Date: June 17, Recreation and Park Commission. Dawn Kamalanathan Planning Director

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1 Date: June 17, 2010 To: From: Recreation and Park Commission Dawn Kamalanathan Planning Director Subject: Candlestick Point Hunters Point Shipyard Phase 2 Project Agenda Wording: Resolution approving and authorizing, subject to the approval of the Board of Supervisors, the execution, delivery and performance of a Real Property Transfer Agreement between the City and County of San Francisco and the Redevelopment Agency of the City and County of San Francisco for Certain City Property at Candlestick Point and adopting CEQA findings, including a statement of overriding considerations and a mitigation monitoring and reporting program, in furtherance of the Candlestick Point and Phase 2 of the Hunters Point Shipyard Project, located within the Bayview Hunters Point and Hunters Point Shipyard Redevelopment Project Areas. Background: On June 17, 2010, the Commission will consider a resolution authorizing the Director to execute, subject to the approval of the Board of Supervisors, delivery and performance of a Real Property Transfer Agreement between the City and County of San Francisco and the Redevelopment Agency of the City and County of San Francisco for Certain City Property at Candlestick Point in furtherance of the Candlestick Point and Phase 2 of the Hunters Point Shipyard Redevelopment Project, and adopt CEQA findings, including a statement of overriding considerations and a mitigation monitoring and reporting program, for the Candlestick Point Hunters Point Shipyard Phase 2 Project (the Project ). The Recreation and Park Department ( RecPark ) has administrative jurisdiction on behalf of the City over property on Candlestick Point currently leased to the 49ers and related parking areas (the RecPark Property ), which totals approximately 82 acres. In April 2007, the RecPark Commission approved a Memorandum of Understanding ( MOU ) between the City, including RecPark, the Planning Department, the Mayor s Office, and the Redevelopment Agency ( Agency ) by Resolution No The MOU provides for the City and the Agency to cooperate with one another to facilitate the planning of Candlestick Point and Phase 2 of the Shipyard as one integrated development project. The MOU also provides for the Agency to serve as the City s fiscal agent for the City s costs associated with the planning of the integrated project. Additionally, this resolution authorized the Agency to include the RecPark Property under the Agency s exclusive negotiations agreement with CP Development Co. LP, a joint venture between Lennar and Scala Real Estate Partners,

2 Hillwood, and Estein and Associates, USA (the Developer ) for the purposes of planning for the proposed integrated project. In May 2007, the Board of Supervisors passed and the Mayor signed a resolution (Resolution No ) endorsing a Conceptual Framework for the integrated development of Candlestick Point and the Shipyard, which outlines the City s primary goals and objectives for the project, including plans with and without a new football stadium on the Shipyard. Furthermore, on June 3, 2008, the City s voters overwhelmingly approved Proposition G, which established City policy to proceed, subject to public input and the environmental review process, with revitalizing Candlestick Point and the Hunters Point Shipyard through an integrated mixed-use development project that is consistent with these objectives: producing tangible community benefits for the Bayview and the City; reunifying the site with the Bayview and protecting the Bayview's character for existing residents; producing new market and affordable housing and encouraging rebuilding the Alice Griffith Housing Development; incorporating environmental sustainability: encouraging the timely development of the Project site; encouraging the 49ers to remain in San Francisco by providing a new stadium site and supporting infrastructure; and requiring the Project to be fiscally prudent, with or without a new stadium Proposition G also authorized the conveyance of the City s Recreation and Park interests within Candlestick Point in furtherance of the Project, provided that there is a binding commitment to replace the transferred property with other property of at least the same acreage that will be improved and dedicated as public parks or open space in the Project; repealed Proposition D and Proposition F relating to prior plans for the development of a new stadium and retail entertainment project on Candlestick Point; and urged the City, the Agency and all other governmental agencies with jurisdiction to proceed expeditiously with the Project. Project Overview: Consistent with Conceptual Framework and Proposition G, the proposed land use and development program on the Shipyard and Candlestick Point include the following elements: 10,500 residential housing units, of which 31.86% (3,345) will be below market. The housing program includes the complete rebuilding of the Alice Griffith Public Housing Development, also known as Double Rock, with one-for-one replacement of existing units and phased development to prevent displacement. 2,500,000 sq. ft. of research and development uses including office and light industrial uses targeting emerging industries and technologies such as green technology.

3 150,000 sq. ft. of office and other commercial uses on Candlestick Point. 336 acres of new and restored open space and active recreation areas inclusive of the dual use stadium parking lot, which includes neighborhood parks within Candlestick Point and the Shipyard, new waterfront parks around the entire perimeter of the Shipyard connecting to the region s Bay Trail, and a major renovation of the Candlestick Point State Recreation Area with restored habitat areas and public access to the water. 635,000 sq. ft. of regional retail on Candlestick Point. 125,000 sq. ft. of neighborhood-serving retail on both the Shipyard and Candlestick Point. Permanent new and renovated space for the existing Shipyard artists as well as an arts education center. A 150,000 sq. ft. (220-room) hotel on Candlestick Point. A 10,000 seat performance venue on Candlestick Point. A potential new 69,000-seat, world-class football stadium for the 49ers. New public and community facilities on both the Shipyard and Candlestick Point, including a new fire station on the Shipyard and space for an expanded police station or school on Candlestick Point. A 300-slip marina on the Shipyard. The development of the Project will require substantial new transportation and utility infrastructure including new roads as well as a new low-pressure water system, a reclaimed water system, an auxiliary water supply system, separate sanitary sewer and storm drainage facilities, and trenches throughout the Project site to accommodate electrical, communication, and gas utilities. Shoreline improvements will also be provided to stabilize the shoreline. Additionally, the Project provides for alternative uses that either shift some residential uses from Candlestick Point to the Shipyard and expand by up to 500,000 square feet commercial uses on some of the areas of the Shipyard currently reserved for stadium uses or expand research and development uses by 2,500,000 square feet on the Shipyard if the 49ers do not avail themselves of the opportunity to build a new stadium on the Shipyard. The bicycle and pedestrian bridge over Yosemite Slough can be used for game day automobile travel in the event the stadium is constructed. Open Space Plan: On February 4, 2010, the Office of Economic and Workforce Development provided the Commission with an overview of the Project and the Project s Open Space and Habitat Concept Plan. The Draft Open Space and Habitat Concept Plan ( Open Space Plan ) includes approximately 336 acres of new and improved open space that will provide a wide range of types of recreational activities and uses for the surrounding neighborhoods, City and region. The parkland will include neighborhood parks, a sports field complex, cultural heritage park, extensive network of trails, including the extension of the Bay Trail, promenades, habitat enhancements, improvements to the Candlestick Point State Recreation Area and incorporation of green infrastructure and sustainability elements such as shoreline improvements to protect against sea level rise.

4 The overarching goals of the Plan are to: 1) enhance wildlife and plant habitat, 2) promote a mix of park types and recreational facilities for the needs of both existing and future residents, 3) maximize waterfront recreational uses, 4) integrate with other local and regional master plans, 4) provide a state of the art sports stadium, and 5) provide better access to the waterfront and activate the Candlestick Point State Recreation Area. Large portions of the new park land will be improved to be consistent with the natural setting and be used for passive recreation uses such as hiking, walking, bird watching and provide educational opportunities for residents and visitors to lean about the maritime history of the Shipyard and its surrounding neighborhoods and the ecological habitat. In addition to a number of neighborhood parks and boulevard parks on both Candlestick Point and the Shipyard, two large wedge parks will provide linkages and direct walking access to the waterfront and the Candlestick Point State Recreation Area from high density residential areas. These parks will provide for a wide range of uses including, children s play areas, outdoor basketball and tennis courts, ball fields, community gardens, ornamental gardens, picnic and barbeque areas, multi-purpose lawns for kite flying that will provide space for farmers markets and festivals, space for the International African Marketplace, and other recreational facilities. The costs associated with making these improvements are expected to total approximately $170 million. Under the Disposition and Development Agreement between the Agency and the Developer, the Developer must provide all the necessary open space and other public infrastructure and transportation improvements, community benefits, and amenities. The Developer will be obligated to complete the open space and infrastructure improvements on a phased basis so that open space is developed in conjunction with the residential and mixed-use neighborhoods. RecPark Land Transfer Agreement: In accordance with Proposition G, the City and the Agency have prepared a real property transfer agreement between the City, acting through by and through RecPark and the Department of Public Works ( DPW ) for property at Candlestick Point (the RecPark Land Transfer Agreement ). A copy of this agreement is on file with RecPark and attached as Attachment B to this memorandum. Proposition G, as described above, specifically authorized the transfer of property to implement the Project, provided that there is a binding commitment to replace the transferred property with other property of at least the same acreage that will be improved and dedicated as public parks and open space in the Project. As described above and in the Project s Open Space Plan, the Project is fulfilling this requirement through the creation of approximately acres of new parks, sports fields and active recreation areas on Candlestick Point and the Shipyard. (The Project will also restore approximately 96.7 acres at the Candlestick Point State Recreation Area for a total park program of approximately acres.) The RecPark Land Transfer Agreement provides for the City to transfer to the Agency at no cost the City s property at Candlestick Point and related parking areas, including the land currently leased to the San Francisco 49ers. The agreement further specifies that the City has no obligation to convey, and the Agency has no obligation to accept, the property before the 49ers lease terminated or expires and the 49ers vacate the leased premises. In addition, the City agrees that it will not amend the 49ers lease to extend the term beyond the current outside termination date (May 2023), or enter into a new lease with the 49ers that extends beyond May 2023, unless the Agency, Developer and State Parks approves such extension or new lease. Promptly following the 49ers departure, the City will convey the leased premises to the Agency.

5 As part of the RecPark Land Transfer Agreement, the Agency agrees to use and dispose of this property in furtherance of the Project and for no other purpose, and in accordance with the requirements of Proposition G, including the requirement that the RecPark Property not be transferred for development until there is a binding commitment to create new public park or open space land areas at least equal in size to the portion of the RecPark Property to be conveyed or used for non-recreational purposes, as more particularly described in Proposition G. Further, if the Project terminates or the Agency decides not to proceed with the Project, the Agency shall quitclaim its interest in the Property back to the City if requested to do so by the City. On June 3, 2010, the Agency approved a resolution authorizing the Agency Executive Director to enter into the RecPark Land Transfer Agreement as well as approved redevelopment plan amendments, a disposition and development agreement with the Developer, land transfer agreements with the State and related Project financing agreements. Environmental Review: The Final Environmental Impact Report (Final EIR) for the Candlestick Point-Hunters Point Phase II (CP-HPS Phase II) Development Project consists of the Draft Environmental Impact Report (Draft EIR), which was published on November 12, 2009, and the Comments and Responses (C&R) document, which was made available to the public on May 13, The Final EIR has been included as Attachment C to this memorandum. The Draft EIR was distributed for a 60-day public review period (extended from the statutory 45-day required period), beginning on November 12, 2009, and ending on January 12, The C&R document was prepared in compliance with the California Environmental Quality Act (CEQA), which encourages public involvement by requiring public review of the Draft EIR and further requires that written responses must be provided for all comments received on the Draft EIR during the public review period. The Draft EIR and the C&R document are numbered consecutively. The Draft EIR distributed on November 12, 2009, includes these volumes: Volume I Executive Summary Volumes II and III Project Description; Environmental Setting, Impacts and Mitigation Measures; Project Variants; Project Alternatives Volumes IV, V and VI Appendices to the Draft EIR The C&R document, distributed on May 13, 2010, contains these volumes: Volumes VII, VIII and IX Comments and Responses Volume IX Text changes Volume X Appendices to the C&R document Approximately 115 comment letters were received on the Draft EIR and approximately 150 individuals spoke at the three public hearings that were held on the Draft EIR between December 2009 and January As further required by CEQA, written responses have been provided in the C&R document for all substantive comments. The comment letters and public hearing transcripts, and the responses to the comments comprise three-fourths of Volumes VII, VIII, and IX of the C&R document.

6 The C&R document also includes text changes to the Draft EIR. The text changes either clarify information or make minor changes and corrections to the document. This chapter of the document repeats text changes specified in the responses to comments, which added to the bulk of the document but enables the reader to easily review all document changes organized in the order of the Draft EIR chapters. Other changes were due to refinements to the Project, many of which have been prompted in response to comments received on the Draft EIR. These refinements include: A Housing/Research and Development (R&D) Variant (Variant 2A) as a non-stadium development option to provide a moderate increase of space to the Housing Variant (Variant 2). The total R&D space for this variant is 3 million GSF, which is greater than the 2.5 million GSF contemplated under the Project but less than the 5 million GSF included in the R&D Variant (Variant 1). A Historic Preservation sub-alternative (4A) that is a subset of Alternative 4, which provides for historic preservation only. The intention is to clarify how the Project development plan could include preservation of identified potential historical resources. This sub-alternative may be applied to any of the variants and alternatives. An additional tower variant (Variant 3: Tower Variant D) that minimizes shadow impacts on the Candlestick Point State Recreation Area, while retaining flexibility in some tower locations. This variant also increases tower floor plates from 10,000 square feet to 12,500 square feet to allow efficiency and flexibility in the design of floor plans without increasing the total number of housing units. Incorporation of an updated development schedule (essentially, delaying the start of construction by approximately 1-2 years) to reflect current economic conditions and the entitlement process schedule. There are no increases in the severity of any impacts and no new significant impacts arising from the information and text changes contained in the C&R document. None of the refinements to the Project, responses to the comments, or other clarifications and corrections result in a change to the significance conclusions of the Draft EIR. In many cases the refinements are designed to respond to and further address issues raised in the comments. On June 3, 2010, the Redevelopment Agency Commission and the Planning Commission certified the Final EIR, consisting of the Draft EIR together with the C&R document, upon a determination that the document had been completed in compliance with CEQA and reflects their independent judgment and analysis as to the environmental effects of the Project. In connection with the Commission s consideration of the RecPark Land Transfer Agreement, the Commission will also consider adopting CEQA findings including a statement of overriding considerations and a mitigation monitoring and reporting program, for the Project. These findings and the Project s mitigation monitoring and reporting program are attached to the Commission resolution (Attachment A) to this memorandum. Staff Recommendation: Approval

7 Attachments: Attachment A Commission Resolution (Including CEQA Findings, a Statement of Overriding Considerations and Mitigation Monitoring and Reporting Program) Attachment B Draft RecPark Land Transfer Agreement Attachment C Project s Final Environmental Impact Report (Provided on CD)