HomeMy WebLinkAboutCED Agreement for Fiscal Impact Analysis and Real Estate Advisory Services____________________________________________________________________________________
FOR CITY CLERK ONLY
Council Meeting: June 17, 2024
Disposition: Authorized the City Manager to execute the first amendment to the agreement for
professional services with Seifel Consulting for continued fiscal impact analysis and real estate
advisory services related to the Northgate Town Square Project in an amount of $30,000, for a total
not to exceed contract amount of $104,900
Agenda Item No: 4.d
Meeting Date: June 17, 2024
SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Community & Economic Development Department
Prepared by: April Talley,
Project Director
City Manager Approval: ______________
TOPIC: AGREEMENT FOR FISCAL IMPACT ANALYSIS AND REAL ESTATE ADVISORY
SERVICES
SUBJECT: AUTHORIZE THE CITY MANAGER TO EXECUTE THE FIRST AMENDMENT TO THE
AGREEMENT FOR PROFESSIONAL SERVICES WITH SEIFEL CONSULTING FOR
CONTINUED FISCAL IMPACT ANALYSIS AND REAL ESTATE ADVISORY SERVICES
RELATED TO THE NORTHGATE TOWN SQUARE PROJECT IN AN AMOUNT OF
$30,000, FOR A TOTAL NOT TO EXCEED CONTRACT AMOUNT OF $104,900.
RECOMMENDATION:
Authorize the City Manager to execute the first amendment to the Agreement for Professional Services
with Seifel Consulting for continued fiscal impact analysis and real estate advisory services related to the
Northgate Town Square project in an amount of $30,000, for a total not to exceed contract amount of
$104,900
BACKGROUND:
The Northgate Mall (Mall) is a 44.76-acre site consisting of six parcels (APNs: 175-060-12, -40, -59, -61,
-66 & 67). Originally opened in 1965 with The Emporium as its original anchor tenant, the Mall is currently
developed with 766,512 square feet of commercial space, surface parking lots, and one parking garage
structure. In 2017, Melone Geier acquired the project site and, in March 2021, filed an application for the
phased redevelopment of the Mall through the demolition of most of the mall structure, including the
Sears, Macy's, and Kohl's anchor buildings, redevelopment of commercial spaces, the construction of
new commercial pads at the northern periphery of the property, construction of new structured and
surface level parking facilities, development of housing units, and new community open space and
amenities. The applicant proposes to complete this redevelopment in two phases pursuant to its 2025
Master Plan and 2040 Vision Plan.
SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
The City has utilized Seifel Consulting to analyze the financial impacts of the Northgate Town Square on
city resources. Seifel’s analysis to date has also helped inform Development Agreement negotiations
between the City and Merlone Geier.
ANALYSIS:
Seifel Consulting has analyzed specific project deal points to determine the fiscal impact to the City’s
general fund revenues and expenditures. There is new project data that the City needs to analyze as a
part of its ongoing due diligence on the proposed project. As such, the staff is seeking to amend the
professional services agreement to allow Seifel to finalize its analysis using the latest project data.
FISCAL IMPACT:
The proposal from Seifel Consulting totals $30,000. This would increase the total contract amount to
$104,900. The funds needed to cover the cost of this service will be covered by the project applicant as
agreed upon in the executed reimbursement agreement.
OPTIONS:
The City Council has the following options to consider on this matter:
1.Authorize the City Manager to execute the contract amendment.
2.Do not authorize the City Manager to enter into the agreement and provide further direction to
staff.
3.Take no action.
RECOMMENDED ACTION:
Authorize the City Manager to execute the first amendment to the Professional Services Agreement with
Seifel Consulting for continued fiscal impact analysis and real estate advisory services related to the
Northgate Town Square project in an amount of $30,000, for a total not to exceed contract amount of
$104,900.
ATTACHMENTS:
1.First Amendment to the Professional Services Agreement with Seifel Consulting for fiscal impact
analysis and real estate advisory services.
2.Seifel Consulting Scope of Work.
FIRST AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH
SEIFEL CONSULTING, INC. FOR FINANCIAL ANALYSIS SERVICES FOR
NORTHGATE TOWN SQUARE DA PROCESS
THIS FIRST AMENDMENT to the Professional Services Agreement by and between
the CITY OF SAN RAFAEL (hereinafter "CITY"), and SEIFEL CONSULTING, INC.
(hereinafter "CONSULTANT"), is made and entered into as of Aug 29, 2024
RECITALS
WHEREAS, the CITY and CONSULTANT entered into a Professional Services
Agreement dated November 18, 2022 to perform professional services in connection with
CITY'S Northgate Town Square DA Process, for an amount not to exceed $74,900 (the
"Agreement"); and
WHEREAS, under the terms of the Agreement, the Term of the Agreement was to
expire on November 18, 2023; however, CITY and CONSULTANT agreed informally that the
Term of the Agreement would be extended, and now wish to ratify and memorialize that
extension; and
WHEREAS, CITY requires additional professional services from the CONSULTANT,
and the CONSULTANT is willing to provide such services.
AMENDMENT TO AGREEMENT
NOW, THEREFORE, the parties hereby agree to amend the Agreement as follows:
1. Article I of the Agreement, entitled "SERVICES TO BE PROVIDED" is hereby
amended to include the additional services set forth in CONSULTANT's proposal
dated June 12, 2024, attached to this First Amendment as Exhibit A and
incorporated herein by reference.
2. Article II of the Agreement, entitled "COMPENSATION" is hereby amended to
include additional compensation payable to CONSULTANT for the services
described in Exhibit A to this First Amendment, on a time and materials basis in
accordance with the Exhibit A, in a not -to -exceed amount of $30,000, and to change
the total not -to -exceed amount under the Agreement to $104,900.
3. Article III of the Agreement, entitled "TERM OF AGREEMENT" is hereby
amended, effective as of November 18, 2023, to extend the Agreement term by one
year, through November 18, 2024.
4. Except as specifically amended herein, all of the other provisions, terms and
obligations of the Agreement between the parties shall remain valid and shall be in
full force.
IN WITNESS WHEREOF, the parties have executed this First Amendment on the day,
month, and year first above written.
CITY OF SAN RAFAEL
Crisfihe Alilovich
Cristine Alilovich (Aug 29, 2024 20:56 PDT)
CRISTINE ALILOVICH, City Manager
ATTEST:
fi P. Nuiml itur1(Scp J, 2024 t4f, PDT)
LINDSAY LARA, City Clerk
APPROVED AS TO FORM:
bb2Yt T Eyst2ll?
Robert F. Epstein (Aug 29, 02417:02 PDT)
ROBERT F. EPSTEIN, City Attorney
2
CONSULTANT
Name: Elizabeth Seifel
Title: President
[If Contractor is a corporation, add signature of
second corporate officer]
Name: Elizabeth Seifel
Title: ' Tresurer
DRAFT FOR INTERNAL REVIEW ONLY
June 12, 2024
Ms. April Talley and Mr. Micah Hinkle
City of San Rafael
1400 5th Avenue 3rd Floor
San Rafael, CA 94901
email: Micah.Hinkle@cityofsanrafael.org
Re: Contract Amendment #1— Proposed Amendment to Provide Real Estate Advisory Services
Related to Northgate Mall Redevelopment
Dear Ms. Talley and Mr. Hinkle,
Seifel Consulting appreciates this opportunity to continue to provide advisory services to the City of
San Rafael regarding the proposed redevelopment of the Northgate Mall, which is also known as
Northgate Town Square. We are requesting a contract amendment #1 to our existing contract because the
project timeline is being extended through 2024 and additional work needs to be performed prior to the
approval of the proposed project and its associated development agreement.
The existing contract anticipated that work would be completed during a 6-12 month time frame during
2023, and substantial additional services have been performed at the direction of City staff that have
resulted in the expenditure of the existing contract budget amount. The following is a brief summary of
work performed as of November 2023.
Task 1— Proiect Initiation, Meetings and Coordination
Key components of this task have been completed, although the scope of services is anticipated to
continue to evolve through 2024:
• Gathered and reviewed relevant documents and data provided by City staff and the Merlone Geier
development team (MG).
• Prepared for and facilitated numerous coordination calls/meetings with City staff, which included
review of next steps and the project schedule, and advisory services on the project.
• Refined and augmented various components of the work program at the direction of City staff.
Task 2— Real Estate Advisory Services (Additional services still needed through 2024)
Key components of this task have been completed, although additional real estate advisory services will
be needed through 2024:
• Reviewed and analyzed relevant information provided by MG regarding the proposed development.
• Performed due diligence on MG's development proposal and supporting information provided by
MG, including development revenues and costs for both the market rate and affordable housing
components of the program.
City of San Rafael Northgate Mall Redevelopment Seifel Consulting, Inc.
Contract Amendment #1 for Advisory Services December 2023
• Reviewed the draft fiscal analysis prepared by Kosmont Companies on the proposed project and
provided comments to City staff, which led to City staff requesting that we perform additional fiscal
advisory services as described in Task 4 below.
• Performed an initial evaluation of the community benefits being offered by the developer as part of
the development agreement, which included discussions regarding whether and how these community
benefits would exceed what is required by relevant City requirements for this type of development in
accordance with California Government Code Section 65864-65869.5.
• Prepared for and attended numerous calls with City staff and City attorney regarding various real
estate issues associated with the development agreement negotiations.
Task 3— Public Meetings (Additional services still needed through 2024)
Some components of this task have been completed, and additional services will be needed through 2024:
• Assisted City staff in preparing for the public review process, which included review of relevant
sections of the Draft Environmental Impact Report (DEIR) and advisory services related to household
size and employment generation.
Task 4— Additional Services (Additional services still needed through 2024)
At the request of City staff, we performed additional services in collaboration with City staff that included
advice regarding the proposed housing program and the preparation of a more comprehensive draft fiscal
impact analysis that incorporated significant additional data and analysis regarding the potential impact
on the City's General Fund from the Northgate Mall redevelopment.
Housing and Communitv Benefit Advisory Services
• Performed due diligence on the proposed housing program, which included the assembly and review
of relevant market, construction and development data for apartment and townhome units.
• Advised on a scope of work for a current residential market analysis for Northgate area plus other
areas of the City and coordinated with The Concord Group regarding the preparation of the
market analysis, as well as use of the data for the housing and fiscal analysis.
• Performed due diligence regarding the proposed affordable housing program described in the
Northgate Town Square 2025 Master Plan and 2040 Vision Plan (May 2023).
• Prepared a summary financial analysis of the potential developer cost under three alternative
affordable housing scenarios: 1) proposed land dedication/EAH affordable housing development,
2) in -lieu fee option and 3) onsite inclusionary housing provision.
• Reviewed and refined findings from this analysis with staff to help inform the Development
Agreement (DA) negotiations regarding community benefits.
• Facilitated calls with City staff, MG and its non-profit development partner, EAH, to clarify MG's
proposed land dedication for affordable housing and its development.
Fiscal Advisory Services
• Prepared a significant update to the fiscal impact analysis (FIA) of the proposed redevelopment of the
Northgate Mall, which included the preparation of a detailed FIA model.
• Conducted numerous conference calls with City staff regarding the FIA update, which included due
diligence review of relevant information submitted by the MG on the proposed project, as well as data
provided by City staff regarding historical and existing assessed value for properties included within
the project boundaries, as well as retail sales tax generation.
• Reviewed the proposed development plans and phasing programs for the 2025 Master Plan and 2040
Vision Plan in relationship to Marin County Assessor data regarding the development parcels,
City of San Rafael Seifel Consulting, Inc.
Contract Amendment #1 for Advisory Services 2
summarized the development program by land use and phasing, and then developed a series of
supporting tables for the FIA model how retail space is demolished and redeveloped.
• Reviewed and provided feedback regarding the DEIR regarding the proposed land use and the
projected numbers of households and employees.
• Prepared and refined projections of the potential service population from the change in residents and
employees due to the Northgate Town Square 2025 Master Plan and 2040 Vision Plan.
• Gathered and analyzed additional data and reports to inform the fiscal analysis, including data
regarding historical and potential retail sales taxes, land prices, number of development parcels,
development costs, potential residential and commercial development values.
• Prepared and refined a series of FIA tables that document the development program, key assumptions
and potential fiscal revenues and costs to the City's General Fund at the build out of the 2025 Master
Plan and 2040 Vision Plan.
• Prepared several rounds of updated draft summary tables, graphs and supporting appendix tables that
summarize the fiscal impact analysis.
Given that the work program is anticipated to extend through December 2024, and substantial additional
services still need to be performed at the direction of City staff, the following pages present the proposed
work program and budget for the proposed contract amendment # 1.
Please feel free to contact us with any questions or suggested modification.
Sincerely,
Elizabeth (Libby) Seifel
President, Seifel Consulting, Inc.
City of San Rafael Seifel Consulting, Inc.
Contract Amendment #1 for Advisory Services 3
Scope of Work
Contract Amendment #1
Background
Merlone Geier Partners (Project Applicant or developer) is proposing to redevelop the Northgate Mall as
a mixed use development in the City of San Rafael (City or Client), which is known as the Northgate
Town Square development. The development would include transit -oriented housing as well as
interconnected community gathering spaces and retail that would encourage public interaction. Central to
this vision is the creation of the new outdoor town square that will serve as the heart of the project,
attracting residents throughout the City and new retailers to this one -of -a -kind destination in Marin
County. The developer is proposing to enter into a development agreement with the City, which would
include the provision of the town square property as a community benefit.
Seifel Consulting (Seifel) is requesting a contract amendment #1 to Seifel's existing contract for the
Northgate Town Square development to provide the following additional services as requested by City
staff
Provide additional real estate, housing and fiscal advisory services as directed by staff and
summarized below.
• Prepare additional work products and attend public meetings through 2024.
Task 1.1 Project Coordination
Throughout the work effort, we will conduct coordination calls or meetings with City staff and/or the
developer as needed to ensure the work is accomplished effectively. These calls or meetings will be
scheduled periodically and will serve to evaluate the progress of the project work, obtain additional
information and review work performed to date.
Task 2.1 Real Estate Advisory Services
Based on our understanding of the work program, Seifel proposes to perform the following services in
collaboration with City staff and legal counsel:
• Prepare for and attend meetings with City staff to discuss proposed communication with the
developer, negotiation strategies and preparation of the development agreement.
• Provide as -needed consultation via meetings or teleconferences with City staff.
Task 3.1 Public Meetings
Based on our initial understanding of the public meeting process, Seifel proposes to perform the
following services:
• Assist City staff during the public review process.
• Assist City staff in preparing for public meetings, hearings and presentations on the proposed
project and potential development agreement to the Planning Commission and City Council.
• Present findings and recommendations at two public meetings..
City of San Rafael Seifel Consulting, Inc.
Contract Amendment #1 for Advisory Services 4
Task 4.1 Additional Advisory Services
This scope of services is based on our initial understanding of our role and tasks to be performed for this
assignment. Seifel will provide additional services upon client approval and within a separate additional
services budget to be mutually agreed upon, which may include, but are not limited to:
• Prepare additional analyses or written products, as mutually agreed upon, which may include a review
of submittals by the developer with respect to the use of concession(s) per State Density Bonus law or
other proposed components of the development or master plan.
• Provide additional advisory services, as mutually agreed upon.
• Provide a peer review of documents and fiscal and economic analysis provided by the developer and
its consultants, which may be subject to a confidentiality agreement.
• Prepare presentations for and/or participate in additional meetings beyond those described above.
• Conduct extensive review of supporting data.
• Retain additional professional advice to inform the work program, such as the cost estimation or
property appraisal assistance.
• Review and advise on other related issues and/or documents as needed.
In addition to the additional services that were described and approved in our existing contract for
Task 4, the following additional services have been requested by City staff as described below in
Tasks 4.1A.
Task MA Additional Services
As directed by City staff, Seifel will prepare the following additional advisory services, economic
analyses, work products and supporting materials regarding the proposed housing program, community
benefits and the potential fiscal impact on the City's General Fund.
Housine and Community Benefit Advisory Services
• If needed, update the financial analysis regarding the proposed affordable housing program based on
proposed revisions to the development program as of Spring 2024, which summarizes and compares
three alternative affordable housing scenarios.
• Prepare one updated draft and final version of the supporting financial tables and associated appendix
tables based on input from City staff.
• Assist staff in preparing a summary of findings for the Planning Commission and/or City Council
meeting, which may include the preparation of presentation slides.
Fiscal Advisory Services
• Update the draft fiscal impact analysis (FIA) that was prepared for the Northgate Town Square 2025
Master Plan and 2040 Vision Plan (submitted in May 2023) to reflect the updated proposed
development program to be submitted by Merlone Geier in Spring 2024 and related assumptions. (As
agreed upon with City staff, the FIA will continue to be based on the same market values, affordable
housing values and General Fund revenue and cost assumptions that were utilized in the draft 2023
FIA tables.)
• Prepare updated draft and final versions of the supporting FIA tables and associated appendix tables
based on input from City staff.
• Prepare for and facilitate conference calls with City staff and/or MG.
City of San Rafael Seifel Consulting, Inc.
Contract Amendment #1 for Advisory Services 5
• Prepare a draft and final memorandum of findings regarding the potential fiscal impact on the General
Fund.
• Assist staff in preparing a summary of findings for the City Council meeting, which may include the
preparation of presentation slides.
Work Products and Schedule
As directed by staff, we will provide work products that will include summary tables, graphs, presentation
slides, electronic communication of initial findings, memoranda and reports, as directed by staff. All work
products will be prepared in electronic PDF format for use by staff and other interested parties. The
schedule for delivery of the work products will be discussed and mutually agreed upon with staff.
Draft and Final Work Products
Housing and Com»uunity Benefit Advisory Services
• Preparation offinal draft and final summary tables, graphs and supporting appendix tables.
• Presentation slides for public meetings.
Fiscal Advisory Services
• Preparation of final draft and final summary tables, graphs and supporting appendix tables.
• Draft and final memorandum offindings regan ling this analysis.
• Presentation slides for public meetings.
City of San Rafael
Contract Amendment #1 for Advisory Services
Seifel Consulting, Inc.
6
Exhibit B: Compensation
Seifel Consulting, Inc. bills on a time and materials basis and will continue to maintain its current billing
terms through 2024. The contract amendment #1 to complete this additional work is $30,000. The
distribution of professional hours and associated additional services budget is shown in the table below.
The following table shows the original contract amount and the contract amendment #1.
Original Contract Amount
$75,000
Basic Services (Tasks 1-3)
$50,000
Additional Services (Task 4)
$25,000
Contract Amendment Request #1
$30,000
Amendment Budget
$30,000
Contingency
To Be Determined
(TBD) based on
additional services
City of San Rafael
Contract Amendment #1 for Advisory Services
Seifel Consulting, Inc.
7