Lo c a l B u s i n e s s •Ratio of energy use to total economic activity by business sector •Ratio of total water use to total economic activity by business sector •Downward trend •Downward trend The extensive energy efficiency and water efficiency strategies detailed earlier in this submission combined with the retail, commercial, and hotel elements of the program will result in a reduction in the ratio of energy use and water to economic activity. SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives housing: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies Pr o d u c t i o n o f Af f o r d a b l e H o u s i n g •Number of new housing units produced in Santa Monica affordable to: o Very low income households o Low income households o Moderate o Market rate •Number of new housing units produced in Santa Monica affordable to: o At least 428 o At least 263 o At least 283 o At least 700 48 new affordable housing units are currently included as part of this development. The units will be available to very low income households. Di s t . O f Af f o r d a b l e Ho u s i n g •Distribution of low income housing by neighborhood •No target The new affordable housing units will be located in a mixed use development in Downtown Santa Monica, improving the distribution of low income housing throughout the City. Af f o r d a b l e H o u s i n g fo r S p e c i a l N e e d s •Number of new or rehabilitated affordable housing units for families, seniors, the disabled and other special needs groups as a percentage of all new or rehabilitated affordable housing development •Upward trend A proportion of the affordable housing within the development will be designed to address the requirements for disabled occupants. SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives housing: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies Pr o d u c t i o n o f “L i v a b l e ” H o u s i n g •Percent of new units within ¼ mile of: o Transit stop o Open space o Grocery store •Upward trend All of the new affordable housing units are within a quarter mile of numerous transit stops. Multiple plazas, pocket parks, and open spaces within the development will be available to the project’s housing occupants. A grocery store is within 1 ½ blocks of the site. Pr o d u c t i o n o f Gr e e n Ho u s i n g Percent of new and substantially-rehabilitated housing that achieves LEED certification at LEED Silver or higher •Upward trend The development is currently targeting a LEED v2009 Gold rating, which is above the minimum target of a SILVER rating. community education and civic participation: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies Pa r t i c i p a t i o n i n Ne i g h b o r h o o d Or g a n i z a t i o n s •Percent of Santa Monica residents that are represented by an active neighborhood organizations •Upward trend An initiative of the open space programming for the development will be to support and host neighborhood organizations, promoting wider participation w9ithin these organizations. SMP | 04-23-2015 The Plaza at Santa Monica | Sustainability goals and objectives human dignity: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies Re s i d e n t s ’ Pe r c e p t i o n o f Sa f e t y •Percent of Santa Monica residents who are satisfied with city efforts to reduce crime and protect public safety •Upward trend The site design, pedestrian engagement, and created access are intended to not only improve the perception of safety, but create a safer environment for the occupants, visitors, and neighboring developments. arts and culture: Indicator City of Santa Monica Target for 2020 The Plaza at Santa Monica Strategies Su p p o r t f o r t h e A r t s •Financial support for city arts grants •Charitable giving in the arts •Square footage of city property leased for cultural uses at below market rates •Annual Increase (blended) The development includes numerous performance spaces, exhibition areas, pocket parks, and public open space. Programming in these spaces will be supported by an $850,000 annual programming budget that will be professionally managed in conjunction with the City’s Department of Cultural Affairs, DTSM Inc. and local stakeholders. The project also includes a 12,000 SF children’s museum that will provide programs to all of Santa Monica. THE PLAZA AT SANTA MONICA COMMUNITY EVENT AND OPEN SPACE MANAGEMENT PLAN APPROACH & GOALS The public plazas, courtyards, and terraces of The Plaza at Santa Monica are designed to supplement the city’s open space infrastructure and provide a permanent home for the seasonal ice rink and the Zimmer Children’s Museum, as well as venues for public events, specialty markets, and other activities that cannot be accommodated in the City’s other parks and public areas. The Plaza’s unique design as well as a stable source of funding allows for the creation of public space that can be actively managed and programmed, all in a controlled but flexible environment that will be conducive to a wide variety of activities. By actively programming the public spaces with a wide variety of uses, safety and security can be maintained in a friendly and cost-effective manner. Thorough and consistent maintenance and upkeep of the public areas will ensure that the environment remains appealing for years to come. The goal is not just to draw visitors to the project, but also to encourage Santa Monicans to enjoy the public realm, to stay downtown, to stroll over to the promenade, to visit the library, and to return to downtown over and over again by providing a rotating variety of daily and episodic activities. The project and programs will be designed to appeal to two primary constituent groups: local residents and workers, who are the primary users of The Plaza, and visitors to downtown Santa Monica. CHARACTER OF THE SPACE At the heart of our plan is the notion of dynamism: the character of the spaces will change depending on the time of year, time of day, and day of the week. The variety of programming—there will be dozens of activities and amenities available to visitors—and the rotating calendar of events will create different experiences at different times and in different seasons. In addition, the tiered plan of the buildings allows and encourages individuals to experience a variety of spaces in different ways. The public plazas at street-level, the courtyards, and the elevated terrace are designed and programmed to engage the public in a broad range of activities at a broad range of times throughout the year. The major street-level plaza anchored at the corner of 4th and Arizona is intended to be the most active of the public spaces, home to large gatherings, fairs, events, and the seasonal ice skating rink. When it’s not being used as a dedicated event space, the main plaza will host a variety of more localized programs, small performances, and other activities. Smaller courtyards oriented towards 4th and 5th Streets and at the corner of 5th and Arizona are intended to serve as quieter spaces, with less intensive programming. These courtyards will serve as comfortable meeting spots and places for smaller groups to gather. They will also feature low-impact amenities such as smaller art installations to interest visitors to the building. The 5th Street courtyard will serve as a children’s play area during the Zimmer’s hours of operation. The elevated public terrace is a raised garden that will serve as a home to activities that require a more contained environment, such as art classes, book club meetings, and more intimate performances. Its lawn panel will host fitness classes and other programs not suited for a hard surface. The publicly accessible hotel lobby and rooftop viewing terraces will offer stunning views of the Pacific, the building’s terraced gardens and the public plaza, and beautiful panoramas of the city. MANAGEMENT & USE OF THE SPACE The public spaces in The Plaza at Santa Monica will be operated by a Public Space Manager, a special purpose entity guided by Biederman Redevelopment Ventures. This Public Space Manager will be responsible for coordinating hospitality functions, managing daily amenities, programs, events, operators, and sponsors, as well as keeping the public spaces safe, clean, and in good repair. The Public Space Manager will be responsible for coordinating the programming mix and schedule with the City’s Community and Cultural Services Department, Downtown Santa Monica, Inc. and with other local institutions such as the Santa Monica Public Library and the Santa Monica Farmers Market. The Public Space Manager will be guided by a board of advisors that will include representatives from key stakeholders. On a day-to-day basis, these activities will be led by a dedicated Open Space Director trained and supervised by Biederman, along with additional staff responsible for individual programs, markets, classes, and coordination with programming partners. Security, hospitality, and maintenance functions will be staffed with a combination of dedicated in-park personnel and staff shared with the common areas of the building (for example, daytime security officers will be solely focused on the public spaces, while overnight security will be shared between the building and the plazas). Uniformed Public Space Hosts will assist visitors with a range of amenities and programs, from giving directions to offering assistance with Wi-Fi connections, to checking out ping-pong paddles and balls. These hosts will function as a friendly face of The Plaza’s security infrastructure, and operate as a first line of communication and surveillance. As needed, the hosts will be supplemented by dedicated security officers and event staff. Vendors, concessionaires, and program instructors will be third party contractors operating under the supervision of the Public Space Director. PUBLIC ACCESS The Plaza at Santa Monica is by design a very open and public space – the interaction and interplay of different spaces and people is the essence of the concept and is key to the success of the project as a whole. The majority of open spaces in the project, including the main plaza, smaller courtyards, and elevated terrace, will be entirely open to the general public the great majority of the time. Year-round, The Plaza at Santa Monica will feature a wide array of curated public programs offered free or at nominal charge. Certain other programs, such as ice skate rentals and rink time, will be available for a fee. Concessions such as food kiosks and market stalls will charge for their products. The Plaza will also host private events and programs including media events, receptions, charity events, and other private affairs. The private events will take place concurrently with the public programming in discrete areas of the open space. Even during private events, The Plaza at Santa Monica will maintain spaces, amenities and programs that are free and open to the public. This is possible because of the project’s unique design and broad variety of open spaces. All areas of The Plaza at Santa Monica are universally accessible, embracing both the letter and spirit of the Americans with Disabilities Act. PROGRAMMING At this early stage in the planning process, it is premature to propose an exact calendar of events. However, there are two guiding principles that will be used to shape the specific programs in The Plaza at Santa Monica. First, public outreach is a key component of the development team’s strategy to program and activate the public spaces in the project – the mix of programs will only be successful if it is shaped by members of the community. Second, coordination with other cultural institutions is essential to making sure that programs and events aren’t duplicative of other programs operated elsewhere in Santa Monica. Events will not be successful if they are competing with other established programs, or events held elsewhere at the same time. As the project goes from concept to reality, the Public Space Manager will hold public workshops focused solely on the programs, activities, classes, and other amenities that the public—especially those who live and work nearby—want to see in the public spaces. The team will combine the input collected at the public workshops with information collected in dozens of interviews and several focus groups with stakeholders, including local property owners, business owners, public officials, the City’s Community and Cultural Services Department and Downtown Santa Monica, Inc., and other groups involved with downtown Santa Monica’s public spaces. Site amenities, for example kiosks, game carts, bike amenities, will be available to the public, free of charge, any time the public spaces are open and the weather is suitable. There will also be free, public Wi-Fi access. And, of course, there will be plenty of convenient and movable seating for visitors to the public spaces to take advantage of these offerings. Daily, semi-weekly, weekly, and episodic classes and activities will be layered on top of these site amenities. A third layer of programming will be provided by seasonal and special events, and by the introduction of new events and festivals. Please refer to the attached sample list of activities for examples of the types of programming envisioned for the site. Programming will begin in the morning when the open space opens and run into the evening as necessary (outdoor movies, for example, may end later than other activities). Programs and events will be scheduled at various times of day to reach certain demographics and to encourage activity during off hours. For example, weekday afternoons will feature programs aimed at families with young children and seniors because nearby office workers and local residents are at their jobs. All scheduling will be coordinated with other events downtown and their organizers through the Open Space Coordination Committee. The wide dimensions of the main street-level plaza can accommodate events that currently don’t have a home in Santa Monica, and it is contemplated that major new events will be produced in partnership with the City’s Department of Cultural Affairs and DTSM. MINIMUM STANDARDS FOR PUBLIC PROGRAMS The Plaza will provide a minimum of 30 hours per week of structured public programs, including classes, concerts, presentations, and other public activities, and a minimum of 60 hours per week of unstructured public activities and site amenities. In addition, The Plaza expects to host a minimum of 6 special events annually such as specialty markets, holiday gifts and crafts fairs, a pumpkin patch, and an artisan food market that works in conjunction with the Farmer’s Market. LIMITITATIONS ON COMMERCIAL ACTIVITIES Commercial activities will be limited to 20% of the average weekly public programming hours. These activities may include private receptions, parties, product launch events, or filming activities where public access is excluded from portions of The Plaza’s open space. Product demonstrations and sampling will be limited to two times per week. When private programs and events do occur, special attention will be paid to balance the impact of the events on the public programming. For purposes of clarity, the winter ice rink and public markets are not to be considered commercial programs. LIMITATIONS ON SIGNAGE AND COMMERCIAL ATTRIBUTION While program sponsors are essential to the long term success of programs at The Plaza, it is important to remember that the primary purpose of The Plaza is to be a public park, not an advertising venue. All attribution will be tasteful, appropriate, and clearly secondary to the primary function of the public spaces. CHOOSING VENDORS, OPERATORS, AND SPONSORS The nature of the public programming will take into account the proximity to public transit and the various other modes of arrival available to visitors, the demand for certain types of programming, the needs of the immediately surrounding neighborhood and building occupants, and the desires of the Santa Monica community. In selecting tenants and operators, preference will be given to those with roots in the community, especially non-profit organizations interested in expanding their programs to a wider audience. SUSTAINABILITY The Plaza at Santa Monica is designed in its entirety with environmental goals in mind. This is not just limited to the building’s sustainable construction practices, water-wise landscape, and systematic recycling plan, but it also extends to the operation of the public spaces as well. Vendors and food concessionaires will be required to use recycled or biodegradable products, in compliance with the City’s green ordinances. Maintenance staff will use cleaning products without harmful biological or chemical contaminants, and will minimize the use of water in cleaning public spaces. Many of the public programs in the public spaces will focus on teaching the benefits of conservation and waste reduction, with particular emphasis on outreach to young people. COORDINATION WITH OTHER VENUES As mentioned previously, the Open Space Manager for The Plaza will be responsible for coordinating meetings of an Open Space Coordination Committee no less than quarterly. The OSCC will be tasked with providing guidance on programming and scheduling matters. The OSCC will be a collaborator in producing a master calendar of programs and events in the City, so as to avoid scheduling conflicts and cannibalization of programs with other venues. The OSCC will be comprised of representatives from the city and the community, including:  Community & Cultural Services  Downtown Santa Monica, Inc.  Project tenants including Hotel, Retailers, and Office tenants  Project residents  Zimmer Museum  Representatives from City Parks and Recreation  Santa Monica Public Library  DTSM  Emeritus College, Santa Monica College, Samohi  Santa Monica Police Department MONITORING AND METRICS The Open Space Manager and BRV will evaluate operations at The Plaza on a regular basis to assess the health and effectiveness of the programming efforts. Key metrics will include: park user counts including ratio of male to female park visitors; participation levels in programs and classes; crime data in and around the park; and incidents of quality of life problems including littering and graffiti. Qualitative analysis will include observation of paths of travel through the open spaces, observation of usage patterns, observations of park host interactions with visitors, interviews of park users, and interviews of stakeholders. The Plaza at Santa Monica Open Space Program - Sample List of Activities SITE AMENITIES - Set up & Monitored by Open Space Hosts Gathering Areas/Seating Kiosks/Carts High-speed WIFI Bike Amenities HOSTED DAILY ACTIVITES - Hosted by Open Space Hosts Games Cart/Reading Library Active Games (Ping Pong/Table Games…) Outdoor Library (Books/magazines) MARKETS Artisan Food Market in Conjunction w/ Farmers Market Holiday Markets/Pumpkin Patch/Seasonal Fare Specialty Markets PUBLIC EVENTS - Recurring Art Installations/Artist in Residence Children's Activities (Imagination Playground, Storytime, Puppets…) Exercise/Dance/Yoga Classes/Walking Club Workshops/Classes (Book Club, Crafts, Knitting) PUBLIC EVENTS - Periodic Ice Rink Theater/Screenings Performances (Music/Dance/Art/Poetry) Educational Demonstrations Product Demonstrations Seasonal Festivals & Events PRIVATE EVENTS * Product Launch Events Banquets & Receptions Filming Galas/Charity Events SPONSORED EVENTS Product Placement Sampling Attributable Sponsorships * Private events will take place in specified areas. The remaining open space will be open to the public. F. FINANCIAL ANALYSIS OF DEVELOPMENT 134 THE PLAZA AT SANTA MONICA Attachment X – Original Proposal Pro Forma The table above presents the estimated devel- opment budget for the project. Please see the following pages for a more detailed review of the underlying assumptions of the budget presented. Pro Forma Development Budget (All $ in 000s, except psf values) DDA & RFP Costs Total Consultant Fees $530 Closing & Legal Costs 350 Total DDA & RFP Costs $880 Entitlement Total Entitlement Design $3,000 Entitlement Legal/CEQA/Zoning 1,500 Entitlement Pre-Construction (with GC)772 Other Entitlement Costs 350 Total Entitlement Costs $5,622 Municipal Costs Total Municipal Fees & Permits $10,000 Bonds 100 Total Municipal Costs $10,100 Hard Costs Unit Per Unit Total Public Plaza & Grade Level Site & Offsite 69,141 sf $108 PSF $7,438 Outdoor Terraces 94,591 sf $97 PSF 9,195 Parking (including excavation) 1,220 stalls $37,168 /stall 45,345 Retail 40,271 sf $280 PSF 11,259 Cultural / Museum 12,046 sf $282 PSF 3,398 Of¿ce and Flex Of¿ce 257,804 $226 PSF 58,319 Hotel 127,308 sf $374 PSF 47,553 Service Area & Bike Stations 10,753 sf $264 PSF 2,839 Total Construction Costs 448,182 sf $414 PSF $185,346 Retail TIs 40,271 sf $50 PSF 2,014 Of¿ce TIs and FF&E 237,180 sf $50 PSF 12,059 Hotel FF&E 225 keys $30,000 /Key 6,750 Construction Cost Escalation 3.0%28,484 Hard Cost Contingency 10.0%23,465 Total Hard Costs (Incl. Contingency & Escalation)$258,118 Includes $200k of general FF&E Soft Costs Total Insurance $3,170 Legal Costs 2,250 Design (Arch. Eng. Consult.)6,000 Testin g & Inspection 2,000 Marketing and Consultant Costs 200 Real Estate Taxes 2,957 Developer Fee (3% of Hard Costs)7,744 Retail Leasing Commissions 1,449 Of¿ce Leasing Commissions 4,923 Bank Tenant Relocation Costs 2,000 Hotel Preopening Costs 3,192 Administrative Costs 70 Soft Cost Contingency 5.0%1,673 Total Soft Costs $84 PSF $37,587 Total Unlevered Development Costs $312,348 Financing Costs Total Loan Closing Costs & Fees $3,730 Capitalized Interest Reserve 14,331 Total Financing Costs $18,061 Total Development Costs $330,409 + Operating Losses 896 Total Development Costs & Operating Losses $331,305 135 FINANCIAL ANAL<SIS OF DE9ELOPMENT Construction Period Sources and Uses (All $ in 000s, except psf values) Construction Period Sources Amount % Construction Loan $215,348 65.0% Equity Investment 115,957 35.0% Total Construction Period Sources $331,305 100.0 Construction Period Uses Amount % DDA & Ground Lease 1egotiation Costs $880 0.3% Entitlement Costs 5,622 1.7% Municipal Payments 10,100 3.0% Hard Costs 258,118 77.9% Soft Costs 37,629 11.4% Financing Costs 18,061 5.5% Subtotal — Construction Uses $330,409 99.7% Operating Losses During Stabilization 896 0.3% Total Construction Period Uses $331,305 100.0 Construction Loan Financing Assumptions Total Investment Requirement (Net of Project Cash Flow) $331,305 Loan-to-Cost 65% Construction Debt $215,348 Interest Rate L + 300 Amortization Interest Only Note Implies stabilized debt yield of 11.1% The tables above reÀect the sources and uses of funds for the project¶s development. ³Construction Period Uses´ reÀect the total development costs including operating losses presented in our development budget on the previous page. Net operating losses are part of project uses, and represent losses the completed project will e[perience upon open- ing in the immediate months after construction. ³Construction Period Sources´ reÀect our e[pected eTuity investment and construction loan amount. The construction loan ¿nancing assumptions are also summari]ed above, and further discussed on the subseTuent page. 136 THE PLAZA AT SANTA MONICA Summary of Development Assumptions Entitlement and DDA Finalization As described in our Schedule of Performance in Section C, we expect to spend two years entitling the project, by working with and responding to changes from community and City stakeholders. As outlined in the Pro Forma Development Budget, we forecast spending $5.6 million while pursu- ing our CEQA approvals and entitlements. This includes $3 million of fees spent on furthering the project¶s design and architecture and $772,000 for our general contractor to provide input in the de- sign and engineering of the project. In addition, we estimate that the CEQA review process, which we assume will involve an MND, to cost $1.5 million. This sum is to cover consultant, land-use and other legal costs. Finally, in an effort to ensure that the project is correctly designed and programmed in response to the community’s needs and is viable for potential operators, we anticipate spending $350,000 on marketing and operations consul- tants. Concurrently with the entitlement process, we expect to negotiate the DDA and ground lease with the City. We estimate legal and other costs associ- ated with negotiating and executing the DDA and ground lease to total $350,000. Consultant fees spent to date through the RFP process are approxi- mately $530,000, bringing the DDA and RFP costs to $880,000 total. Entitlement and DDA costs are not inÀated in our analysis. Municipal Costs Total municipal fees to the City, including impact fees, entitlement fees, plan check fees and build- ing permit fees are $10 million in our budget. In addition, we estimate surety and bonding costs of $100,000. Hard Costs The Pro Forma Development Budget presents our estimates for hard costs by use. As illustrated by our Schedule of Performance in Section C, we as- sume project construction to start after three years of entitlement and predevelopment work, and last approximately 30 months. We assumed Type 1 concrete frame construction, and as described in our Design Proposal, twelve stories above ground with four levels of underground parking. We have consulted with Morley Construction for indica- tive construction pricing for our project given our conceptual designs. As previously listed in our Pro Forma Development Budget, construction hard costs are expected to total $185 million in current dollars, excluding tenant improvements, FF&E costs and a contingency allowance. The following provides a description and estimated costs of con- struction (in current dollars) for each component of the project as currently designed ‡ Public Plaza and Grade-Level Site & Offsite Work This represents costs for demolition, site utilities, landscaping, irrigation and other such costs for the ground Àoor, totaling $7.4 mil- lion. The site work is assumed to be performed across approximately 70,000 square feet of total on-site and off-site area. This also includes approximately $190,000 for infrastructure costs to accommodate the public ice-skating rink. In addition, we’ve forecast a $100,000 cost for the construction of the water feature on the ground Àoor. ‡ Outdoor Terraces Our design includes four levels of outdoor terraces above the ground Àoor on each of the rooftops of the building, totaling about 95,000 square feet. Construction costs, including landscaping, irrigation and glass rail- ings total $9.2 million. ‡ Parking (including excavation) The construction of the below-grade parking level is estimated to cost $45.3 million, representing approxi- mately $37,000 per stall. This includes costs for excavation and earthwork, shoring and founda- tion work, along with direct costs for the parking equipment and infrastructure. ‡ Retail and Cultural Construction of the ground Àoor retail space is forecasted to total $11.3 million, representing about $280 per square foot (“psf”). This represents construction of a “warm shell” with H9AC, power distribution, and 18-foot storefront glass. This estimate excludes costs for tenant improvements, for which we carry a separate allowance. In addition, the 12,000 square foot cultural space on the ground Àoor is expected to cost $3.4 million to construct. ‡ Of¿ce and Flex-Of¿ce Construction of the six stories of of¿ce and Àex-of¿ce space, totaling 258,000 square feet, is projected to cost $58 mil- lion. This also represents a “warm-shell” ready for occupancy, short of any tenant improve- ments. The cost also provides for balconies on the perimeter of all of¿ce Àoors. ‡ Hotel Construction of the ¿ve-story, 225-room hotel is forecasted to cost $47.6 million. This estimate represents a “turn-key” build-out, but does not account for speci¿c design ¿nishes in hotel rooms and common areas, furniture and other hotel equipment, which are budgeted separately and described further in this section within the summary of the project’s ramp up and operations. ‡ Bike Station and Service Areas As described in our Design Proposal, the ground Àoor provides for a bike center for visitors of the project to use. In addition, the ground Àoor will include a loading-dock and other service areas for the retail, cultural and hotel uses. Estimated costs to construct the service area and bike station total $2.8 million. Other costs related to retail and of¿ce tenant im- provements, and of¿ce and hotel FF&E investment are included in hard costs. The assumptions for each are described further in this section along with the summary of our project ramp up and opera- tions. As the project’s construction is expected to commence approximately three years from today, we assumed construction cost escalation of 3% per annum on all hard costs, yielding a $28.5 million total increase. We are also carrying a hard cost contingency of 10%. This contingency amounts to $23.5 million, including the contingency on tenant improvements and FF&E investment. Soft Costs We have budgeted $38 million in soft costs for the project, which will be expended during the 12-month predevelopment stage through the end of construction. As discussed in the Schedule of Performance, the predevelopment period is desig- nated for ¿nalizing the project’s design and taking the plans from a conceptual stage to full construc- tion documentation. This will require substantial in- put from the architects and other consultants, who will continue to be involved with the project during construction. We anticipate spending $6 million in design, architectural and engineering fees from predevelopment through project construction. We also forecast spending $3.2 million on insurance and administrative costs during predevelopment. Legal costs, including costs for negotiating the GMP construction contract, and costs associated with lease negotiations with tenants, are antici- pated to total $2.3 million. During construction, we anticipate spending $2 million on testing and inspection fees that we will pay our technical consultants. An additional $200,000 is anticipated for fees for operational consultants and project marketing. Real estate taxes paid prior to the project’s opening are also in- cluded, and are estimated using the current millage rate for Downtown Santa Monica of approximately 1.14%, applied to the sites estimated land value and hard costs spent to date as of the assessment date. Soft costs also include a budgeted developer fee based on 3% of all hard costs, which is pro- jected to be paid to the development team through the construction period. We’ve also included a $2 million allowance to cover the costs of relocating the existing bank tenants currently operating on the site. The soft costs described above are not inÀation-adjusted in our analysis, and reÀect our expectations of actual future costs. Hotel preopening costs and of¿ce and retail leasing commissions are part of the soft costs budget and described in further detail within the summary of our project ramp up and operations. Financing Costs We estimate the construction loan sized at 65% of total developments costs, yielding a maximum amount of $215 million. Loan proceeds will be drawn over the course of the construction period as needed to fund direct construction costs. We expect the construction loan to have no amortiza- tion, with an interest rate of approximately 300 basis points above LIBOR. These assumptions are based on feedback we’ve received from lenders and loan brokers and from our own experience securing construction ¿nancing. Our development budget includes loan closing costs of $3.7 million, assuming an upfront fee of 1.5% of the maximum loan amount paid to our lenders and mortgage brokers and $500,000 of additional closing costs. 13 FINANCIAL ANAL<SIS OF DE9ELOPMENT Capitalized interest reserve of $14.3 million repre- sents the total monthly interest expense accrued on the construction loan through maturity, to the ex- tent the cost is not funded by property cash Àows. The construction loan is assumed to be repaid with proceeds from the permanent loan ¿nancing in 2021, when the project reaches stabilization. 138 THE PLAZA AT SANTA MONICA Total Entitlement and Predevelopment Construction Ramp-up and Initial Stabilization DEVELOPMENT COSTS (UNLEVERED)2013 2014 2015 2016 2017 2018 2019 2020 2021 DDA/Ground Lease Negotiation Costs Consultant Fees (Including RFP Costs)($530)($530)$0 $0 $0 $0 $0 $0 $0 $0 Closing Costs & Ground Lease Legal (350)(292)(58) 0 0 0 0 0 0 0 Total DDA Negotiation Costs ($880)($821)($58)$0 $0 $0 $0 $0 $0 $0 Total Entitlement Costs ($5,622)$0 ($3,436)($2,186)$0 $0 $0 $0 $0 $0 Total Municipal Costs (10,100)0 (247)(494)(8,014)(646)(646)(54)0 0 Total Hard Costs (258,118)0 0 0 (40,434)(99,098)(89,236)(29,350)(1,737)0 Total Soft Costs (37,629)0 (13)(2,339)(8,114)(7,397)(9,519)(10,246)(720)0 Total Unlevered Development Costs ($312,348)($821)($3,754)($5,019)($56,562)($107,141)($99,401)($39,650)($2,457)$0 PROJECT INCOME Revenues Retail Revenue $10,309 $0 $0 $0 $0 $0 $281 $2,845 $3,540 $3,643 Of¿ce Revenue 29,923 0 0 0 0 0 0 2,129 13,210 14,585 Hotel Revenue 60,823 0 0 0 0 0 0 8,229 23,495 29,098 Parking Revenues 10,771 0 0 0 0 0 880 2,697 3,544 3,650 Museum Revenue 2,014 0 0 0 0 0 102 620 637 655 Public Space Revenues 2,842 0 0 0 0 0 123 762 912 1,045 Total Revenues $116,682 $0 $0 $0 $0 $0 $1,386 $17,282 $45,338 $52,676 Expenses Retail Expenses ($1,171)$0 $0 $0 $0 $0 ($32)($321)($403)($415) Of¿ce Expenses (6,162)0 0 0 0 0 0 (1,069)(2,494)(2,598) Hotel Expenses (37,831)0 0 0 0 0 0 (5,428)(14,831)(17,572) Parking Expenses (3,278)0 0 0 0 0 (382)(937)(965)(994) Museum Expenses (281)0 0 0 0 0 (14)(86)(89)(91) Public Space Expenses (2,441)0 0 0 0 0 (117 )(712)(768)(844) Property Ta x (12,203)0 0 0 0 0 (628)(3,782)(3,858)(3,935) Total Expenses ($63,366)$0 $0 $0 $0 $0 ($1,174)($12,336)($23,406)($26,449) Project NOI Before Capital Reserves $53,316 $0 $0 $0 $0 $0 $212 $4,946 $21,932 $26,226 CapEx Reserves ($1,872)0 0 0 0 0 (1)(191)(636)(1,044) Project NOI Before Ground Rent $51,444 $0 $0 $0 $0 $0 $211 $4,755 $21,296 $25,182 Project Ground Rent (3,900)0 0 0 0 0 0 (1,300)(1,300)(1,300) Total Project NOI After Ground Rent $47,544 $0 $0 $0 $0 $0 $211 $3,455 $19,996 $23,882 Unlevered Cash Flow ($821)($3,754)($5,019)($56,562)($107,141)($99,190)($36,195)$19,996 $23,882 Project Cash Flow (Up to Stabilization) (All $ in 000s) The table presents our estimated development costs over time (e[cluding ¿nancing costs), and annual revenues and e[penses during the project¶s ramp up. The data is presented in three phases 1) Entitlement and Predevelop- ment, 2) Construction, and 3) Ramp-up and Initial Stabilization. Further detail on development costs, which are spent over the ¿rst two phases, can be found on the preceding pages. The last phase presents the ¿rst three years of the project¶s operations. The year 2021 represents the project¶s ¿rst full calendar year of stabilized operations. Please see the following pages for further detail on the project¶s operations through ramp-up and initial stabilization. 139 FINANCIAL ANAL<SIS OF DEVELOPMENT Annual Stabilized Project Revenues and E[penses (12-Months Ending Dec-2021) (All $ in 000s) Untrended Trended Assumptions (Current Dollars) (InÀation-Adjusted) Unit of Measurement Revenue Rate (Current Dollars) Revenues Retail Revenues $2,938 $3,643 40,271 rentable sf $5.00 psf per month (NNN) $1.40 psf NNN reimbursements 5% vacancy/loss factor Of¿ce Revenues 11,527 14,585 237,180 rentable sf $4.50 psf per month (FSG) 10% vacancy/loss factor Hotel Revenues 22,687 29,098 225 rooms $325 ADR and 85.0% Occupancy Public Space Programming Revenues 992 1,045 See Section E along with the following pages for details on potential public space revenue streams Museum Revenues 536 655 12,046 rentable sf $30,000, or $2.49 psf, per month Parking Revenues 2,885 3,650 See notes on the folllowing pages for parking revenue assumptions Total Project Revenues $41,565 $52,676 Operating Expenses Retail Expenses ($330)($415) Of¿ce Expenses (2,054)(2,598) Hotel Expenses (13,700) (17,572) Public Space Expenses (860)(844) Museum Expenses (72)(91) Parking Expenses (785)(994) Property Taxes (3,769)(3,935) Total Project Level Operating Expenses ($21,571) ($26,449) See the following pages for further details on operating expenses Stabilized Project NOI Before Capital Reserves $19,994 $26,226 Capital Reserves (945)(1,044) See the following pages for details on capital reserves Stabilized Project NOI Before Ground Rent $19,049 $25,182 Project Ground Rent (1,300)(1,300) See the following pages for further details on the assumed ground rent Stabilized Project NOI After Ground Rent $17,749 $23,882 Unlevered Development Costs $312,348 Return on Cost 7.65% The table presents project revenues and e[penses upon stabilization in 2021, which reÀects the second full calendar year of the project¶s operations. Data is presented both ³untrended,´ in current-dollars without any ad- justment for inÀation, and separately, ³trend- ed,´ assuming revenue and cost inÀation of 3 per year. The following pages provide further details on the operating assumptions underly- ing the information. The ³Return on Cost´ above represents the ratio of the stabilized project NOI after ground rent to ³Unlevered Development Costs,´ which represents total developments costs e[cluding ¿nancing. Further detail on development costs can be found on the preceding pages. 140 THE PLAZA AT SANTA MONICA Project Ramp Up and Operations Public Plaza and Outdoor Terraces The project is designed with extensive plaza and outdoor terrace areas for the public’s use and en- joyment. The ground Àoor includes a public plaza of over 20,000 square feet along 4th Street and Arizona, in addition to approximately 9,000 square feet of other ground level “pocket parks” open to the public. The project’s design also includes a 13,000 square foot public terrace on the second story, overlooking the ground Àoor plaza level. As described in Section E, we expect the public plaza and terraces to be utilized for a variety of programs and special events. We estimate that the annual operating costs for the project’s public space will total approximately $860,000 per year upon stabilization (in current dollars). Speci¿cally, direct costs to market and operate the events and programming outlined in Section E are estimated to run $200,000 per year. Landscaping and maintenance are estimated to cost an additional $265,000 per year. Other ex- penses, including security, insurance and admin- istrative costs are projected to total $400,000 per year. We’ve had extensive discussions with Bie- derman Redevelopment Ventures to formulate estimates on various revenue streams that could help offset the abovementioned costs. We envision revenue generated from a variety of programs that would bene¿t the general public, including art and ¿tness classes, vendor kiosks, outdoor food and beverage stations and special event programming. In addition, private events, corporate sponsor- ships and potential naming opportunities are also expected to generate incremental revenue. When considering the annual expenses and various revenue streams, we expect the public space com- ponent of the project to break-even or potentially generate a slight pro¿t in the long-run. Cultural Area Our project is currently designed to include 12,000 square feet of ground-Àoor museum or exhibit space, which we believe would be a welcomed addition to Downtown Santa Monica. We’ve had discussions with a number of potential operators, including the Zimmer Children’s Museum, which is reÀected in our ¿nancial analysis. We assumed a monthly rent of $30,000 based on our conver- sations with the Zimmer. The implied rental rate of approximately $2.50 per square foot (“psf”) represents a signi¿cant discount to rents for the project’s neighboring retail tenants, projected at $5.00 per square foot (as described below). Oper- ating expenses were assumed to be in-line with the overall retail component of $0.50 per square foot per month, as discussed below. Retail Leasing and Operating Assumptions The ground Àoor retail level is currently designed to provide approximately 40,000 square feet of retail space. We estimate that 50% of the retail space will be pre-leased (before the end of construction), with the remaining space fully leased six months after the project’s opening. We assume an average rental rate of $5.00 psf per month, “triple-net,” for the retail level, consistent with current market rents for ground Àoor retail space on streets adjacent to the Third Street Promenade. Retail revenues presented in our ¿nancial exhibits are inclusive of tenant “triple-net” reimbursements of $1.40 psf, which represent reimbursement for management fees, property taxes and other operating expenses. Tenant improvement allowances are estimated to average $50 psf. Leases are assumed to aver- age a term of ten years, with leasing commissions estimated to total 6% of the base rent over the ¿rst ¿ve years of lease term and 3% over the next ¿ve years. Upon stabilization, we assume a general vacancy and collection loss of 5% and property management fees of 3% of revenue. Other retail operating expenses (excluding property taxes and reserves) are estimated at $0.50 psf per month, yielding total retail operating expenses, before tenant reimbursements, of $330,000 per year (in current dollars) upon stabilization. Of¿ce and Flex Of¿ce Leasing and Operating Assumptions The project’s of¿ce space (including the Àex of¿ce) totals approximately 237,000 rentable square feet across six stories. We estimate that approximately 50% of the of¿ce space will be pre-leased prior to the end of construction, while the remaining portion will be leased after the end of construction at a rate of 16,000 square feet per month. Thus, the of¿ce component is assumed to achieve stabilization within the ¿rst year of the project’s opening. We assume an average rental rate of $4.50 psf per month, full-service gross, for the project’s of¿ce space. This rate is supported by current rents at comparable Class A of¿ce buildings in Downtown Santa Monica. The newness of our product and the scarcity of large Àoor-plate creative of¿ce space in the Downtown Core are expected to put upward pressure on these rents. First generation tenant improvement allow- ances for of¿ce tenants are estimated to average $50 psf. Of¿ce leases are assumed to average a term of ¿ve years, with leasing commissions esti- mated to total 6% of the base rent over the lease term. Upon stabilization, we assume a general vacancy and collection loss of 10%. Property management fees are estimated at 3% of of¿ce revenue. Other of¿ce operating expenses (excluding property taxes and capital reserves) are projected at $0.60 psf per month, resulting in $2.1 million of annual expenses upon stabilization (in current dollars). We have designed our project, particularly the building Àoor plates and circulation, to accom- modate multifamily residential units on Àoors ¿ve through seven in lieu of of¿ce space. Substituting this use in our ¿nancial model has minimal impact to the estimated yield or cash-on-cash returns. Therefore, although the attached analysis as- sumes six levels of of¿ce space (including the Àex of¿ce space), constructing multifamily units on Àoors ¿ve, six and seven is entirely feasible given our Àexible design and the negligible impact of this substitution on our project-level returns. Hotel Capital Investment and Operating Assumptions The hotel is currently designed with 225 rooms on the top ¿ve levels of the project. We envision the hotel operated as a full-service loft-style hotel by an independent hotel manager that specializes in high-end urban locations. We estimate an upfront FF&E investment of $30,000 per room, or approxi- mately $7 million total (in current dollars), for spe- ci¿c design ¿nishes in hotel rooms and common areas, furniture and other hotel equipment. The ho- tel’s “pre-opening” period will begin approximately three months prior to the end of construction and span about nine months. This period is designated to allow for the hiring and training of the sales and marketing personnel and operations team, the in- stallation and ramp up of the reservations systems and other equipment and IT installation, along with the furnishing and ¿nal designing of the hotel. In all, the pre-opening period (excluding the FF&E investment) is forecasted to cost approximately $2.7 million (in current dollars), which is in-line with the team’s experience developing other full-service hotels as well as guidance from hotel operators. The hotel is forecasted to open six months after the end of construction, and assumed to achieve stabilization within 18 months of its opening. There- fore, since the hotel is the last portion of the project to reach stabilization, overall project stabilization is assumed to be reached in the second year of the project’s opening. Upon stabilization, we forecast an average daily rate of $325 (in current dollars) and occupancy of 85%, consistent with current metrics for comparable full-service hotels in the Downtown Santa Monica area. While the hotel is ramping up in the ¿rst year of operations, we expect the rate and occupancy achieved to be signi¿cantly lower than the above levels, with a RevPAR penetration of 70%. Based on extensive conversations with potential operators and assum- ing unionized labor, we project the hotel to operate at a gross operating pro¿t margin (net of room expenses and administrative expenses) of 45% once it is stabilized. Management fees are esti- mated at 4% of total revenue. In all, hotel operating expenses (excluding reserves) are estimated to be $13.7 million (in current dollars) upon stabilization. After accounting for a 4% FF&E reserve and an allocation of property taxes (based on share of total gross square footage), the hotel is projected to have a net operating income margin of 31% upon stabilization. Parking Operations The subterranean parking garage includes 1,220 stalls that will serve the various uses of the project in addition to provide parking to the general public. We developed our ¿nancial projections for the project’s parking based on extensive discussions with Standard Parking, which, along with its af¿li- ate, Central Parking, is an experienced mixed-use garage operator with locations in Santa Monica. Approximately 580 spaces are allocated to the project’s retail and cultural components and the general public. Such spaces include the 141 FINANCIAL ANAL<SIS OF DEVELOPMENT replacement of the 339 existing spaces in Park- ing Structure 3. Retail and public parking patrons are estimated to park for an average duration of three hours during weekdays and 2.6 hours during weekends (including Friday night), with each spot turning three times on weekdays and ¿ve times on weekends. These estimates are consistent with current parking patterns at other Downtown Santa Monica lots operated by Standard Parking. Our assumptions reÀect the current daily parking rates for the City’s Downtown Structures. Using this rate structure, we estimate the average weekday stay costing $2.50 per patron and weekend stay costing $1.50 per patron (in current dollars). Approximately 490 spaces are designated for tenants of the project’s of¿ce space. The project’s of¿ce tenants are expected to require monthly parking permits at a rate of three spaces per thou- sand square feet of of¿ce area, while the Àex of¿ce is estimated at a rate of one space per thousand square feet. Monthly spaces were projected to generate $160 per reserved space and $120 per unreserved space. The project’s hotel will use approximately 150 parking spaces. We project that less than one in every three occupied hotel rooms will require overnight parking, which is supported by current data that suggests that the vast majority of Santa Monica hotel patrons do not drive a car but use other means of transportation. Overnight hotel parking rates are estimated to be $30, consistent with current rates at comparable Downtown Santa Monica hotels. Employee parking is also projected assuming one hotel employee per occupied room, with 50% of employees requiring a parking space while the rest using other transportation means. In sum, total annual net parking revenue (net of sales tax) is forecasted to be $2.9 million (in current dollars). Stabilized parking operating expenses are forecasted to be approximately $785,000 per year, consisting of $600,000 of employee and employee-related expenses, with the balance comprised of repairs and maintenance, insurance, management fees and administrative costs. Under the above assumptions, the project’s parking is forecasted to yield an annual net operating income of $2.1 million (in current dollars). Capital Reserves Capital improvement reserves are based on each of the project’s various components, and represent funds set aside for long-term capital expenses and repairs. Replacement reserves for the retail and of¿ce components are estimated at $0.15 per occupied square foot per annum, yielding approxi- mately $40,000 per year (in current dollars). Hotel FF&E reserves were calculated assuming 4% of gross hotel revenue, which yields approximately $900,000 per year upon stabilization (in current dollars). InÀation Adjustments All of the above development cost, revenue and operating expense ¿gures are stated at today’s dollars. Our ¿nancial analysis assumes revenue and cost inÀation of 3% per annum. Hence, the project’s opening in 2019 reÀects approximately six years of inÀation applied to the aforementioned ¿nancial ¿gures. Property Taxes and Ground Rent Property taxes for the project are estimated us- ing the current millage rate for Downtown Santa Monica of approximately 1.14%, applied to the pro- ject’s estimated land value and hard costs. Annual direct assessments of approximately $400,000 are also added to calculate total property taxes after construction completion. We believe that the project can sustain a ground rent of between $1.0-1.5 million. We used $1.3 million as a representative amount in our analysis. Additional information on the ground rent payment is provided further in this section within the summary of the proposed ground lease structure. 142 THE PLAZA AT SANTA MONICA Permanent Sources and Uses (All $ in 000s, except psf values) Permanent Sources Permanent Loan $278,625 70.0% Stabilized Equity 119,411 30.0% Total Permanent Sources $398,035 100.0 Permanent Uses Amount % Construction Loan Repayment $215,348 54.1% Retained Equity Value 119,411 30.0% Return of Equity from Permanent Loan Financing 56,806 14.3% Financing Costs 6,471 1.6% Total Permanent Uses $398,035 100.0 Stabilized Project Value and Loan Amount Stabilized Net Operating Income (year-end 2021) $23,882 Cap Rate 6.00% Stabilized Value $398,035 Loan-to-Value 70% Loan Amount $278,625 Financing Assumptions (Permanent Loan) Loan-to-Value 70% Loan Amount $278,625 Interest Rate 5.00% Amortization 30 years Loan Constant 6.44% Annual Debt Service $17,949 The analysis presents our methodology for projecting the permanent sources of funds, or in other words, the project¶s capital structure upon stabilization. In order to derive the permanent loan amount, we ¿rst estimated the stabilized value of the project by applying a 6 capitalization rate to the stabilized net operating income. :e then assumed a 70 loan-to-value to estimate the permanent loan amount. The difference between the stabilized value and the perma- nent loan amount reÀects the implied stabilized eTuity value presented above. Our permanent sources reÀect the above calculated perma- nent loan and stabilized eTuity values. Permanent uses include the repayment of the construction loan, the upfront ¿nanc- ing costs for closing the permanent loan, the implied eTuity value (based on 70 LTV described above) and proceeds distributed to eTuity holders from the permanent loan ¿nancing. The bottom chart presents the e[pected terms for the permanent loan. 143 FINANCIAL ANAL<SIS OF DEVELOPMENT Stabilized Return on ETuity (All $ in 000s) Stabilized Net Operating Income (year-end 2021)$23,882 Less Stabilized Debt Service (17,949) Operating Equity Cash Flow $5,934 Initial Equity Investment $115,957 Less Return of Equity from Permanent Loan Financing (56,806) Invested Equity Remaining $59,150 Return on Invested Equity (cash-on-cash) 10.0% The table presents the return on eTuity that we are projecting upon reaching stabilization after re¿nancing our construction loan with a permanent loan. The return on eTuity is derived by calculating the ratio of operating eTuity cash Àow to invested eTuity remaining. ³Operating ETuity Cash Flow´ is calculated by subtracting stabilized debt service (pre- sented on the preceding page) from stabilized net operating income. ³Invested ETuity Remaining´ represents the initial amount of eTuity invested less the proceeds distributed to eTuity holders from the permanent loan ¿nancing (presented on the preceding page). The team¶s threshold internal rate of return is 15±20. 144 THE PLAZA AT SANTA MONICA 145 FINANCIAL ANAL<SIS OF DEVELOPMENT Stabilized Year #Yr. 1 Yr. 2 Yr. 3 Yr. 4 Yr. 5 Yr. 6 Yr. 7 Yr. 8 Yr. 9 Yr. 10 Yr. 11 Yr. 12 Calendar Year 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 Revenues Retail Revenues $3,643 $3,748 $3,857 $3,969 $4,085 $4,203 $4,326 $4,451 $4,581 $4,714 $4,851 $4,992 Of¿ce Revenues 14,585 15,022 15,473 15,937 16,415 16,907 17,415 17,937 18,475 19,030 19,600 20,188 Hotel Revenues 29,098 29,971 30,871 31,797 32,751 33,733 34,745 35,787 36,861 37,967 39,106 40,279 Public Space Programming Revenues 1,045 1,076 1,108 1,142 1,176 1,211 1,247 1,285 1,323 1,363 1,404 1,446 Museum Revenues 655 674 693 713 733 754 775 797 820 843 867 892 Parking Revenues 3,650 3,759 3,872 3,988 4,108 4,231 4,358 4,489 4,624 4,762 4,905 5,052 Total Project Revenue $52,676 $54,251 $55,874 $57,546 $59,267 $61,040 $62,866 $64,747 $66,684 $68,679 $70,734 $72,850 Operating Expenses Retail Expenses ($415) ($427) ($440) ($453) ($467) ($481) ($495) ($510) ($525) ($540) ($556) ($573) Of¿ce Expenses (2,598) (2,676) (2,756) (2,839) (2,924) (3,012) (3,102) (3,195) (3,291) (3,390) (3,492) (3,597) Hotel Expenses (17,572) (18,099) (18,642) (19,202) (19,778) (20,371) (20,982) (21,612) (22,260) (22,928) (23,615) (24,324) Public Space Expenses (844) (869) (896) (922) (950) (979) (1,008) (1,038) (1,069) (1,101) (1,134) (1,169) Museum Expenses (91) (94) (97) (100) (103) (106) (109) (112) (116) (119) (123) (127) Parking Expenses (994) (1,024) (1,054) (1,086) (1,119) (1,152) (1,187) (1,222) (1,259) (1,297) (1,336) (1,376) Property Taxes (3,935) (4,013) (4,094) (4,176) (4,259) (4,344) (4,431) (4,520) (4,610) (4,702) (4,796) (4,892) Total Project Operating Expenses ($26,449) ($27,204) ($27,979) ($28,778) ($29,599) ($30,444) ($31,314) ($32,209) ($33,130) ($34,078) ($35,053) ($36,057) Project NOI Before Capital Reserves $26,226 $27,048 $27,895 $28,768 $29,668 $30,596 $31,552 $32,538 $33,554 $34,601 $35,681 $36,794 Capital Reserves (1,044) (1,075) (1,108) (1,141) (1,175) (1,210) (1,247) (1,284) (1,323) (1,362) (1,403) (1,445) Project NOI Before Ground Rent $25,182 $25,972 $26,787 $27,627 $28,493 $29,385 $30,305 $31,254 $32,231 $33,239 $34,278 $35,349 Project Ground Rent (1,300) (1,300) (1,300) (1,495) (1,495) (1,495) (1,495) (1,495) (1,719) (1,719) (1,719) (1,719) Project NOI After Ground Rent $23,882 $24,672 $25,487 $26,132 $26,998 $27,890 $28,810 $29,759 $30,512 $31,520 $32,558 $33,629 Total Project Margin 45% 45% 46% 45% 46% 46% 46% 46% 46% 46% 46% 46% Rollover Leasing Costs Rollover Retail TI Reserves ($125) ($129) ($132) ($136) ($140) ($145) ($149) ($153) ($158) ($163) ($168) Rollover Of¿ce TI Reserves (774) (797) (821) (845) (871) (897) (924) (952) (980) (1,009) (1,040) Total Rollover TI Allowance Reserves ($898) ($925) ($953) ($982) ($1,011) ($1,042) ($1,073) ($1,105) ($1,138) ($1,172) ($1,207) Rollover Retail Leasing Commission Reserves ($102) ($105) ($108) ($111) ($115) ($118) ($122) ($125) ($129) ($133) ($137) Rollover Of¿ce Leasing Commission Reserves (685) (705) (726) (748) (770) (794) (817) (842) (867) (893) (920) Total Rollover Leasing Commissions Reserves ($787) ($810) ($834) ($859) ($885) ($912) ($939) ($967) ($996) ($1,026) ($1,057) Total Leasing Costs ($1,685) ($1,736) ($1,788) ($1,841) ($1,897) ($1,953) ($2,012) ($2,072) ($2,135) ($2,199) ($2,265) Operational Cash Flow (Net of Rollover Leasing Costs) $23,882 $22,987 $23,752 $24,344 $25,156 $25,994 $26,857 $27,747 $28,440 $29,385 $30,360 $31,365 Return on Cost (Operation Cash Flow / Unlevered Costs) 7.6% 7.4% 7.6% 7.8% 8.1% 8.3% 8.6% 8.9% 9.1% 9.4% 9.7% 10.0% 20-<ear Stabilized Returns (All $ in 000s, except psf values) 146 THE PLAZA AT SANTA MONICA Yr. 13 Yr. 14 Yr. 15 Yr. 16 Yr. 17 Yr. 18 Yr. 19 Yr. 20 2033 2034 2035 2036 2037 2038 2039 2040 $5,138 $5,287 $5,442 $5,600 $5,763 $5,931 $6,104 $6,282 20,794 21,418 22,060 22,722 23,404 24,106 24,829 25,574 41,487 42,732 44,014 45,335 46,695 48,095 49,538 51,024 1,489 1,534 1,580 1,628 1,676 1,727 1,778 1,832 917 943 970 998 1,026 1,056 1,086 1,117 5,204 5,360 5,521 5,687 5,857 6,033 6,214 6,400 $75,030 $77,275 $79,587 $81,969 $84,422 $86,948 $89,550 $92,230 ($590) ($608) ($626) ($644) ($663) ($683) ($704) ($725) (3,704) (3,816) (3,930) (4,048) (4,169) (4,294) (4,423) (4,556) (25,054) (25,805) (26,579) (27,377) (28,198) (29,044) (29,915) (30,813) (1,204) (1,240) (1,277) (1,315) (1,355) (1,395) (1,437) (1,480) (130) (134) (138) (142) (147) (151) (156) (160) (1,417) (1,459) (1,503) (1,548) (1,595) (1,643) (1,692) (1,743) (4,990) (5,090) (5,192) (5,296) (5,402) (5,510) (5,620) (5,732) ($37,089) ($38,152) ($39,245) ($40,371) ($41,529) ($42,720) ($43,947) ($45,209) $37,941 $39,123 $40,342 $41,598 $42,893 $44,228 $45,603 $47,021 (1,489) (1,533) (1,579) (1,627) (1,675) (1,726) (1,777) (1,831) $36,452 $37,590 $38,763 $39,972 $41,218 $42,502 $43,826 $45,190 (1,719) (1,977) (1,977) (1,977) (1,977) (1,977) (2,274) (2,274) $34,733 $35,613 $36,786 $37,994 $39,240 $40,525 $41,552 $42,917 46% 46% 46% 46% 46% 47% 46% 47% ($173) ($178) ($183) ($189) ($194) ($200) ($206) ($212) (1,071) (1,103) (1,136) (1,170) (1,205) (1,242) (1,279) (1,317) ($1,244) ($1,281) ($1,319) ($1,359) ($1,400) ($1,442) ($1,485) ($1,530) ($141) ($145) ($150) ($154) ($159) ($164) ($169) ($174) (948) (976) (1,005) (1,035) (1,067) (1,099) (1,131) (1,165) ($1,089) ($1,121) ($1,155) ($1,190) ($1,225) ($1,262) ($1,300) ($1,339) ($2,332) ($2,402) ($2,475) ($2,549) ($2,625) ($2,704) ($2,785) ($2,869) $32,401 $33,210 $34,311 $35,446 $36,615 $37,821 $38,767 $40,048 10.4% 10.6% 11.0% 11.3% 11.7% 12.1% 12.4% 12.8% The e[hibit presents the unlevered operating cash Àows for the twenty-year period following project stabilization. The last line of the table presents the annual return on cost, which reÀects the ratio of operating cash Àow (net of leasing costs) for a given year, to total unlevered development costs of $312.3 million, presented earlier in this section (see Pro Forma Development Budget). For more detail on the operating assump- tions used above, please refer to the following page. 147 FINANCIAL ANAL<SIS OF DEVELOPMENT Long-Run Operating Assumptions Revenue & Expense Assumptions Long-run revenue is forecasted assuming each revenue stream grows at 3% per annum after sta- bilization. Operating expenses, excluding property taxes, are also assumed to grow at the long-run in- Àation target rate of 3% per annum. Property taxes are assumed to grow at 2% per year, consistent with California Proposition 13. Assumptions Affecting the Project¶s Economic Feasibility The project’s feasibility is dependent on the avail- ability of construction loan ¿nancing at the time when the project is entitled, which is currently forecasted to occur in the second half of 2015. DL- Real Estate Capital Partners has proven its ability to secure construction ¿nancing in even dif¿cult economic environments, evinced by the close of the $130 million construction loan for the Boulevard 6200 mixed-use development in May 2012. That said, the team is nonetheless subject to the risks of the overall construction loan market. As outlined in the exhibits earlier in this section presenting our construction sources & uses, we assume a con- struction loan in the amount of 65% loan-to-cost at a rate of 300 basis points over LIBOR. These metrics are based on initial indications we received from our relationship lenders and brokers. We used market forecasts for future LIBOR rates, which are expected to rise to 3.0% by 2019, to project our interest costs. A lack of construction ¿nancing or a dramatic increase in market interest rates above what is forecasted would meaningfully impact the economics of the project. The cost and length of time for the project’s entitlement process also affects its economic feasibility. Currently, we expect the length of time from RFP team selection until ¿nal entitlement to span two years. One underlying assumption includes a reduced CEQA review process (of six months total), as we expect to work with the City to ensure our project is included in the future Down- town Speci¿c Plan EIR. Based on the above timing estimates, we expect the entitlement process to cost approximately $5.4 million. Additional time or expense for entitlement costs will put pressure on the feasibility of the project. Municipal costs also bear a signi¿cant impact on the feasibility of the project. Based on the City’s current fee schedule and discussions with land- use attorneys, we estimate total municipal costs of $10.1 million. We also assume that approxi- mately 50% of the total of¿ce space will be used as creative of¿ce space, thereby providing a partial exception to the Park and Housing fees assessed on newly built of¿ce product. Increases in the City’s municipal fee structure can affect the feasibility of the project as it is currently designed. The feasibility of the project is also predicated on an ef¿cient and cost-effective relocation of the two existing bank tenants on the site. Currently, our development budget includes a $2 million allowance to cover the costs of negotiating and relocating the two bank tenants. The hard costs are expectantly the most signi¿cant share of the project’s total development budget. As discussed, we consulted with Morley Construction in order to forecast hard costs. The estimates we received were based on the current conceptual designs presented. However, the hard costs are only preliminary estimates and can be affected by a variety of factors, both speci¿c to the project and market factors outside the team’s control. We applied a 3% annual inÀation factor to the estimates and included a 10% contingency in our budget. Hard cost escalations beyond the ¿gures projected will directly impact the economics of the project. Ground Rent Ground lease payments start at the initial assumed rent amount of $1.3 million and increase by 15% every ¿ve years. The ¿rst increase of 15% in 2024 represents the sixth year of the project’s opera- tions. Further detail on the assumed ground rent can be found later in this section in our discussion of the proposed ground lease terms. Rollover Leasing Costs In order to project long-run leasing costs, we assumed a certain level of turnover in the retail and of¿ce components. Each year after the ¿rst stabilized year, we assume 10% of the retail tenancy and 20% of the of¿ce tenancy (by square footage) “rolls,” or expires. This is consistent with our assumption during our ¿rst generation lease up of ¿ve-year average lease terms for of¿ce space and ten-year average lease terms for retail. Of the expiring leases, 75% are assumed to renew while 25% are assumed to vacate. All new and renewing retail leases are assumed to have a term of 10 years, while new/renewing of¿ce leases are assumed to have a ¿ve-year term. Retail tenants that renew are assumed to re- quire a $15 per square foot (“psf”) tenant improve- ment allowance (in current dollars), while of¿ce tenants that renew are assumed to require a $5 psf tenant improvement allowance (in current dollars), consistent with other commercial projects owned and operated by the team. New retail tenants taking vacated space are assumed to require a $50 psf tenant improvement allowance while new of¿ce tenants are assumed to require a $35 psf tenant improvement allowance (in current dollars). Leas- ing commissions for new leases are calculated assuming a 6% commission on the ¿rst ¿ve-year’s of base rent, and in the case of retail tenants, a 3% commission on the last ¿ve year’s of base rent. All tenant improvement allowances quoted above in current dollars are inÀated at 3% per annum from today and through the 20-year period presented in the analysis. 148 THE PLAZA AT SANTA MONICA Potential Responsibilities and Obligations for the City to Accept Although the team will spearhead the major steps required to bring the project to fruition, the City’s help and initiative will be crucial in certain steps in the process. Firstly, we will request for the City’s cooperation during the entitlement process and request priority processing of our applications in order to meet the timeline set out in our Schedule of Performance. As previously mentioned, we also expect to work with City staff to assure that our pro- ject is incorporated into the EIR for the Downtown Speci¿c Plan (“DSP”). Accordingly, we anticipate the project’s inclusion in the DSP EIR to result in a streamlined CEQA process. Finally, the development is not possible without a renegotiation of the leases with the two existing bank tenants. We will request the City’s coopera- tion in negotiating with the tenants and exploring other locations for them while the project is under construction. Although, we will take the lead in negotiations, the City’s resources and coopera- tion will be helpful in achieving an expedited and ef¿cient resolution of the matter. Proposed Ground Lease Term and Structure We are proposing a ground lease with the following terms, which we believe are both advantageous to the City of Santa Monica while also fostering the success of the project. We propose a ground lease with an initial term of 99 years. Based on guidance we’ve received from construction lenders, a mini- mum 99-year term is essential in order to secure proper construction and permanent ¿nancing for the project. Our proposal includes one 55-year extension option after the initial 99-year term. Our ¿nancial projections imply that the devel- opment can sustain a ground lease payment in the range of $1.0 to $1.5 million annually. The speci¿c payment within this range will depend somewhat on other cost savings or abatements that the City may be able to facilitate. We have assumed that these payments commence at the delivery of the project, and escalate by 15% every ¿ve years. For the purposes of running our pro forma, we have assumed a starting annual payment of $1.3 million, slightly higher than the midpoint of our feasible range. Financial Contingencies Imposed on the Proposal This proposal is contingent on securing construc- tion loan ¿nancing before the commencement of construction. We are con¿dent that we can successfully leverage our extensive relationships with lenders and mortgage bankers to source debt ¿nancing for the project. As previously mentioned, DL- Real Estate Capital Partners successfully closed on a $130 million construction loan in May 2012 with a syndicate of banks led by Bank of America, for its 600,000 square foot mixed-use development in Hollywood. We have had prelimi- nary conversations with our existing relationship banks on potential terms for a debt ¿nancing of the project. As previously mentioned, our ¿nan- cial analysis assumes a construction loan in the amount of 65% of total development costs, at a rate of 300 basis points over LIBOR. The proposal is also premised on the assump- tions previously described in this section. There- fore, the ground lease terms proposed are contin- gent on certain parameters that affect the ¿nancial feasibility of the project. Speci¿cally, our ground lease structure is contingent on the project’s FAR of 3.75 and building height of 148 feet. Achieving this scale is required in order for the ground lease structure to be economically feasible, and in order for our project to generate suf¿cient revenues to enable us to provide the public bene¿ts outlined in our proposal. 149 FINANCIAL ANAL<SIS OF DEVELOPMENT 500 SOUTH GRAND AVENUE, SUITE 1480  LOS ANGELES, CALIFORNIA 90071  PHONE 213.622.8095 1510.001.SM:KHH WWW.KEYSERMARSTON.COM 19305.012.002 ADVISORS IN: Real Estate Redevelopment Affordable Housing Economic Development SAN FRANCISCO A. Jerry Keyser Timothy C. Kelly Kate Earle Funk Debbie M. Kern Reed T. Kawahara David Doezema LOS ANGELES Kathleen H. Head James A. Rabe Gregory D. Soo-Hoo Kevin E. Engstrom Julie L. Romey SAN DIEGO Paul C. Marra ATTACHMENT U MEMORANDUM To: Andy Agle, Director of Housing and Economic Development City of Santa Monica From: Kathleen Head Tim Bretz Date: October 11, 2015 Subject: Plaza at Santa Monica: Alternatives Testing Analysis At your request, Keyser Marston Associates, Inc. (KMA) prepared conceptual pro forma analyses for the prospective development of the 2.57-acre property known as the 4th and Arizona Site (Site). The purpose of the KMA analysis is to provide the City of Santa Monica (City) with order-of-magnitude estimates of the value supported by the Site under the scope of development being proposed by the Metropolitan Pacific development team (Developer), and under five additional conceptual development scenarios. BACKGROUND STATEMENT The Developer was selected by the City in a Request for Qualifications (RFQ) process, followed by a Request for Proposals (RFP) process. The private scope of development being proposed by the Developer (Proposed Project) is described in the following table: Office 206,800 square feet Retail 42,200 square feet Hotel 195 rooms Parking 788 spaces In addition, the City is proposing to require the Developer to provide the following uses: A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 2 1510001.SM:KHH 19305.012.002 Public Parking 339 spaces Open Space / Bike Storage 51,000 square feet public space 37,000 square feet semi-public space 1,700 square foot bike storage Cultural Space 12,000 square feet Affordable Housing 48 units To provide the City with context in evaluating the financial characteristics of the Proposed Project, KMA prepared conceptual pro forma analyses for the Proposed Project and five alternative development scopes that use the Proposed Project as the foundation. The development scenarios tested in the analyses are as follows: Alternative Project Scope 1 Proposed Project 2 The 206,800 square foot office component is removed and replaced by 165 market-rate apartments. 3 The 206,800 square foot office component is removed and replaced by 228 additional hotel rooms. 4 The 206,800 square foot office component removed, and no alternative space is added. 5 The 206,800 square foot office component is reduced by 100,000 square feet, and replaced with 110 additional hotel rooms. 6 The 206,800 square foot office component is reduced by 100,000 square feet, and no alternative space is added. An analysis of the City required uses indicates that each use generates insufficient revenue to fund 100% of the costs associated with the development of the use. The resulting financial gaps diminish the land value that can be supported by the Site. To assist in the comparative evaluation, the financial gap associated with each of these City required uses is estimated for each development scenario being tested. A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 3 1510001.SM:KHH 19305.012.002 EXECUTIVE SUMMARY The purpose of this analysis is to provide order-of-magnitude estimates of the ground lease payments and City required uses that can be supported by the development of the Site. However, it is important to understand that the alternative development scopes are strictly conceptual in nature. Therefore, this analysis should only be used to provide an understanding of the relative financial characteristics of the alternatives being tested. The results of the comparative analysis are summarized in the following table: Alternative Scope Supportable Ground Lease Payment Required Reduction in City Required Uses 1 Proposed Project $1,354,000 1 0% 2 No Office / 165 Market Rate Apartments $0 $42,174,000 / 63% 3 No Office / 228 Additional Hotel Rooms $0 $12,566,000 / 19% 4 No Office / No Alternative Use $0 $26,543,000 / 42% 5 Office Reduced by100,000 Sf / 110 Additional Hotel Rooms $0 $2,686,000 / 4% 6 Office Reduced by 100,000 Sf / No Alternative Use $0 $7,729,000 / 11% The following key findings can be derived from the following analysis: 1. The net cost associated with providing 339 public parking spaces, programmed open space 1,700 square feet of bike storage space, 12,000 square feet of cultural space, and 48 affordable housing units is estimated to range from $62.9 million to $71.2 million across the six alternatives being evaluated a. The net cost equates to between $561 and $636 per square foot of land area. 1 The Developer’s proposal set the annual ground lease payment at $1.3 million. The $54,000 difference should be considered inconsequential at this point in the process. A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 4 1510001.SM:KHH 19305.012.002 b. Based on the results of the KMA analysis, the total project needs to have a floor area ratio (FAR) in the range of 3.75 to 1 to generate sufficient value to offset the net costs associated with the uses being required by the City. 2. Office use is a major driver of the project economics. The substitution of market- rate apartments or additional hotel rooms cannot fully compensate for a significant reduction in the amount of office space. 3. If the City wishes to significantly reduce the amount of office space provided in the project, it will likely be necessary to scale back the scope of the uses being required by the City. ANALYSIS The six alternative development scopes are described in Table 1, and the pro forma analysis results are summarized in Table 2. The complete pro forma analyses are provided in Exhibits I through VI. Alternative 1: Proposed Project (Exhibit I) Scope of Development Office 206,800 square feet Retail 42,200 square feet Hotel 195 rooms Parking Project 788 spaces Public Spaces 339 spaces Open Space / Bike Storage 51,000 square feet public space 37,000 square feet semi-public space 1,700 square foot bike storage Cultural Space 12,000 square feet Affordable Housing 48 Units Total Square Feet of Building Area 420,000 square feet A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 5 1510001.SM:KHH 19305.012.002 Gross Supportable Land Value The gross land value supported by the proposed mix of private uses is estimated at $84.8 million. This equates to $757 per square foot of land area. Land Value Offsets The estimated net costs for the uses being required by the City are: City Required Use Net Costs Public Parking $22,771,000 Open Space / Bike Storage 31,415,000 Cultural Space 6,172,000 Affordable Housing 10,886,000 Total $71,244,000 Per Square Foot of Land Area $636 Net Land Value and Supportable Ground Lease Payment The estimated net land value and ground lease payment supported by the Proposed Project are shown in the following table: Total Per Square Foot Gross Supportable Land Value $84,781,000 $757 (Less) Land Value Offsets (71,244,000) ($636) Net Land Value $13,537,000 $121 It is assumed that the ground lease payment will be set at 10% of the net land value. For the Proposed Project, this equates to a base ground lease payment of $1,354,000 per year. A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 6 1510001.SM:KHH 19305.012.002 Alternative 2: Office Replaced with Market Rate Apartments (Exhibit II) Scope of Development Market Rate Apartments 165 units Retail 42,200 square feet Hotel 195 rooms Parking Project 589 spaces Public Spaces 339 spaces Open Space / Bike Storage 51,000 square feet public space 37,000 square feet semi-public space 1,700 square foot bike storage Cultural Space 12,000 square feet Affordable Housing 48 Units Total Square Feet of Building Area 420,000 square feet Gross Supportable Land Value The gross land value supported by the private uses included in Alternative 2 is estimated at $25.3 million, or $226 per square foot of land area. This dramatic decrease in the supportable land value is largely attributable to the following factors: 1. The project’s design features do not allow for the market rate apartment component to be developed at typical efficiencies. This reduces the number of apartment units that can effectively be provided. 2. The project is being developed using Type I construction and prevailing wage requirements. The premium costs associated with this construction type cannot be supported given the currently achievable market rents. A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 7 1510001.SM:KHH 19305.012.002 Land Value Offsets The City required uses are estimated to produce the following net costs: City Required Use Net Costs Public Parking $19,090,000 Open Space / Bike Storage 31,361,000 Cultural Space 6,172,000 Affordable Housing 10,855,000 Total $67,478,000 Per Square Foot of Land Area $602 Estimated Financial Gap The estimated shortfall between the gross land value supported by the private uses in Alternative 2, and the costs associated with providing the uses required by the City, is presented in the following table: Total Per Square Foot Gross Supportable Land Value $25,304,000 $226 (Less) Land Value Offsets (67,478,000) ($602) Estimated Financial Gap ($42,174,000) ($377) As can be in the preceding table, the costs to provide the uses being required by the City exceed the gross supportable land value by $42.2 million. To achieve financial feasibility under Alternative 2, the City would need to forgo any ground lease payments, and reduce the net cost of the City required uses by approximately 63%. A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 8 1510001.SM:KHH 19305.012.002 Alternative 3: Office Replaced with Additional Hotel Rooms (Exhibit III) Scope of Development Retail 42,200 square feet Hotel 423 rooms Parking Project 488 spaces Public Spaces 339 spaces Open Space / Bike Storage 51,000 square feet public space 37,000 square feet semi-public space 1,700 square foot bike storage Cultural Space 12,000 square feet Affordable Housing 48 Units Total Square Feet of Building Area 420,000 square feet Gross Supportable Land Value The gross land value supported by the private uses included in Alternative 3 is estimated at $53.0 million. This equates to $473 per square foot of land area. Land Value Offsets The uses being required by the City are estimated to generate the net costs presented in the following table: City Required Use Net Costs Public Parking $17,204,000 Open Space / Bike Storage 31,361,000 Cultural Space 6,172,000 Affordable Housing 10,855,000 Total $65,592,000 Per Square Foot of Land Area $586 A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 9 1510001.SM:KHH 19305.012.002 Estimated Financial Gap The following table presents the difference between the gross land value supported by Alternative 3 and the estimated net costs for the City required uses: Total Per Square Foot Gross Supportable Land Value $53,026,000 $473 (Less) Land Value Offsets (65,592,000) ($586) Estimated Financial Gap ($12,566,000) ($112) The estimated costs to provide the City required uses exceed the gross supportable land value by $12.6 million. To fill this gap it would be necessary to forgo any ground lease payments, and to reduce the net cost of the City required uses by approximately 19%. Alternative 4: Office Removed – No Replacement Use (Exhibit IV) Scope of Development Retail 42,200 square feet Hotel 195 rooms Parking Project 374 spaces Public Spaces 339 spaces Open Space / Bike Storage 51,000 square feet public space 37,000 square feet semi-public space 1,700 square foot bike storage Cultural Space 12,000 square feet Affordable Housing 48 Units Total Square Feet of Building Area 213,200 square feet Gross Supportable Land Value The gross land value supported by the private uses included in Alternative 4 is estimated at $36.3 million. This equates to $324 per square foot of land area. A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 10 1510001.SM:KHH 19305.012.002 Land Value Offsets Under the Alternative 4 scope of development, it is possible to eliminate the fourth level of subterranean parking, which reduces the costs associated with the public parking. The resulting net costs associated the uses being required by the City are estimated as follows: City Required Use Net Costs Public Parking $14,941,000 Open Space / Bike Storage 31,361,000 Cultural Space 6,172,000 Affordable Housing 10,389,000 Total $62,863,000 Per Square Foot of Land Area $561 Estimated Financial Gap Despite the fact that the cost to provide the City required uses are reduced, the land value supported by the smaller project is insufficient to cover the net costs for the City required uses. The estimated financial shortfall is presented in the following table: Total Per Square Foot Gross Supportable Land Value $36,320,000 $324 (Less) Land Value Offsets (62,863,000) ($561) Estimated Financial Gap ($26,543,000) ($237) To fill the estimated gap of $26.5 million, no ground lease payment can be charged, and the net costs of the City required uses would need to be reduced by approximately 42%. A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 11 1510001.SM:KHH 19305.012.002 Alternative 5: Office Reduced & Replaced with Hotel Rooms (Exhibit V) Scope of Development Office 106,800 square feet Retail 42,200 square feet Hotel 305 rooms Parking Project 643 spaces Public Spaces 339 spaces Open Space / Bike Storage 51,000 square feet public space 37,000 square feet semi-public space 1,700 square foot bike storage Cultural Space 12,000 square feet Affordable Housing 48 Units Total Square Feet of Building Area 420,000 square feet Gross Supportable Land Value The gross land value supported by the private uses included in Alternative 5 is estimated at $65.8 million. This equates to $588 per square foot of land area. Land Value Offsets The uses being required by the City are estimated to generate the net costs presented in the following table: City Required Use Net Costs Public Parking $20,099,000 Open Space / Bike Storage 31,361,000 Cultural Space 6,172,000 Affordable Housing 10,855,000 Total $68,487,000 Per Square Foot of Land Area $611 A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 12 1510001.SM:KHH 19305.012.002 Estimated Financial Gap The difference between the gross land value supported by Alternative 5 and the estimated net costs for the City required uses is as follows: Total Per Square Foot Gross Supportable Land Value $65,801,000 $588 (Less) Land Value Offsets (68,487,000) ($611) Estimated Financial Gap ($2,686,000) ($24) As can been seen in the preceding table, the gross supportable land value under the Alternative 5 development scope is nearly sufficient to cover the net costs associated with the City required uses. However, it is important to remember that this nearly breakeven scenario does not support any ground lease payments. Alternative 6: Office Reduced – No Replacement Use (Exhibit VI) Scope of Development Office 106,800 square feet Retail 42,200 square feet Hotel 195 rooms Parking Project 588 spaces Public Spaces 339 spaces Open Space / Bike Storage 51,000 square feet public space 37,000 square feet semi-public space 1,700 square foot bike storage Cultural Space 12,000 square feet Affordable Housing 48 Units Total Square Feet of Building Area 320,000 square feet A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 13 1510001.SM:KHH 19305.012.002 Gross Supportable Land Value The gross land value supported by the private uses included in Alternative 6 is estimated at $59.8 million. This equates to $534 per square foot of land area. Land Value Offsets The net costs associated the uses being required by the City are estimated as follows: City Required Use Net Costs Public Parking $19,073,000 Open Space / Bike Storage 31,361,000 Cultural Space 6,172,000 Affordable Housing 10,855,000 Total $67,461,000 Per Square Foot of Land Area $602 Estimated Financial Gap The estimated financial shortfall under Alternative 6 is presented in the following table: Total Per Square Foot Gross Supportable Land Value $59,832,000 $534 (Less) Land Value Offsets (67,461,000) ($602) Estimated Financial Gap ($7,629,000) ($68) The Alternative 6 scope of development exhibits a $7.6 million gap. To fill this gap it would be necessary to forgo any ground lease payments, and to reduce the net costs of the City required uses by approximately 11%. A TTACHMENT U Andy Agle, City of Santa Monica October 11, 2015 Plaza at Santa Monica: Alternatives Testing Analysis Page 14 1510001.SM:KHH 19305.012.002 CONCLUSIONS The following fundamental conclusions can be derived from the preceding alternatives testing analysis: 1. The net costs associated with the uses being required by the City range from $62.9 million to $71.2 million across the six alternatives evaluated in this analysis: a. The net costs equate to $561 to $636 per square foot of land area. b. To offset the estimated net costs, the project will need to be developed at a FAR in the range of 3.75 to 1. 2. The office use is the most profitable of the private uses proposed to be developed on the Site. Hotel development also exhibits very strong economic characteristics. Comparatively, market rate apartments do not perform well given both the design inefficiencies and the premium costs associated with Type I construction. 3. If the size of the office component is reduced significantly, in order for the project to achieve financial feasibility, it will likely be necessary to modify the scope of the uses being required by the City. Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Summary - Scope; trb 1 of 4 TABLE 1 DEVELOPMENT SCOPE THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA ALTERNATIVE 1:ALTERNATIVE 2:ALTERNATIVE 3: PROPOSED PROJECT OFFICE REMOVED / MARKET RATE APARTMENTS ADDED OFFICE REMOVED / HOTEL ADDED I.Gross Building Area (SF) Office Component 206,800 0 0 Retail Component 42,200 42,200 42,200 Hotel Component 117,000 117,000 323,800 Market Rate Apartment Component 0 206,800 0 Bike Storage Space 1,700 1,700 1,700 Culural Space Component 12,000 12,000 12,000 Affordable Housing Component 40,300 40,300 40,300 Total GBA 420,000 420,000 420,000 II.Allocation of Parking By Use Office Component 414 0 0 Retail Component 141 141 141 Hotel Component 178 178 292 Market Rate Apartment Component 0 215 0 Public Parking Spaces 339 339 339 Culural Space Component 24 24 24 Affordable Housing Component 31 31 31 Total Parking Spaces 1,127 928 827 Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Summary - Scope; trb 2 of 4 TABLE 1 DEVELOPMENT SCOPE THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Gross Building Area (SF) Office Component Retail Component Hotel Component Market Rate Apartment Component Bike Storage Space Culural Space Component Affordable Housing Component Total GBA II.Allocation of Parking By Use Office Component Retail Component Hotel Component Market Rate Apartment Component Public Parking Spaces Culural Space Component Affordable Housing Component Total Parking Spaces ALTERNATIVE 4:ALTERNATIVE 5:ALTERNATIVE 6: OFFICE REMOVED / NO ADDITIONAL USES 100,000 SF OFFICE CONVERTED TO HOTEL 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES 0 106,800 106,800 42,200 42,200 42,200 117,000 217,000 117,000 0 0 0 1,700 1,700 1,700 12,000 12,000 12,000 40,300 40,300 40,300 213,200 420,000 320,000 0 214 214 141 141 141 178 233 178 0 0 0 339 339 339 24 24 24 31 31 31 713 982 927 Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Summary - Finance; trb 3 of 4 TABLE 2 PRO FORMA ANALYSIS THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA ALTERNATIVE 1:ALTERNATIVE 2:ALTERNATIVE 3: PROPOSED PROJECT OFFICE REMOVED / MARKET RATE APARTMENTS ADDED OFFICE REMOVED / HOTEL ADDED I.Estimated Construction Costs Office Component $117,598,000 NA NA Retail Component 23,599,000 $23,599,000 $23,599,000 Market Rate Apartment Component NA 99,920,000 NA Hotel Component 94,270,000 94,270,000 220,298,000 Private Parking Component 48,188,000 32,961,000 25,531,000 Total Project Construction Costs $283,655,000 $250,750,000 $269,428,000 II.Estimated Net Operating Income Office Component $12,450,000 NA NA Retail Component 2,942,000 $2,942,000 $2,942,000 Market Rate Apartment Component NA 4,920,000 NA Hotel Component 9,130,000 9,130,000 19,786,000 Private Parking Component 2,227,000 1,720,000 2,648,000 Total Project Net Operating Income $26,749,000 $18,712,000 $25,376,000 III.Estimated Supportable Private Investment Office Component $184,444,000 NA NA Retail Component 42,029,000 $42,029,000 $42,029,000 Market Rate Apartment Component NA 98,400,000 NA Hotel Component 114,125,000 114,125,000 247,325,000 Private Parking Component 27,838,000 21,500,000 33,100,000 Total Project Value $368,436,000 $276,054,000 $322,454,000 IV.Estimated Gross Supportable Land Value Office Component $66,846,000 NA NA Retail Component 18,430,000 18,430,000 18,430,000 Market Rate Apartment Component NA (1,520,000)NA Hotel Component 19,855,000 19,855,000 27,027,000 Private Parking Component (20,350,000)(11,461,000)7,569,000 Total Supportable Land Value $84,781,000 $25,304,000 $53,026,000 Per SF of Land Area $757 $226 $473 V.Land Value Offsets Public Parking Financial Gap $22,771,000 $19,090,000 $17,204,000 Open Space / Bike Storage Financial Gap 31,415,000 31,361,000 31,361,000 Cultural Space Financial Gap 6,172,000 6,172,000 6,172,000 Affordable Housing Financial Gap 10,886,000 10,855,000 10,855,000 Total Land Value Offsets ($71,244,000)($67,478,000)($65,592,000) Per SF of Land Area ($636)($602)($586) Net Supportable Land Value / (Financial Gap)$13,537,000 ($42,174,000)($12,566,000) Per SF of Land Area $121 ($377)($112) VI.Supportable Lease Payment @ 10% of Land Value $1,354,000 $0 $0 VII.Required Reduction in Net Cost of City Required Uses 0%63%19% Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Summary - Finance; trb 4 of 4 TABLE 2 PRO FORMA ANALYSIS THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Construction Costs Office Component Retail Component Market Rate Apartment Component Hotel Component Private Parking Component Total Project Construction Costs II.Estimated Net Operating Income Office Component Retail Component Market Rate Apartment Component Hotel Component Private Parking Component Total Project Net Operating Income III.Estimated Supportable Private Investment Office Component Retail Component Market Rate Apartment Component Hotel Component Private Parking Component Total Project Value IV.Estimated Gross Supportable Land Value Office Component Retail Component Market Rate Apartment Component Hotel Component Private Parking Component Total Supportable Land Value Per SF of Land Area V.Land Value Offsets Public Parking Financial Gap Open Space / Bike Storage Financial Gap Cultural Space Financial Gap Affordable Housing Financial Gap Total Land Value Offsets Per SF of Land Area Net Supportable Land Value / (Financial Gap) Per SF of Land Area VI.Supportable Lease Payment @ 10% of Land Value VII.Required Reduction in Net Cost of City Required Uses ALTERNATIVE 4:ALTERNATIVE 5:ALTERNATIVE 6: OFFICE REMOVED / NO ADDITIONAL USES 100,000 SF OFFICE CONVERTED TO HOTEL 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES NA $60,715,000 $60,715,000 $23,591,000 23,599,000 23,599,000 NA NA NA 94,250,000 158,633,000 94,270,000 18,652,000 37,237,000 35,269,000 $136,493,000 $280,184,000 $213,853,000 NA $6,374,000 $6,374,000 $2,912,000 2,942,000 2,942,000 NA NA NA 9,057,000 14,331,000 9,131,000 1,440,000 2,431,000 1,847,000 $13,409,000 $26,078,000 $20,294,000 NA $94,430,000 $94,430,000 $41,600,000 42,029,000 42,029,000 NA NA NA 113,213,000 179,138,000 114,138,000 18,000,000 30,388,000 23,088,000 $172,813,000 $345,985,000 $273,685,000 NA $33,715,000 $33,715,000 18,009,000 18,430,000 18,430,000 NA NA NA 18,963,000 20,505,000 19,868,000 (652,000)(6,849,000)(12,181,000) $36,320,000 $65,801,000 $59,832,000 $324 $588 $534 $14,941,000 $20,099,000 $19,073,000 31,361,000 31,361,000 31,361,000 6,172,000 6,172,000 6,172,000 10,389,000 10,855,000 10,855,000 ($62,863,000)($68,487,000)($67,461,000) ($561)($611)($602) ($26,543,000)($2,686,000)($7,629,000) ($237)($24)($68) $0 $0 $0 42%4%11% A TTACHMENT U 1510001.SM:KHH 19305.012.002 ATTACHMENT I PROPOSED PROJECT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Proposed; trb 1 of 30 APPENDIX A OFFICE COMPONENT PROPOSED PROJECT EXHIBIT I ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Proposed; trb 2 of 30 EXHIBIT I - APPENDIX A - TABLE 1 ESTIMATED CONSTRUCTION COSTS OFFICE COMPONENT: TYPE I CONSTRUCTION 206,800 SF OFFICE GBA PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 206,800 Sf Office GBA $265 /Sf Office GBA $54,802,000 Office Tenant Improvement Costs 206,800 Sf Office GBA $50 /Sf Office GBA 10,340,000 Contractor Fees/General Requirements 14.0%Construction Costs 9,120,000 Builder's Risk Insurance 2.0%Construction Costs 1,303,000 Contingency Allowance 10.0%Other Direct Costs 7,557,000 Total Direct Costs 206,800 Sf GBA $402 /Sf GBA $83,122,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $8,312,000 Public Permits & Fees/Impact Fees 206,800 Sf GBA $16.00 /Sf GBA 3,309,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 2,494,000 Marketing & Leasing Costs 206,800 Sf Office GBA $3.00 /Sf Office GBA 620,000 Development Management 4.0%Direct Costs 3,325,000 Contingency Allowance 5.0%Other Indirect Costs 903,000 Total Indirect Costs $18,963,000 III.Financing Costs Construction Loan Interest 2 $117,598,000 Financed 5.50%Interest $9,055,000 Financing Fees Construction Loan $117,598,000 Financed 2.50 Points 2,940,000 Permanent Loan 3 $140,739,000 Financed 2.50 Points 3,518,000 Total Financing Costs $15,513,000 IV.Total Construction Costs 206,800 Sf GBA $569 /Sf GBA $117,598,000 1 2 3 Based on a 5.75% capitalization rate and a 65% loan-to-value ratio. Assumes an 18-month construction period with a 60% average outstanding balance, and a 6-month lease-up period with a 100% average outstanding balance. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the OFFICE COMPONENT. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Proposed; trb 3 of 30 EXHIBIT I - APPENDIX A - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME OFFICE COMPONENT: TYPE I CONSTRUCTION 206,800 SF OFFICE GBA PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Office Rental Income Office Income 1 206,800 Sf Office GBA $90.00 /Sf Office GBA $18,612,000 (Less) Vacancy & Collection Allowance 10%Office Income (1,861,000) Effective Gross Income $16,751,000 II.Office Operating Expenses Office Operating Expenses 206,800 Sf Office GBA $17.00 /Sf Office GBA $3,516,000 Open Space CAM Charge 2 206,800 Sf Office GBA $0.16 /Sf Office GBA 34,000 Cultural Space CAM Charge 3 206,800 Sf Office GBA $0.39 /Sf Office GBA 81,000 Office Management Fee 4%Effective Gross Income 670,000 Office Operating Expenses $4,301,000 III.Office Net Operating Income $12,450,000 1 2 3 Equates to $7.50 per square foot per month on a full service gross basis. See EXHIBIT I - APPENDIX F - TABLE 2 for allocation of open space CAM charges. See EXHIBIT I - APPENDIX G - TABLE 2 for allocation of museum CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Proposed; trb 4 of 30 EXHIBIT I - APPENDIX A - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE OFFICE COMPONENT: TYPE I CONSTRUCTION 206,800 SF OFFICE GBA PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $12,450,000 Threshold Stabilized Return 1 6.75% Supportable Private Investment $184,444,000 II.Supportable Land Value Supportable Private Investment $184,444,000 (Less) Total Construction Costs (See EXHIBIT I - APPENDIX A - TABLE 1)(117,598,000) III.Supportable Land Value $66,846,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $66,846,000 (Less) Open Space Costs 2 (See EXHIBIT I - APPENDIX F - TABLE 2)(17,750,000) (Less) Museum Costs 2 (See EXHIBIT I - APPENDIX G - TABLE 2)(3,487,000) V.Supportable Land Value Net Public Amenity Costs $45,609,000 1 2 3 The museum costs equal the OFFICE COMPONENT'S pro rata share of the museum costs. Based on a 5.75% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 for the Los Angeles Region, plus a 1.00% margin. The open space costs equal the OFFICE COMPONENT'S pro rata share of the site improvement and open space costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Proposed; trb 5 of 30 APPENDIX B EXHIBIT I PROPOSED PROJECT RETAIL COMPONENT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Proposed; trb 6 of 30 EXHIBIT I - APPENDIX B - TABLE 1 ESTIMATED CONSTRUCTION COSTS RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 42,200 Sf Retail GBA $265 /Sf Retail GBA $11,183,000 Retail Tenant Improvement Costs 42,200 Sf Retail GBA $50 /Sf Retail GBA 2,110,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,566,000 Builder's Risk Insurance 2.0%Construction Costs 224,000 Contingency Allowance 10.0%Other Direct Costs 1,508,000 Total Direct Costs 42,200 Sf Retail GBA $393 /Sf Retail GBA $16,591,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,659,000 Public Permits & Fees/Impact Fees 42,200 Sf Retail GBA $16.00 /Sf Retail GBA 675,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 498,000 Marketing & Leasing Costs 42,200 Sf Retail GBA $3.00 /Sf Retail GBA 127,000 Development Management 4.0%Direct Costs 664,000 Contingency Allowance 5.0%Other Indirect Costs 181,000 Total Indirect Costs $3,804,000 III.Financing Costs Construction Loan Interest 2 $23,599,000 Financed 5.50%Interest $1,817,000 Financing Fees Construction Loan $23,599,000 Financed 2.50 Points 590,000 Permanent Loan 3 $31,872,000 Financed 2.50 Points 797,000 Total Financing Costs $3,204,000 IV.Total Construction Costs 42,200 Sf GBA $559 /Sf Retail GBA $23,599,000 1 2 3 Assumes a 6.00% capitalization rate and a 65% loan-to-value ratio. Assumes an 18-month construction period with a 60% average outstanding balance, and a 6-month lease-up period with a 100% average outstanding balance. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the RETAIL COMPONENT. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Proposed; trb 7 of 30 EXHIBIT I - APPENDIX B - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Retail Rental Income Retail Income 1 42,200 Sf Retail GBA $84.00 /Sf Retail GBA $3,545,000 CAM Reimbursements 42,200 Sf Retail GBA $17.00 /Sf Retail GBA 717,000 Gross Retail Income $4,262,000 (Less) Vacancy & Collection Allowance 10.0%Gross Income (426,000) Effective Gross Income $3,836,000 II.Retail Operating Expenses Retail CAM Expenses 42,200 Sf Retail GBA $17.00 /Sf Retail GBA $717,000 Open Space CAM Charge 2 42,200 Sf Retail GBA $0.17 /Sf Retail GBA 7,000 Cultural Space CAM Charge 3 42,200 Sf Retail GBA $0.40 /Sf Retail GBA 17,000 Retail Management Fee 4%Effective Gross Income 153,000 Retail Operating Expenses 42,200 Sf Retail GBA $21.18 /Sf Retail GBA $894,000 III.Retail Net Operating Income $2,942,000 1 2 3 Equates to a lease rate of $7.00 per square foot per month on a triple net basis. See EXHIBIT I - APPENDIX F - TABLE 2 for allocation of open space CAM charges. See EXHIBIT I - APPENDIX G - TABLE 2 for allocation of museum CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Proposed; trb 8 of 30 EXHIBIT I - APPENDIX B - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $2,942,000 Threshold Stabilized Return 1 7.00% Supportable Private Investment $42,029,000 II.Supportable Land Value Supportable Private Investment $42,029,000 (Less) Total Construction Costs (See EXHIBIT I - APPENDIX B - TABLE 1)(23,599,000) III.Supportable Land Value $18,430,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $18,430,000 (Less) Open Space Costs 2 (See EXHIBIT I - APPENDIX G - TABLE 2)(3,622,000) (Less) Museum Costs 3 (See EXHIBIT I - APPENDIX F - TABLE 2)(712,000) Supportable Land Value Net Public Amenity Costs $14,096,000 1 Based on a 6.00% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 or the Los Angeles Region, plus a 1.00% margin. 2 3 The museum costs equal the RETAIL COMPONENT'S pro rata share of the museum costs. The open space costs equal the RETAIL COMPONENT'S pro rata share of the site improvement and open space costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Proposed; trb 9 of 30 EXHIBIT I APPENDIX C HOTEL COMPONENT PROPOSED PROJECT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Proposed; trb 10 of 30 EXHIBIT I - APPENDIX C - TABLE 1 ESTIMATED CONSTRUCTION COSTS HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 195 Rooms $200,000 /Room $39,000,000 Hotel FF&E Costs 195 Rooms $45,000 /Room 8,775,000 Contractor Fees/General Requirements 14.0%Construction Costs 6,689,000 Builder's Risk Insurance 2.0%Construction Costs 956,000 Contingency Allowance 10.0%Other Direct Costs 5,542,000 Total Direct Costs 117,000 Sf GBA $521 /Sf GBA $60,962,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $6,096,000 Public Permits & Fees/Impact Fees 117,000 Sf GBA $16.00 /Sf GBA 1,872,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 1,829,000 Pre-Opening/Working Capital 195 Rooms $20,000 /Room 3,900,000 Development Management 4.0%Direct Costs 2,438,000 Contingency Allowance 5.0%Other Indirect Costs 807,000 Total Indirect Costs $16,942,000 III.Financing Costs Construction Loan Interest 2 $94,270,000 Financed 5.50%Interest 4,666,000 Financing Fees Construction Loan $94,270,000 Financed 2.50 Points 2,357,000 Permanent Loan 3 $87,919,000 Financed 2.50 Points 2,198,000 Total Financing Costs $16,366,000 IV.Total Construction Costs 117,000 Sf GBA $810 /Sf GBA $94,270,000 195 Rooms $483,400 /Room 1 2 3 Assumes a 6.75% capitalization rate and a 65% loan-to-value ratio. Assumes an 18-month construction period with a 60% average outstanding balance. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the HOTEL COMPONENT. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Proposed; trb 11 of 30 EXHIBIT I - APPENDIX C - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Hotel Income Room Rate 1 195 Rooms $350 /Room/Night $18,933,000 Food & Beverage 20%Gross Sales $27,700 /Room 5,409,000 Other 10%Gross Sales $13,900 /Room 2,705,000 Gross Income $27,047,000 II.Distributed Expenses Rooms 20%of Dept. Sales $19,400 /Room $3,787,000 Food & Beverage 70%of Dept. Sales $19,400 /Room 3,786,000 Other 50%of Dept. Sales $6,900 /Room 1,353,000 (Less) Total Distributed Expenses $8,926,000 III.Undistributed Expenses General & Administration 7%Gross Income $9,700 /Room $1,893,000 Franchise Fees 0%Gross Income $0 /Room 0 Marketing 6%Gross Income $8,300 /Room 1,623,000 Utilities 3%Gross Income $4,200 /Room 811,000 Maintenance & Property Operation 3%Gross Income $4,200 /Room 811,000 (Less) Total Undistributed Expenses $5,138,000 IV.Management Fees 3.0%Gross Revenues $4,159 /Room $811,000 V.Fixed Expenses Property Taxes 2 1.1%Hotel Value $7,630 /Room $1,488,000 Open Space CAM Charge 3 117,000 Sf GBA $0.17 /Sf GBA 20,000 Cultural Space CAM Charge 4 117,000 Sf GBA $0.39 /Sf GBA 46,000 Insurance 1.5%Gross Income $2,100 /Room 406,000 FF&E Reserves 4%Gross Income $5,500 /Room 1,082,000 (Less) Total Fixed Expenses $3,042,000 VI.Net Operating Income 34%Gross Revenues $9,130,000 1 Assumes a 76% occupancy rate. 2 Based on a 6.75% capitalization rate. 3 4 See EXHIBIT I - APPENDIX G - TABLE 2 for allocation of museum CAM charges. See EXHIBIT I - APPENDIX F - TABLE 2 for allocation of open space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Proposed; trb 12 of 30 EXHIBIT I - APPENDIX C - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $9,130,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $114,125,000 II.Supportable Land Value Supportable Private Investment $114,125,000 (Less) Total Construction Costs (See EXHIBIT I - APPENDIX C - TABLE 1)(94,270,000) III.Supportable Land Value $19,855,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $19,855,000 (Less) Open Space Costs 2 (See EXHIBIT I - APPENDIX F - TABLE 2)(10,043,000) (Less) Museum Costs 3 (See EXHIBIT I - APPENDIX G - TABLE 2)(1,973,000) V.Supportable Land Value Net Public Amenity Costs $7,839,000 1 Based on a 6.75% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 for the Los Angeles Region, plus a 1.25% margin. 2 The open space costs equal the HOTEL COMPONENT'S pro rata share of the site improvement and open space costs. 3 The museum costs equal the HOTEL COMPONENT'S pro rata share of the museum costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - Proposed; trb 13 of 30 EXHIBIT I APPENDIX D PRIVATE PARKING COMPONENT PROPOSED PROJECT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - Proposed; trb 14 of 30 EXHIBIT I - APPENDIX D - TABLE 1 ESTIMATED CONSTRUCTION COSTS PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 1,127 PARKING SPACES PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 142 Spaces $28,750 /Space $4,083,000 2nd-Level Subterranean 312 Spaces $34,500 /Space 10,764,000 3rd-Level Subterranean 303 Spaces $46,000 /Space 13,938,000 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Contractor Fees/General Requirements 14.0%Construction Costs 4,030,000 Builder's Risk Insurance 2.0%Construction Costs 576,000 Contingency Allowance 10.0%Other Direct Costs 3,339,000 Total Direct Costs 757 Spaces $48,500 /Space $36,730,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $3,673,000 Public Permits & Fees/Impact Fees 757 Spaces $1,000 /Space 757,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 1,102,000 Development Management 4.0%Direct Costs 1,469,000 Contingency Allowance 5.0%Other Indirect Costs 350,000 Total Indirect Costs $7,351,000 III.Financing Costs Construction Loan Interest 2 $48,188,000 Financed 5.50%Interest $2,385,000 Financing Fees Construction Loan $48,188,000 Financed 2.50 Points 1,205,000 Permanent Loan 3 $20,679,000 Financed 2.50 Points 517,000 Total Financing Costs $4,107,000 IV.Total Construction Costs 757 Spaces $63,657 /Space $48,188,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Assumes an 18-month construction period with a 60% average outstanding balance. Direct costs assume prevailing wage requirements will be imposed on the Project. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - Proposed; trb 15 of 30 EXHIBIT I - APPENDIX D - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 1,127 PARKING SPACES PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Parking Income Office 1 414 Spaces $200 /Space/Month $994,000 Retail 2 141 Spaces $10 /Space/Day 386,000 Hotel Rooms 3 98 Spaces $40 /Space/Day 1,087,000 Hotel Bar/Lounge 4 80 Spaces $10 /Space/Day 73,000 Cultural 5 24 Spaces $10 /Space/Day 66,000 Gross Parking Income $2,606,000 II.Parking Operating Expenses 757 Spaces $500 Expense/Space $379,000 III.Parking Net Operating Income $2,227,000 1 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of office space. 2 Assumes a parking ratio of 3.3 spaces per 1,000 square feet of retail space. Assumes that the spaces average 75% occupancy. 3 4 5 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of cultural space. Assumes that the spaces average 75% occupancy. Assumes a parking ratio of 0.5 spaces per hotel room. Based on a daily charge of $40, a 76% occupancy rate, and a 100% utilization rate. Assumes a parking ratio of 10.0 spaces per 1,000 square feet of bar/lounge space. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - Proposed; trb 16 of 30 EXHIBIT I - APPENDIX D - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 1,127 PARKING SPACES PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $2,227,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $27,838,000 II.Supportable Land Value Supportable Private Investment $27,838,000 (Less) Total Construction Costs (See EXHIBIT I - APPENDIX D - TABLE 1)(48,188,000) III.Supportable Land Value ($20,350,000) 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - Proposed; trb 17 of 30 EXHIBIT I APPENDIX E PUBLIC PARKING COMPONENT PROPOSED PROJECT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - Proposed; trb 18 of 30 EXHIBIT I - APPENDIX E - TABLE 1 ESTIMATED CONSTRUCTION COSTS PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 1,127 PARKING SPACES PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space $0 2nd-Level Subterranean 0 Spaces $34,500 /Space 0 3rd-Level Subterranean 0 Spaces $46,000 /Space 0 4th-Level Subterranean 339 Spaces $57,500 /Space 19,493,000 Contractor Fees/General Requirements 14.0%Construction Costs 2,729,000 Builder's Risk Insurance 2.0%Construction Costs 390,000 Contingency Allowance 10.0%Other Direct Costs 2,261,000 Total Direct Costs 339 Spaces $73,400 /Space $24,873,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,487,000 Public Permits & Fees/Impact Fees 339 Spaces $1,000 /Space 339,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 746,000 Development Management 4.0%Direct Costs 995,000 Contingency Allowance 5.0%Other Indirect Costs 228,000 Total Indirect Costs $4,795,000 III.Financing Costs Construction Loan Interest 2 $32,246,000 Financed 5.50%Interest $1,596,000 Financing Fees Construction Loan $32,246,000 Financed 2.50 Points 806,000 Permanent Loan 3 $7,039,000 Financed 2.50 Points 176,000 Total Financing Costs $2,578,000 IV.Total Construction Costs 339 Spaces $95,121 /Space $32,246,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - Proposed; trb 19 of 30 EXHIBIT I - APPENDIX E - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 1,127 PARKING SPACES PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Public Parking Spaces Revenue 1 339 Public Spaces $10 /Space/Day $928,000 II.Parking Operating Expenses 339 Spaces $500 Expense/Space $170,000 III.Parking Net Operating Income $758,000 1 Based on information provided by the City. This equates to the required amount of public parking the Developer must provide on-site. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - Proposed; trb 20 of 30 EXHIBIT I - APPENDIX E - TABLE 3 ESTIMATED FINANCIAL GAP PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 1,127 PARKING SPACES PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $758,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $9,475,000 II.Estimated Financial Gap Supportable Private Investment $9,475,000 (Less) Total Construction Costs (See EXHIBIT I - APPENDIX E - TABLE 1)(32,246,000) III.Estimated Financial Gap ($22,771,000) 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Proposed; trb 21 of 30 EXHIBIT I APPENDIX F OPEN SPACE COMPONENT PROPOSED PROJECT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Proposed; trb 22 of 30 EXHIBIT I - APPENDIX F - TABLE 1 ESTIMATED CONSTRUCTION COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Site Improvement Costs 112,000 Sf Land $67 /Sf Land $7,500,000 Open Space Costs 88,000 Sf Land $110 /Sf Land 9,680,000 Bike Station & Service Area Costs 1,700 Sf Bike Station GBA $300 /Sf Bike Station GBA 510,000 Contractor Fees/General Requirements 14.0%Construction Costs 2,477,000 Builder's Risk Insurance 2.0%Construction Costs 354,000 Contingency Allowance 10.0%Other Direct Costs 2,052,000 Total Direct Costs $22,573,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,257,000 Public Permits & Fees/Impact Fees 0 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 677,000 Marketing & Leasing Costs 2.0%Direct Costs 451,000 Development Management 4.0%Direct Costs 903,000 Contingency Allowance 5.0%Other Indirect Costs 214,000 Total Indirect Costs $4,502,000 III.Financing Costs Bank Lease Buyout 2 $2,000,000 Construction Loan Interest 3 $31,415,000 Financed 5.50%Interest 1,555,000 Financing Fees $31,415,000 Financed 2.50 Points 785,000 Total Financing Costs $4,340,000 IV.Total Construction Costs $31,415,000 1 2 Based on Developer estimate. 3 Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. Direct costs assume prevailing wage requirements will be imposed on the Project. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Proposed; trb 23 of 30 EXHIBIT I - APPENDIX F - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Open Space Revenue Open Space Management Revenue $860,000 Bike Station & Service Area Revenue 0 Gross Open Space Revenue $860,000 II.Open Space Operating Expenses Open Space Management Expenses $860,000 Bike Station & Service Area Expenses 1,700 Sf Bike Station GBA $3.00 /Sf Bike Station GBA 61,000 Open Space Operating Expenses $921,000 III.Open Space Net Operating Income ($61,000) IV.GBA Percentage Allocation Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA V.Total Open Space Construction Costs (See EXHIBIT I - APPENDIX F - TABLE 1)$31,415,000 VI.Allocation of Open Space Construction Costs Office Component 57%Total Open Space Construction Costs $17,750,000 Retail Component 12%Total Open Space Construction Costs 3,622,000 Market Rate Apartment Component 0%Total Open Space Construction Costs 0 Hotel Component 32%Total Open Space Construction Costs 10,043,000 VII.GBA Percentage Allocation for Open Space CAM Charges Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA VIII.Total Open Space Operating Deficit $61,000 IX.Allocation of Open Space CAM Charges 1 Office Component 57%Total Open Space Operating Deficit $34,000 Retail Component 12%Total Open Space Operating Deficit 7,000 Market Rate Apartment Component 0%Total Open Space Operating Deficit 0 Hotel Component 32%Total Open Space Operating Deficit 20,000 1 Any deficit in the net operating income for the open space will be covered by the Office, Retail and Hotel Components. The Affordable Housing Component will not be subject to any open space CAM charge. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Proposed; trb 24 of 30 EXHIBIT I APPENDIX G CULTURAL SPACE COMPONENT PROPOSED PROJECT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Proposed; trb 25 of 30 EXHIBIT I - APPENDIX G - TABLE 1 ESTIMATED CONSTRUCTION COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPACE GBA PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Cultural Space Costs 12,000 Sf Cultural Space GBA $300 /Sf Cultural Space GBA $3,600,000 Contractor Fees/General Requirements 14.0%Construction Costs 504,000 Builder's Risk Insurance 2.0%Construction Costs 72,000 Contingency Allowance 10.0%Other Direct Costs 418,000 Total Direct Costs $4,594,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $459,000 Public Permits & Fees/Impact Fees 12,000 Sf Cultural Space GBA $16 /Sf Cultural Space GBA 192,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 138,000 Marketing & Leasing Costs 2.0%Direct Costs 92,000 Development Management 4.0%Direct Costs 184,000 Contingency Allowance 5.0%Other Indirect Costs 53,000 Total Indirect Costs $1,118,000 III.Financing Costs Construction Loan Interest 2 $6,172,000 Financed 5.50%Interest $306,000 Financing Fees $6,172,000 Financed 2.50 Points 154,000 Total Financing Costs $460,000 IV.Total Construction Costs $6,172,000 1 2 Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Proposed; trb 26 of 30 EXHIBIT I - APPENDIX G - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPACE GBA PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Cultural Space Revenue 12,000 Sf Cultural Space GBA $2.00 /Sf Cultural Space GBA $288,000 II.Cultural Space Expenses 12,000 Sf Cultural Space GBA $3.00 /Sf Cultural Space GBA 432,000 III.Cultural Space Net Operating Income ($144,000) IV.GBA Percentage Allocation Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA V.Total Cultural Space Construction Costs (See EXHIBIT I - APPENDIX G - TABLE 1)$6,172,000 VI.Allocation of Cultural Space Construction Costs Office Component 57%Total Cultural Space Construction Costs $3,487,000 Retail Component 12%Total Cultural Space Construction Costs 712,000 Market Rate Apartment Component 0%Total Cultural Space Construction Costs 0 Hotel Component 32%Total Cultural Space Construction Costs 1,973,000 VII.GBA Percentage Allocation for Cultural Space CAM Charges Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA VIII.Total Cultural Space Operating Deficit $144,000 IX.Allocation of Cultural Space CAM Charges 1 Office Component 57%Total Cultural Space Operating Deficit $81,000 Retail Component 12%Total Cultural Space Operating Deficit 17,000 Market Rate Apartment Component 0%Total Cultural Space Operating Deficit 0 Hotel Component 32%Total Cultural Space Operating Deficit 46,000 1 Any deficit in the net operating income for the Cultural Space will be covered by the Office, Retail and Hotel Components. The Affordable Housing Component will not be subject to any Cultural Space CAM charge. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Proposed; trb 27 of 30 APPENDIX H AFFORDABLE HOUSING COMPONENT PROPOSED PROJECT EXHIBIT I ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Proposed; trb 28 of 30 EXHIBIT I - APPENDIX H - TABLE 1 ESTIMATED CONSTRUCTION COSTS AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 40,300 Sf Residential GBA $265 /Sf Residential GBA $10,680,000 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space 0 2nd-Level Subterranean 0 Spaces $34,500 /Space 0 3rd-Level Subterranean 29 Spaces $46,000 /Space 1,334,000 4th-Level Subterranean 2 Spaces $57,500 /Space 115,000 Residential FF&E Costs 48 Units $1,000 /Unit 48,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,705,000 Builder's Risk Insurance 2.0%Construction Costs 244,000 Contingency Allowance 10.0%Other Direct Costs 1,413,000 Total Direct Costs 40,300 Sf Residential GBA $386 /Sf Residential GBA $15,539,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,554,000 Public Permits & Fees/Impact Fees 48 Units $20,000 /Unit 960,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 466,000 Marketing & Leasing Costs 2.0%Direct Costs 311,000 Developer Fee 2 14%Eligible Basis 2,500,000 Contingency Allowance 5.0%Other Indirect Costs 290,000 Total Indirect Costs $6,081,000 III.Financing Costs Construction Loan Interest Series A Bond 3 $2,092,000 Financed 3.00%Interest $72,000 Series B Bond 4 $18,301,000 Financed 3.00%Interest 631,000 Financing Fees Series A Bond $2,092,000 Financed 2.50 Points 52,000 Series B Bond $18,301,000 Financed 2.50 Points 458,000 Tax Credit Fees 5 31,000 Total Financing Costs $1,244,000 IV.Total Construction Costs 40,300 Sf Residential GBA $567 /Sf Residential GBA $22,864,000 48 Units $476,300 /Unit 1 2 3 4 5 Based on a $2,000 application fee, a $410 per unit monitoring fee, and 1% of the gross Tax Credits for one year. Includes debt on 75% of the Tax Credit Equity that will not be funded during construction. Assumes an 18-month construction period with a 60% average outstanding balance, and a 3-month lease-up period with a 100% average outstanding balance. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the AFFORDABLE HOUSING COMPONENT. Equal to the maximum amount allowed by TCAC. Equal to the unfunded construction costs minus the Series A Bond amount; an 18-month construction period with a 60% average outstanding balance; and a 3-month absorption period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Proposed; trb 29 of 30 EXHIBIT I - APPENDIX H - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Affordable Housing Income 1 Manager's Unit (Two-Bdrm)1 Unit $0 /Unit/Month $0 Studio Units 8 Units $702 /Unit/Month 67,000 One-Bedroom Units 25 Units $746 /Unit/Month 224,000 Two-Bedroom Units 10 Units $893 /Unit/Month 107,000 Three-Bedroom Units 4 Units $1,029 /Unit/Month 49,000 Laundry & Miscellaneous Income 48 Units $10 /Unit/Month 6,000 Parking Revenue 2 31 Spaces $75 /Space/Month 28,000 Gross Residential Income $481,000 (Less) Vacancy & Collection Allowance 5%Gross Residential Income (24,000) Effective Gross Income $457,000 II.Affordable Housing Operating Expenses General Operating Expenses 48 Units $5,500 /Unit $264,000 Parking Operating Expenses 31 Spaces $500 Expense/Space 16,000 Property Taxes 3 10,000 Replacement Reserve 48 Units $250 /Unit 12,000 Affordable Housing Operating Expenses $302,000 III.Affordable Housing Net Operating Income $155,000 1 2 3 Limited to the estimated property tax overrides. Assumes that the affordable units will be awarded a property tax welfare exemption accorded to non- profit developers that own and operate apartment units that are restricted to households that earn less than 80% of the County median income. Based on 2015 Tax Credit rents published by the TCAC for 50% AMI households net the applicable 2014-2015 utility allowances published by the City. Parking must be uncoupled from apartment rents. The affordable units can use one parking space at no cost. Alternatively, these tenants can receive a rent reduction equal to 1/2 of the prevailing parking rent. The Developer will implicitly receive 1/2 of the market rate parking charge for the affordable units. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Proposed; trb 30 of 30 EXHIBIT I - APPENDIX H - TABLE 3 ESTIMATED FINANCIAL GAP AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS PROPOSED PROJECT THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Outside Funding Sources Tax-Exempt Multifamily Bond Net Operating Income 1 $155,000 NOI (See EXHIBIT I - APPENDIX H - TABLE 2) Income Available for Mortgage 1.15 DCR $134,783 Debt Service Interest Rate 5.00%Interest Rate 6.44%Mortgage Constant Permanent Loan $2,092,000 Tax Credit Equity Gross Tax Credit Value 2 $8,987,000 Syndication Rate $1.10 /Tax Credit Dollar Net Tax Credit Equity $9,886,000 Deferred Developer Fee $0 Total Outside Funding Sources $11,978,000 II.Estimated Financial Gap Total Outside Funding Sources $11,978,000 (Less) Total Construction Costs (See EXHIBIT I - APPENDIX H - TABLE 1)(22,864,000) III.Estimated Financial Gap 48 Units ($227,000)/Unit ($10,886,000) 1 Based on a 30-year amortization period. 2 Assumes the use of 4% Tax Credits. Assumes a $20.9 million requested unadjusted eligible basis, which includes a $0.0 million voluntary basis reduction, a 130% difficult-to-develop premium, and a 3.30% Tax Credit Rate. A TTACHMENT U 1510001.SM:KHH 19305.012.002 ATTACHMENT II OFFICE REMOVED / MARKET RATE APARTMENTS ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Mkt Rate - Mkt Rate Res; trb 1 of 30 OFFICE REMOVED / MARKET RATE APARTMENTS ADDED EXHIBIT II APPENDIX A MARKET RATE HOUSING COMPONENT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Mkt Rate - Mkt Rate Res; trb 2 of 30 EXHIBIT II - APPENDIX A - TABLE 1 ESTIMATED CONSTRUCTION COSTS MARKET RATE HOUSING COMPONENT: TYPE I CONSTRUCTION 206,800 SF RESIDENTIAL GBA: 165 APARTMENT UNITS OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 206,800 Sf Residential GBA $265 /Sf Residential GBA $54,802,000 Residential FF&E Costs 165 Units $2,000 /Unit 330,000 Contractor Fees/General Requirements 14.0%Construction Costs 7,718,000 Builder's Risk Insurance 2.0%Construction Costs 1,103,000 Contingency Allowance 10.0%Other Direct Costs 6,395,000 Total Direct Costs 206,800 Sf Residential GBA $340 /Sf Residential GBA $70,348,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $7,035,000 Public Permits & Fees/Impact Fees 165 Units $20,000 /Unit 3,300,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 2,110,000 Marketing & Leasing Costs 2.0%Direct Costs 1,407,000 Development Management 4.0%Direct Costs 2,814,000 Contingency Allowance 5.0%Other Indirect Costs 833,000 Total Indirect Costs $17,499,000 III.Financing Costs Construction Loan Interest 2 $99,920,000 Financed 5.50%Interest $7,694,000 Financing Fees Construction Loan $99,920,000 Financed 2.50 Points 2,498,000 Permanent Loan 3 $75,247,000 Financed 2.50 Points 1,881,000 Total Financing Costs $12,073,000 IV.Total Construction Costs 206,800 Sf Residential GBA $483 /Sf Residential GBA $99,920,000 165 Units $605,600 /Unit 1 2 3 Assumes a 4.25% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the MARKET RATE HOUSING COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance, and a 6-month absorption period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Mkt Rate - Mkt Rate Res; trb 3 of 30 EXHIBIT II - APPENDIX A - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME MARKET RATE HOUSING COMPONENT: TYPE I CONSTRUCTION 206,800 SF RESIDENTIAL GBA: 165 APARTMENT UNITS OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Market Rate Housing Income 1 Manager's Unit (Two-Bdrm)1 Unit $0 /Unit/Month $0 Studio Units 17 Units $2,592 /Unit/Month 529,000 One-Bedroom Units 67 Units $3,348 /Unit/Month 2,692,000 Two-Bedroom Units 64 Units $4,428 /Unit/Month 3,401,000 Three-Bedroom Units 16 Units $4,968 /Unit/Month 954,000 Laundry & Miscellaneous Income 165 Units $10 /Unit/Month 20,000 Gross Residential Income $7,596,000 (Less) Vacancy & Collection Allowance 5%Gross Residential Income (380,000) Effective Gross Income $7,216,000 II.Residential Operating Expenses General Operating Expenses 165 Units $5,500 /Unit $908,000 Open Space CAM Charge 2 165 Units $206 /Unit 34,000 Cultural Space CAM Charge 3 165 Units $491 /Unit 81,000 Property Taxes 4 165 Units $7,718 /Unit 1,273,000 Residential Operating Expenses $2,296,000 III.Residential Net Operating Income $4,920,000 1 2 3 4 Equates to an average market rent of $5.30/sf/month. Based on a 4.25% capitalization rate. See EXHIBIT II - APPENDIX F - TABLE 2 for allocation of open space CAM charges. See EXHIBIT II - APPENDIX G - TABLE 2 for allocation of museum CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Mkt Rate - Mkt Rate Res; trb 4 of 30 EXHIBIT II - APPENDIX A - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE MARKET RATE HOUSING COMPONENT: TYPE I CONSTRUCTION 206,800 SF RESIDENTIAL GBA: 165 APARTMENT UNITS OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $4,920,000 Threshold Stabilized Return 1 5.00% Supportable Private Investment $98,400,000 II.Supportable Land Value Supportable Private Investment $98,400,000 (Less) Total Construction Costs (See EXHIBIT II - APPENDIX A - TABLE 1)(99,920,000) IV.Supportable Land Value 165 Units ($9,000)/Unit ($1,520,000) V.Supportable Land Value Net Public Amenity Costs Supportable Land Value ($1,520,000) (Less) Open Space Costs 2 (See EXHIBIT II - APPENDIX F - TABLE 2)(17,720,000) (Less) Museum Costs 3 (See EXHIBIT II - APPENDIX G - TABLE 2)(3,487,000) Supportable Land Value Net Public Amenity Costs ($22,727,000) 1 Based on a 4.25% capitalization rate drawn from Situs RERC etimates for the 1st Quarter 2015 for the Los Angeles Region and a 0.75% margin. 2 3 The museum costs equal the MARKET RATE HOUSING COMPONENT'S pro rata share of the museum costs. The open space costs equal the MARKET RATE HOUSING COMPONENT'S pro rata share of the site improvement and open space costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Mkt Rate Res; trb 5 of 30 EXHIBIT II APPENDIX B RETAIL COMPONENT OFFICE REMOVED / MARKET RATE APARTMENTS ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Mkt Rate Res; trb 6 of 30 EXHIBIT II - APPENDIX B - TABLE 1 ESTIMATED CONSTRUCTION COSTS RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 42,200 Sf Retail GBA $265 /Sf Retail GBA $11,183,000 Retail Tenant Improvement Costs 42,200 Sf Retail GBA $50 /Sf Retail GBA 2,110,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,566,000 Builder's Risk Insurance 2.0%Construction Costs 224,000 Contingency Allowance 10.0%Other Direct Costs 1,508,000 Total Direct Costs 42,200 Sf Retail GBA $393 /Sf Retail GBA $16,591,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,659,000 Public Permits & Fees/Impact Fees 42,200 Sf Retail GBA $16.00 /Sf Retail GBA 675,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 498,000 Marketing & Leasing Costs 42,200 Sf Retail GBA $3.00 /Sf Retail GBA 127,000 Development Management 4.0%Direct Costs 664,000 Contingency Allowance 5.0%Other Indirect Costs 181,000 Total Indirect Costs $3,804,000 III.Financing Costs Construction Loan Interest 2 $23,599,000 Financed 5.50%Interest $1,817,000 Financing Fees Construction Loan $23,599,000 Financed 2.50 Points 590,000 Permanent Loan 3 $31,872,000 Financed 2.50 Points 797,000 Total Financing Costs $3,204,000 IV.Total Construction Costs 42,200 Sf GBA $559 /Sf Retail GBA $23,599,000 1 2 3 Assumes a 6.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the RETAIL COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance, and a 6-month lease-up period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Mkt Rate Res; trb 7 of 30 EXHIBIT II - APPENDIX B - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Retail Rental Income Retail Income 1 42,200 Sf Retail GBA $84.00 /Sf Retail GBA $3,545,000 CAM Reimbursements 42,200 Sf Retail GBA $17.00 /Sf Retail GBA 717,000 Gross Retail Income $4,262,000 (Less) Vacancy & Collection Allowance 10.0%Gross Income (426,000) Effective Gross Income $3,836,000 II.Retail Operating Expenses Retail CAM Expenses 42,200 Sf Retail GBA $17.00 /Sf Retail GBA $717,000 Open Space CAM Charge 2 42,200 Sf Retail GBA $0.17 /Sf Retail GBA 7,000 Cultural Space CAM Charge 3 42,200 Sf Retail GBA $0.40 /Sf Retail GBA 17,000 Retail Management Fee 4%Effective Gross Income 153,000 Retail Operating Expenses 42,200 Sf Retail GBA $21.18 /Sf Retail GBA $894,000 III.Retail Net Operating Income $2,942,000 1 2 3 See EXHIBIT II - APPENDIX G - TABLE 2 for allocation of museum CAM charges. Equates to a lease rate of $7.00 per square foot per month on a triple net basis. See EXHIBIT II - APPENDIX F - TABLE 2 for allocation of open space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Mkt Rate Res; trb 8 of 30 EXHIBIT II - APPENDIX B - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $2,942,000 Threshold Stabilized Return 1 7.00% Supportable Private Investment $42,029,000 II.Supportable Land Value Supportable Private Investment $42,029,000 (Less) Total Construction Costs (See EXHIBIT II - APPENDIX B - TABLE 1)(23,599,000) III.Supportable Land Value $18,430,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $18,430,000 (Less) Open Space Costs 2 (See EXHIBIT II - APPENDIX F - TABLE 2)($3,616,000) (Less) Museum Costs 3 (See EXHIBIT II - APPENDIX G - TABLE 2)($712,000) Supportable Land Value Net Public Amenity Costs $14,102,000 1 Based on a 6.00% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 or the Los Angeles Region, plus a 1.00% margin. 2 3 The museum costs equal the RETAIL COMPONENT'S pro rata share of the museum costs. The open space costs equal the RETAIL COMPONENT'S pro rata share of the site improvement and open space costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Mkt Rate Res; trb 9 of 30 EXHIBIT II APPENDIX C HOTEL COMPONENT OFFICE REMOVED / MARKET RATE APARTMENTS ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Mkt Rate Res; trb 10 of 30 EXHIBIT II - APPENDIX C - TABLE 1 ESTIMATED CONSTRUCTION COSTS HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 195 Rooms $200,000 /Room $39,000,000 Hotel FF&E Costs 195 Rooms $45,000 /Room 8,775,000 Contractor Fees/General Requirements 14.0%Construction Costs 6,689,000 Builder's Risk Insurance 2.0%Construction Costs 956,000 Contingency Allowance 10.0%Other Direct Costs 5,542,000 Total Direct Costs 117,000 Sf GBA $521 /Sf GBA $60,962,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $6,096,000 Public Permits & Fees/Impact Fees 117,000 Sf GBA $16.00 /Sf GBA 1,872,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 1,829,000 Pre-Opening/Working Capital 195 Rooms $20,000 /Room 3,900,000 Development Management 4.0%Direct Costs 2,438,000 Contingency Allowance 5.0%Other Indirect Costs 807,000 Total Indirect Costs $16,942,000 III.Financing Costs Construction Loan Interest 2 $94,270,000 Financed 5.50%Interest 4,666,000 Financing Fees Construction Loan $94,270,000 Financed 2.50 Points 2,357,000 Permanent Loan 3 $87,919,000 Financed 2.50 Points 2,198,000 Total Financing Costs $16,366,000 IV.Total Construction Costs 117,000 Sf GBA $810 /Sf GBA $94,270,000 195 Rooms $483,400 /Room 1 2 3 Assumes a 6.75% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the HOTEL COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Mkt Rate Res; trb 11 of 30 EXHIBIT II - APPENDIX C - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Hotel Income Room Rate 1 195 Rooms $350 /Room/Night $18,933,000 Food & Beverage 20%Gross Sales $27,700 /Room 5,409,000 Other 10%Gross Sales $13,900 /Room 2,705,000 Gross Income $27,047,000 II.Distributed Expenses Rooms 20%of Dept. Sales $19,400 /Room $3,787,000 Food & Beverage 70%of Dept. Sales $19,400 /Room 3,786,000 Other 50%of Dept. Sales $6,900 /Room 1,353,000 (Less) Total Distributed Expenses $8,926,000 III.Undistributed Expenses General & Administration 7%Gross Income $9,700 /Room $1,893,000 Franchise Fees 0%Gross Income $0 /Room 0 Marketing 6%Gross Income $8,300 /Room 1,623,000 Utilities 3%Gross Income $4,200 /Room 811,000 Maintenance & Property Operation 3%Gross Income $4,200 /Room 811,000 (Less) Total Undistributed Expenses $5,138,000 IV.Management Fees 3.0%Gross Revenues $4,159 /Room $811,000 V.Fixed Expenses Property Taxes 2 1.1%Hotel Value $7,630 /Room $1,488,000 Open Space CAM Charge 3 117,000 Sf GBA $0.17 /Sf GBA 20,000 Cultural Space CAM Charge 4 117,000 Sf GBA $0.39 /Sf GBA 46,000 Insurance 1.5%Gross Income $2,100 /Room 406,000 FF&E Reserves 4%Gross Income $5,500 /Room 1,082,000 (Less) Total Fixed Expenses $3,042,000 VI.Net Operating Income 34%Gross Revenues $9,130,000 1 Assumes a 76% occupancy rate. 2 Based on a 6.75% capitalization rate. 3 4 See EXHIBIT II - APPENDIX G - TABLE 2 for allocation of museum CAM charges. See EXHIBIT II - APPENDIX F - TABLE 2 for allocation of open space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Mkt Rate Res; trb 12 of 30 EXHIBIT II - APPENDIX C - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $9,130,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $114,125,000 II.Supportable Land Value Supportable Private Investment $114,125,000 (Less) Total Construction Costs (See EXHIBIT II - APPENDIX C - TABLE 1)(94,270,000) III.Supportable Land Value $19,855,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $19,855,000 (Less) Open Space Costs 2 (See EXHIBIT II - APPENDIX F - TABLE 2)($10,025,000) (Less) Museum Costs 3 (See EXHIBIT II - APPENDIX G - TABLE 2)($1,973,000) V.Supportable Land Value Net Public Amenity Costs $7,857,000 1 Based on a 6.75% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 for the Los Angeles Region, plus a 1.25% margin. 2 The open space costs equal the HOTEL COMPONENT'S pro rata share of the site improvement and open space costs. 3 The museum costs equal the HOTEL COMPONENT'S pro rata share of the museum costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - Mkt Rate Res; trb 13 of 30 OFFICE REMOVED / MARKET RATE APARTMENTS ADDED EXHIBIT II APPENDIX D PRIVATE PARKING COMPONENT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - Mkt Rate Res; trb 14 of 30 EXHIBIT II - APPENDIX D - TABLE 1 ESTIMATED CONSTRUCTION COSTS PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 558 PARKING SPACES OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 142 Spaces $28,750 /Space 4,083,000 2nd-Level Subterranean 312 Spaces $34,500 /Space 10,764,000 3rd-Level Subterranean 104 Spaces $46,000 /Space 4,784,000 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Contractor Fees/General Requirements 14.0%Construction Costs 2,748,000 Builder's Risk Insurance 2.0%Construction Costs 393,000 Contingency Allowance 10.0%Other Direct Costs 2,277,000 Total Direct Costs 558 Spaces $44,900 /Space $25,049,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,505,000 Public Permits & Fees/Impact Fees 558 Spaces $1,000 /Space 558,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 751,000 Development Management 4.0%Direct Costs 1,002,000 Contingency Allowance 5.0%Other Indirect Costs 241,000 Total Indirect Costs $5,057,000 III.Financing Costs Construction Loan Interest 2 $32,961,000 Financed 5.50%Interest $1,632,000 Financing Fees Construction Loan $32,961,000 Financed 2.50 Points 824,000 Permanent Loan 3 $15,971,000 Financed 2.50 Points 399,000 Total Financing Costs $2,855,000 IV.Total Construction Costs 558 Spaces $59,070 /Space $32,961,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - Mkt Rate Res; trb 15 of 30 EXHIBIT II - APPENDIX D - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 558 PARKING SPACES OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Parking Income Office 1 0 Spaces $200 /Space/Month $0 Retail 2 141 Spaces $10 /Space/Day 386,000 Market Rate Apartments 3 215 Spaces $150 /Space/Month 387,000 Hotel Rooms 4 98 Spaces $40 /Space/Day 1,087,000 Hotel Bar/Lounge 5 80 Spaces $10 /Space/Day 73,000 Cultural 6 24 Spaces $10 /Space/Day 66,000 Gross Parking Income $1,999,000 II.Parking Operating Expenses 558 Spaces $500 Expense/Space $279,000 III.Parking Net Operating Income $1,720,000 1 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of office space. 2 Assumes a parking ratio of 3.3 spaces per 1,000 square feet of retail space. Assumes that the spaces average 75% occupancy. 3 4 5 6 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of cultural space. Assumes that the spaces average 75% occupancy. Assumes the following parking ratios: 0.50 spaces/studio unit; 1.0 space/one-bedroom unit; 1.50 spaces/two-bedroom and larger units; and 1.0 guest spaces/10 apartment units. The parking ratios are halved if the units are restricted to rents below 120% AMI. Assumes a parking ratio of 0.5 spaces per hotel room. Based on a daily charge of $40, a 76% occupancy rate, and a 100% utilization rate. Assumes a parking ratio of 10.0 spaces per 1,000 square feet of bar/lounge space. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - Mkt Rate Res; trb 16 of 30 EXHIBIT II - APPENDIX D - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 558 PARKING SPACES OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $1,720,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $21,500,000 II.Supportable Land Value Supportable Private Investment $21,500,000 (Less) Total Construction Costs (See EXHIBIT II - APPENDIX D - TABLE 1)(32,961,000) III.Supportable Land Value ($11,461,000) 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - Mkt Rate Res; trb 17 of 30 EXHIBIT II APPENDIX E PUBLIC PARKING COMPONENT OFFICE REMOVED / MARKET RATE APARTMENTS ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - Mkt Rate Res; trb 18 of 30 EXHIBIT II - APPENDIX E - TABLE 1 ESTIMATED CONSTRUCTION COSTS PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space 0 2nd-Level Subterranean 0 Spaces $34,500 /Space 0 3rd-Level Subterranean 197 Spaces $46,000 /Space 9,062,000 4th-Level Subterranean 142 Spaces $57,500 /Space 8,165,000 Contractor Fees/General Requirements 14.0%Construction Costs 2,412,000 Builder's Risk Insurance 2.0%Construction Costs 345,000 Contingency Allowance 10.0%Other Direct Costs 1,998,000 Total Direct Costs 339 Spaces $64,800 /Space $21,982,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,198,000 Public Permits & Fees/Impact Fees 339 Spaces $1,000 /Space 339,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 659,000 Development Management 4.0%Direct Costs 879,000 Contingency Allowance 5.0%Other Indirect Costs 204,000 Total Indirect Costs $4,279,000 III.Financing Costs Construction Loan Interest 2 $28,565,000 Financed 5.50%Interest $1,414,000 Financing Fees Construction Loan $28,565,000 Financed 2.50 Points 714,000 Permanent Loan 3 $7,039,000 Financed 2.50 Points 176,000 Total Financing Costs $2,304,000 IV.Total Construction Costs 339 Spaces $84,263 /Space $28,565,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - Mkt Rate Res; trb 19 of 30 EXHIBIT II - APPENDIX E - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Public Parking Spaces Revenue 1 339 Spaces $10 /Space/Day $928,000 II.Parking Operating Expenses 339 Spaces $500 Expense/Space $170,000 III.Parking Net Operating Income $758,000 1 Based on information provided by the City. This equates to the required amount of public parking the Developer must provide on-site. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - Mkt Rate Res; trb 20 of 30 EXHIBIT II - APPENDIX E - TABLE 3 ESTIMATED FINANCIAL GAP PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $758,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $9,475,000 II.Estimated Financial Gap Supportable Private Investment $9,475,000 (Less) Total Construction Costs (See EXHIBIT II - APPENDIX E - TABLE 1)(28,565,000) III.Estimated Financial Gap ($19,090,000) 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Mkt Rate Res; trb 21 of 30 EXHIBIT II APPENDIX F OPEN SPACE COMPONENT OFFICE REMOVED / MARKET RATE APARTMENTS ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Mkt Rate Res; trb 22 of 30 EXHIBIT II - APPENDIX F - TABLE 1 ESTIMATED CONSTRUCTION COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Site Improvement Costs 112,000 Sf Land $67 /Sf Land $7,500,000 Open Space Costs 88,000 Sf Land $110 /Sf Land 9,680,000 Bike Station & Service Area Costs 1,700 Sf Bike Station GBA $300 /Sf Bike Station GBA 510,000 Contractor Fees/General Requirements 14.0%Construction Costs 2,477,000 Builder's Risk Insurance 2.0%Construction Costs 354,000 Contingency Allowance 10.0%Other Direct Costs 2,052,000 Total Direct Costs $22,573,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,257,000 Public Permits & Fees/Impact Fees 0 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 677,000 Marketing & Leasing Costs 2.0%Direct Costs 451,000 Development Management 4.0%Direct Costs 903,000 Contingency Allowance 5.0%Other Indirect Costs 214,000 Total Indirect Costs $4,502,000 III.Financing Costs Bank Lease Buyout 2 $2,000,000 Construction Loan Interest 3 $30,687,000 Financed 5.50%Interest 1,519,000 Financing Fees $30,687,000 Financed 2.50 Points 767,000 Total Financing Costs $4,286,000 IV.Total Construction Costs $31,361,000 1 2 Based on Developer estimate. 3 Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the OPEN SPACE COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Mkt Rate Res; trb 23 of 30 EXHIBIT II - APPENDIX F - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Open Space Revenue Open Space Management Revenue $860,000 Bike Station & Service Area Revenue 0 Gross Open Space Revenue $860,000 II.Open Space Operating Expenses Open Space Management Expenses $860,000 Bike Station & Service Area Expenses 1,700 Sf Bike Station GBA $3.00 /Sf Bike Station GBA 61,000 Open Space Operating Expenses $921,000 III.Open Space Net Operating Income ($61,000) IV.GBA Percentage Allocation Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 206,800 Sf Residential GBA 57%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA V.Total Open Space Construction Costs (See EXHIBIT II - APPENDIX F - TABLE 1)$31,361,000 VI.Allocation of Open Space Construction Costs Office Component 0%Total Open Space Construction Costs $0 Retail Component 12%Total Open Space Construction Costs 3,616,000 Market Rate Apartment Component 57%Total Open Space Construction Costs 17,720,000 Hotel Component 32%Total Open Space Construction Costs 10,025,000 VII.GBA Percentage Allocation for Open Space CAM Charges Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 206,800 Sf Residential GBA 57%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA VIII.Total Open Space Operating Deficit $61,000 IX.Allocation of Open Space CAM Charges 1 Office Component 0%Total Open Space Operating Deficit $0 Retail Component 12%Total Open Space Operating Deficit 7,000 Market Rate Apartment Component 57%Total Open Space Operating Deficit 34,000 Hotel Component 32%Total Open Space Operating Deficit 20,000 1 Any deficit in the net operating income for the open space will be covered by the Office, Retail and Hotel Components. The Affordable Housing Component will not be subject to any open space CAM charge. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Mkt Rate Res; trb 24 of 30 EXHIBIT II APPENDIX G CULTURAL SPACE COMPONENT OFFICE REMOVED / MARKET RATE APARTMENTS ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Mkt Rate Res; trb 25 of 30 EXHIBIT II - APPENDIX G - TABLE 1 ESTIMATED CONSTRUCTION COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPAC E GBA OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Cultural Space Costs 12,000 Sf Cultural Space GBA $300 /Sf Cultural Space GBA $3,600,000 Contractor Fees/General Requirements 14.0%Construction Costs 504,000 Builder's Risk Insurance 2.0%Construction Costs 72,000 Contingency Allowance 10.0%Other Direct Costs 418,000 Total Direct Costs $4,594,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $459,000 Public Permits & Fees/Impact Fees 12,000 Sf Cultural Space GBA $16 /Sf Cultural Space GBA 192,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 138,000 Marketing & Leasing Costs 2.0%Direct Costs 92,000 Development Management 4.0%Direct Costs 184,000 Contingency Allowance 5.0%Other Indirect Costs 53,000 Total Indirect Costs $1,118,000 III.Financing Costs Construction Loan Interest 2 $6,172,000 Financed 5.50%Interest $306,000 Financing Fees $6,172,000 Financed 2.50 Points 154,000 Total Financing Costs $460,000 IV.Total Construction Costs $6,172,000 1 2 Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the CULTURAL SPACE COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Mkt Rate Res; trb 26 of 30 EXHIBIT II - APPENDIX G - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPAC E GBA OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Cultural Space Revenue 12,000 Sf Cultural Space GBA $2.00 /Sf Cultural Space GBA $288,000 II.Cultural Space Expenses 12,000 Sf Cultural Space GBA $3.00 /Sf Cultural Space GBA 432,000 III.Cultural Space Net Operating Income ($144,000) IV.GBA Percentage Allocation Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 206,800 Sf Residential GBA 57%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA V.Total Cultural Space Construction Costs (See EXHIBIT II - APPENDIX G - TABLE 1)$6,172,000 VI.Allocation of Cultural Space Construction Costs Office Component 0%Total Cultural Space Construction Costs $0 Retail Component 12%Total Cultural Space Construction Costs 712,000 Market Rate Apartment Component 57%Total Cultural Space Construction Costs 3,487,000 Hotel Component 32%Total Cultural Space Construction Costs 1,973,000 VII.GBA Percentage Allocation for Cultural Space CAM Charges Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 206,800 Sf Residential GBA 57%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA VIII.Total Cultural Space Operating Deficit $144,000 IX.Allocation of Cultural Space CAM Charges 1 Office Component 0%Total Cultural Space Operating Deficit $0 Retail Component 12%Total Cultural Space Operating Deficit 17,000 Market Rate Apartment Component 57%Total Cultural Space Operating Deficit 81,000 Hotel Component 32%Total Cultural Space Operating Deficit 46,000 1 Any deficit in the net operating income for the Cultural Space will be covered by the Office, Retail and Hotel Components. The Affordable Housing Component will not be subject to any Cultural Space CAM charge. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Mkt Rate Res; trb 27 of 30 OFFICE REMOVED / MARKET RATE APARTMENTS ADDED EXHIBIT II APPENDIX H AFFORDABLE HOUSING COMPONENT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Mkt Rate Res; trb 28 of 30 EXHIBIT II - APPENDIX H - TABLE 1 ESTIMATED CONSTRUCTION COSTS AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 40,300 Sf Residential GBA $265 /Sf Residential GBA $10,680,000 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space 0 2nd-Level Subterranean 0 Spaces $34,500 /Space 0 3rd-Level Subterranean 31 Spaces $46,000 /Space 1,426,000 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Residential FF&E Costs 48 Units $1,000 /Unit 48,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,702,000 Builder's Risk Insurance 2.0%Construction Costs 243,000 Contingency Allowance 10.0%Other Direct Costs 1,410,000 Total Direct Costs 40,300 Sf Residential GBA $385 /Sf Residential GBA $15,509,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,551,000 Public Permits & Fees/Impact Fees 48 Units $20,000 /Unit 960,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 465,000 Marketing & Leasing Costs 2.0%Direct Costs 310,000 Developer Fee 2 14%Eligible Basis 2,500,000 Contingency Allowance 5.0%Other Indirect Costs 289,000 Total Indirect Costs $6,075,000 III.Financing Costs Construction Loan Interest Series A Bond 3 $2,092,000 Financed 3.00%Interest $72,000 Series B Bond 4 $18,264,000 Financed 3.00%Interest 630,000 Financing Fees Series A Bond $2,092,000 Financed 2.50 Points 52,000 Series B Bond $18,264,000 Financed 2.50 Points 457,000 Tax Credit Fees 5 31,000 Total Financing Costs $1,242,000 IV.Total Construction Costs 40,300 Sf Residential GBA $566 /Sf Residential GBA $22,826,000 48 Units $475,500 /Unit 1 2 3 4 5 Based on a $2,000 application fee, a $410 per unit monitoring fee, and 1% of the gross Tax Credits for one year. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the AFFORDABLE HOUSING COMPONENT. Equal to the maximum amount allowed by TCAC. Includes debt on 75% of the Tax Credit Equity that will not be funded during construction. Assumes an 18-month construction period with a 60% average outstanding balance, and a 3-month lease-up period with a 100% average outstanding balance. Equal to the unfunded construction costs minus the Series A Bond amount; an 18-month construction period with a 60% average outstanding balance; and a 3-month absorption period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Mkt Rate Res; trb 29 of 30 EXHIBIT II - APPENDIX H - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Affordable Housing Income 1 Manager's Unit (Two-Bdrm)1 Unit $0 /Unit/Month $0 Studio Units 8 Units $702 /Unit/Month 67,000 One-Bedroom Units 25 Units $746 /Unit/Month 224,000 Two-Bedroom Units 10 Units $893 /Unit/Month 107,000 Three-Bedroom Units 4 Units $1,029 /Unit/Month 49,000 Laundry & Miscellaneous Income 48 Units $10 /Unit/Month 6,000 Parking Revenue 2 31 Spaces $75 /Space/Month 28,000 Gross Residential Income $481,000 (Less) Vacancy & Collection Allowance 5%Gross Residential Income (24,000) Effective Gross Income $457,000 II.Affordable Housing Operating Expenses General Operating Expenses 48 Units $5,500 /Unit $264,000 Parking Operating Expenses 31 Spaces $500 Expense/Space 16,000 Property Taxes 3 10,000 Replacement Reserve 48 Units $250 /Unit 12,000 Affordable Housing Operating Expenses $302,000 III.Affordable Housing Net Operating Income $155,000 1 2 3 Based on 2015 Tax Credit rents published by the TCAC for 50% AMI households net the applicable 2014-2015 utility allowances published by the City. Limited to the estimated property tax overrides. Assumes that the affordable units will be awarded a property tax welfare exemption accorded to non- profit developers that own and operate apartment units that are restricted to households that earn less than 80% of the County median income. Parking must be uncoupled from apartment rents. The affordable units can use one parking space at no cost. Alternatively, these tenants can receive a rent reduction equal to 1/2 of the prevailing parking rent. The Developer will implicitly receive 1/2 of the market rate parking charge for the affordable units. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Mkt Rate Res; trb 30 of 30 EXHIBIT II - APPENDIX H - TABLE 3 ESTIMATED FINANCIAL GAP AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS OFFICE REMOVED / MARKET RATE APARTMENTS ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Outside Funding Sources Tax-Exempt Multifamily Bond Net Operating Income 1 $155,000 NOI (See EXHIBIT II - APPENDIX H - TABLE 2) Income Available for Mortgage 1.15 DCR $134,783 Debt Service Interest Rate 5.00%Interest Rate 6.44%Mortgage Constant Permanent Loan $2,092,000 Tax Credit Equity Gross Tax Credit Value 2 $8,981,000 Syndication Rate $1.10 /Tax Credit Dollar Net Tax Credit Equity $9,879,000 Deferred Developer Fee $0 Total Outside Funding Sources $11,971,000 II.Estimated Financial Gap Total Outside Funding Sources $11,971,000 (Less) Total Construction Costs (See EXHIBIT II - APPENDIX H - TABLE 1)(22,826,000) III.Estimated Financial Gap 48 Units ($226,000)/Unit ($10,855,000) 1 Based on a 30-year amortization period. 2 Assumes the use of 4% Tax Credits. Assumes a $20.9 million requested unadjusted eligible basis, which includes a $0.0 million voluntary basis reduction, a 130% difficult-to-develop premium, and a 3.30% Tax Credit Rate. A TTACHMENT U 1510001.SM:KHH 19305.012.002 ATTACMENT III OFFICE REMOVED / HOTEL ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - More Hotel; trb 1 of 26 EXHIBIT III APPENDIX A RETAIL COMPONENT OFFICE REMOVED / HOTEL ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - More Hotel; trb 2 of 26 EXHIBIT III - APPENDIX A - TABLE 1 ESTIMATED CONSTRUCTION COSTS RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 42,200 Sf Retail GBA $265 /Sf Retail GBA $11,183,000 Retail Tenant Improvement Costs 42,200 Sf Retail GBA $50 /Sf Retail GBA 2,110,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,566,000 Builder's Risk Insurance 2.0%Construction Costs 224,000 Contingency Allowance 10.0%Other Direct Costs 1,508,000 Total Direct Costs 42,200 Sf Retail GBA $393 /Sf Retail GBA $16,591,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,659,000 Public Permits & Fees/Impact Fees 42,200 Sf Retail GBA $16.00 /Sf Retail GBA 675,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 498,000 Marketing & Leasing Costs 42,200 Sf Retail GBA $3.00 /Sf Retail GBA 127,000 Development Management 4.0%Direct Costs 664,000 Contingency Allowance 5.0%Other Indirect Costs 181,000 Total Indirect Costs $3,804,000 III.Financing Costs Construction Loan Interest 2 $23,599,000 Financed 5.50%Interest $1,817,000 Financing Fees Construction Loan $23,599,000 Financed 2.50 Points 590,000 Permanent Loan 3 $31,872,000 Financed 2.50 Points 797,000 Total Financing Costs $3,204,000 IV.Total Construction Costs 42,200 Sf GBA $559 /Sf Retail GBA $23,599,000 1 2 3 Assumes a 6.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the RETAIL COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance, and a 6-month lease-up period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - More Hotel; trb 3 of 26 EXHIBIT III - APPENDIX A - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Retail Rental Income Retail Income 1 42,200 Sf Retail GBA $84.00 /Sf Retail GBA $3,545,000 CAM Reimbursements 42,200 Sf Retail GBA $17.00 /Sf Retail GBA 717,000 Gross Retail Income $4,262,000 (Less) Vacancy & Collection Allowance 10.0%Gross Income (426,000) Effective Gross Income $3,836,000 II.Retail Operating Expenses Retail CAM Expenses 42,200 Sf Retail GBA $17.00 /Sf Retail GBA $717,000 Open Space CAM Charge 2 42,200 Sf Retail GBA $0.17 /Sf Retail GBA 7,000 Cultural Space CAM Charge 3 42,200 Sf Retail GBA $0.40 /Sf Retail GBA 17,000 Retail Management Fee 4%Effective Gross Income 153,000 Retail Operating Expenses 42,200 Sf Retail GBA $21.18 /Sf Retail GBA $894,000 III.Retail Net Operating Income $2,942,000 1 2 3 See EXHIBIT III - APPENDIX F - TABLE 2 for allocation of museum CAM charges. Equates to a lease rate of $7.00 per square foot per month on a triple net basis. See EXHIBIT III - APPENDIX E - TABLE 2 for allocation of open space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - More Hotel; trb 4 of 26 EXHIBIT III - APPENDIX A - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $2,942,000 Threshold Stabilized Return 1 7.00% Supportable Private Investment $42,029,000 II.Supportable Land Value Supportable Private Investment $42,029,000 (Less) Total Construction Costs (See EXHIBIT III - APPENDIX A - TABLE 1)(23,599,000) III.Supportable Land Value $18,430,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $18,430,000 (Less) Open Space Costs 2 (See EXHIBIT III - APPENDIX F - TABLE 2)($3,616,000) (Less) Museum Costs 3 (See EXHIBIT III - APPENDIX E - TABLE 2)($712,000) Supportable Land Value Net Public Amenity Costs $14,102,000 1 Based on a 6.00% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 or the Los Angeles Region, plus a 1.00% margin. 2 3 The museum costs equal the RETAIL COMPONENT'S pro rata share of the museum costs. The open space costs equal the RETAIL COMPONENT'S pro rata share of the site improvement and open space costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - More Hotel; trb 5 of 26 EXHIBIT III APPENDIX B HOTEL COMPONENT OFFICE REMOVED / HOTEL ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - More Hotel; trb 6 of 26 EXHIBIT III - APPENDIX B - TABLE 1 ESTIMATED CONSTRUCTION COSTS HOTEL COMPONENT: TYPE I CONSTRUCTION 323,800 SF HOTEL GBA: 423 HOTEL ROOMS OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 423 Rooms $220,000 /Room $93,135,000 Hotel FF&E Costs 423 Rooms $45,000 /Room 19,050,000 Contractor Fees/General Requirements 14.0%Construction Costs 15,706,000 Builder's Risk Insurance 2.0%Construction Costs 2,244,000 Contingency Allowance 10.0%Other Direct Costs 13,014,000 Total Direct Costs 323,800 Sf GBA $442 /Sf GBA $143,149,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $14,315,000 Public Permits & Fees/Impact Fees 323,800 Sf GBA $16.00 /Sf GBA 5,181,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 4,294,000 Pre-Opening/Working Capital 423 Rooms $20,000 /Room 8,467,000 Development Management 4.0%Direct Costs 5,726,000 Contingency Allowance 5.0%Other Indirect Costs 1,899,000 Total Indirect Costs $39,882,000 III.Financing Costs Construction Loan Interest 2 $220,298,000 Financed 5.50%Interest 10,905,000 Financing Fees Construction Loan $220,298,000 Financed 2.50 Points 5,507,000 Permanent Loan 3 $190,532,000 Financed 2.50 Points 4,763,000 Total Financing Costs $37,267,000 IV.Total Construction Costs 323,800 Sf GBA $680 /Sf GBA $220,298,000 423 Rooms $520,400 /Room 1 2 3 Assumes a 6.75% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the HOTEL COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - More Hotel; trb 7 of 26 EXHIBIT III - APPENDIX B - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME HOTEL COMPONENT: TYPE I CONSTRUCTION 323,800 SF HOTEL GBA: 423 HOTEL ROOMS OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Hotel Income Room Rate 1 423 Rooms $350 /Room/Night $41,102,000 Food & Beverage 20%Gross Sales $27,700 /Room 11,743,000 Other 10%Gross Sales $13,900 /Room 5,872,000 Gross Income $58,717,000 II.Distributed Expenses Rooms 20%of Dept. Sales $19,400 /Room $8,220,000 Food & Beverage 70%of Dept. Sales $19,400 /Room 8,220,000 Other 50%of Dept. Sales $6,900 /Room 2,936,000 (Less) Total Distributed Expenses $19,376,000 III.Undistributed Expenses General & Administration 7%Gross Income $9,700 /Room $4,110,000 Franchise Fees 0%Gross Income $0 /Room 0 Marketing 6%Gross Income $8,300 /Room 3,523,000 Utilities 3%Gross Income $4,200 /Room 1,762,000 Maintenance & Property Operation 3%Gross Income $4,200 /Room 1,762,000 (Less) Total Undistributed Expenses $11,157,000 IV.Management Fees 3.0%Gross Revenues $4,162 /Room $1,762,000 V.Fixed Expenses Property Taxes 2 1.1%Hotel Value $7,617 /Room $3,225,000 Open Space CAM Charge 3 323,800 Sf GBA $0.17 /Sf GBA 54,000 Cultural Space CAM Charge 4 323,800 Sf GBA $0.39 /Sf GBA 127,000 Insurance 1.5%Gross Income $2,100 /Room 881,000 FF&E Reserves 4%Gross Income $5,500 /Room 2,349,000 (Less) Total Fixed Expenses $6,636,000 VI.Net Operating Income 34%Gross Revenues $19,786,000 1 Assumes a 76% occupancy rate. 2 Based on a 6.75% capitalization rate. 3 4 See EXHIBIT III - APPENDIX F - TABLE 2 for allocation of museum CAM charges. See EXHIBIT III - APPENDIX E - TABLE 2 for allocation of open space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - More Hotel; trb 8 of 26 EXHIBIT III - APPENDIX B - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE HOTEL COMPONENT: TYPE I CONSTRUCTION 323,800 SF HOTEL GBA: 423 HOTEL ROOMS OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $19,786,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $247,325,000 II.Supportable Land Value Supportable Private Investment $247,325,000 (Less) Total Construction Costs (See EXHIBIT III - APPENDIX B - TABLE 1)(220,298,000) III.Supportable Land Value $27,027,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $27,027,000 (Less) Open Space Costs 2 (See EXHIBIT III - APPENDIX F - TABLE 2)($27,745,000) (Less) Museum Costs 3 (See EXHIBIT III - APPENDIX E - TABLE 2)($5,460,000) V.Supportable Land Value Net Public Amenity Costs ($6,178,000) 1 Based on a 6.75% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 for the Los Angeles Region, plus a 1.25% margin. 2 The open space costs equal the HOTEL COMPONENT'S pro rata share of the site improvement and open space costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - More Hotel; trb 9 of 26 OFFICE REMOVED / HOTEL ADDED EXHIBIT III APPENDIX C PRIVATE PARKING COMPONENT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - More Hotel; trb 10 of 26 EXHIBIT III - APPENDIX C - TABLE 1 ESTIMATED CONSTRUCTION COSTS PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 457 PARKING SPACES OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 142 Spaces $28,750 /Space 4,083,000 2nd-Level Subterranean 312 Spaces $34,500 /Space 10,764,000 3rd-Level Subterranean 3 Spaces $46,000 /Space 138,000 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Contractor Fees/General Requirements 14.0%Construction Costs 2,098,000 Builder's Risk Insurance 2.0%Construction Costs 300,000 Contingency Allowance 10.0%Other Direct Costs 1,738,000 Total Direct Costs 457 Spaces $41,800 /Space $19,121,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,912,000 Public Permits & Fees/Impact Fees 457 Spaces $1,000 /Space 457,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 574,000 Development Management 4.0%Direct Costs 765,000 Contingency Allowance 5.0%Other Indirect Costs 185,000 Total Indirect Costs $3,893,000 III.Financing Costs Construction Loan Interest 2 $25,531,000 Financed 5.50%Interest $1,264,000 Financing Fees Construction Loan $25,531,000 Financed 2.50 Points 638,000 Permanent Loan 3 $24,589,000 Financed 2.50 Points 615,000 Total Financing Costs $2,517,000 IV.Total Construction Costs 457 Spaces $55,867 /Space $25,531,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - More Hotel; trb 11 of 26 EXHIBIT III - APPENDIX C - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 457 PARKING SPACES OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Parking Income Office 1 0 Spaces $200 /Space/Month $0 Retail 2 141 Spaces $10 /Space/Day 386,000 Hotel Rooms 3 212 Spaces $40 /Space/Day 2,352,000 Hotel Bar/Lounge 4 80 Spaces $10 /Space/Day 73,000 Cultural 5 24 Spaces $10 /Space/Day 66,000 Gross Parking Income $2,877,000 II.Parking Operating Expenses 457 Spaces $500 Expense/Space $229,000 III.Parking Net Operating Income $2,648,000 1 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of office space. 2 Assumes a parking ratio of 3.3 spaces per 1,000 square feet of retail space. Assumes that the spaces average 75% occupancy. 3 4 5 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of cultural space. Assumes that the spaces average 75% occupancy. Assumes a parking ratio of 0.5 spaces per hotel room. Based on a daily charge of $40, a 76% occupancy rate, and a 100% utilization rate. Assumes a parking ratio of 10.0 spaces per 1,000 square feet of bar/lounge space. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - More Hotel; trb 12 of 26 EXHIBIT III - APPENDIX C - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 457 PARKING SPACES OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $2,648,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $33,100,000 II.Supportable Land Value Supportable Private Investment $33,100,000 (Less) Total Construction Costs (See EXHIBIT III - APPENDIX C - TABLE 1)(25,531,000) III.Supportable Land Value $7,569,000 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - More Hotel; trb 13 of 26 EXHIBIT III APPENDIX D PUBLIC PARKING COMPONENT OFFICE REMOVED / HOTEL ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - More Hotel; trb 14 of 26 EXHIBIT III - APPENDIX D - TABLE 1 ESTIMATED CONSTRUCTION COSTS PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space 0 2nd-Level Subterranean 0 Spaces $34,500 /Space 0 3rd-Level Subterranean 298 Spaces $46,000 /Space 13,708,000 4th-Level Subterranean 41 Spaces $57,500 /Space 2,358,000 Contractor Fees/General Requirements 14.0%Construction Costs 2,249,000 Builder's Risk Insurance 2.0%Construction Costs 321,000 Contingency Allowance 10.0%Other Direct Costs 1,864,000 Total Direct Costs 339 Spaces $60,500 /Space $20,500,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,050,000 Public Permits & Fees/Impact Fees 339 Spaces $1,000 /Space 339,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 615,000 Development Management 4.0%Direct Costs 820,000 Contingency Allowance 5.0%Other Indirect Costs 191,000 Total Indirect Costs $4,015,000 III.Financing Costs Construction Loan Interest 2 $26,679,000 Financed 5.50%Interest $1,321,000 Financing Fees Construction Loan $26,679,000 Financed 2.50 Points 667,000 Permanent Loan 3 $7,039,000 Financed 2.50 Points 176,000 Total Financing Costs $2,164,000 IV.Total Construction Costs 339 Spaces $78,699 /Space $26,679,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - More Hotel; trb 15 of 26 EXHIBIT III - APPENDIX D - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Public Parking Spaces Revenue 1 339 Spaces $10 /Space/Day $928,000 II.Parking Operating Expenses 339 Spaces $500 Expense/Space $170,000 III.Parking Net Operating Income $758,000 1 Based on information provided by the City. This equates to the required amount of public parking the Developer must provide on-site. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - More Hotel; trb 16 of 26 EXHIBIT III - APPENDIX D - TABLE 3 ESTIMATED FINANCIAL GAP PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $758,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $9,475,000 II.Estimated Financial Gap Supportable Private Investment $9,475,000 (Less) Total Construction Costs (See EXHIBIT III - APPENDIX D - TABLE 1)(26,679,000) III.Estimated Financial Gap ($17,204,000) 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - More Hotel; trb 17 of 26 EXHIBIT III APPENDIX E OPEN SPACE COMPONENT OFFICE REMOVED / HOTEL ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - More Hotel; trb 18 of 26 EXHIBIT III - APPENDIX E - TABLE 1 ESTIMATED CONSTRUCTION COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Site Improvement Costs 112,000 Sf Land $67 /Sf Land $7,500,000 Open Space Costs 88,000 Sf Land $110 /Sf Land 9,680,000 Bike Station & Service Area Costs 1,700 Sf Bike Station GBA $300 /Sf Bike Station GBA 510,000 Contractor Fees/General Requirements 14.0%Construction Costs 2,477,000 Builder's Risk Insurance 2.0%Construction Costs 354,000 Contingency Allowance 10.0%Other Direct Costs 2,052,000 Total Direct Costs $22,573,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,257,000 Public Permits & Fees/Impact Fees 0 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 677,000 Marketing & Leasing Costs 2.0%Direct Costs 451,000 Development Management 4.0%Direct Costs 903,000 Contingency Allowance 5.0%Other Indirect Costs 214,000 Total Indirect Costs $4,502,000 III.Financing Costs Bank Lease Buyout 2 $2,000,000 Construction Loan Interest 3 $30,687,000 Financed 5.50%Interest 1,519,000 Financing Fees $30,687,000 Financed 2.50 Points 767,000 Total Financing Costs $4,286,000 IV.Total Construction Costs $31,361,000 1 2 Based on Developer estimate. 3 Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - More Hotel; trb 19 of 26 EXHIBIT III - APPENDIX E - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION ### OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Open Space Revenue Open Space Management Revenue $860,000 Bike Station & Service Area Revenue 0 Gross Open Space Revenue $860,000 II.Open Space Operating Expenses Open Space Management Expenses $860,000 Bike Station & Service Area Expenses 1,700 Sf Bike Station GBA $3.00 /Sf Bike Station GBA 61,000 Open Space Operating Expenses $921,000 III.Open Space Net Operating Income ($61,000) IV.GBA Percentage Allocation Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 323,800 Sf Hotel GBA 88%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA V.Total Open Space Construction Costs (See EXHIBIT III - APPENDIX E - TABLE 1)$31,361,000 VI.Allocation of Open Space Construction Costs Office Component 0%Total Open Space Construction Costs $0 Retail Component 12%Total Open Space Construction Costs 3,616,000 Market Rate Apartment Component 0%Total Open Space Construction Costs 0 Hotel Component 88%Total Open Space Construction Costs 27,745,000 VII.GBA Percentage Allocation for Open Space CAM Charges Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 323,800 Sf Hotel GBA 88%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA VIII.Total Open Space Operating Deficit $61,000 IX.Allocation of Open Space CAM Charges 1 Office Component 0%Total Open Space Operating Deficit $0 Retail Component 12%Total Open Space Operating Deficit 7,000 Market Rate Apartment Component 0%Total Open Space Operating Deficit 0 Hotel Component 88%Total Open Space Operating Deficit 54,000 1 Any deficit in the net operating income for the open space will be covered by the Office, Retail and Hotel Components. The Affordable Housing Component will not be subject to any open space CAM charge. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - More Hotel; trb 20 of 26 EXHIBIT III APPENDIX F CULTURAL SPACE COMPONENT OFFICE REMOVED / HOTEL ADDED ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - More Hotel; trb 21 of 26 EXHIBIT III - APPENDIX F - TABLE 1 ESTIMATED CONSTRUCTION COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPACE GBA OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Cultural Space Costs 12,000 Sf Cultural Space GBA $300 /Sf Cultural Space GBA 3,600,000 Contractor Fees/General Requirements 14.0%Construction Costs 504,000 Builder's Risk Insurance 2.0%Construction Costs 72,000 Contingency Allowance 10.0%Other Direct Costs 418,000 Total Direct Costs $4,594,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $459,000 Public Permits & Fees/Impact Fees 12,000 Sf Cultural Space GBA $16 /Sf Cultural Space GBA 192,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 138,000 Marketing & Leasing Costs 2.0%Direct Costs 92,000 Development Management 4.0%Direct Costs 184,000 Contingency Allowance 5.0%Other Indirect Costs 53,000 Total Indirect Costs $1,118,000 III.Financing Costs Construction Loan Interest 2 $6,172,000 Financed 5.50%Interest 306,000 Financing Fees $6,172,000 Financed 2.50 Points 154,000 Total Financing Costs $460,000 IV.Total Construction Costs $6,172,000 1 3 Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - More Hotel; trb 22 of 26 EXHIBIT III - APPENDIX F - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPACE GBA OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Cultural Space Revenue 12,000 Sf Cultural Space GBA $2.00 /Sf Cultural Space GBA $288,000 II.Cultural Space Expenses 12,000 Sf Cultural Space GBA $3.00 /Sf Cultural Space GBA 432,000 III.Cultural Space Net Operating Income ($144,000) IV.GBA Percentage Allocation Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 323,800 Sf Hotel GBA 88%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA V.Total Cultural Space Construction Costs (See EXHIBIT III - APPENDIX F - TABLE 1)$6,172,000 VI.Allocation of Cultural Space Construction Costs Office Component 0%Total Cultural Space Construction Costs $0 Retail Component 12%Total Cultural Space Construction Costs 712,000 Market Rate Apartment Component 0%Total Cultural Space Construction Costs 0 Hotel Component 88%Total Cultural Space Construction Costs 5,460,000 VII.GBA Percentage Allocation for Cultural Space CAM Charges Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 323,800 Sf Hotel GBA 88%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA VIII.Total Cultural Space Operating Deficit $144,000 IX.Allocation of Cultural Space CAM Charges 1 Office Component 0%Total Cultural Space Operating Deficit $0 Retail Component 12%Total Cultural Space Operating Deficit 17,000 Market Rate Apartment Component 0%Total Cultural Space Operating Deficit 0 Hotel Component 88%Total Cultural Space Operating Deficit 127,000 1 Any deficit in the net operating income for the Cultural Space will be covered by the Office, Retail and Hotel Components. The Affordable Housing Component will not be subject to any Cultural Space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - More Hotel; trb 23 of 26 OFFICE REMOVED / HOTEL ADDED EXHIBIT III APPENDIX G AFFORDABLE HOUSING COMPONENT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - More Hotel; trb 24 of 26 EXHIBIT III - APPENDIX G - TABLE 1 ESTIMATED CONSTRUCTION COSTS AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 40,300 Sf Residential GBA $265 /Sf Residential GBA $10,680,000 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space 0 2nd-Level Subterranean 0 Spaces $34,500 /Space 0 3rd-Level Subterranean 31 Spaces $46,000 /Space 1,426,000 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Residential FF&E Costs 48 Units $1,000 /Unit 48,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,702,000 Builder's Risk Insurance 2.0%Construction Costs 243,000 Contingency Allowance 10.0%Other Direct Costs 1,410,000 Total Direct Costs 40,300 Sf Residential GBA $385 /Sf Residential GBA $15,509,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,551,000 Public Permits & Fees/Impact Fees 48 Units $20,000 /Unit 960,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 465,000 Marketing & Leasing Costs 2.0%Direct Costs 310,000 Developer Fee 2 14%Eligible Basis 2,500,000 Contingency Allowance 5.0%Other Indirect Costs 289,000 Total Indirect Costs $6,075,000 III.Financing Costs Construction Loan Interest Series A Bond 3 $2,092,000 Financed 3.00%Interest $72,000 Series B Bond 4 $18,264,000 Financed 3.00%Interest 630,000 Financing Fees Series A Bond $2,092,000 Financed 2.50 Points 52,000 Series B Bond $18,264,000 Financed 2.50 Points 457,000 Tax Credit Fees 5 31,000 Total Financing Costs $1,242,000 IV.Total Construction Costs 40,300 Sf Residential GBA $566 /Sf Residential GBA $22,826,000 48 Units $475,500 /Unit 1 2 3 4 5 Based on a $2,000 application fee, a $410 per unit monitoring fee, and 1% of the gross Tax Credits for one year. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the AFFORDABLE HOUSING COMPONENT. Equal to the maximum amount allowed by TCAC. Includes debt on 75% of the Tax Credit Equity that will not be funded during construction. Assumes an 18-month construction period with a 60% average outstanding balance, and a 3-month lease-up period with a 100% average outstanding balance. Equal to the unfunded construction costs minus the Series A Bond amount; an 18-month construction period with a 60% average outstanding balance; and a 3-month absorption period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - More Hotel; trb 25 of 26 EXHIBIT III - APPENDIX G - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Affordable Housing Income 1 Manager's Unit (Two-Bdrm)1 Unit $0 /Unit/Month $0 Studio Units 8 Units $702 /Unit/Month 67,000 One-Bedroom Units 25 Units $746 /Unit/Month 224,000 Two-Bedroom Units 10 Units $893 /Unit/Month 107,000 Three-Bedroom Units 4 Units $1,029 /Unit/Month 49,000 Laundry & Miscellaneous Income 48 Units $10 /Unit/Month 6,000 Parking Revenue 2 31 Spaces $75 /Space/Month 28,000 Gross Residential Income $481,000 (Less) Vacancy & Collection Allowance 5%Gross Residential Income (24,000) Effective Gross Income $457,000 II.Affordable Housing Operating Expenses General Operating Expenses 48 Units $5,500 /Unit $264,000 Parking Operating Expenses 31 Spaces $500 Expense/Space 16,000 Property Taxes 3 10,000 Replacement Reserve 48 Units $250 /Unit 12,000 Affordable Housing Operating Expenses $302,000 III.Affordable Housing Net Operating Income $155,000 1 2 3 Based on 2015 Tax Credit rents published by the TCAC for 50% AMI households net the applicable 2014-2015 utility allowances published by the City. Limited to the estimated property tax overrides. Assumes that the affordable units will be awarded a property tax welfare exemption accorded to non- profit developers that own and operate apartment units that are restricted to households that earn less than 80% of the County median income. Parking must be uncoupled from apartment rents. The affordable units can use one parking space at no cost. Alternatively, these tenants can receive a rent reduction equal to 1/2 of the prevailing parking rent. The Developer will implicitly receive 1/2 of the market rate parking charge for the affordable units. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - More Hotel; trb 26 of 26 EXHIBIT III - APPENDIX G - TABLE 3 ESTIMATED FINANCIAL GAP AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS OFFICE REMOVED / HOTEL ADDED THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Outside Funding Sources Tax-Exempt Multifamily Bond Net Operating Income 1 $155,000 NOI (See EXHIBIT III - APPENDIX G - TABLE 2) Income Available for Mortgage 1.15 DCR $134,783 Debt Service Interest Rate 5.00%Interest Rate 6.44%Mortgage Constant Permanent Loan $2,092,000 Tax Credit Equity Gross Tax Credit Value 2 $8,981,000 Syndication Rate $1.10 /Tax Credit Dollar Net Tax Credit Equity $9,879,000 Deferred Developer Fee $0 Total Outside Funding Sources $11,971,000 II.Estimated Financial Gap Total Outside Funding Sources $11,971,000 (Less) Total Construction Costs (See EXHIBIT III - APPENDIX G - TABLE 1)(22,826,000) III.Estimated Financial Gap 48 Units ($226,000)/Unit ($10,855,000) 1 Based on a 30-year amortization period. 2 Assumes the use of 4% Tax Credits. Assumes a $20.9 million requested unadjusted eligible basis, which includes a $0.0 million voluntary basis reduction, a 130% difficult-to-develop premium, and a 3.30% Tax Credit Rate. A TTACHMENT U 1510001.SM:KHH 19305.012.002 ATTACHMENT IV OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - No Office; trb 1 of 26 EXHIBIT IV APPENDIX A RETAIL COMPONENT OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - No Office; trb 2 of 26 EXHIBIT IV - APPENDIX A - TABLE 1 ESTIMATED CONSTRUCTION COSTS RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 42,200 Sf Retail GBA $265 /Sf Retail GBA $11,183,000 Retail Tenant Improvement Costs 42,200 Sf Retail GBA $50 /Sf Retail GBA 2,110,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,566,000 Builder's Risk Insurance 2.0%Construction Costs 224,000 Contingency Allowance 10.0%Other Direct Costs 1,508,000 Total Direct Costs 42,200 Sf Retail GBA $393 /Sf Retail GBA $16,591,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,659,000 Public Permits & Fees/Impact Fees 42,200 Sf Retail GBA $16.00 /Sf Retail GBA 675,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 498,000 Marketing & Leasing Costs 42,200 Sf Retail GBA $3.00 /Sf Retail GBA 127,000 Development Management 4.0%Direct Costs 664,000 Contingency Allowance 5.0%Other Indirect Costs 181,000 Total Indirect Costs $3,804,000 III.Financing Costs Construction Loan Interest 2 $23,591,000 Financed 5.50%Interest $1,817,000 Financing Fees Construction Loan $23,591,000 Financed 2.50 Points 590,000 Permanent Loan 3 $31,547,000 Financed 2.50 Points 789,000 Total Financing Costs $3,196,000 IV.Total Construction Costs 42,200 Sf GBA $559 /Sf Retail GBA $23,591,000 1 2 3 Assumes a 6.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the RETAIL COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance, and a 6-month lease-up period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - No Office; trb 3 of 26 EXHIBIT IV - APPENDIX A - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Retail Rental Income Retail Income 1 42,200 Sf Retail GBA $84.00 /Sf Retail GBA $3,545,000 CAM Reimbursements 42,200 Sf Retail GBA $17.00 /Sf Retail GBA 717,000 Gross Retail Income $4,262,000 (Less) Vacancy & Collection Allowance 10.0%Gross Income (426,000) Effective Gross Income $3,836,000 II.Retail Operating Expenses Retail CAM Expenses 42,200 Sf Retail GBA $17.00 /Sf Retail GBA $717,000 Open Space CAM Charge 2 42,200 Sf Retail GBA $0.38 /Sf Retail GBA 16,000 Cultural Space CAM Charge 3 42,200 Sf Retail GBA $0.90 /Sf Retail GBA 38,000 Retail Management Fee 4%Effective Gross Income 153,000 Retail Operating Expenses 42,200 Sf Retail GBA $21.90 /Sf Retail GBA $924,000 III.Retail Net Operating Income $2,912,000 1 2 3 See EXHIBIT IV - APPENDIX F - TABLE 2 for allocation of museum CAM charges. Equates to a lease rate of $7.00 per square foot per month on a triple net basis. See EXHIBIT IV - APPENDIX E - TABLE 2 for allocation of open space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - No Office; trb 4 of 26 EXHIBIT IV - APPENDIX A - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $2,912,000 Threshold Stabilized Return 1 7.00% Supportable Private Investment $41,600,000 II.Supportable Land Value Supportable Private Investment $41,600,000 (Less) Total Construction Costs (See EXHIBIT IV - APPENDIX A - TABLE 1)(23,591,000) III.Supportable Land Value $18,009,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $18,009,000 (Less) Open Space Costs 2 (See EXHIBIT IV - APPENDIX E - TABLE 2)($8,313,000) (Less) Museum Costs 3 (See EXHIBIT IV - APPENDIX F - TABLE 2)($1,636,000) Supportable Land Value Net Public Amenity Costs $8,060,000 1 Based on a 6.00% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 or the Los Angeles Region, plus a 1.00% margin. 2 3 The museum costs equal the RETAIL COMPONENT'S pro rata share of the museum costs. The open space costs equal the RETAIL COMPONENT'S pro rata share of the site improvement and open space costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - No Office; trb 5 of 26 EXHIBIT IV APPENDIX B HOTEL COMPONENT OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - No Office; trb 6 of 26 EXHIBIT IV - APPENDIX B - TABLE 1 ESTIMATED CONSTRUCTION COSTS HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 195 Rooms $200,000 /Room $39,000,000 Hotel FF&E Costs 195 Rooms $45,000 /Room 8,775,000 Contractor Fees/General Requirements 14.0%Construction Costs 6,689,000 Builder's Risk Insurance 2.0%Construction Costs 956,000 Contingency Allowance 10.0%Other Direct Costs 5,542,000 Total Direct Costs 117,000 Sf GBA $521 /Sf GBA $60,962,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $6,096,000 Public Permits & Fees/Impact Fees 117,000 Sf GBA $16.00 /Sf GBA 1,872,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 1,829,000 Pre-Opening/Working Capital 195 Rooms $20,000 /Room 3,900,000 Development Management 4.0%Direct Costs 2,438,000 Contingency Allowance 5.0%Other Indirect Costs 807,000 Total Indirect Costs $16,942,000 III.Financing Costs Construction Loan Interest 2 $94,250,000 Financed 5.50%Interest 4,665,000 Financing Fees Construction Loan $94,250,000 Financed 2.50 Points 2,356,000 Permanent Loan 3 $87,216,000 Financed 2.50 Points 2,180,000 Total Financing Costs $16,346,000 IV.Total Construction Costs 117,000 Sf GBA $810 /Sf GBA $94,250,000 195 Rooms $483,300 /Room 1 2 3 Assumes a 6.75% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the HOTEL COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - No Office; trb 7 of 26 EXHIBIT IV - APPENDIX B - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Hotel Income Room Rate 1 195 Rooms $350 /Room/Night $18,933,000 Food & Beverage 20%Gross Sales $27,700 /Room 5,409,000 Other 10%Gross Sales $13,900 /Room 2,705,000 Gross Income $27,047,000 II.Distributed Expenses Rooms 20%of Dept. Sales $19,400 /Room $3,787,000 Food & Beverage 70%of Dept. Sales $19,400 /Room 3,786,000 Other 50%of Dept. Sales $6,900 /Room 1,353,000 (Less) Total Distributed Expenses $8,926,000 III.Undistributed Expenses General & Administration 7%Gross Income $9,700 /Room $1,893,000 Franchise Fees 0%Gross Income $0 /Room 0 Marketing 6%Gross Income $8,300 /Room 1,623,000 Utilities 3%Gross Income $4,200 /Room 811,000 Maintenance & Property Operation 3%Gross Income $4,200 /Room 811,000 (Less) Total Undistributed Expenses $5,138,000 IV.Management Fees 3.0%Gross Revenues $4,159 /Room $811,000 V.Fixed Expenses Property Taxes 2 1.1%Hotel Value $7,569 /Room $1,476,000 Open Space CAM Charge 3 117,000 Sf GBA $0.38 /Sf GBA 45,000 Cultural Space CAM Charge 4 117,000 Sf GBA $0.91 /Sf GBA 106,000 Insurance 1.5%Gross Income $2,100 /Room 406,000 FF&E Reserves 4%Gross Income $5,500 /Room 1,082,000 (Less) Total Fixed Expenses $3,115,000 VI.Net Operating Income 33%Gross Revenues $9,057,000 1 Assumes a 76% occupancy rate. 2 Based on a 6.75% capitalization rate. 3 4 See EXHIBIT IV - APPENDIX F - TABLE 2 for allocation of museum CAM charges. See EXHIBIT IV - APPENDIX E - TABLE 2 for allocation of open space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - No Office; trb 8 of 26 EXHIBIT IV - APPENDIX B - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $9,057,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $113,213,000 II.Supportable Land Value Supportable Private Investment $113,213,000 (Less) Total Construction Costs (See EXHIBIT IV - APPENDIX B - TABLE 1)(94,250,000) III.Supportable Land Value $18,963,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $18,963,000 (Less) Open Space Costs 2 (See EXHIBIT IV - APPENDIX E - TABLE 2)($23,048,000) (Less) Museum Costs 3 (See EXHIBIT IV - APPENDIX F - TABLE 2)($4,536,000) V.Supportable Land Value Net Public Amenity Costs ($8,621,000) 1 Based on a 6.75% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 for the Los Angeles Region, plus a 1.25% margin. 2 The open space costs equal the HOTEL COMPONENT'S pro rata share of the site improvement and open space costs. 3 The museum costs equal the HOTEL COMPONENT'S pro rata share of the museum costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - No Office; trb 9 of 26 OFFICE REMOVED / NO ADDITIONAL USES EXHIBIT IV APPENDIX C PRIVATE PARKING COMPONENT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - No Office; trb 10 of 26 EXHIBIT IV - APPENDIX C - TABLE 1 ESTIMATED CONSTRUCTION COSTS PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 343 PARKING SPACES OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 142 Spaces $28,750 /Space 4,083,000 2nd-Level Subterranean 201 Spaces $34,500 /Space 6,935,000 3rd-Level Subterranean 0 Spaces $46,000 /Space 0 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Contractor Fees/General Requirements 14.0%Construction Costs 1,543,000 Builder's Risk Insurance 2.0%Construction Costs 220,000 Contingency Allowance 10.0%Other Direct Costs 1,278,000 Total Direct Costs 343 Spaces $41,000 /Space $14,059,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,406,000 Public Permits & Fees/Impact Fees 343 Spaces $1,000 /Space 343,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 422,000 Development Management 4.0%Direct Costs 562,000 Contingency Allowance 5.0%Other Indirect Costs 137,000 Total Indirect Costs $2,870,000 III.Financing Costs Construction Loan Interest 2 $18,652,000 Financed 5.50%Interest $923,000 Financing Fees Construction Loan $18,652,000 Financed 2.50 Points 466,000 Permanent Loan 3 $13,371,000 Financed 2.50 Points 334,000 Total Financing Costs $1,723,000 IV.Total Construction Costs 343 Spaces $54,379 /Space $18,652,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - No Office; trb 11 of 26 EXHIBIT IV - APPENDIX C - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 343 PARKING SPACES OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Parking Income Office 1 0 Spaces $200 /Space/Month $0 Retail 2 141 Spaces $10 /Space/Day 386,000 Hotel Rooms 3 98 Spaces $40 /Space/Day 1,087,000 Hotel Bar/Lounge 4 80 Spaces $10 /Space/Day 73,000 Cultural 5 24 Spaces $10 /Space/Day 66,000 Gross Parking Income $1,612,000 II.Parking Operating Expenses 343 Spaces $500 Expense/Space $172,000 III.Parking Net Operating Income $1,440,000 1 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of office space. 2 Assumes a parking ratio of 3.3 spaces per 1,000 square feet of retail space. Assumes that the spaces average 75% occupancy. 3 4 5 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of cultural space. Assumes that the spaces average 75% occupancy. Assumes a parking ratio of 0.5 spaces per hotel room. Based on a daily charge of $40, a 76% occupancy rate, and a 100% utilization rate. Assumes a parking ratio of 10.0 spaces per 1,000 square feet of bar/lounge space. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Private Parking - No Office; trb 12 of 26 EXHIBIT IV - APPENDIX C - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 343 PARKING SPACES OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $1,440,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $18,000,000 II.Supportable Land Value Supportable Private Investment $18,000,000 (Less) Total Construction Costs (See EXHIBIT IV - APPENDIX C - TABLE 1)(18,652,000) III.Supportable Land Value ($652,000) 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - No Office; trb 13 of 26 OFFICE REMOVED / NO ADDITIONAL USES EXHIBIT IV APPENDIX D PUBLIC PARKING COMPONENT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - No Office; trb 14 of 26 EXHIBIT IV - APPENDIX D - TABLE 1 ESTIMATED CONSTRUCTION COSTS PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space 0 2nd-Level Subterranean 80 Spaces $34,500 /Space 2,760,000 3rd-Level Subterranean 259 Spaces $46,000 /Space 11,914,000 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Contractor Fees/General Requirements 14.0%Construction Costs 2,054,000 Builder's Risk Insurance 2.0%Construction Costs 293,000 Contingency Allowance 10.0%Other Direct Costs 1,702,000 Total Direct Costs 339 Spaces $55,200 /Space $18,723,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,872,000 Public Permits & Fees/Impact Fees 339 Spaces $1,000 /Space 339,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 562,000 Development Management 4.0%Direct Costs 749,000 Contingency Allowance 5.0%Other Indirect Costs 176,000 Total Indirect Costs $3,698,000 III.Financing Costs Construction Loan Interest 2 $24,416,000 Financed 5.50%Interest $1,209,000 Financing Fees Construction Loan $24,416,000 Financed 2.50 Points 610,000 Permanent Loan 3 $7,039,000 Financed 2.50 Points 176,000 Total Financing Costs $1,995,000 IV.Total Construction Costs 339 Spaces $72,024 /Space $24,416,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - No Office; trb 15 of 26 EXHIBIT IV - APPENDIX D - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Public Parking Spaces Revenue 1 339 Spaces $10 /Space/Day $928,000 II.Parking Operating Expenses 339 Spaces $500 Expense/Space $170,000 III.Parking Net Operating Income $758,000 1 Based on information provided by the City. This equates to the required amount of public parking the Developer must provide on-site. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Parking - No Office; trb 16 of 26 EXHIBIT IV - APPENDIX D - TABLE 3 ESTIMATED FINANCIAL GAP PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $758,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $9,475,000 II.Estimated Financial Gap Supportable Private Investment $9,475,000 (Less) Total Construction Costs (See EXHIBIT IV - APPENDIX D - TABLE 1)(24,416,000) III.Estimated Financial Gap ($14,941,000) 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - No Office; trb 17 of 26 EXHIBIT IV APPENDIX E OPEN SPACE COMPONENT OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - No Office; trb 18 of 26 EXHIBIT IV - APPENDIX E - TABLE 1 ESTIMATED CONSTRUCTION COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Site Improvement Costs 112,000 Sf Land $67 /Sf Land $7,500,000 Open Space Costs 88,000 Sf Land $110 /Sf Land 9,680,000 Bike Station & Service Area Costs 1,700 Sf Bike Station GBA $300 /Sf Bike Station GBA 510,000 Contractor Fees/General Requirements 14.0%Construction Costs 2,477,000 Builder's Risk Insurance 2.0%Construction Costs 354,000 Contingency Allowance 10.0%Other Direct Costs 2,052,000 Total Direct Costs $22,573,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,257,000 Public Permits & Fees/Impact Fees 0 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 677,000 Marketing & Leasing Costs 2.0%Direct Costs 451,000 Development Management 4.0%Direct Costs 903,000 Contingency Allowance 5.0%Other Indirect Costs 214,000 Total Indirect Costs $4,502,000 III.Financing Costs Bank Lease Buyout 2 $2,000,000 Construction Loan Interest 3 $30,687,000 Financed 5.50%Interest 1,519,000 Financing Fees $30,687,000 Financed 2.50 Points 767,000 Total Financing Costs $4,286,000 IV.Total Construction Costs $31,361,000 1 2 Based on Developer estimate. 3 Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - No Office; trb 19 of 26 EXHIBIT IV - APPENDIX E - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Open Space Revenue Open Space Management Revenue $860,000 Bike Station & Service Area Revenue 0 Gross Open Space Revenue $860,000 II.Open Space Operating Expenses Open Space Management Expenses $860,000 Bike Station & Service Area Expenses 1,700 Sf Bike Station GBA $3.00 /Sf Bike Station GBA 61,000 Open Space Operating Expenses $921,000 III.Open Space Net Operating Income ($61,000) IV.GBA Percentage Allocation Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 27%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 73%Total GBA Total GBA 159,200 Sf GBA 100%Total GBA V.Total Open Space Construction Costs (See EXHIBIT IV - APPENDIX E - TABLE 1)$31,361,000 VI.Allocation of Open Space Construction Costs Office Component 0%Total Open Space Construction Costs $0 Retail Component 27%Total Open Space Construction Costs 8,313,000 Market Rate Apartment Component 0%Total Open Space Construction Costs 0 Hotel Component 73%Total Open Space Construction Costs 23,048,000 VII.GBA Percentage Allocation for Open Space CAM Charges Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 27%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 73%Total GBA Total GBA 159,200 Sf GBA 100%Total GBA VIII.Total Open Space Operating Deficit $61,000 IX.Allocation of Open Space CAM Charges 1 Office Component 0%Total Open Space Operating Deficit $0 Retail Component 27%Total Open Space Operating Deficit 16,000 Market Rate Apartment Component 0%Total Open Space Operating Deficit 0 Hotel Component 73%Total Open Space Operating Deficit 45,000 1 Any deficit in the net operating income for the open space will be covered by the Retail and Hotel Components. The Affordable Housing Component will not be subject to any open space CAM charge. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - No Office; trb 20 of 26 EXHIBIT IV APPENDIX F CULTURAL SPACE COMPONENT OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - No Office; trb 21 of 26 EXHIBIT IV - APPENDIX F - TABLE 1 ESTIMATED CONSTRUCTION COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPACE GBA OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Cultural Space Costs 12,000 Sf Cultural Space GBA $300 /Sf Cultural Space GBA 3,600,000 Contractor Fees/General Requirements 14.0%Construction Costs 504,000 Builder's Risk Insurance 2.0%Construction Costs 72,000 Contingency Allowance 10.0%Other Direct Costs 418,000 Total Direct Costs $4,594,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $459,000 Public Permits & Fees/Impact Fees 12,000 Sf Cultural Space GBA $16 /Sf Cultural Space GBA 192,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 138,000 Marketing & Leasing Costs 2.0%Direct Costs 92,000 Development Management 4.0%Direct Costs 184,000 Contingency Allowance 5.0%Other Indirect Costs 53,000 Total Indirect Costs $1,118,000 III.Financing Costs Construction Loan Interest 2 $6,172,000 Financed 5.50%Interest $306,000 Financing Fees $6,172,000 Financed 2.50 Points 154,000 Total Financing Costs $460,000 IV.Total Construction Costs $6,172,000 1 2 Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - No Office; trb 22 of 26 EXHIBIT IV - APPENDIX F - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPACE GBA OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Cultural Space Revenue 12,000 Sf Cultural Space GBA $2.00 /Sf Cultural Space GBA $288,000 II.Cultural Space Expenses 12,000 Sf Cultural Space GBA $3.00 /Sf Cultural Space GBA 432,000 III.Cultural Space Net Operating Income ($144,000) IV.GBA Percentage Allocation Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 27%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 73%Total GBA Total GBA 159,200 Sf GBA 100%Total GBA V.Total Cultural Space Construction Costs (See EXHIBIT IV - APPENDIX F - TABLE 1)$6,172,000 VI.Allocation of Cultural Space Construction Costs Office Component 0%Total Cultural Space Construction Costs $0 Retail Component 27%Total Cultural Space Construction Costs 1,636,000 Market Rate Apartment Component 0%Total Cultural Space Construction Costs 0 Hotel Component 73%Total Cultural Space Construction Costs 4,536,000 VII.GBA Percentage Allocation for Cultural Space CAM Charges Office Component 0 Sf Office GBA 0%Total GBA Retail Component 42,200 Sf Retail GBA 27%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 73%Total GBA Total GBA 159,200 Sf GBA 100%Total GBA VIII.Total Cultural Space Operating Deficit $144,000 IX.Allocation of Cultural Space CAM Charges 1 Office Component 0%Total Cultural Space Operating Deficit $0 Retail Component 27%Total Cultural Space Operating Deficit 38,000 Market Rate Apartment Component 0%Total Cultural Space Operating Deficit 0 Hotel Component 73%Total Cultural Space Operating Deficit 106,000 1 Any deficit in the net operating income for the Cultural Space will be covered by the Retail and Hotel Components. The Affordable Housing Component will not be subject to any Cultural Space CAM charge. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - No Office; trb 23 of 26 OFFICE REMOVED / NO ADDITIONAL USES EXHIBIT IV APPENDIX G AFFORDABLE HOUSING COMPONENT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - No Office; trb 24 of 26 EXHIBIT IV - APPENDIX G - TABLE 1 ESTIMATED CONSTRUCTION COSTS AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 40,300 Sf Residential GBA $265 /Sf Residential GBA $10,680,000 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space 0 2nd-Level Subterranean 31 Spaces $34,500 /Space 1,070,000 3rd-Level Subterranean 0 Spaces $46,000 /Space 0 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Residential FF&E Costs 48 Units $1,000 /Unit 48,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,652,000 Builder's Risk Insurance 2.0%Construction Costs 236,000 Contingency Allowance 10.0%Other Direct Costs 1,369,000 Total Direct Costs 40,300 Sf Residential GBA $374 /Sf Residential GBA $15,055,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,506,000 Public Permits & Fees/Impact Fees 48 Units $20,000 /Unit 960,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 452,000 Marketing & Leasing Costs 2.0%Direct Costs 301,000 Developer Fee 2 14%Eligible Basis 2,500,000 Contingency Allowance 5.0%Other Indirect Costs 286,000 Total Indirect Costs $6,005,000 III.Financing Costs Construction Loan Interest Series A Bond 3 $2,092,000 Financed 3.00%Interest $72,000 Series B Bond 4 $17,731,000 Financed 3.00%Interest 612,000 Financing Fees Series A Bond $2,092,000 Financed 2.50 Points 52,000 Series B Bond $17,731,000 Financed 2.50 Points 443,000 Tax Credit Fees 5 31,000 Total Financing Costs $1,210,000 IV.Total Construction Costs 40,300 Sf Residential GBA $553 /Sf Residential GBA $22,270,000 48 Units $464,000 /Unit 1 2 3 4 5 Based on a $2,000 application fee, a $410 per unit monitoring fee, and 1% of the gross Tax Credits for one year. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the AFFORDABLE HOUSING COMPONENT. Equal to the maximum amount allowed by TCAC. Includes debt on 75% of the Tax Credit Equity that will not be funded during construction. Assumes an 18-month construction period with a 60% average outstanding balance, and a 3-month lease-up period with a 100% average outstanding balance. Equal to the unfunded construction costs minus the Series A Bond amount; an 18-month construction period with a 60% average outstanding balance; and a 3-month absorption period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - No Office; trb 25 of 26 EXHIBIT IV - APPENDIX G - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Affordable Housing Income 1 Manager's Unit (Two-Bdrm)1 Unit $0 /Unit/Month $0 Studio Units 8 Units $702 /Unit/Month 67,000 One-Bedroom Units 25 Units $746 /Unit/Month 224,000 Two-Bedroom Units 10 Units $893 /Unit/Month 107,000 Three-Bedroom Units 4 Units $1,029 /Unit/Month 49,000 Laundry & Miscellaneous Income 48 Units $10 /Unit/Month 6,000 Parking Revenue 2 31 Spaces $75 /Space/Month 28,000 Gross Residential Income $481,000 (Less) Vacancy & Collection Allowance 5%Gross Residential Income (24,000) Effective Gross Income $457,000 II.Affordable Housing Operating Expenses General Operating Expenses 48 Units $5,500 /Unit $264,000 Parking Operating Expenses 31 Spaces $500 Expense/Space 16,000 Property Taxes 3 10,000 Replacement Reserve 48 Units $250 /Unit 12,000 Affordable Housing Operating Expenses $302,000 III.Affordable Housing Net Operating Income $155,000 1 2 3 Based on 2015 Tax Credit rents published by the TCAC for 50% AMI households net the applicable 2014-2015 utility allowances published by the City. Limited to the estimated property tax overrides. Assumes that the affordable units will be awarded a property tax welfare exemption accorded to non- profit developers that own and operate apartment units that are restricted to households that earn less than 80% of the County median income. Parking must be uncoupled from apartment rents. The affordable units can use one parking space at no cost. Alternatively, these tenants can receive a rent reduction equal to 1/2 of the prevailing parking rent. The Developer will implicitly receive 1/2 of the market rate parking charge for the affordable units. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - No Office; trb 26 of 26 EXHIBIT IV - APPENDIX G - TABLE 3 ESTIMATED FINANCIAL GAP AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Outside Funding Sources Tax-Exempt Multifamily Bond Net Operating Income 1 $155,000 NOI (See EXHIBIT IV - APPENDIX G - TABLE 2) Income Available for Mortgage 1.15 DCR $134,783 Debt Service Interest Rate 5.00%Interest Rate 6.44%Mortgage Constant Permanent Loan $2,092,000 Tax Credit Equity Gross Tax Credit Value 2 $8,899,000 Syndication Rate $1.10 /Tax Credit Dollar Net Tax Credit Equity $9,789,000 Deferred Developer Fee $0 Total Outside Funding Sources $11,881,000 II.Estimated Financial Gap Total Outside Funding Sources $11,881,000 (Less) Total Construction Costs (See EXHIBIT IV - APPENDIX G - TABLE 1)(22,270,000) III.Estimated Financial Gap 48 Units ($216,000)/Unit ($10,389,000) 1 Based on a 30-year amortization period. 2 Assumes the use of 4% Tax Credits. Assumes a $20.7 million requested unadjusted eligible basis, which includes a $0.0 million voluntary basis reduction, a 130% difficult-to-develop premium, and a 3.30% Tax Credit Rate. A TTACHMENT U 1510001.SM:KHH 19305.012.002 ATTACHMENT V OFFICE REDUCED & REPLACED WITH ADDITIONAL HOTEL ROOMS ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Plus 100,000 Hotel; trb 1 of 30 EXHIBIT V APPENDIX A OFFICE COMPONENT 100,000 SF OFFICE CONVERTED TO HOTEL ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Plus 100,000 Hotel; trb 2 of 30 EXHIBIT V - APPENDIX A - TABLE 1 ESTIMATED CONSTRUCTION COSTS OFFICE COMPONENT: TYPE I CONSTRUCTION 106,800 SF OFFICE GBA 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 106,800 Sf Office GBA $265 /Sf Office GBA $28,302,000 Office Tenant Improvement Costs 106,800 Sf Office GBA $50 /Sf Office GBA 5,340,000 Contractor Fees/General Requirements 14.0%Construction Costs 4,710,000 Builder's Risk Insurance 2.0%Construction Costs 673,000 Contingency Allowance 10.0%Other Direct Costs 3,903,000 Total Direct Costs 106,800 Sf GBA $402 /Sf GBA $42,928,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $4,293,000 Public Permits & Fees/Impact Fees 106,800 Sf GBA $16.00 /Sf GBA 1,709,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 1,288,000 Marketing & Leasing Costs 106,800 Sf Office GBA $3.00 /Sf Office GBA 320,000 Development Management 4.0%Direct Costs 1,717,000 Contingency Allowance 5.0%Other Indirect Costs 466,000 Total Indirect Costs $9,793,000 III.Financing Costs Construction Loan Interest 2 $60,715,000 Financed 5.50%Interest $4,675,000 Financing Fees Construction Loan $60,715,000 Financed 2.50 Points 1,518,000 Permanent Loan 3 $72,054,000 Financed 2.50 Points 1,801,000 Total Financing Costs $7,994,000 IV.Total Construction Costs 106,800 Sf GBA $568 /Sf GBA $60,715,000 1 2 3 Based on a 5.75% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the OFFICE COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance, and a 6-month lease-up period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Plus 100,000 Hotel; trb 3 of 30 EXHIBIT V - APPENDIX A - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME OFFICE COMPONENT: TYPE I CONSTRUCTION 106,800 SF OFFICE GBA 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Office Rental Income Office Income 1 106,800 Sf Office GBA $90.00 /Sf Office GBA $9,612,000 (Less) Vacancy & Collection Allowance 10%Office Income (961,000) Effective Gross Income $8,651,000 II.Office Operating Expenses Office Operating Expenses 106,800 Sf Office GBA $17.00 /Sf Office GBA $1,816,000 Open Space CAM Charge 2 106,800 Sf Office GBA $0.32 /Sf Office GBA 34,000 Cultural Space CAM Charge 3 106,800 Sf Office GBA $0.76 /Sf Office GBA 81,000 Office Management Fee 4%Effective Gross Income 346,000 Office Operating Expenses $2,277,000 III.Office Net Operating Income $6,374,000 1 2 3 Equates to $7.50 per square foot per month on a full service gross basis. See EXHIBIT V - APPENDIX F - TABLE 2 for allocation of open space CAM charges. See EXHIBIT V - APPENDIX G - TABLE 2 for allocation of museum CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Plus 100,000 Hotel; trb 4 of 30 EXHIBIT V - APPENDIX A - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE OFFICE COMPONENT: TYPE I CONSTRUCTION 106,800 SF OFFICE GBA 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $6,374,000 Threshold Stabilized Return 1 6.75% Supportable Private Investment $94,430,000 II.Supportable Land Value Supportable Private Investment $94,430,000 (Less) Total Construction Costs (See EXHIBIT V - APPENDIX A - TABLE 1)(60,715,000) III.Supportable Land Value $33,715,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $33,715,000 (Less) Open Space Costs 2 (See EXHIBIT V - APPENDIX F - TABLE 2)(17,720,000) (Less) Museum Costs 3 (See EXHIBIT V - APPENDIX G - TABLE 2)(3,487,000) V.Supportable Land Value Net Public Amenity Costs $12,508,000 1 2 3 The museum costs equal the 'S pro rata share of the museum costs. The open space costs equal the OFFICE COMPONENT'S pro rata share of the site improvement and open space costs. Based on a 5.75% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 for the Los Angeles Region, plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Plus 100,000 Hotel; trb 5 of 30 EXHIBIT V APPENDIX B RETAIL COMPONENT 100,000 SF OFFICE CONVERTED TO HOTEL ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Plus 100,000 Hotel; trb 6 of 30 EXHIBIT V - APPENDIX B - TABLE 1 ESTIMATED CONSTRUCTION COSTS RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 42,200 Sf Retail GBA $265 /Sf Retail GBA $11,183,000 Retail Tenant Improvement Costs 42,200 Sf Retail GBA $50 /Sf Retail GBA 2,110,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,566,000 Builder's Risk Insurance 2.0%Construction Costs 224,000 Contingency Allowance 10.0%Other Direct Costs 1,508,000 Total Direct Costs 42,200 Sf Retail GBA $393 /Sf Retail GBA $16,591,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,659,000 Public Permits & Fees/Impact Fees 42,200 Sf Retail GBA $16.00 /Sf Retail GBA 675,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 498,000 Marketing & Leasing Costs 42,200 Sf Retail GBA $3.00 /Sf Retail GBA 127,000 Development Management 4.0%Direct Costs 664,000 Contingency Allowance 5.0%Other Indirect Costs 181,000 Total Indirect Costs $3,804,000 III.Financing Costs Construction Loan Interest 2 $23,599,000 Financed 5.50%Interest $1,817,000 Financing Fees Construction Loan $23,599,000 Financed 2.50 Points 590,000 Permanent Loan 3 $31,872,000 Financed 2.50 Points 797,000 Total Financing Costs $3,204,000 IV.Total Construction Costs 42,200 Sf GBA $559 /Sf Retail GBA $23,599,000 1 2 3 Assumes a 6.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the RETAIL COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance, and a 6-month lease-up period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Plus 100,000 Hotel; trb 7 of 30 EXHIBIT V - APPENDIX B - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Retail Rental Income Retail Income 1 42,200 Sf Retail GBA $84.00 /Sf Retail GBA $3,545,000 CAM Reimbursements 42,200 Sf Retail GBA $17.00 /Sf Retail GBA 717,000 Gross Retail Income $4,262,000 (Less) Vacancy & Collection Allowance 10.0%Gross Income (426,000) Effective Gross Income $3,836,000 II.Retail Operating Expenses Retail CAM Expenses 42,200 Sf Retail GBA $17.00 /Sf Retail GBA $717,000 Open Space CAM Charge 2 42,200 Sf Retail GBA $0.17 /Sf Retail GBA 7,000 Cultural Space CAM Charge 3 42,200 Sf Retail GBA $0.40 /Sf Retail GBA 17,000 Retail Management Fee 4%Effective Gross Income 153,000 Retail Operating Expenses 42,200 Sf Retail GBA $21.18 /Sf Retail GBA $894,000 III.Retail Net Operating Income $2,942,000 1 2 3 See EXHIBIT V - APPENDIX G - TABLE 2 for allocation of museum CAM charges. Equates to a lease rate of $7.00 per square foot per month on a triple net basis. See EXHIBIT V - APPENDIX F - TABLE 2 for allocation of open space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Plus 100,000 Hotel; trb 8 of 30 EXHIBIT V - APPENDIX B - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $2,942,000 Threshold Stabilized Return 1 7.00% Supportable Private Investment $42,029,000 II.Supportable Land Value Supportable Private Investment $42,029,000 (Less) Total Construction Costs (See EXHIBIT V - APPENDIX B - TABLE 1)(23,599,000) III.Supportable Land Value $18,430,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $18,430,000 (Less) Open Space Costs 2 (See EXHIBIT V - APPENDIX F - TABLE 2)(3,616,000) (Less) Museum Costs 3 (See EXHIBIT V - APPENDIX G - TABLE 2)(712,000) Supportable Land Value Net Public Amenity Costs $14,102,000 1 Based on a 6.00% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 or the Los Angeles Region, plus a 1.00% margin. 2 3 The museum costs equal the RETAIL COMPONENT'S pro rata share of the museum costs. The open space costs equal the RETAIL COMPONENT'S pro rata share of the site improvement and open space costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Plus 100,000 Hotel; trb 9 of 30 EXHIBIT V APPENDIX C HOTEL COMPONENT 100,000 SF OFFICE CONVERTED TO HOTEL ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Plus 100,000 Hotel; trb 10 of 30 EXHIBIT V - APPENDIX C - TABLE 1 ESTIMATED CONSTRUCTION COSTS HOTEL COMPONENT: TYPE I CONSTRUCTION 217,000 SF HOTEL GBA: 305 HOTEL ROOMS 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 305 Rooms $220,000 /Room $67,192,000 Hotel FF&E Costs 305 Rooms $45,000 /Room 13,744,000 Contractor Fees/General Requirements 14.0%Construction Costs 11,331,000 Builder's Risk Insurance 2.0%Construction Costs 1,619,000 Contingency Allowance 10.0%Other Direct Costs 9,389,000 Total Direct Costs 217,000 Sf GBA $476 /Sf GBA $103,275,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $10,328,000 Public Permits & Fees/Impact Fees 217,000 Sf GBA $16.00 /Sf GBA 3,472,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 3,098,000 Pre-Opening/Working Capital 305 Rooms $20,000 /Room 6,108,000 Development Management 4.0%Direct Costs 4,131,000 Contingency Allowance 5.0%Other Indirect Costs 1,357,000 Total Indirect Costs $28,494,000 III.Financing Costs Construction Loan Interest 2 $158,633,000 Financed 5.50%Interest 7,852,000 Financing Fees Construction Loan $158,633,000 Financed 2.50 Points 3,966,000 Permanent Loan 3 $138,002,000 Financed 2.50 Points 3,450,000 Total Financing Costs $26,864,000 IV.Total Construction Costs 217,000 Sf GBA $730 /Sf GBA $158,633,000 305 Rooms $519,400 /Room 1 2 3 Assumes a 6.75% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the HOTEL COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Plus 100,000 Hotel; trb 11 of 30 EXHIBIT V - APPENDIX C - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME HOTEL COMPONENT: TYPE I CONSTRUCTION 217,000 SF HOTEL GBA: 305 HOTEL ROOMS 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Hotel Income Room Rate 1 305 Rooms $350 /Room/Night $29,653,000 Food & Beverage 20%Gross Sales $27,700 /Room 8,472,000 Other 10%Gross Sales $13,900 /Room 4,236,000 Gross Income $42,361,000 II.Distributed Expenses Rooms 20%of Dept. Sales $19,400 /Room $5,931,000 Food & Beverage 70%of Dept. Sales $19,400 /Room 5,930,000 Other 50%of Dept. Sales $6,900 /Room 2,118,000 (Less) Total Distributed Expenses $13,979,000 III.Undistributed Expenses General & Administration 7%Gross Income $9,700 /Room $2,965,000 Franchise Fees 0%Gross Income $0 /Room 0 Marketing 6%Gross Income $8,300 /Room 2,542,000 Utilities 3%Gross Income $4,200 /Room 1,271,000 Maintenance & Property Operation 3%Gross Income $4,200 /Room 1,271,000 (Less) Total Undistributed Expenses $8,049,000 IV.Management Fees 3.0%Gross Revenues $4,162 /Room $1,271,000 V.Fixed Expenses Property Taxes 2 1.1%Hotel Value $7,647 /Room $2,336,000 Open Space CAM Charge 3 217,000 Sf GBA $0.09 /Sf GBA 20,000 Cultural Space CAM Charge 4 217,000 Sf GBA $0.21 /Sf GBA 46,000 Insurance 1.5%Gross Income $2,100 /Room 635,000 FF&E Reserves 4%Gross Income $5,500 /Room 1,694,000 (Less) Total Fixed Expenses $4,731,000 VI.Net Operating Income 34%Gross Revenues $14,331,000 1 Assumes a 76% occupancy rate. 2 Based on a 6.75% capitalization rate. 3 4 See EXHIBIT V - APPENDIX G - TABLE 2 for allocation of museum CAM charges. See EXHIBIT V - APPENDIX F - TABLE 2 for allocation of open space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Plus 100,000 Hotel; trb 12 of 30 EXHIBIT V - APPENDIX C - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE HOTEL COMPONENT: TYPE I CONSTRUCTION 217,000 SF HOTEL GBA: 305 HOTEL ROOMS 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $14,331,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $179,138,000 II.Supportable Land Value Supportable Private Investment $179,138,000 (Less) Total Construction Costs (See EXHIBIT V - APPENDIX C - TABLE 1)(158,633,000) III.Supportable Land Value $20,505,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $20,505,000 (Less) Open Space Costs 2 (See EXHIBIT V - APPENDIX F - TABLE 2)(10,025,000) (Less) Museum Costs 3 (See EXHIBIT V - APPENDIX G - TABLE 2)(1,973,000) V.Supportable Land Value Net Public Amenity Costs $8,507,000 1 Based on a 6.75% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 for the Los Angeles Region, plus a 1.25% margin. 2 The open space costs equal the HOTEL COMPONENT'S pro rata share of the site improvement and open space costs. 3 The museum costs equal the HOTEL COMPONENT'S pro rata share of the museum costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Priv Pkg - Plus 100,000 Hotel; trb 13 of 30 EXHIBIT V APPENDIX D PRIVATE PARKING COMPONENT 100,000 SF OFFICE CONVERTED TO HOTEL ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Priv Pkg - Plus 100,000 Hotel; trb 14 of 30 EXHIBIT V - APPENDIX D - TABLE 1 ESTIMATED CONSTRUCTION COSTS PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 612 PARKING SPACES 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 142 Spaces $28,750 /Space $4,083,000 2nd-Level Subterranean 312 Spaces $34,500 /Space 10,764,000 3rd-Level Subterranean 158 Spaces $46,000 /Space 7,268,000 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Contractor Fees/General Requirements 14.0%Construction Costs 3,096,000 Builder's Risk Insurance 2.0%Construction Costs 442,000 Contingency Allowance 10.0%Other Direct Costs 2,565,000 Total Direct Costs 612 Spaces $46,100 /Space $28,218,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,822,000 Public Permits & Fees/Impact Fees 612 Spaces $1,000 /Space 612,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 847,000 Development Management 4.0%Direct Costs 1,129,000 Contingency Allowance 5.0%Other Indirect Costs 271,000 Total Indirect Costs $5,681,000 III.Financing Costs Construction Loan Interest 2 $37,237,000 Financed 5.50%Interest $1,843,000 Financing Fees Construction Loan $37,237,000 Financed 2.50 Points 931,000 Permanent Loan 3 $22,574,000 Financed 2.50 Points 564,000 Total Financing Costs $3,338,000 IV.Total Construction Costs 612 Spaces $60,845 /Space $37,237,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Priv Pkg - Plus 100,000 Hotel; trb 15 of 30 EXHIBIT V - APPENDIX D - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 612 PARKING SPACES 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Parking Income Office 1 214 Spaces $200 /Space/Month $514,000 Retail 2 141 Spaces $10 /Space/Day 386,000 Hotel Rooms 3 153 Spaces $40 /Space/Day 1,698,000 Hotel Bar/Lounge 4 80 Spaces $10 /Space/Day 73,000 Cultural 5 24 Spaces $10 /Space/Day 66,000 Gross Parking Income $2,737,000 II.Parking Operating Expenses 612 Spaces $500 Expense/Space $306,000 III.Parking Net Operating Income $2,431,000 1 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of office space. 2 Assumes a parking ratio of 3.3 spaces per 1,000 square feet of retail space. Assumes that the spaces average 75% occupancy. 3 4 5 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of cultural space. Assumes that the spaces average 75% occupancy. Assumes a parking ratio of 0.5 spaces per hotel room. Based on a daily charge of $40, a 76% occupancy rate, and a 100% utilization rate. Assumes a parking ratio of 10.0 spaces per 1,000 square feet of bar/lounge space. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Priv Pkg - Plus 100,000 Hotel; trb 16 of 30 EXHIBIT V - APPENDIX D - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 612 PARKING SPACES 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $2,431,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $30,388,000 II.Supportable Land Value Supportable Private Investment $30,388,000 (Less) Total Construction Costs (See EXHIBIT V - APPENDIX D - TABLE 1)(37,237,000) III.Supportable Land Value ($6,849,000) 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Pkg - Plus 100k Hotel; trb 17 of 30 EXHIBIT V APPENDIX E PUBLIC PARKING COMPONENT 100,000 SF OFFICE CONVERTED TO HOTEL ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Pkg - Plus 100k Hotel; trb 18 of 30 EXHIBIT V - APPENDIX E - TABLE 1 ESTIMATED CONSTRUCTION COSTS PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space $0 2nd-Level Subterranean 0 Spaces $34,500 /Space 0 3rd-Level Subterranean 143 Spaces $46,000 /Space 6,578,000 4th-Level Subterranean 196 Spaces $57,500 /Space 11,270,000 Contractor Fees/General Requirements 14.0%Construction Costs 2,499,000 Builder's Risk Insurance 2.0%Construction Costs 357,000 Contingency Allowance 10.0%Other Direct Costs 2,070,000 Total Direct Costs 339 Spaces $67,200 /Space $22,774,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,277,000 Public Permits & Fees/Impact Fees 339 Spaces $1,000 /Space 339,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 683,000 Development Management 4.0%Direct Costs 911,000 Contingency Allowance 5.0%Other Indirect Costs 211,000 Total Indirect Costs $4,421,000 III.Financing Costs Construction Loan Interest 2 $29,574,000 Financed 5.50%Interest $1,464,000 Financing Fees Construction Loan $29,574,000 Financed 2.50 Points 739,000 Permanent Loan 3 $7,039,000 Financed 2.50 Points 176,000 Total Financing Costs $2,379,000 IV.Total Construction Costs 339 Spaces $87,239 /Space $29,574,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Pkg - Plus 100k Hotel; trb 19 of 30 EXHIBIT V - APPENDIX E - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Public Parking Spaces Revenue 1 339 Public Spaces $10 /Space/Day $928,000 II.Parking Operating Expenses 339 Spaces $500 Expense/Space $170,000 III.Parking Net Operating Income $758,000 1 Based on information provided by the City. This equates to the required amount of public parking the Developer must provide on-site. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Pkg - Plus 100k Hotel; trb 20 of 30 EXHIBIT V - APPENDIX E - TABLE 3 ESTIMATED FINANCIAL GAP PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $758,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $9,475,000 II.Estimated Financial Gap Supportable Private Investment $9,475,000 (Less) Total Construction Costs (See EXHIBIT V - APPENDIX E - TABLE 1)(29,574,000) III.Estimated Financial Gap ($20,099,000) 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Plus 100k Hotel; trb 21 of 30 EXHIBIT V APPENDIX F OPEN SPACE COMPONENT 100,000 SF OFFICE CONVERTED TO HOTEL ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Plus 100k Hotel; trb 22 of 30 EXHIBIT V - APPENDIX F - TABLE 1 ESTIMATED CONSTRUCTION COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Site Improvement Costs 112,000 Sf Land $67 /Sf Land $7,500,000 Open Space Costs 88,000 Sf Land $110 /Sf Land 9,680,000 Bike Station & Service Area Costs 1,700 Sf Bike Station GBA $300 /Sf Bike Station GBA 510,000 Contractor Fees/General Requirements 14.0%Construction Costs 2,477,000 Builder's Risk Insurance 2.0%Construction Costs 354,000 Contingency Allowance 10.0%Other Direct Costs 2,052,000 Total Direct Costs $22,573,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,257,000 Public Permits & Fees/Impact Fees 0 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 677,000 Marketing & Leasing Costs 2.0%Direct Costs 451,000 Development Management 4.0%Direct Costs 903,000 Contingency Allowance 5.0%Other Indirect Costs 214,000 Total Indirect Costs $4,502,000 III.Financing Costs Bank Lease Buyout 2 $2,000,000 Construction Loan Interest 3 $30,687,000 Financed 5.50%Interest 1,519,000 Financing Fees $30,687,000 Financed 2.50 Points 767,000 Total Financing Costs $4,286,000 IV.Total Construction Costs $31,361,000 1 2 Based on Developer estimate. 3 Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Plus 100k Hotel; trb 23 of 30 EXHIBIT V - APPENDIX F - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Open Space Revenue Open Space Management Revenue $860,000 Bike Station & Service Area Revenue 0 Gross Open Space Revenue $860,000 II.Open Space Operating Expenses Open Space Management Expenses $860,000 Bike Station & Service Area Expenses 1,700 Sf Bike Station GBA $3.00 /Sf Bike Station GBA 61,000 Open Space Operating Expenses $921,000 III.Open Space Net Operating Income ($61,000) IV.GBA Percentage Allocation Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA V.Total Open Space Construction Costs (See EXHIBIT V - APPENDIX F - TABLE 1)$31,361,000 VI.Allocation of Open Space Construction Costs Office Component 57%Total Open Space Construction Costs $17,720,000 Retail Component 12%Total Open Space Construction Costs 3,616,000 Market Rate Apartment Component 0%Total Open Space Construction Costs 0 Hotel Component 32%Total Open Space Construction Costs 10,025,000 VII.GBA Percentage Allocation for Open Space CAM Charges Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA VIII.Total Open Space Operating Deficit $61,000 IX.Allocation of Open Space CAM Charges 1 Office Component 57%Total Open Space Operating Deficit $34,000 Retail Component 12%Total Open Space Operating Deficit 7,000 Market Rate Apartment Component 0%Total Open Space Operating Deficit 0 Hotel Component 32%Total Open Space Operating Deficit 20,000 1 Any deficit in the net operating income for the open space will be covered by the Office, Retail and Hotel Components. The Affordable Housing Component will not be subject to any open space CAM charge. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Plus 100k Hotel; trb 24 of 30 EXHIBIT V APPENDIX G CULTURAL SPACE COMPONENT 100,000 SF OFFICE CONVERTED TO HOTEL ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Plus 100k Hotel; trb 25 of 30 EXHIBIT V - APPENDIX G - TABLE 1 ESTIMATED CONSTRUCTION COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPACE GBA 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Cultural Space Costs 12,000 Sf Cultural Space GBA $300 /Sf Cultural Space GBA $3,600,000 Contractor Fees/General Requirements 14.0%Construction Costs 504,000 Builder's Risk Insurance 2.0%Construction Costs 72,000 Contingency Allowance 10.0%Other Direct Costs 418,000 Total Direct Costs $4,594,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $459,000 Public Permits & Fees/Impact Fees 12,000 Sf Cultural Space GBA $16 /Sf Cultural Space GBA 192,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 138,000 Marketing & Leasing Costs 2.0%Direct Costs 92,000 Development Management 4.0%Direct Costs 184,000 Contingency Allowance 5.0%Other Indirect Costs 53,000 Total Indirect Costs $1,118,000 III.Financing Costs Construction Loan Interest 2 $6,172,000 Financed 5.50%Interest 306,000 Financing Fees $6,172,000 Financed 2.50 Points 154,000 Total Financing Costs $460,000 IV.Total Construction Costs $6,172,000 1 2 Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Plus 100k Hotel; trb 26 of 30 EXHIBIT V - APPENDIX G - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPACE GBA 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Cultural Space Revenue 12,000 Sf Cultural Space GBA $2.00 /Sf Cultural Space GBA $288,000 II.Cultural Space Expenses 12,000 Sf Cultural Space GBA $3.00 /Sf Cultural Space GBA 432,000 III.Cultural Space Net Operating Income ($144,000) IV.GBA Percentage Allocation Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA V.Total Cultural Space Construction Costs (See EXHIBIT V - APPENDIX G - TABLE 1)$6,172,000 VI.Allocation of Cultural Space Construction Costs Office Component 57%Total Cultural Space Construction Costs $3,487,000 Retail Component 12%Total Cultural Space Construction Costs 712,000 Market Rate Apartment Component 0%Total Cultural Space Construction Costs 0 Hotel Component 32%Total Cultural Space Construction Costs 1,973,000 VII.GBA Percentage Allocation for Cultural Space CAM Charges Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA VIII.Total Cultural Space Operating Deficit $144,000 IX.Allocation of Cultural Space CAM Charges 1 Office Component 57%Total Cultural Space Operating Deficit $81,000 Retail Component 12%Total Cultural Space Operating Deficit 17,000 Market Rate Apartment Component 0%Total Cultural Space Operating Deficit 0 Hotel Component 32%Total Cultural Space Operating Deficit 46,000 1 Any deficit in the net operating income for the Cultural Space will be covered by the Office, Retail and Hotel Components. The Affordable Housing Component will not be subject to any Cultural Space CAM charge. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Plus 100,000 Hotel; trb 27 of 30 100,000 SF OFFICE CONVERTED TO HOTEL EXHIBIT V APPENDIX H AFFORDABLE HOUSING COMPONENT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Plus 100,000 Hotel; trb 28 of 30 EXHIBIT V - APPENDIX H - TABLE 1 ESTIMATED CONSTRUCTION COSTS AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 40,300 Sf Residential GBA $265 /Sf Residential GBA $10,680,000 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space 0 2nd-Level Subterranean 0 Spaces $34,500 /Space 0 3rd-Level Subterranean 31 Spaces $46,000 /Space 1,426,000 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Residential FF&E Costs 48 Units $1,000 /Unit 48,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,702,000 Builder's Risk Insurance 2.0%Construction Costs 243,000 Contingency Allowance 10.0%Other Direct Costs 1,410,000 Total Direct Costs 40,300 Sf Residential GBA $385 /Sf Residential GBA $15,509,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,551,000 Public Permits & Fees/Impact Fees 48 Units $20,000 /Unit 960,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 465,000 Marketing & Leasing Costs 2.0%Direct Costs 310,000 Developer Fee 2 14%Eligible Basis 2,500,000 Contingency Allowance 5.0%Other Indirect Costs 289,000 Total Indirect Costs $6,075,000 III.Financing Costs Construction Loan Interest Series A Bond 3 $2,092,000 Financed 3.00%Interest $72,000 Series B Bond 4 $18,264,000 Financed 3.00%Interest 630,000 Financing Fees Series A Bond $2,092,000 Financed 2.50 Points 52,000 Series B Bond $18,264,000 Financed 2.50 Points 457,000 Tax Credit Fees 5 31,000 Total Financing Costs $1,242,000 IV.Total Construction Costs 40,300 Sf Residential GBA $566 /Sf Residential GBA $22,826,000 48 Units $475,500 /Unit 1 2 3 4 5 Based on a $2,000 application fee, a $410 per unit monitoring fee, and 1% of the gross Tax Credits for one year. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the AFFORDABLE HOUSING COMPONENT. Equal to the maximum amount allowed by TCAC. Includes debt on 75% of the Tax Credit Equity that will not be funded during construction. Assumes an 18-month construction period with a 60% average outstanding balance, and a 3-month lease-up period with a 100% average outstanding balance. Equal to the unfunded construction costs minus the Series A Bond amount; an 18-month construction period with a 60% average outstanding balance; and a 3-month absorption period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Plus 100,000 Hotel; trb 29 of 30 EXHIBIT V - APPENDIX H - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Affordable Housing Income 1 Manager's Unit (Two-Bdrm)1 Unit $0 /Unit/Month $0 Studio Units 8 Units $702 /Unit/Month 67,000 One-Bedroom Units 25 Units $746 /Unit/Month 224,000 Two-Bedroom Units 10 Units $893 /Unit/Month 107,000 Three-Bedroom Units 4 Units $1,029 /Unit/Month 49,000 Laundry & Miscellaneous Income 48 Units $10 /Unit/Month 6,000 Parking Revenue 2 31 Spaces $75 /Space/Month 28,000 Gross Residential Income $481,000 (Less) Vacancy & Collection Allowance 5%Gross Residential Income (24,000) Effective Gross Income $457,000 II.Affordable Housing Operating Expenses General Operating Expenses 48 Units $5,500 /Unit $264,000 Parking Operating Expenses 31 Spaces $500 Expense/Space 16,000 Property Taxes 3 10,000 Replacement Reserve 48 Units $250 /Unit 12,000 Affordable Housing Operating Expenses $302,000 III.Affordable Housing Net Operating Income $155,000 1 2 3 Limited to the estimated property tax overrides. Assumes that the affordable units will be awarded a property tax welfare exemption accorded to non- profit developers that own and operate apartment units that are restricted to households that earn less than 80% of the County median income. Based on 2015 Tax Credit rents published by the TCAC for 50% AMI households net the applicable 2014-2015 utility allowances published by the City. Parking must be uncoupled from apartment rents. The affordable units can use one parking space at no cost. Alternatively, these tenants can receive a rent reduction equal to 1/2 of the prevailing parking rent. The Developer will implicitly receive 1/2 of the market rate parking charge for the affordable units. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Plus 100,000 Hotel; trb 30 of 30 EXHIBIT V - APPENDIX H - TABLE 3 ESTIMATED FINANCIAL GAP AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS 100,000 SF OFFICE CONVERTED TO HOTEL THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Outside Funding Sources Tax-Exempt Multifamily Bond Net Operating Income 1 $155,000 NOI (See EXHIBIT V - APPENDIX H - TABLE 2) Income Available for Mortgage 1.15 DCR $134,783 Debt Service Interest Rate 5.00%Interest Rate 6.44%Mortgage Constant Permanent Loan $2,092,000 Tax Credit Equity Gross Tax Credit Value 2 $8,981,000 Syndication Rate $1.10 /Tax Credit Dollar Net Tax Credit Equity $9,879,000 Deferred Developer Fee $0 Total Outside Funding Sources $11,971,000 II.Estimated Financial Gap Total Outside Funding Sources $11,971,000 (Less) Total Construction Costs (See EXHIBIT V - APPENDIX H - TABLE 1)(22,826,000) III.Estimated Financial Gap 48 Units ($226,000)/Unit ($10,855,000) 1 Based on a 30-year amortization period. 2 Assumes the use of 4% Tax Credits. Assumes a $20.9 million requested unadjusted eligible basis, which includes a $0.0 million voluntary basis reduction, a 130% difficult-to-develop premium, and a 3.30% Tax Credit Rate. A TTACHMENT U 1510001.SM:KHH 19305.012.002 ATTACHMENT VI OFFICE REDUCED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Minus 100K Office; trb 1 of 30 EXHIBIT VI APPENDIX A OFFICE COMPONENT 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Minus 100K Office; trb 2 of 30 EXHIBIT VI - APPENDIX A - TABLE 1 ESTIMATED CONSTRUCTION COSTS OFFICE COMPONENT: TYPE I CONSTRUCTION 106,800 SF OFFICE GBA 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 106,800 Sf Office GBA $265 /Sf Office GBA $28,302,000 Office Tenant Improvement Costs 106,800 Sf Office GBA $50 /Sf Office GBA 5,340,000 Contractor Fees/General Requirements 14.0%Construction Costs 4,710,000 Builder's Risk Insurance 2.0%Construction Costs 673,000 Contingency Allowance 10.0%Other Direct Costs 3,903,000 Total Direct Costs 106,800 Sf GBA $402 /Sf GBA $42,928,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $4,293,000 Public Permits & Fees/Impact Fees 106,800 Sf GBA $16.00 /Sf GBA 1,709,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 1,288,000 Marketing & Leasing Costs 106,800 Sf Office GBA $3.00 /Sf Office GBA 320,000 Development Management 4.0%Direct Costs 1,717,000 Contingency Allowance 5.0%Other Indirect Costs 466,000 Total Indirect Costs $9,793,000 III.Financing Costs Construction Loan Interest 2 $60,715,000 Financed 5.50%Interest $4,675,000 Financing Fees Construction Loan $60,715,000 Financed 2.50 Points 1,518,000 Permanent Loan 3 $72,054,000 Financed 2.50 Points 1,801,000 Total Financing Costs $7,994,000 IV.Total Construction Costs 106,800 Sf GBA $568 /Sf GBA $60,715,000 1 2 3 Based on a 5.75% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the OFFICE COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance, and a 6-month lease-up period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Minus 100K Office; trb 3 of 30 EXHIBIT VI - APPENDIX A - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME OFFICE COMPONENT: TYPE I CONSTRUCTION 106,800 SF OFFICE GBA 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Office Rental Income Office Income 1 106,800 Sf Office GBA $90.00 /Sf Office GBA $9,612,000 (Less) Vacancy & Collection Allowance 10%Office Income (961,000) Effective Gross Income $8,651,000 II.Office Operating Expenses Office Operating Expenses 106,800 Sf Office GBA $17.00 /Sf Office GBA $1,816,000 Open Space CAM Charge 2 106,800 Sf Office GBA $0.32 /Sf Office GBA 34,000 Cultural Space CAM Charge 3 106,800 Sf Office GBA $0.76 /Sf Office GBA 81,000 Office Management Fee 4%Effective Gross Income 346,000 Office Operating Expenses $2,277,000 III.Office Net Operating Income $6,374,000 1 2 3 Equates to $7.50 per square foot per month on a full service gross basis. See EXHIBIT VI - APPENDIX F - TABLE 2 for allocation of open space CAM charges. See EXHIBIT VI - APPENDIX G - TABLE 2 for allocation of museum CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Office - Minus 100K Office; trb 4 of 30 EXHIBIT VI - APPENDIX A - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE OFFICE COMPONENT: TYPE I CONSTRUCTION 106,800 SF OFFICE GBA 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $6,374,000 Threshold Stabilized Return 1 6.75% Supportable Private Investment $94,430,000 II.Supportable Land Value Supportable Private Investment $94,430,000 (Less) Total Construction Costs (See EXHIBIT VI - APPENDIX A - TABLE 1)(60,715,000) III.Supportable Land Value $33,715,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $33,715,000 (Less) Open Space Costs 2 (See EXHIBIT VI - APPENDIX F - TABLE 2)(17,720,000) (Less) Museum Costs 3 (See EXHIBIT VI - APPENDIX G - TABLE 2)(3,487,000) V.Supportable Land Value Net Public Amenity Costs $12,508,000 1 2 3 The museum costs equal the OFFICE COMPONENT'S pro rata share of the museum costs. The open space costs equal the OFFICE COMPONENT'S pro rata share of the site improvement and open space costs. Based on a 5.75% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 for the Los Angeles Region, plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Minus 100K Office; trb 5 of 30 EXHIBIT VI APPENDIX B RETAIL COMPONENT 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Minus 100K Office; trb 6 of 30 EXHIBIT VI - APPENDIX B - TABLE 1 ESTIMATED CONSTRUCTION COSTS RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 42,200 Sf Retail GBA $265 /Sf Retail GBA $11,183,000 Retail Tenant Improvement Costs 42,200 Sf Retail GBA $50 /Sf Retail GBA 2,110,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,566,000 Builder's Risk Insurance 2.0%Construction Costs 224,000 Contingency Allowance 10.0%Other Direct Costs 1,508,000 Total Direct Costs 42,200 Sf Retail GBA $393 /Sf Retail GBA $16,591,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,659,000 Public Permits & Fees/Impact Fees 42,200 Sf Retail GBA $16.00 /Sf Retail GBA 675,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 498,000 Marketing & Leasing Costs 42,200 Sf Retail GBA $3.00 /Sf Retail GBA 127,000 Development Management 4.0%Direct Costs 664,000 Contingency Allowance 5.0%Other Indirect Costs 181,000 Total Indirect Costs $3,804,000 III.Financing Costs Construction Loan Interest 2 $23,599,000 Financed 5.50%Interest $1,817,000 Financing Fees Construction Loan $23,599,000 Financed 2.50 Points 590,000 Permanent Loan 3 $31,872,000 Financed 2.50 Points 797,000 Total Financing Costs $3,204,000 IV.Total Construction Costs 42,200 Sf GBA $559 /Sf Retail GBA $23,599,000 1 2 3 Assumes a 6.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the RETAIL COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance, and a 6-month lease-up period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Minus 100K Office; trb 7 of 30 EXHIBIT VI - APPENDIX B - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Retail Rental Income Retail Income 1 42,200 Sf Retail GBA $84.00 /Sf Retail GBA $3,545,000 CAM Reimbursements 42,200 Sf Retail GBA $17.00 /Sf Retail GBA 717,000 Gross Retail Income $4,262,000 (Less) Vacancy & Collection Allowance 10.0%Gross Income (426,000) Effective Gross Income $3,836,000 II.Retail Operating Expenses Retail CAM Expenses 42,200 Sf Retail GBA $17.00 /Sf Retail GBA $717,000 Open Space CAM Charge 2 42,200 Sf Retail GBA $0.17 /Sf Retail GBA 7,000 Cultural Space CAM Charge 3 42,200 Sf Retail GBA $0.40 /Sf Retail GBA 17,000 Retail Management Fee 4%Effective Gross Income 153,000 Retail Operating Expenses 42,200 Sf Retail GBA $21.18 /Sf Retail GBA $894,000 III.Retail Net Operating Income $2,942,000 1 2 3 See EXHIBIT VI - APPENDIX G - TABLE 2 for allocation of museum CAM charges. Equates to a lease rate of $7.00 per square foot per month on a triple net basis. See EXHIBIT VI - APPENDIX F - TABLE 2 for allocation of open space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Retail - Minus 100K Office; trb 8 of 30 EXHIBIT VI - APPENDIX B - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE RETAIL COMPONENT: TYPE I CONSTRUCTION 42,200 SF RETAIL GBA 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $2,942,000 Threshold Stabilized Return 1 7.00% Supportable Private Investment $42,029,000 II.Supportable Land Value Supportable Private Investment $42,029,000 (Less) Total Construction Costs (See EXHIBIT VI - APPENDIX B - TABLE 1)(23,599,000) III.Supportable Land Value $18,430,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $18,430,000 (Less) Open Space Costs 2 (See EXHIBIT VI - APPENDIX F - TABLE 2)(3,616,000) (Less) Museum Costs 3 (See EXHIBIT VI - APPENDIX G - TABLE 2)(712,000) Supportable Land Value Net Public Amenity Costs $14,102,000 1 Based on a 6.00% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 or the Los Angeles Region, plus a 1.00% margin. 2 3 The museum costs equal the RETAIL COMPONENT'S pro rata share of the museum costs. The public amenity costs equal the RETAIL COMPONENT'S pro rata share of the site improvement and open space costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Minus 100K Office; trb 9 of 30 EXHIBIT VI APPENDIX C HOTEL COMPONENT 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Minus 100K Office; trb 10 of 30 EXHIBIT VI - APPENDIX C - TABLE 1 ESTIMATED CONSTRUCTION COSTS HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 195 Rooms $200,000 /Room $39,000,000 Hotel FF&E Costs 195 Rooms $45,000 /Room 8,775,000 Contractor Fees/General Requirements 14.0%Construction Costs 6,689,000 Builder's Risk Insurance 2.0%Construction Costs 956,000 Contingency Allowance 10.0%Other Direct Costs 5,542,000 Total Direct Costs 117,000 Sf GBA $521 /Sf GBA $60,962,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $6,096,000 Public Permits & Fees/Impact Fees 117,000 Sf GBA $16.00 /Sf GBA 1,872,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 1,829,000 Pre-Opening/Working Capital 195 Rooms $20,000 /Room 3,900,000 Development Management 4.0%Direct Costs 2,438,000 Contingency Allowance 5.0%Other Indirect Costs 807,000 Total Indirect Costs $16,942,000 III.Financing Costs Construction Loan Interest 2 $94,270,000 Financed 5.50%Interest 4,666,000 Financing Fees Construction Loan $94,270,000 Financed 2.50 Points 2,357,000 Permanent Loan 3 $87,928,000 Financed 2.50 Points 2,198,000 Total Financing Costs $16,366,000 IV.Total Construction Costs 117,000 Sf GBA $810 /Sf GBA $94,270,000 195 Rooms $483,400 /Room 1 2 3 Assumes a 6.75% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the HOTEL COMPONENT. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Minus 100K Office; trb 11 of 30 EXHIBIT VI - APPENDIX C - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Hotel Income Room Rate 1 195 Rooms $350 /Room/Night $18,933,000 Food & Beverage 20%Gross Sales $27,700 /Room 5,409,000 Other 10%Gross Sales $13,900 /Room 2,705,000 Gross Income $27,047,000 II.Distributed Expenses Rooms 20%of Dept. Sales $19,400 /Room $3,787,000 Food & Beverage 70%of Dept. Sales $19,400 /Room 3,786,000 Other 50%of Dept. Sales $6,900 /Room 1,353,000 (Less) Total Distributed Expenses $8,926,000 III.Undistributed Expenses General & Administration 7%Gross Income $9,700 /Room $1,893,000 Franchise Fees 0%Gross Income $0 /Room 0 Marketing 6%Gross Income $8,300 /Room 1,623,000 Utilities 3%Gross Income $4,200 /Room 811,000 Maintenance & Property Operation 3%Gross Income $4,200 /Room 811,000 (Less) Total Undistributed Expenses $5,138,000 IV.Management Fees 3.0%Gross Revenues $4,159 /Room $811,000 V.Fixed Expenses Property Taxes 2 1.1%Hotel Value $7,628 /Room $1,487,000 Open Space CAM Charge 3 117,000 Sf GBA $0.17 /Sf GBA 20,000 Cultural Space CAM Charge 4 117,000 Sf GBA $0.39 /Sf GBA 46,000 Insurance 1.5%Gross Income $2,100 /Room 406,000 FF&E Reserves 4%Gross Income $5,500 /Room 1,082,000 (Less) Total Fixed Expenses $3,041,000 VI.Net Operating Income 34%Gross Revenues $9,131,000 1 Assumes a 76% occupancy rate. 2 Based on a 6.75% capitalization rate. 3 4 See EXHIBIT VI - APPENDIX G - TABLE 2 for allocation of museum CAM charges. See EXHIBIT VI - APPENDIX F - TABLE 2 for allocation of open space CAM charges. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Hotel - Minus 100K Office; trb 12 of 30 EXHIBIT VI - APPENDIX C - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE HOTEL COMPONENT: TYPE I CONSTRUCTION 117,000 SF HOTEL GBA: 195 HOTEL ROOMS 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $9,131,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $114,138,000 II.Supportable Land Value Supportable Private Investment $114,138,000 (Less) Total Construction Costs (See EXHIBIT VI - APPENDIX C - TABLE 1)(94,270,000) III.Supportable Land Value $19,868,000 IV.Supportable Land Value Net Public Amenity Costs Supportable Land Value $19,868,000 (Less) Open Space Costs 2 (See EXHIBIT VI - APPENDIX F - TABLE 2)(10,025,000) (Less) Museum Costs 3 (See EXHIBIT VI - APPENDIX G - TABLE 2)(1,973,000) V.Supportable Land Value Net Public Amenity Costs $7,870,000 1 Based on a 6.75% capitalization rate drawn from Situs RERC estimates for the 1st Quarter 2015 for the Los Angeles Region, plus a 1.25% margin. 2 The open space costs equal the HOTEL COMPONENT'S pro rata share of the site improvement and open space costs. 3 The museum costs equal the 'S pro rata share of the museum costs. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Priv Pkg - Minus 100K Office; trb 13 of 30 EXHIBIT VI APPENDIX D PRIVATE PARKING COMPONENT 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Priv Pkg - Minus 100K Office; trb 14 of 30 EXHIBIT VI - APPENDIX D - TABLE 1 ESTIMATED CONSTRUCTION COSTS PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 588 PARKING SPACES 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 142 Spaces $28,750 /Space $4,083,000 2nd-Level Subterranean 312 Spaces $34,500 /Space 10,764,000 3rd-Level Subterranean 134 Spaces $46,000 /Space 6,164,000 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Contractor Fees/General Requirements 14.0%Construction Costs 2,942,000 Builder's Risk Insurance 2.0%Construction Costs 420,000 Contingency Allowance 10.0%Other Direct Costs 2,437,000 Total Direct Costs 588 Spaces $45,600 /Space $26,810,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,681,000 Public Permits & Fees/Impact Fees 588 Spaces $1,000 /Space 588,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 804,000 Development Management 4.0%Direct Costs 1,072,000 Contingency Allowance 5.0%Other Indirect Costs 257,000 Total Indirect Costs $5,402,000 III.Financing Costs Construction Loan Interest 2 $35,269,000 Financed 5.50%Interest $1,746,000 Financing Fees Construction Loan $35,269,000 Financed 2.50 Points 882,000 Permanent Loan 3 $17,151,000 Financed 2.50 Points 429,000 Total Financing Costs $3,057,000 IV.Total Construction Costs 588 Spaces $59,981 /Space $35,269,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Priv Pkg - Minus 100K Office; trb 15 of 30 EXHIBIT VI - APPENDIX D - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 588 PARKING SPACES 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Parking Income Office 1 214 Spaces $200 /Space/Month $514,000 Retail 2 141 Spaces $10 /Space/Day 386,000 Hotel Rooms 3 98 Spaces $40 /Space/Day 1,087,000 Hotel Bar/Lounge 4 80 Spaces $10 /Space/Day 73,000 Cultural 5 24 Spaces $10 /Space/Day 66,000 Gross Parking Income $2,126,000 II.Parking Operating Expenses 557 Spaces $500 Expense/Space $279,000 III.Parking Net Operating Income $1,847,000 1 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of office space. 2 Assumes a parking ratio of 3.3 spaces per 1,000 square feet of retail space. Assumes that the spaces average 75% occupancy. 3 4 5 Assumes a parking ratio of 2.0 spaces per 1,000 square feet of cultural space. Assumes that the spaces average 75% occupancy. Assumes a parking ratio of 0.5 spaces per hotel room. Based on a daily charge of $40, a 76% occupancy rate, and a 100% utilization rate. Assumes a parking ratio of 10.0 spaces per 1,000 square feet of bar/lounge space. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Priv Pkg - Minus 100K Office; trb 16 of 30 EXHIBIT VI - APPENDIX D - TABLE 3 ESTIMATED SUPPORTABLE LAND VALUE PRIVATE PARKING COMPONENT: TYPE I CONSTRUCTION 588 PARKING SPACES 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $1,847,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $23,088,000 II.Supportable Land Value Supportable Private Investment $23,088,000 (Less) Total Construction Costs (See EXHIBIT VI - APPENDIX D - TABLE 1)(35,269,000) III.Supportable Land Value ($12,181,000) 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Pkg - Minus 100K Office; trb 17 of 30 EXHIBIT VI APPENDIX E PUBLIC PARKING COMPONENT 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Pkg - Minus 100K Office; trb 18 of 30 EXHIBIT VI - APPENDIX E - TABLE 1 ESTIMATED CONSTRUCTION COSTS PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space $0 2nd-Level Subterranean 0 Spaces $34,500 /Space 0 3rd-Level Subterranean 198 Spaces $46,000 /Space 9,108,000 4th-Level Subterranean 141 Spaces $57,500 /Space 8,108,000 Contractor Fees/General Requirements 14.0%Construction Costs 2,410,000 Builder's Risk Insurance 2.0%Construction Costs 344,000 Contingency Allowance 10.0%Other Direct Costs 1,997,000 Total Direct Costs 339 Spaces $64,800 /Space $21,967,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,197,000 Public Permits & Fees/Impact Fees 339 Spaces $1,000 /Space 339,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 659,000 Development Management 4.0%Direct Costs 879,000 Contingency Allowance 5.0%Other Indirect Costs 204,000 Total Indirect Costs $4,278,000 III.Financing Costs Construction Loan Interest 2 $28,548,000 Financed 5.50%Interest $1,413,000 Financing Fees Construction Loan $28,548,000 Financed 2.50 Points 714,000 Permanent Loan 3 $7,039,000 Financed 2.50 Points 176,000 Total Financing Costs $2,303,000 IV.Total Construction Costs 339 Spaces $84,212 /Space $28,548,000 1 2 3 Assumes a 7.00% capitalization rate and a 65% loan-to-value ratio. Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Pkg - Minus 100K Office; trb 19 of 30 EXHIBIT VI - APPENDIX E - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Public Parking Spaces Revenue 1 339 Public Spaces $10 /Space/Day $928,000 II.Parking Operating Expenses 339 Spaces $500 Expense/Space $170,000 III.Parking Net Operating Income $758,000 1 Based on information provided by the City. This equates to the required amount of public parking the Developer must provide on-site. Assumes that the spaces average 75% occupancy. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Public Pkg - Minus 100K Office; trb 20 of 30 EXHIBIT VI - APPENDIX E - TABLE 3 ESTIMATED FINANCIAL GAP PUBLIC PARKING COMPONENT: TYPE I CONSTRUCTION 339 PARKING SPACES 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Supportable Private Investment Net Operating Income $758,000 Threshold Stabilized Return 1 8.00% Supportable Private Investment $9,475,000 II.Estimated Financial Gap Supportable Private Investment $9,475,000 (Less) Total Construction Costs (See EXHIBIT VI - APPENDIX E - TABLE 1)(28,548,000) III.Estimated Financial Gap ($19,073,000) 1 Based on a 7.00% capitalization rate plus a 1.00% margin. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Minus 100K Office; trb 21 of 30 EXHIBIT VI APPENDIX F OPEN SPACE COMPONENT 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Minus 100K Office; trb 22 of 30 EXHIBIT VI - APPENDIX F - TABLE 1 ESTIMATED CONSTRUCTION COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Site Improvement Costs 112,000 Sf Land $67 /Sf Land $7,500,000 Open Space Costs 88,000 Sf Land $110 /Sf Land 9,680,000 Bike Station & Service Area Costs 1,700 Sf Bike Station GBA $300 /Sf Bike Station GBA 510,000 Contractor Fees/General Requirements 14.0%Construction Costs 2,477,000 Builder's Risk Insurance 2.0%Construction Costs 354,000 Contingency Allowance 10.0%Other Direct Costs 2,052,000 Total Direct Costs $22,573,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $2,257,000 Public Permits & Fees/Impact Fees 0 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 677,000 Marketing & Leasing Costs 2.0%Direct Costs 451,000 Development Management 4.0%Direct Costs 903,000 Contingency Allowance 5.0%Other Indirect Costs 214,000 Total Indirect Costs $4,502,000 III.Financing Costs Bank Lease Buyout 2 $2,000,000 Construction Loan Interest 3 $30,687,000 Financed 5.50%Interest 1,519,000 Financing Fees $30,687,000 Financed 2.50 Points 767,000 Total Financing Costs $4,286,000 IV.Total Construction Costs $31,361,000 1 2 Based on Developer estimate. 3 Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Open Space - Minus 100K Office; trb 23 of 30 EXHIBIT VI - APPENDIX F - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS OPEN SPACE COMPONENT: TYPE I CONSTRUCTION 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Open Space Revenue Open Space Management Revenue $860,000 Bike Station & Service Area Revenue 0 Gross Open Space Revenue $860,000 II.Open Space Operating Expenses Open Space Management Expenses $860,000 Bike Station & Service Area Expenses 1,700 Sf Bike Station GBA $3.00 /Sf Bike Station GBA 61,000 Open Space Operating Expenses $921,000 III.Open Space Net Operating Income ($61,000) IV.GBA Percentage Allocation Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA V.Total Open Space Construction Costs (See EXHIBIT VI - APPENDIX F - TABLE 1)$31,361,000 VI.Allocation of Open Space Construction Costs Office Component 57%Total Open Space Construction Costs $17,720,000 Retail Component 12%Total Open Space Construction Costs 3,616,000 Market Rate Apartment Component 0%Total Open Space Construction Costs 0 Hotel Component 32%Total Open Space Construction Costs 10,025,000 VII.GBA Percentage Allocation for Open Space CAM Charges Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA VIII.Total Open Space Operating Deficit $61,000 IX.Allocation of Open Space CAM Charges 1 Office Component 57%Total Open Space Operating Deficit $34,000 Retail Component 12%Total Open Space Operating Deficit 7,000 Market Rate Apartment Component 0%Total Open Space Operating Deficit 0 Hotel Component 32%Total Open Space Operating Deficit 20,000 1 Any deficit in the net operating income for the open space will be covered by the Office, Retail and Hotel Components. The Affordable Housing Component will not be subject to any open space CAM charge. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Minus 100K Office; trb 24 of 30 EXHIBIT VI APPENDIX G CULTURAL SPACE COMPONENT 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Minus 100K Office; trb 25 of 30 EXHIBIT VI - APPENDIX G - TABLE 1 ESTIMATED CONSTRUCTION COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPACE GBA 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Cultural Space Costs 12,000 Sf Cultural Space GBA $300 /Sf Cultural Space GBA 3,600,000 Contractor Fees/General Requirements 14.0%Construction Costs 504,000 Builder's Risk Insurance 2.0%Construction Costs 72,000 Contingency Allowance 10.0%Other Direct Costs 418,000 Total Direct Costs $4,594,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $459,000 Public Permits & Fees/Impact Fees 12,000 Sf Cultural Space GBA $16 /Sf Cultural Space GBA 192,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 138,000 Marketing & Leasing Costs 2.0%Direct Costs 92,000 Development Management 4.0%Direct Costs 184,000 Contingency Allowance 5.0%Other Indirect Costs 53,000 Total Indirect Costs $1,118,000 III.Financing Costs Construction Loan Interest 2 $6,172,000 Financed 5.50%Interest $306,000 Financing Fees $6,172,000 Financed 2.50 Points 154,000 Total Financing Costs $460,000 IV.Total Construction Costs $6,172,000 1 2 Direct costs assume prevailing wage requirements will be imposed on the Project. Assumes an 18-month construction period with a 60% average outstanding balance, and no lease-up period. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; Cultural - Minus 100K Office; trb 26 of 30 EXHIBIT VI - APPENDIX G - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME & ALLOCATION OF COSTS CULTURAL SPACE COMPONENT: TYPE I CONSTRUCTION 12,000 SF CULTURAL SPACE GBA 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Cultural Space Revenue 12,000 Sf Cultural Space GBA $2.00 /Sf Cultural Space GBA $288,000 II.Cultural Space Expenses 12,000 Sf Cultural Space GBA $3.00 /Sf Cultural Space GBA 432,000 III.Cultural Space Net Operating Income ($144,000) IV.GBA Percentage Allocation Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA V.Total Cultural Space Construction Costs (See EXHIBIT VI - APPENDIX G - TABLE 1)$6,172,000 VI.Allocation of Cultural Space Construction Costs Office Component 57%Total Cultural Space Construction Costs $3,487,000 Retail Component 12%Total Cultural Space Construction Costs 712,000 Market Rate Apartment Component 0%Total Cultural Space Construction Costs 0 Hotel Component 32%Total Cultural Space Construction Costs 1,973,000 VII.GBA Percentage Allocation for Cultural Space CAM Charges Office Component 206,800 Sf Office GBA 57%Total GBA Retail Component 42,200 Sf Retail GBA 12%Total GBA Market Rate Apartment Component 0 Sf Residential GBA 0%Total GBA Hotel Component 117,000 Sf Hotel GBA 32%Total GBA Total GBA 366,000 Sf GBA 100%Total GBA VIII.Total Cultural Space Operating Deficit $144,000 IX.Allocation of Cultural Space CAM Charges 1 Office Component 57%Total Cultural Space Operating Deficit $81,000 Retail Component 12%Total Cultural Space Operating Deficit 17,000 Market Rate Apartment Component 0%Total Cultural Space Operating Deficit 0 Hotel Component 32%Total Cultural Space Operating Deficit 46,000 1 Any deficit in the net operating income for the Cultural Space will be covered by the Office, Retail and Hotel Components. The Affordable Housing Component will not be subject to any Cultural Space CAM charge. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Minus 100K Office; trb 27 of 30 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES EXHIBIT VI APPENDIX H AFFORDABLE HOUSING COMPONENT ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Minus 100K Office; trb 28 of 30 EXHIBIT VI - APPENDIX H - TABLE 1 ESTIMATED CONSTRUCTION COSTS AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Direct Costs 1 Building Costs 40,300 Sf Residential GBA $265 /Sf Residential GBA $10,680,000 Parking Costs 1st-Level Subterranean 0 Spaces $28,750 /Space 0 2nd-Level Subterranean 0 Spaces $34,500 /Space 0 3rd-Level Subterranean 31 Spaces $46,000 /Space 1,426,000 4th-Level Subterranean 0 Spaces $57,500 /Space 0 Residential FF&E Costs 48 Units $1,000 /Unit 48,000 Contractor Fees/General Requirements 14.0%Construction Costs 1,702,000 Builder's Risk Insurance 2.0%Construction Costs 243,000 Contingency Allowance 10.0%Other Direct Costs 1,410,000 Total Direct Costs 40,300 Sf Residential GBA $385 /Sf Residential GBA $15,509,000 II.Indirect Costs Architecture, Engineering & Consulting 10.0%Direct Costs $1,551,000 Public Permits & Fees/Impact Fees 48 Units $20,000 /Unit 960,000 Taxes, Insurance, Legal & Accounting 3.0%Direct Costs 465,000 Marketing & Leasing Costs 2.0%Direct Costs 310,000 Developer Fee 2 14%Eligible Basis 2,500,000 Contingency Allowance 5.0%Other Indirect Costs 289,000 Total Indirect Costs $6,075,000 III.Financing Costs Construction Loan Interest Series A Bond 3 $2,092,000 Financed 3.00%Interest $72,000 Series B Bond 4 $18,264,000 Financed 3.00%Interest 630,000 Financing Fees Series A Bond $2,092,000 Financed 2.50 Points 52,000 Series B Bond $18,264,000 Financed 2.50 Points 457,000 Tax Credit Fees 5 31,000 Total Financing Costs $1,242,000 IV.Total Construction Costs 40,300 Sf Residential GBA $566 /Sf Residential GBA $22,826,000 48 Units $475,500 /Unit 1 2 3 4 5 Based on a $2,000 application fee, a $410 per unit monitoring fee, and 1% of the gross Tax Credits for one year. Direct costs assume prevailing wage requirements will be imposed on the Project. KMA assumes TYPE I construction standards for the AFFORDABLE HOUSING COMPONENT. Equal to the maximum amount allowed by TCAC. Includes debt on 75% of the Tax Credit Equity that will not be funded during construction. Assumes an 18-month construction period with a 60% average outstanding balance, and a 3-month lease-up period with a 100% average outstanding balance. Equal to the unfunded construction costs minus the Series A Bond amount; an 18-month construction period with a 60% average outstanding balance; and a 3-month absorption period with a 100% average outstanding balance. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Minus 100K Office; trb 29 of 30 EXHIBIT VI - APPENDIX H - TABLE 2 ESTIMATED STABILIZED NET OPERATING INCOME AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Affordable Housing Income 1 Manager's Unit (Two-Bdrm)1 Unit $0 /Unit/Month $0 Studio Units 8 Units $702 /Unit/Month 67,000 One-Bedroom Units 25 Units $746 /Unit/Month 224,000 Two-Bedroom Units 10 Units $893 /Unit/Month 107,000 Three-Bedroom Units 4 Units $1,029 /Unit/Month 49,000 Laundry & Miscellaneous Income 48 Units $10 /Unit/Month 6,000 Parking Revenue 2 31 Spaces $75 /Space/Month 28,000 Gross Residential Income $481,000 (Less) Vacancy & Collection Allowance 5%Gross Residential Income (24,000) Effective Gross Income $457,000 II.Affordable Housing Operating Expenses General Operating Expenses 48 Units $5,500 /Unit $264,000 Parking Operating Expenses 31 Spaces $500 Expense/Space 16,000 Property Taxes 3 10,000 Replacement Reserve 48 Units $250 /Unit 12,000 Affordable Housing Operating Expenses $302,000 III.Affordable Housing Net Operating Income $155,000 1 2 3 Limited to the estimated property tax overrides. Assumes that the affordable units will be awarded a property tax welfare exemption accorded to non- profit developers that own and operate apartment units that are restricted to households that earn less than 80% of the County median income. Based on 2015 Tax Credit rents published by the TCAC for 50% AMI households net the applicable 2014-2015 utility allowances published by the City. Parking must be uncoupled from apartment rents. The affordable units can use one parking space at no cost. Alternatively, these tenants can receive a rent reduction equal to 1/2 of the prevailing parking rent. The Developer will implicitly receive 1/2 of the market rate parking charge for the affordable units. ATTACHMENT U Prepared by: Keyser Marston Associates, Inc. Filename: 4th Az_10 11 15; AH - Minus 100K Office; trb 30 of 30 EXHIBIT VI - APPENDIX H - TABLE 3 ESTIMATED FINANCIAL GAP AFFORDABLE HOUSING COMPONENT: TYPE I CONSTRUCTION 4% TAX CREDITS & TAX-EXEMPT MULTIFAMILY BONDS 40,300 SF RESIDENTIAL GBA: 48 APARTMENT UNITS 100,000 SF OFFICE REMOVED / NO ADDITIONAL USES THE PLAZA AT SANTA MONICA SANTA MONICA, CALIFORNIA I.Estimated Outside Funding Sources Tax-Exempt Multifamily Bond Net Operating Income 1 $155,000 NOI (See EXHIBIT VI - APPENDIX H - TABLE 2) Income Available for Mortgage 1.15 DCR $134,783 Debt Service Interest Rate 5.00%Interest Rate 6.44%Mortgage Constant Permanent Loan $2,092,000 Tax Credit Equity Gross Tax Credit Value 2 $8,981,000 Syndication Rate $1.10 /Tax Credit Dollar Net Tax Credit Equity $9,879,000 Deferred Developer Fee $0 Total Outside Funding Sources $11,971,000 II.Estimated Financial Gap Total Outside Funding Sources $11,971,000 (Less) Total Construction Costs (See EXHIBIT VI - APPENDIX H - TABLE 1)(22,826,000) III.Estimated Financial Gap 48 Units ($226,000)/Unit ($10,855,000) 1 Based on a 30-year amortization period. 2 Assumes the use of 4% Tax Credits. Assumes a $20.9 million requested unadjusted eligible basis, which includes a $0.0 million voluntary basis reduction, a 130% difficult-to-develop premium, and a 3.30% Tax Credit Rate. DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA LANDSCAPE PLAN L101 0'0'0'0' SCALE: 1" = 40'-0" 20'40'80'0'0' N DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA SITE PLAN & GROUND FLOOR L102 0'0'0'0'0' SCALE: 1" = 20'-0" 10'20'40'0' N LEVEL 1 DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA SITE PLAN & GROUND FLOOR L103 0'0'0'0'0' SCALE: 1" = 20'-0" 10'20'40'0' N LEVEL 1 DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA LANDSCAPE PLAN L104 0'0'0'0' SCALE: 1" = 40'-0" 20'40'80'0'0' N DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA LANDSCAPE PLAN L105 0'0'0'0' SCALE: 1" = 40'-0" 20'40'80'0'0' N DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA LANDSCAPE PLAN L106 0'0'0'0' SCALE: 1" = 40'-0" 20'40'80'0'0' N DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA LANDSCAPE PLAN L107 0'0'0'0' SCALE: 1" = 40'-0" 20'40'80'0'0' N DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA PLANTING SECTIONS L108 0'0'0'0'0' SCALE: 1" = 20'-0" 10'20'40'0' N Sc a l e : 8' 4' 0 1/4" = 1' 2' Sa n t a M o n i c a 4 t h + A r i z o n a TYPICAL ASSEMBLY SHRUBS + TREE 2" UNIT PAVERS 20" PEDESTAL 4" RIGID INSULATION 1" WATERPROOFING TOTAL: 27" 24" SOIL DEPTH 3" DRAINAGE/RETENTION MAT TOTAL: 27" TREE SOIL DEPTH 42" Sc a l e : 8' 4' 0 1/4" = 1' 2' Sa n t a M o n i c a 4 t h + A r i z o n a TYPICAL ASSEMBLY TURF 2" UNIT PAVERS 8" PEDESTAL 4" RIGID INSULATION 1" WATERPROOFING TOTAL: 15" 12" SOIL DEPTH 3" DRAINAGE/RETENTION MAT TOTAL: 15" DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA PLANTING SECTIONS L109 0'0'0'0'0' SCALE: 1" = 20'-0" 10'20'40'0' N Sc a l e : 8' 4' 0 1/4" = 1' 2' Sa n t a M o n i c a 4 t h + A r i z o n a SHRUB + TURF STRATEGY 1 2" UNIT PAVERS 20" PEDESTAL 4" RIGID INSULATION 1" WATERPROOFING TOTAL: 27" 24" SOIL DEPTH 3" DRAINAGE/RETENTION MAT TOTAL: 27" TREE SOIL DEPTH 42" DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA PLANTING SECTIONS L110 0'0'0'0'0' SCALE: 1" = 20'-0" 10'20'40'0' N Sc a l e : 8' 4' 0 1/4" = 1' 2' Sa n t a M o n i c a 4 t h + A r i z o n a STRATEGY 2 2" UNIT PAVERS 1" PEDESTAL 4" RIGID INSULATION 1" WATERPROOFING TOTAL: 8" 24" SOIL DEPTH 3" DRAINAGE/RETENTION MAT TOTAL: 27" 42" TREE SOIL DEPTH 3" DRAINAGE/RETENTION MAT TOTAL: 45" DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA PLANTING SECTIONS L111 0'0'0'0'0' SCALE: 1" = 20'-0" 10'20'40'0' N Sc a l e : 8' 4' 0 1/4" = 1' 2' Sa n t a M o n i c a 4 t h + A r i z o n a STRATEGY 3 2" UNIT PAVERS 8" PEDESTAL 4" RIGID INSULATION 1" WATERPROOFING TOTAL: 15" 12" SOIL DEPTH 3" DRAINAGE/RETENTION MAT TOTAL: 15" DESIGN TEAM OMA OLIN VTBS METROPOLITAN PACIFIC REAL ESTATE GROUP CLARETTE WEST DEVELOPMENT DLJ REAL ESTATE CAPITAL PARTNERS CONTACT: JOHN WARFEL PH: (310) 576-4882 1301-1333 4TH STREET - 1324-1334 5TH STREET SANTA MONICA, CA 90401 THE PLAZA AT SANTA MONICA PLANTING SECTIONS L112 0'0'0'0'0' SCALE: 1" = 20'-0" 10'20'40'0' N Exhibit W 4th and Arizona Conceptual Business Terms PROVISION TERMS Ground Lease Term 55-year base term with either one or two, 22-year options (77 or 99 years total, pending further economic analysis). There would be three separate ground leases: (i) affordable housing, (ii) hotel, and (iii) the remaining uses (office, retail, cultural space, open space and parking). Ground Lease Payments The Affordable Housing Parcel would have no ground lease payments. The ground lease payments for the other two ground leases (Hotel and Office/Retail/Parking) would be as follows:  During the Construction Period rent shall equal $100,000 for the first lease year, $150,000 for the second lease year, and $200,000 for the remainder of the Construction Period.  Upon the expiration of the Construction Period, rent shall be $1,300,000 annually, allocated between the hotel parcel ground lease and the ground lease for the balance of the Project.  The $1,300,000 annual rent shall be increased by CPI on the fifth (5th) anniversary from the end of the Construction Period and every five years thereafter, provided that the increase shall not be less than 5% or greater than 15% in any escalation period through the expiration of the initial 55 year lease term. Profit Sharing If the Project is sold within the first ten years of operation then the City would receive a one-time payment of the percentage amount (still to be negotiated) of the net sales proceeds received by Developer which is greater than Developer’s Minimum Return, if any, by which the net sales proceeds exceed Developer’s Minimum Return. The Developer’s Minimum Return is the total Project costs which include tenant improvement costs and commissions plus an annual ten percent return. However, if the Project has not been sold by the tenth year of the completion of construction and if the then fair market value of Developer’s leasehold interest in the Project is greater than Developer’s Minimum Return, Developer shall pay to the City the Profit Participation Percentage by the amount, if any, by which the hypothetical net sales proceeds exceed Developer’s Minimum Return. Provisions would be included to address profit sharing if the Developer sells its interest in the Project in stages, sells tax credits that it receives in connection with the affordable housing component of the Project or refinances the Project for an amount in excess of Developer’s Minimum Return. Bank Relocation Developer would be responsible for payment of lease termination fees and the costs of relocating the two banks that are currently on the Site and for acquiring approvals for and covering the costs of demolition of existing structures as necessary. The project costs were estimated at approximately $400 million per the original proposal and development program and the project’s economics were established in the Developer’s original pro forma attached.