June 10, The Honorable William D. Sessoms, Jr. Members of City Council. Dear Council Members: RE: Cityview Two Development

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1 OFFICE OF THE CITY MANAGER OFFICE (757) FAX March (757) , 2016 MUNICIPAL CENTER BUILDING COURTHOUSE DRIVE VIRGINIA BEACH, VA June 10, 2016 The Honorable William D. Sessoms, Jr. Members of City Council Dear Council Members: RE: Cityview Two Development Attached is the June 14 Cityview Two Development presentation. It includes the summary of developer proposal, review of proposed term sheet, and financial analysis. Please do not hesitate to contact me or Doug Smith with any questions. We can be reached at Respectfully, David L. Hansen City Manager DLH:pam Attachment

2 Virginia Beach City Council Douglas L. Smith, Deputy City Manager Patricia A. Phillips, Director of Finance June 14, 2016

3 Presentation Overview Summary of Developer Proposal Review of Proposed Term Sheet Financial Analysis City Council Discussion and Direction 2

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5 Layout of Proposed Project Hotel 4

6 Summary of Developer Proposal Three Phase Mixed-Use Development $62.0MM anticipated private investment Request City to dedicate incremental real estate tax revenues from this specific Project. $10.2MM maximum City dedication Payable from incremental real estate taxes over 25 years Developer to: Make parking available to public Sell City needed easements over Developer property for Thalia Greenway ($300,000) Six years to complete Property included within CBD-TIF since TIF inception Not part of the SSD 5

7 Term Sheet Summary Three Phase Development- Phase 1 6 Level Mixed Use Tower: 13,500 s.f. office/ 64 apartments 8 Level Apartment Tower- 138 Units 7 Level Parking Structure- 481 Spaces Phase 2 3 Level Commercial Tower: 24,000 s.f. Phase 3 TBD Level Mixed Use Hotel Tower Key Limited Service Hotel 4,000-5,000 s.f. of Commercial (office or retail) Construction to commence within 36 months of the agreement approval 6

Term Sheet Summary- Continued Anticipated

3MM Total Phase 1 Phase 2 Office Tower: Phase

8 Term Sheet Summary- Continued Anticipated Developer Investment Phase 1 Mixed Use Tower: $14.0MM Apartment Tower: $22.1MM Parking Garage: $ 8.3MM Total Phase 1 Phase 2 Office Tower: Phase 3 Mixed Use Hotel Tower: Total Anticipated Investment: $44.4MM $ 5.0MM $12.6MM $62.0 MM 7

9 Term Sheet Summary-Continued City Participation Beginning with completion of Phase 1 City (via VBDA) to make semi-annual payments equal to incremental real estate taxes paid by Project. Baseline is real estate taxes owed as of June 5, 2016 A Certificate of Occupancy has been issued Real estate taxes have been paid Maximum total payment $10.2MM Maximum term 25 years VBDA has right to terminate further payments if: A construction of hotel phase has not commenced within 36 months All elements of Project not complete 72 months after first payment 8

10 Term Sheet Summary- Continued Parking Garage Operations Developer to own Parking Garage Parking open to public Developer entitled to enact rules and regulations to ensure adequate access to parking by its patrons Developer responsible for all maintenance, operation, and other costs associated with Parking Garage Failure to maintain public parking terminates incentive payments 9

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12 Parking Structure Estimated Debt Service ~ Garage construction cost (excludes amenity) $8.1 million ~ Garage debt service ~ Term 20 years ~ Interest rate 4.75% ~ Annual payment $633,000 ~ Total Estimated P&I $12.7 million ~ City of Virginia Beach ~ 100% real estate tax dedication (NTE) $10.2 million ~ Dedication to debt service ratio 80% ~ Baseline date determination June 5, 2016 ~ Approximate baseline value $2.6 million ~ Term not to exceed 25 years Source: Strategic Growth Areas Office 11

BPOL Tax Personal Property Sales Tax Utility Tax Meals Hotel Residential Indirect Total Additional Revenues In Millions 25 YR $ 1.2.4 2.6.4 4.3 7.5 15.1.9 $32.

13 BPOL Tax Personal Property Sales Tax Utility Tax Meals Hotel Residential Indirect Total Additional Revenues In Millions 25 YR $ $32.4 Municipal Costs/Real Estate displacement* Marginal Revenues Source: Department of Budget and Management Services * includes a 50% displacement on sales based revenues $24.7 $

14 Central Business District South Tax Increment Financing District 13

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~ The City of Virginia Beach incurs no debt or maintenance obligation ~ Additional general fund revenues are generated ~ Additional shared parking and new development supports Pembroke SGA and the

16 ~ The City of Virginia Beach incurs no debt or maintenance obligation ~ Additional general fund revenues are generated ~ Additional shared parking and new development supports Pembroke SGA and the CBD ~ Project should generate 165 employment opportunities during construction and sustain 38 ongoing jobs annually plus additional hotel inventory in CBD ~ Thalia Creek Greenway Project able to proceed ~ The project is compliant with Comprehensive and SGA Plans ~ Advances opportunities for CBD TIF District to grow around the core area ~ Ripley Heatwole consolidates operations and brings HQ to the SGA supporting Economic Development s strategy (headquarter industries) 15

17 Questions/ Discussion 16

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We are pleased to provide all owners with the King s Creek Plantation Owners Association Annual Report.

April 30, 2016 Dear Owner, We are pleased to provide all owners with the King s Creek Plantation Owners Association Annual Report. The Report includes the following information: 1. The full legal name