Brookfield Properties - Request for Master Developer Qualifications for the Concord Community Reuse

Brookfield + Concord Community Reuse Project Concord Naval Weapons Station Concord Reuse Project Area Plan Implementation Request for Master Developer Qualifications

Cover Letter June 18, 2021 Mr. Guy Bjerke Director, Economic Development and Base Reuse City of Concord 1950 Parkside Drive Concord, CA 94519 RE: Response to Request for Qualifications: Concord Naval Weapons Station Dear Mr. Bjerke and the City of Concord, On behalf of Brookfield Properties and our team, I am excited and honored to submit our Statement of Qualifications for the Concord Naval Weapons Station Reuse Project.

The incredible opportunity to work with the city and its stakeholders on one of the largest mixed-use opportunities in Northern California cannot be understated. We understand the unique challenges that the project requires, including the need for a robust and strategic community outreach program, an ever-changing market for both housing and commercial development, a significant upfront infrastructure component, and a complex negotiation with the Navy that supports an efficient development program and community benefits, all while providing great neighborhoods and good paying jobs to the Concord community.

We have assembled an extremely passionate and experienced team with the expertise to provide a world-class project that will benefit the current and future residents of Concord. We have unparalleled experience in publicprivate real estate development projects of this scale, complexity, mix of uses and financial requirements.

Our team understands the importance of providing a balanced approach to meeting the needs of the city, with the financial capacity and know-how to navigate through economic uncertainties, while never losing sight of the ultimate goal of providing opportunities and benefits that build on the quality of life for the community.

At Brookfield, community defines who we are. Our passion and expertise is what drives a focused commitment to exceptional communities creating unparalleled experiences for our customers while adding to the great cities that we choose to develop in. This unique blend of qualities is what gives us the ability to deliver on a community’s vision and create long-lasting value for each stakeholder involved.

Enclosed please find our response to the Request for Qualifications for the Concord Naval Weapons Station Reuse Project. In addition to the RFQ 2021-4-16 Final document, we are also in receipt of the Addendum #1 to the April 16, 2021 RFQ. Our team thanks you for your consideration, and please do not hesitate to contact us if you have any questions or need additional information.

Sincerely,

Josh Roden President, Northern California • Land & Housing Development 1

Contents

02/ Master Developer Team 10/ Master Developer Team Experience 25/ Responses to Questions 40/ Financial Capacity Appendix

A hard copy of Appendix F, which includes additional financial information and the review of exclusive negotiating agreement terms, will be sent via courier to: Gerald J. Ramiza, Partner Burke, Williams & Sorensen, LLP 1901 Harrison Street, Suite 900 Oakland, CA 94612-3501

WH O WE A R E

Master Developer Team

WH O WE A R E

Brookfield in the Bay Area B O U LE VA R D Dublin, CA Worked with city of Dublin for successful completion of base reuse to benefit larger community.

N E WPA R K Newark, CA Brookfield Properties is in the process of revitalizing our 76acre NewPark Mall property.

The mall is located in Newark, CA (Alameda County).

PI E R 7 0 San Francisco, CA During the community engagement process we heard from 75,000+ people and hosted 250+ community events. Entitlements had broad community support.

STO N E STOWN G A L L E R I A San Francisco, CA Currently working with the community through workshops, share sessions and more related to envisioning the new masterplan for the redevelopment of the mall.

5M San Francisco, CA 6+ years of work with the City and SoMa community including 425+ presentations, community advisory boards and more.

A robust portfolio of assets in the Bay Area, across varying sectors. Portfolio highlights showcased on the left.

Total Assets Under Management (AUM): • Real Estate: $14.8B • Renewable Power: $2.1B • Infrastructure: $1.1B

• Private Equity: $44M • Residential Development: $1.4B

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WH O WE A R E

300 Million SF

Global Reach With Local Expertise

of leasable space across more than 600 properties, and best-in-class across all asset classes, enabling us to perform consistently:

Brookfield Properties is a fully integrated, global real estate company that provides industry-leading portfolio management and development capabilities.

• • • • • •

We create innovative, sustainable, and authentic places where people can learn, work, shop, and live. We invest in, and develop, bestin-class properties. We are proud to create the world’s most iconic places, with an inch-byinch attention to detail. Our work is rooted in a strong commitment to the community.

Owner + Operator Expertise Our heritage as an Owner + Operator underscores how we think about creating value. With unmatched strength as a differentiator in the industry, Brookfield owns and operates across all mixed-use real estate sectors.

This advantage creates a platform to deploy expertise required to create longterm value in mixed-use environments.

• Homebuilding • Hospitality

Mixed Use Districts

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Base reuse Office Logistics Mixed-use Retail Multifamily

WH O WE A R E

Leaders in Sustainability and Innovation Our commitment to sustainability is an integral component of our organization's long-term strategy and vital to our success. With a strong focus on organizational sustainability, we strive to minimize the environmental impact of our operations, maximize the positive impact on the community, and create a workplace culture where employees thrive.

E N A BLI N G SE N SI BLE S O LU T I O N S • Green Building, Neighborhood, and Wellness Certifications, Water, Energy, GHG Emissions, Land Use, Waste.

CR E AT I N G I M PAC T F U L C O M M U N I T I E S • Livability/Placemaking • Socio-Economic Impact • Community Investment C U R R E N T A N D F U T U R E I N N OVAT I O N • • • • •

Climate Risk and Resiliency Social Technology Supply Chain Ongoing Research and Relationship Building

N E A R-T E R M VA LU E D R I V E R S • • • • • • •

Valuing Our Innovation Efforts Developing Our Capabilities and Expertise Talent Attraction Talent Retention Health and Safety Training and Development Diversity and Inclusion

BR O O K F I E LD H A S M A D E SI G N I F I CA N T I N V E ST M E N T S I N C U T T I N G E D G E T E CH N O LO G I E S / C O M PA N I E S I N CLU D I N G : • • • • • • •

Urby: Redefines big city rental living Enwave: District energy systems Latch: Smart access Carbon Health: Omnichannel healthcare VTS: Tenant engagement and leasing software LoanPal: Solar financing Armis: OT Cybersecurity

As part of a long-term focus on sustainability, Brookfield places significant focus on ensuring our assets are well positioned in the transition to a net-zero carbon economy.

We are committed to the goal of net-zero emissions by 2050.

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WH O WE A R E

Commitment to the Concord Community Brookfield has had a long standing presence and process in Northern California spanning multiple project sites. We have taken these projects from Entitlement to Operations, and every phase of Development in between.

A robust engagement process is critical to our visioning and planning efforts. It adds richness to the vision, and streamlines the overall process. Through a series of gatherings with a broad set of stakeholders we ensure that everyone is heard, and that their goals are incorporated.

This allows us to cultivate a vision and clearly communicate what the Concord Weapons Naval Base is, as well as create partnerships with organizations and businesses that may become key partners in the creation of place in the evolved site.

A brand promise to come together with a consistent approach in community engagement.

Our approach is market specific, accounting for local voices to help us curate a meaningful place.

This serves as a value proposition to the cities we enter, bringing a genuine process resulting in the shared creation of a special destination.

E N G AG E + LI ST E N Community engagement should be honest, respectful, and transparent. We are committed to operating ethically and making a positive impact in the communities where we develop.

E D U CAT E + C O LL A B O R AT E Community engagement should be accessible and balanced; listening and capturing a full range of values and perspectives. It should promote dialogue and open genuine discussion.

I N F LU E N CE + I N C O R P O R AT E Community engagement should be reflected in outcomes. The community should be able to see and understand the impact of their involvement and how it’s integrated into our vision.

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“They have a gold standard in community engagement.

The speed at which they moved from Entitlement to being in the ground is extraordinary.”

E L A I N E F O R BE S E X E C U T I V E D I R E C TO R P O R T O F S A N F R A N CI S C O

More than

50 Million SF

Public-Private Partnership Experience

O F P 3 PR OJ E C T S

Over $20 Billion

O F P 3 I N V E ST M E N T S

T H E I M P O R TA N CE O F P U BLI C -PR I VAT E PA R T N E R SH I P S

E X PE R I E N CE R E Q U I R E D I N PR AC T I CE TO DAY

Truly visionary projects are opportunities to combine a city's built environment with the ingredients of complete communities. From economic and fiscal policy to social and cultural initiatives, merging public and private interests is a complex and challenging endeavor, but one that makes even the most ambitious projects achievable.

Brookfield’s experience in Public-Private Partnership (“P3”) projects offers cities and local leaders a level of certainty and credibility that is unique in the market. With constrained levels of public resources, increased pressure on community outcomes and greater accountability for financial investments, the credibility and the ability to deliver from a private sector partner are minimum requirements in today’s environment.

PR I VAT E SE C TO R • • • • • • • • • • •

Expertise in community engagement Manage extraordinary costs + conditions Manage market fluctuations Construct needed infrastructure Navigate regulatory processes Apply technology solutions Achieve market-driven goals Balance communitydriven priorities Apply at-risk capital to jumpstart project Repay investors Deploy business plans

PA R T N E R SH I P TO O L S • • • • • • • • •

Collaboration strategies Development agreements Project-generated financing Profit participation structures Labor agreements Workforce programs Community benefits agreements Developer contribution agreements Environmental, Social and Governance (ESG) Initiatives

P U BLI C SE C TO R • • • • • • • • • • • •

Function as LRA Gather community input Establish vision & policy priorities Improve quality of life Provide health & education Support job creation Boost environmental sustainability Enhance transportation Accept & operate infrastructure Provide hiring programs Establish local business contracting goals Create affordable housing

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WH O WE A R E : O R G A N I Z AT I O N A L CH A R T

BROOKFIELD PROPERTIES MASTER DEVELOPER

SUNSET DEVELOPMENT

URBAN DESIGN ASSOCIATES

Commercial Office Development Partner

Master Planner and Design Team Lead

A E C O M : Sust a i na b i l i t y C o nsu l t a nt C B G : C i v i l En g i n e e ri n g C o nsu l t a nt C M G : L a n ds c a p e A rc h i te c t a n d Sust a i na b i l i t y C o nsu l t a nt F E H R & P E E R S : Tra nsp o r t ati o n Maste r Pla n n i n g C o nsu l t a nt E N G E O : G e o te c h n i c a l C o nsu l t a nt

G R E E N B E R G T R AU R I G E D C M OA Ne g o tiati o n Su p p o r t G E O SYN T E C Env i ro n m e nt a l R e m e d iati o n En g i n e e ri n g

O U R K E Y PR OJ E C T T E A M Our project team brings a perfect combination of a large company expertise, specialized capabilities and strong local ties, allowing for quick and lasting decisions in conjunction with community partners.

BR O O K F I E LD PA R T N E R

1. JOSH RODEN • Brookfield Properties • President Northern California • Project Executive 2. JACK SYLVAN • Brookfield Properties • SVP, Development • Project Executive 3. TRECE HERDER • Brookfield Properties • VP Acquisitions & Business Strategy • Entitlement Lead 4. GONZALO RODRIGUEZ • Brookfield Properties • VP Land and Planning • Master Planning & Construction Lead 5. KELLY PRETZER • Brookfield Properties • Vice President, Mixed Use • Public Private Transaction Lead 6. JOE GUERRA • Brookfield Properties • Planning Strategist • City and Navy Transaction Collaborator 7. MANDI MISASI • Brookfield Properties • Director Forward Planning • Village Neighborhoods Design Lead 8. GREG GLENN • Brookfield Properties • VP Finance / CFO • Financial Lead 9. SWATHI BONDA • Brookfield Properties • Senior Director, Development • Community Engagement Lead 10. CATHERINE REILLY • Brookfield Properties • Senior Director, Development • Horizontal Infrastructure/ Parks Design & Permitting Expert 11. JACK TSE • Brookfield Properties • Development Director • Concord First Construction Workforce Plan Lead 12. ALEXANDER MEHRAN • Sunset Development • President & CEO • Commercial Development Advisor 13. CURTIS TOLL • Greenberg Traurig • Partner • Navy transfer & transaction advisor 14. BARRY LONG • Urban Design Associates • President & CEO • Master Planner & Design Team Lead 15. ANGELO OBERTELLO • CBG Engineers • Principal • Civil Engineer 7

WH O WE A R E : O U R PA R T N E R S

Sunset Development • Commercial Office Development Partner • Alex Mehran, President & CEO

R E LE VA N T E X PE R I E N CE • Bishop Ranch, San Ramon, CA

Family owned and operated since 1951 by the Mehran family, Sunset Development has deep roots in the East Bay and has proved over and again its dedication to building projects that will stand the test of time and create a lasting legacy.

GreenbergTraurig • EDC MOA Negotiation Support • Curtis Toll, Shareholder Unique to GT’s environmental practice is its extensive experience in all phases of military base reuse and redevelopment and its knowledge of contemporary legal issues surrounding Base Realignment and Closure Sites (BRAC).

R E LE VA N T E X PE R I E N CE • Warminster Naval Air Warfare Center, Warminster, PA • Fort Ord, Monterey County, CA • MCAS El Toro, Irvine, CA • Union Point, South Weymouth, MA • Fort Gillem, Forrest Park, GA

Urban Design Associates (UDA) • Master Planner and Design Team Lead • Barry Long, Managing Principal Founded in 1964, UDA is a top-tier international urban design practice with the experience and expertise to conceive the neighborhood, city, or region as an authentic, compelling place.

R E LE VA N T E X PE R I E N CE • Daybreak, South Jordan, UT • The Groves, Whittier, CA • East Garrison, Monterey County, CA • South Lake Union, Seattle, WA • Currie, Calgary, Alberta, Canada

Carlson Barbee & Gibson, Inc. • Civil Engineering Consultant • Angelo Obertello, Principal CBG provides consulting services from concept through construction for land development companies and public municipalities.

R E LE VA N T E X PE R I E N CE • Concord Naval Weapons Station • Concord, CA • Faria Preserve • San Ramon, CA • Dougherty Valley / Windemere • San Ramon, CA • Alameda Point • Alameda, CA • Mare Island • Vallejo, CA

AECOM • Sustainability Consultant • Claire Bonham-Carter, VP, Director of Sustainable Development AECOM is the world's premier infrastructure and sustainability consulting firm, delivering professional services throughout the project lifecycle.

R E LE VA N T E X PE R I E N CE • Pier 70, San Francisco, CA • The Yards, Washington, D.C. • Waegell Villages Green Community Program, Rancho Cordova, CA • El Rancho San Benito Integrated Sustainability Modeling, San Benito, CA

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WH O WE A R E : O U R PA R T N E R S

CMG Landscape Architecture • Landscape Architecture and Sustainability Consultant • Kevin Conger, Partner CMG Landscape Architecture is an award-winning firm of 40 professional designers based in San Francisco. Our mission is to increase social and ecological wellbeing through artful design.

R E LE VA N T E X PE R I E N CE • Bay Meadows Master Plan / Community Park / Landing Green • San Mateo, CA • Hunter's Point Master Plan • San Francisco, CA • Concord Naval Weapons Station • Concord, CA • Google Master Plan • Mountain View, CA • Treasure Island Parks And Open Space • San Francisco, CA

ENGEO • Geotechnical Consultant • Uri Eliahu, President ENGEO is an award-winning California Corporation of more than 350 geotechnical and civil engineers, geologists, environmental scientists, water resources experts, field representatives, laboratory testing specialists, and supporting staff, serving clients in California and abroad for 50 years.

R E LE VA N T E X PE R I E N CE • Mare Island Naval Shipyard Reuse, Vallejo, CA • Alameda Point Development, Alameda, CA • Treasure Island and Yerba Buena Island Reuse Project, Treasure Island, CA • El Toro Naval Marine Corps Air Station, Irvine, CA • Hamilton Air Force Base, Novato, CA

Fehr & Peers • Transportation Master Planning Consultant • Bill Burton, Senior Associate Fehr & Peer’s clients have trusted them to be their partners in transportation planning and engineering since 1985. They live out their commitment, mission, and vision in three distinct ways: a talented workforce, a robust research and development program, and a local community focus.

R E LE VA N T E X PE R I E N CE • Concord Naval Weapons Station – Specific Plan/ Transportation • City of Concord On-Call Transportation Engineering • Treasure Island Reuse – Transportation Master Planning • Mare Island Reuse – Transportation Master Planning • Alameda Point Reuse – Transportation Master Planning • CCTA – VMT Methodology Development and Threshold Setting

Geosyntec Consultants • Environmental Remediation Engineering Consultant • Randy Brandt, Senior Principal Geosyntec has over 20 years experience in working with local reuse authorities and master developers on the environmental issues associated with the cleanup, privatization, and redevelopment of closed military bases.

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R E LE VA N T E X PE R I E N CE • Concord Naval Weapons Station, Concord, CA • Hunters Point Naval Shipyard, San Francisco, CA • Alameda Naval Air Station, Alameda, CA • Treasure Island Naval Station, San Francisco, CA • Fort Ord Army Base, Monterey County, CA

H OW WE D O I T

Master Developer Team Experience Overview

H OW WE D O I T

Experience Overview

Community Engagement

Emerging Technology & Sustainability Concepts

Affordable Housing

Union Labor/ Workforce Programs

Mixed Use Development/ Establishing a Place

Environmental Remediation (Base Reuse)

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CE N T R A L PA R K PL AYA V I STA THE G R OV E THE YA R D S BI SH O P R A N CH

Brookfield has a tremendous track record of success with large, complex, mixed-use projects. We have provided information for several Brookfield projects and our Commercial Vertical Development Partner, Sunset Development. These projects show the scope and scale of our experience across the country, as well as with the local team and California leadership. For each of these projects, Brookfield

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Infrastructure Development

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has provided the required equity from its significant balance sheet. Project-generated public financing has generally been used in all of the examples to fund public improvements and is noted in the appropriate sections. We would be happy to provide references for lenders and discuss financial performance on these projects.

H OW WE D O I T

B O U LE VA R D D U BLI N , CA

PL AYA V I STA , CA

PI E R 7 0 S A N F R A N CI S C O, CA

CE N T R A L PA R K DENVER, CO

T H E G R OV E • WH I T T I E R , CA

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H OW WE D O I T

Boulevard • Dublin, California PR OJ E C T H I G H LI G H T S

• • • • • •

189 Acres 1,750 For Sale Homes 24 Neighborhoods 15 Neighborhood Parks 31-Acre City Park 14,500 SF Recreation Center Amenity with Pool • 12-acre School Site

and tied to the completion of each military construction project completion.

PL A N N I N G / PH A SI N G • Joe Guerra from our team was involved from day one on both the Specific Plan and the US Army negotiations.

• The phasing for this project was based on the availability of land since it was an exchange agreement with the Army.

We had to create a very flexible building plan, as the Army determined which subsets of the 189 acres were tied to each military construction project completion.

• Product segmentation strategy was important to attract a diversity of households across a multitude of price points and sell initial phases of a large master plan.

E STA B LI SH I N G A PL ACE

K E Y BR O O K F I E LD STA F F • Joe Guerra – Lead negotiator with Army on entire Real Property Exchange, Lead for entitling the Specific Plan, GPA, zoning and DA with the City of Dublin.

• Gonzalo Rodriguez – Lead for Master Developer for all horizontal work including delivery of 22 different neighborhoods to different home builders, and the construction of 15 pocket parks and 31 acre community park for the City of Dublin.

PR OJ E C T R E F E R E N CE S • Tim Sbranti, Former Mayor of Dublin • Chris Foss, Retired City Manager of Dublin R O LE O F D E V E LO PM E N T E N T I T Y A N D U N I Q U E CH A LLE N G E S • Boulevard is a partnership between Lennar (originally Standard Pacific Homes), CALSTRS and Brookfield Residential. Together these companies form Dublin Crossing, LLC. • This was at the time the largest Real Property Exchange the military had ever done. Complex negotiations lead to Developer delivering six different projects for the US Army on the base in exchange for 189 acres of land for private development that was phased in 12

• Offer a broad range of product types with a different, more modern architectural style to set the community apart from existing opportunities • Focus on the accessibility of the location. Walking distance to BART, easy access to 580 and 680 freeways • Emphasis put on creating community gathering spaces including 15 pocket parks, a 31 acre community park and a 14,500 sf Recreation Center and pool complex.

• Established a Welcome Center called the “Welcome Haus,” and used technology and virtual renderings to showcase the vision for the community. This included a VR headset walk through of the community amenity.

• We held several gatherings in the first completed neighborhood pocket parks for home buyers and homeowners to gather and

• • • •

get to know one another.

Located along the Iron Horse Trail. This multi-use, wholeaccess trail is 32 miles long and runs from Concord to Pleasanton.

14,500 Square Foot Private Rec Center – Pool, Gym, Two Fitness Rooms, Co-working Space, Demonstration Kitchen, Banquet Room, Café, Outdoor Entertaining and Lounge Spaces 15 Unique Neighborhood Parks – Each park is themed and serves a different purpose.

31-Acre City Owned Park – Being Built by Master Developer

H OW WE D O I T

C O M M U N I T Y E N G AG E M E N T • An extensive community engagement process was undertaken by the City before our engagement and we implemented their vision to a high and comprehensive level. As a result, all Planning Commission and City Council votes on our GPA, DA, Specific Plan, and zoning were all unanimous votes.

• We had weekly meetings with the City and frequent ongoing discussions with various partners identified by the City.

A F F O R DA BLE H O USI N G • The City chose to take Community Benefit Payments and deemed that our product was affordable by design in our higher density product near the BART station.

I N VO LV E M E N T O F P U BLI C AG E N CI E S G R A N T I N G L A N D USE E N T I T LE M E N T S A N D C O N TAC T I N F O R M AT I O N F O R SE N I O R STA F F • • • • •

City of Dublin Dublin San Ramon Services District Dublin Unified (School mitigation agreement) BAWQD US F&W

• USACE B A SE R E USE • We negotiated directly with the US Army as represented by the US ACE for the entire Real Property Exchange as well as all environmental clean up.

• No LRA. City was only involved in regulatory aspects.

BR OWN F I E LD S / E N V I R O N M E N TA L R E M E D I AT I O N • Several sites were cleaned up by the US Army and a few needed additional clean up by the Master Developer.

• Trace amounts of TCE were discovered during construction and ongoing monitoring drove some construction schedule adjustments but nothing significant. The two sites that required additional clean up did not impact construction and all final clean up has been completed and Land Use Controls have been removed.

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H OW WE D O I T

Pier 70 • San Francisco, California K E Y BR O O K F I E LD STA F F • Jack Sylvan – Project Executive • Kelly Pretzer – Entitlement & Implementation • Catherine Reilly – Horizontal Implementation • Jack Tse – Horizontal Implementation PR OJ E C T R E F E R E N CE S • Anne Taupier, Director of Development, Mayor’s Office of Economic and Workforce Development anne.taupier@sfgov.org • Rich Hillis, Planning Director, San Francisco Planning Department, rich.hillis@sfgov.org • Elaine Forbes, Executive Director, Port of San Francisco, elaine.forbes@sfport.com D E V E LO PM E N T T I M E F R A M E • 2011 – 2017 – Community Engagement, Project Entitlements and DDA Approval • 2018 – 2021 Phase 1 Infrastructure Construction Completion • 2028 – Projected Final Build Out

PR OJ E C T H I G H LI G H T S

• $3 billion total project value • 28 acres, ~3.4M GSF, including: • Between 1,100 and 2,150 residential units, including 30% affordable • Between 1.1 and 1.75M SF commercial • ~230k SF retail, arts and maker space • Rehabilitation of three historic structures • 9 acres of new parks and open space • Entirely new infrastructure, an extensive transportation management program, and site-wide sea level rise protections

R O LE O F D E V E LO PM E N T E N T I T Y A N D U N I Q U E CH A LLE N G E S • Brookfield Properties is Master Developer for the Pier 70 project, in partnership with the Port of San Francisco.

• In the middle of the entitlement process our project was required to get approval by city voters for a height limit increase. We achieved a 73% voter approval.

PL A N N I N G / PH A SI N G Building from the 2010 Preferred Master Plan for the Pier 70 area approved by the Port of San Francisco, Brookfield Properties crafted the project’s conceptual plan and subsequent zoning and urban design guidelines, including adding a significant residential component.

Our phasing approach at Pier 70 applied the following key strategies: • Build-out infrastructure in a efficient manner, beginning with trunk utilities and expanding from a centralized hub.

• Prioritize public benefits in earlier phases that will attract a wide audience, such as constructing a portion of the waterfront parks as part of phase 1.

• A new waterfront arts building that will provide replacement studio space for on-site artists, galleries and performance spaces.

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• A carefully sized footprint and clustering of ground-floor retail spaces at an appropriate amount to feel activated but also to be sustainable over the longterm.

• Space for unique uses – like maker spaces and light manufacturing – that are in keeping with the area’s character.

C O M M U N I T Y E N G AG E M E N T • Entitlement process required a project-level EIR, creation of a special use district, approval of a design for development document and project transaction documents, as well as an enabling ballot measure.

• Robust approach including traditional facilitated workshops with stakeholders, regular presentations to community advisory groups, tabling at local neighborhood events and informal gatherings at local neighborhood establishments. We engaged a broader group of stakeholders by hosting events

H OW WE D O I T at Pier 70 – things like a street food festival, craft markets and concerts. These introduced a more diverse audience to Pier 70.

• We deeply believe in the power of genuine, ongoing community engagement to positively shape development projects. We pushed ourselves to find unique ways to connect with our neighbors, in order to meet them on their terms. This strategy, which focused on hosting events at the site in the interim period of entitlements, paid dividends. One key proof point – the project was entitled unanimously, and the Pier 70 ballot measure received 73% approval.

E M E R G I N G T E CH N O LO GY A N D SUSTA I N A BI LI T Y C O N CE P T S The Pier 70 project includes the following forward-thinking sustainability strategies: • District plan is LEED-ND Gold certified. All new construction buildings will be LEED Gold certified.

• Project includes a robust Transportation Demand Management plan, with the centerpiece being establishment of a Transportation Management Association.

• All new construction buildings will meet non-potable water demand through on-site treatment and reuse.

• Project’s Sustainability Plan is modeled from the EcoDistrict protocol, with emphasis not just on climate but also on equity and resilience.

A F F O R DA BLE H O USI N G • 30% of all residential units at below-market rents, delivered through both mixed-income buildings as well as three standalone 100% affordable buildings.

• Funded through the payment of affordable housing fees by commercial buildings as well as for-sale residential.

Infrastructure Financing and Revitalization District revenues, generated by the project, also supplements.

• Ultimate affordability levels determined by City of San Francisco, but the plan allows for units from 0% - 110% of AMI.

resilience and construction of the future waterfront arts building.

• The project required no subsidies from the City’s general fund.

• Under the project’s transaction documents, there is an agreedupon market rate of return of 18% IRR, calculated of and on the initial investment amount.

U N I O N L A B O R / WO R K F O R CE PR O G R A MS • Project is being implemented consistent with a fully negotiated Project Stabilization Agreement that applies to both horizontal and vertical construction.

• Cutting edge workforce development program including: • 30% local hire for construction jobs on both horizontal and vertical construction.

• 17% of all contract dollars direct to small, local businesses.

• Participation in First Source hiring practices for future commercial tenants over a threshold size.

• Financial support and partnership with local workforce training organizations.

I N F R A ST R U C T U R E & F I N A N CI N G • The Pier 70 project will deliver approximately $387M in public infrastructure and public benefits, delivered entirely by Brookfield. There is no lender for the horizontal component of the project.

• Funded initially by Brookfield equity and subsequently reimbursed by project-generated public financing (tax increment and CFD).

• Innovative public financing regime, including an Infrastructure Financing District, as well as several Community Facilities Districts.

• Districts are used to fund reimbursement of infrastructure costs, as well as future costs for park maintenance, shoreline 15

H OW WE D O I T

Central Park • Denver, Colorado

PR OJ E C T H I G H LI G H T S

• 2935 Developable acres plus 1,116 acres of regional open space • 14,000 planned homes (9,000 single family including townhomes and 5,000 apartments) • 3.3 million square feet of existing flex/industrial space • 2.6 million square feet of retail space already developed • 400,000 sq. ft. office space • 23 schools

PR OJ E C T R E F E R E N CE S • City of Denver - Shannon Gifford - (303) 478-1558 • Denver Urban Renewal Authority (DURA) – Tracy Huggins (303) 534-3872 • Stapleton Development Corp. Tammi Holloway - (303) 468-3204 D E V E LO PM E N T S CH E D U LE • Master plan development and public approval process – 2 years • Overall development – single family residential and regional parks – 20 years, commercial development – 30 years BR O O K F I E LD R O LE A N D U N I Q U E CH A LLE N G E S : • Brookfield Properties is (i) master developer, Land developer and home builder for single family residential and done much of the land and vertical development for much of the commercial product. We have also been the Manager of the Park Creek Metropolitan District, responsible for design and installation of all parks and infrastructure.

PL A N N I N G / PH A SI N G • Brookfield executed a plan developed by the City and County of Denver, the Stapleton Redevelopment Foundation and the Citizen’s Advisory Board.

• The initial phase included a 200,000-sf grocery-anchored Town Center, 750,000-retail center (serving as infrastructure funding catalyst via tax increment financing), and approximately 500 single family homes.

• No builder controlled adjacent blocks, and within a given block each builder was required to build three different products. Product segments were established to eliminate pricing competition amongst the various builders.

E STA BLI SH I N G A PL ACE • Every resident is within a quarter mile of a neighborhood park or regional open space.

• All streets have traffic calming on street parking and detached sidewalks creating a walkable community.

• All open space is fronted by homes, i.e. no home has open space to its rear.

• Town center tenants were curated for the right mix of locals and nationals.

• Town center included a unique park as well as a community gathering place for concerts, event, farmer’s markets.

• Focused programming of the public spaces by the Master Community Association.

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H OW WE D O I T C O M M U N I T Y E N G AG E M E N T • Planning process included roughly 200 different neighborhood and business constituency meetings.

• 30-member Citizen’s Advisory Board made up of representative of neighborhoods and businesses.

• Worked closely with the City and County of Denver, the Denver Urban Renewal Authority and the Denver Department of Aviation.

A F F O R DA BLE H O USI N G • 10% of all For Sale housing must be affordable and sold to residents with greater than a 60% AMI. • 20% of all rental units must be affordable and rented to residents at a no greater than 60% AMI through partnerships with entities that receive Tax credits.

PR OJ E C T L A B O R AG R E E M E N T • Workforce housing plan in place by DURA. DEBT & EQUIT Y FUNDS • From 2004-2008 we used a land loan provided

by PNC Bank. After 2008 we used equity for our costs. Please see “Infrastructure Development” section for details on public/private partnership info.

• Funded through Equity and small land loan through 2008.

• Afterward Equity and return of cash through lot sales.

I N F R A ST R U C T U R E D E V E LO PM E N T A N D F I N A N CI N G • Over 1.1 billion in all public infrastructure delivered.

• Developer funded through equity and small land loan through 2008.

• Public infrastructure was delivered by a Title 32 Metro District, Brookfield was Development Manager for this district.

• Approximately half funded through Tax Increment Financing, and half through a Title 32 Metro District (Extra Mills on Real/Personal Property in the metro district).

• “Just in Time” development of public infrastructure over a 20-year period.

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H OW WE D O I T

Playa Vista • Playa Vista, California PR OJ E C T H I G H LI G H T S

• 460 Acres Master-Planned Site • 3m SF Creative Office Space • 200,000 SF Retail • 15,000 Residential Units • 165 Acres Parks + Open Space

PR OJ E C T R E F E R E N CE S • Mike Bonin - City Council Member (213) 473-7011 • Steve Donnell - Playa Vista Parks & Landscape Board Member steve.donnell@fedreceiver.com (310) 207 -8481 • Geoff Maleman gmaleman@aol.com (310) 753 -6460 D E V E LO PM E N T S CH E D U LE • Land Acquisition and Assemblage 1989-1991 • Outreach 1989-1990 • Phase I Entitlements Including Litigation 1990-1994 • Phase II Entitlements and Litigation 2002-2012 • Phase I Development 1998-2007; • Phase II Development 2012-2020;

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U N I Q U E CH A LLE N G E S Extensive Traffic Mitigation, Extensive Archeology, Indian Burial Grounds, Ordinance Removal, Wetlands, Water Quality through Ecological Infrastructure, Construction of a K-6 School, Historical Preservation and Adaptive Re-Use E STA B LI SH I N G A PL ACE Existing housing in the Competitive Housing Market Area was over 60 years old. Place making included bringing retail within walking distance, construction of a large Community Center, the spreading of over 30 public parks. A fire station and police substation were built. The School became a huge attraction in that we formed a JV with LMU to operate the LAUSD school with a STEM program.

C O M M U N I T Y E N G AG E M E N T We sought input from all of the stakeholders to develop a Master Plan. There were over 100 City, County, State and Federal permits required. Navigated through CEQA and NEPA and successfully defended over 30 lawsuits from project opponents.

E M E R G I N G T E CH N O LO GY A N D SUSTA I N A BI LI T Y C O N CE P T S Deployed high-speed data and video throughout the community.

Deployed Wi-Fi throughout the Community.

Sustainable Development measures included recycling crushed runway concrete, providing separation of recyclable waste, green waste and ordinary trash for each project, providing reclaimed water to use for landscaping, chillers and restrooms, providing community activity programming to help with social sustainability, provided an innovative fresh water marsh to deal with groundwater runoff, and community transit to the beach and employment center.

H OW WE D O I T

A F F O R DA BLE H O USI N G The 10% Affordable program was targeted to qualified households making 50%, 80% and up to 120% of MFI, and was spread throughout the Type III and V built rental product. Workforce Housing represented another 10% of the housing, and was targeted to teachers/policemen/fireman and others who work no more than 3-5 miles from the development, and first time home buyers that make no more than 120% of the MFI. The homes were sold for $195,000 plus CPI and a ten year resale control limited the appreciation during that time frame.

I N F R A S T R U C T U R E There was over $400M of infrastructure that was funded either privately ($235M), Mello Roos Bonds ($135M), or through state and federal programs ($30M). The Mello Roos funded a portion of Phase I infrastructure for qualified improvements. The state and federal programs funded internal transportation and a small amount of traffic mitigation. Infrastructure was front ended.

UNION L ABOR A consolidated PLA was executed with both the Carpenters and Building Trades. 10% of the labor was mandated to use PVJOBS whose clientele all had interrupted K-12 experiences and targeted folks who wanted an alternative to joining a gang. This program absolutely changed lives, giving unskilled workers the opportunity to learn a craft.

F I N A N CI N G • All equity. Peak Capital was over $280M • The initial underwriting targeted a 25%-30% unlevered internal rate of return, since the project did not have entitlements and portions required a Coastal permit. The project had three different ownerships and the last recapitalization was in 1997, when affiliates of Goldman Sachs, Morgan Stanley, Oaktree, and Union Labor Life Insurance Company provided the capital.

BR OWN F I E LD R E M E D I AT I O N The site was previously an airport along with manufacturing facilities, where both the soil and groundwater had to be remediated. The remediation began back in the 1980’s and is estimated to be complete by 2035.

PR OJ E C T L A B O R AG R E E M E N T Infrastructure was required to use signatory contractors, the commercial required signatory contractors and the residential afforded the unions a last-look provision.

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H OW WE D O I T

The Groves • Whittier, California

PR OJ E C T H I G H LI G H T S

• • • •

75 Acres 53k SF Amenity Space 750 Residential Units 4.5 Acres Of Parks + Open Space • 158k SF New Retail • 4 Historic Buildings Reused • 6 Heritage Trees Preserved K E Y STA F F • Barry Long, Urban Design Associate PR OJ E C T R E F E R E N CE S • Joe Vinatieri, Mayor of Whittier

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SUSTA I N A B I LI T Y + R E C O G N I T I O N​ • Development site is California historical landmark and former state facility • Four historic building updated for recreation, retail GENERAL Brookfield purchased the 75-acre Whittier site from the State of California, with the City of Whittier having the land use authority. It is the former site of the Fred C. Nelles Youth Correctional Facility. Over 80 buildings and infrastructure, some of it from the early 1900s were on the property. The site is in one of the lowest socio-economic parts of the region. Over 95% of the students in the school district are on reduced or free lunch. The property is surrounded by residential, commercial and industrial uses.

C O M M U N I T Y E N G AG E M E N T There were numerous stakeholders that had to be consulted and a community advisory group was formed. This included the major businesses, community groups, non-profit organizations, and interested citizens. Community involvement was a priority, as the site is designated as a State of California Historical Landmark.

SPE CI F I C PL A N The specific plan was prepared by Brookfield. We balanced the State objectives of wanting to maximize value and minimize liability while acknowledging the City of Whittier and their desire for community and fiscal objectives to be met. We were able to strike the right balance, entitled the land for commercial and residential purposes and have closed escrow. The site was remediated and developed with DTSC having the regulatory oversight on the environmental.

U N I Q U E CH A LLE N G E S The main issues revolved around the fact the site is California State Historical Landmark no. 947. There are several historic resources (buildings) from 1919-1933 that if all had to be preserved in place, the property could not be developed as envisioned by both the State and Brookfield. The Brookfield team worked with the local community, the historic stakeholders and the city and formed the needed leadership from the people of Whittier. This ground game required strategic relationships to be forged with City Council and key stakeholders to mollify the opponents and bring a balanced and thoughtful project forward that ultimately received a 5-0 approval. This project also includes soil contamination and a DTSC process, edge condition issues as it is surrounded by development on all sides, and complex salvage/deconstruction/demolitions logistics. We closed escrow in April 2018.

developer, Brookfield has created and overseen compliance with environmental mitigation measures for air emissions, water, storm water, spill control, emergency response, waste and recycling.

Brookfield has also created and restored habitat areas. The following includes environmental experience.

Soil and groundwater investigation, remediation plans, implementation and closure on Brownfields sites. Lead agencies are the California Regional Water Quality Control Board – Los Angeles Region (LARWQCB) and California Department of Toxic Substances Control (DTSC). In many instances, DTSC as well as the Office of Environmental Health Hazard Assessment (OEHHA), as well as other local and state agencies, have provided input when LARWQCB is the lead agency. Brookfield has closed out remediation activities upon demonstration that cleanup goals were met and has received “no further action” determinations from the LARWQCB. Brookfield has executed a California Land Use and Revitalization Act (CLRRA) agreement with DTSC that specifies cleanup responsibility limits for a site.

F I N A N CI N G The project costs totaled $158.9 million. No local, state, and/or federal funding sources were used to fund project costs. The peak capital required was $104.9 million which was funded with equity of $67.1 million and bank debt of $37.8 million. The equity was all provided internally by Brookfield and Lennar (there were no 3rd party equity or capital partners). The bank debt was provided by California Bank and Trust.

I N V E ST M E N T R E T U R N T H R E SH O LD The projected IRR at the time of acquisition was 22%. The actual IRR exceeded this projection. The project was cash flow positive 20 months after commencement of construction.

BR OWN F I E LD R E M E D I AT I O N The Brookfield team has extensive experience with environmental issues as they relate to redevelopment and site management. Brookfield has successfully redeveloped brownfield sites impacted with a variety of soil and/or groundwater contaminants. Site redevelopment has included demolition and management of structures containing hazardous building materials. As a master 21

H OW WE D O I T

The Yards • Washington, D.C. PR OJ E C T H I G H LI G H T S

• • • • • •

48 Acres +/- 25 parcels 1.8M SF Office 3.4K Residential Units 400K SF Retail 2005 RFP award, 2007 start of construction, full build out expected by 2030.

PR OJ E C T R E F E R E N CE S • Congresswoman Eleanor Holmes Norton (original champion for the disposition and redevelopment at the Federal level) C/O Try Coburn Exe. Assistant & Scheduler for Congresswoman Eleanor Holmes Norton Try.Coburn@mail.house.gov (202) 225-8050 • Brett Banks Capital Investment Officer/Project Executive U.S. General Services Administration (202) 538-5642 Brett.banks@gsa.gov • Sarosh Olpadwala Director of Real Estate – Office of the Deputy Mayor of Planning and Economic Development sarosh.olpadwala@dc.gov (202) 727-6365 D E TA I L S • Zoning determined by the District of Columbia prior to the issuance of the RFP. • Key partners included the GSA, the District of Columbia, numerous federal and local entities, and the Capitol Riverfront BID. 22

• Brookfield maintains continuous engagement with the community on every level since project inception from developing a signature workforce development program • Coordination with the Mayor’s office on funding, construction, and development execution.

• Brookfield worked closely with dedicated staff from the GSA on all aspects of land acquisition, federal approvals and land remediation. Other federal agencies were consulting parties.

More than 30 local and federal government agencies are involved.

• Extensive sitework and new public infrastructure, the cost of which was not supportable by the economics of the individual development sites.

• Therefore, a PILOT (Payment In Leiu of Taxes) district was established that was funded by the development of the USDOT headquarters development adjacent to the Yards, which funds all public infrastructure work throughout the site and provided early bond funding to construct the waterfront park at the beginning of the project • Occasionally, historic resources are discovered during excavation. GSA and Brookfield established a protocol for handling these resources.

• 20% affordable housing component provided as inclusionary units in the market rate buildings, funded partially by taxexempt bonds.

PR OJ E C T VA LU E : • $2 billion total project cost.

• Each parcel was separately financed, typically with Brookfield

H OW WE D O I T equity, conventional debt, and tax-exempt bonds. Some eligible projects utilized historic tax credits.

• PILOT funding for public infrastructure.

INFRASTRUCTURE I M PR OV E M E N T S : • Yards Park: A 5.5-acre waterfront park featuring interactive water features, a dog park, and several landscaped areas for relaxation and event programming.

• Yards Marina: 50 boat slips with dockage for boats up to 125 ft.

• Complete horizontal infrastructure (roadways, sidewalks, planting areas, and underground utilities).

R E M E D I AT I O N A N D PH A SI N G • Located on land that was once used by the Navy for armament and ammunition factories, ship building, and other industrial and large scale manufacturing. Brookfield manages the full remediation process prior to land transfer and is reimbursed for the incremental cost of the remediation

by GSA. The remediation work plan and remediation activities are overseen by US EPA. • Each phase must be carefully planned and coordinated, such that enough infrastructure is delivered to service the buildings delivered at any given time, but not so much that it outstrips available resources. A master planning and infrastructure budget allocated shared costs across all parcels equitably, so that early buildings aren't required to carry the load for later buildings.

Pilot Workforce Intermediary (WI), the first DC Developer sponsored WI to service retailers.

PR OJ E C T L A B O R AG R E E M E N T • First Source Employment Agreement, DC Law and Mayor’s Order - Recruitment, referral and placement of District of Columbia residents for 51% of all new jobs created by the construction of the Project.

• Certified Business Enterprise Utilization and Participation Agreement between DC and the Developer – Governs the expenditure of no less that 35% of the project budget to CBEs. • Davis Bacon Act, DC Law – All persons who are employed by the Project Developer or any other contractor or subcontractor in the construction of the Project shall be paid no less than the relevant prevailing wage (for the public infrastructure projects).

DEBT & EQUIT Y FUNDS

• The Yards is a multi-phased mixed-use development within 48 acres of SE DC, which has multiple sources of debt and equity. Typical projects are financed with conventional debt financing at 65% loan to cost.

LO CA L STAT E A N D F E D E R A L F U N D I N G S O U R CE S • There is a $48M PILOT in place with the District to pay for the public infrastructure and public street network within The Yards. The PILOT amount grows based on an inflation index to a maximum amount of $90M. • There was a separate PILOT of $18M for the construction of Yards Park.

• Contact: Nancy Fox, Senior Policy Analyst Office of Economic Development and Finance nancy.fox@dc.gov

D E V E LO PI N G U N I Q U E WO R K F O R CE I N I T I AT I V E S • Brookfield team included an on-staff specialist in business and workforce development especially in the attraction and certification of the new certified Business Enterprises within the District of Columbia.

• Creation and implementation of the Waterfront Park Pilot Mentor Protege Program to engage and enhance the capabilities and capacities of small business.

• Created, developed and implemented the 23

H OW WE D O I T

Bishop Ranch • San Ramon, CA PR OJ E C T H I G H LI G H T S

• 585 Acres comprising 10M SF of commercial space and entitlements to build: • 5,600 residential units • 169 room hotel • 170,000 SF of additional retail • 110,000 SF of medical office

K E Y STA F F • Alexander Mehran, Sr. (Sunset Development, Chairman of the Board) • Alexander Mehran, Jr. (Sunset Development, President and CEO) PL A N N I N G / PH A SI N G • Specific Plan developed by Bishop Ranch.

• Bishop Ranch was developed with the principles of Smart Growth in mind.

• Bishop Ranch began building in the 1980s, initially focused solely on commercial offices.

• City Center Bishop Ranch (retail center) opened in 2018 as a new form of downtown, bringing world-class city amenities and design to the suburbs.

• Residential will be phased over 20 years.

E STA BLI SH I N G A PL ACE Bishop Ranch is an established commercial office destination. Chevron and PacBell moved from San Francisco to Bishop Ranch in the early 1980s.

City Center Bishop Ranch, a retail and lifestyle center, opened in 2018 to serve as an amenity to office and the larger San Ramon Valley region. Residential will be integrated into the established community to allow for a walkable, live/work/play lifestyle.

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PR OJ E C T A M E N I T I E S • New walking/jogging trails and bicycle paths that expand the City’s existing and admired recreational network • A graceful, interconnected parkway system • A new community amphitheater and community centers • Enhanced recreational amenities and accessibility at Annabel Lake • New outdoor amphitheater at Annabel Lake • Expanded network of walking and bicycle trails, including enhanced connections to the Iron Horse Regional Trail • New transit centers and improved access to San Ramon’s mass transit modes • Highly walkable mixed-use district • Expanded parks and gardens • Nearly 30 percent of the entire planning area will be set aside as open space • Residents and visitors will enjoy new public parks, trail connections and other public and private open spaces E M E R G I N G T E CH N O LO GY A N D SUSTA I N A BI LI T Y C O N CE P T S • CityWalk’s smart-growth planning principles put environmental concerns at the core of all planning • Buildings will be designed for high energy efficiency • Green streets, parks, trails and native vegetation will create a healthy outdoor environment

H OW WE D O I T

Responses to Questions

R E SP O N SE S TO Q U E ST I O N S

1. What is your vision for the development (1A, 1B, 1C)?

What if... the former Concord Naval Weapons Station becomes a place for jobs, for people, for Concord?

We agree that the only way to achieve the City of Concord’s goals for attracting significant employment-generating uses and world-class neighborhoods is a comprehensive Specific Plan and develop the site as a whole. We also believe that Brookfield Properties is a uniquely qualified partner to do it.

Concord is and will continue to be a place to provide housing for the community in great neighborhoods.

And a place that provides amenities that make for complete communities. While there are many aspirational and visionary aspects in the CRP, the goal of establishing a major commercial component that generates substantial jobs for the community is one that will take equally visionary and committed implementation. To create a significant employment presence, it is necessary to establish a place which motivates companies to invest. People are drawn to authentic places that include a mixture of retail, amenities, housing choices, and compelling public spaces. Companies want authenticity, too, because it helps to attract and retain top-tier talent.

To shape an authentic and lasting place, it is essential to execute the communities’ comprehensive vision, as reflected in the CRP Plan, with continued robust community engagement.

That is implemented through an integrated and strategically phased master plan. This will lead to a faster and more effective outcome, and without it, a successful implementation simply will not happen.

We look forward to turning this vision into a reality, together.

PR E M I U M B USI N E S S AT T R AC TO R N E I G H B O R H O O D S 25

T H E I N G R E D I E N T S O F C O N C O R D ’S N E X T G R E AT PL ACE Successful places each have an authentic mission and purpose. These places also share a set of common ingredients which can be used as a framework for shaping new developments and places.

We propose creating a lasting and vibrant place, based on and consistent with the CRP Area Plan, by using ingredients from: the Spirit of Concord, Premier Neighborhoods and Places that Attract Businesses.

This is and will be the city's competitive advantage.

Spirit of Concord Our vision is your vision—to create one Concord. The history of Concord, along with its pace of life, values, and colorful mixture of shops and restaurants, and architectural styles all combine to impart a unique character.

Weaving this Spirit of Concord into the City’s next great place will shape an authentic, lasting and valuable part of the broader community.

I N G R E D I E N T S WE BE LI E V E I N : • Create a strong sense of place infused with Concord’s DNA, history, and traditions.

• Take to heart diversity and inclusion, reflective of Concord’s family-first multigenerational focus and multiethnic demographics.

• Create unrivaled open space that provides for conservation and recreation.

• Use the development to support opportunities for Concord workers, businesses, and residents.

• Support innovation and technology.

SPI R I T O F • Reduce the climate impact of development.

CONCORD • Make the existing city part of daily life.

R E SP O N SE S TO Q U E S T I O N S • Engage the community and know your neighbors.

• Maintain a small town feel in a larger urban environment, and love where you live.

H OW WE ’LL D O I T :

I N G R E D I E N T S T H AT A LI G N WI T H T H E CI T Y ’S G OA L S

• Building around the North Concord/Martinez BART Station for multi-modal transportation choices.

• Bringing green spaces to life, including the Neighborhood Frame.

• A strategic focus on placemaking and activation in partnership with local and regional creative organizations.

• Establishing a flexible infrastructure framework.

• Connecting neighborhoods and residents to the city and open space.

• Providing mixed-use neighborhoods with a wide range of housing options and choices.

• Creating a place that locals love.

• Organizing the various uses into a coherent whole.

• Leveraging longstanding relationships with the Navy, DOD, and California regulatory agencies to coordinate and accelerate parcel transfer, expand development footprint and integrate key remaining parcels.

• Developing an environmental risk management program, including procuring and manuscripting robust pollution liability insurance for the benefit of both the City and Brookfield, which responds to potential gaps in BRAC transfer covenants and indemnifications.

• Economic Development & Job Creation – Generate Jobs by establishing a place that attracts talent and companies.

• Build an infrastructure framework – Construct a flexible framework of infrastructure that springboards future development and value and allows for flexibility of uses and building forms.

• Establish a TOD Plan and implementation strategy – support the creation of a TOD and a multi-modal transportation hub near the North Concord/Martinez BART Station.

• Plan around the open space vision – Development should complement the 60% + of the site set aside for conservation and recreation.

• Embrace the identity and history of place – Identify key context elements to engender authenticity in the neighborhoods.

• Advance the CRP Area Plan’s Climate Action Plan – Reduce the climate impact of development, and incorporate key sustainable elements into a cohesive master plan design.

• Create Housing Options – Work with the City on the best way to integrate the 25% affordable housing requirement and crafting mixed-use environments that will attract companies and top-tier talent.

• Embrace key tenants and users: Establish the North Concord BART area as a desirable location for local companies to grow and regional companies to expand and then capitalize on opportunities such as an emerging biotech industry, an entertainment district or the potential decentralized hub-and-spoke approach of major technology and office employers.

• Program activities immediately: To engage the community and to gain momentum for larger changes.

• Manage environmental risk and spearhead a collaborative redevelopment effort among the City, Developer and the Navy.

The CRP Area Plan establishes the foundation for future planning efforts based on the communities’ vision:

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R E SP O N SE S TO Q U E ST I O N S

Premier Neighborhoods

The most livable neighborhoods are much more than subdivisions. They are mixed-use places of convenience and character that build on and enhance existing city fabric. They become the backbone of daily life, where socializing outside the home is an integral part of residents' days. Amenities are within walking distance and multi-modal transit is ubiquitous along streets.

Creating premier neighborhoods with schools, amenities, housing choices, and activated parks is not only Brookfield's philosophy on design: incorporating these features into communities creates value for all.

Building complete communities plants the seeds for the compact higher density development we all envision.

Placemaking is the key.

I N G R E D I E N T S WE BE LI E V E I N : • Begin planning around public space and walkability.

• Provide a full spectrum of housing choices, including the seamless integration of affordable housing.

• Provide a variety of convenient transportation choices that connect destinations.

• Incorporate community benefits, schools, community facilities, parks, etc. – complete communities add value.

• Connect neighborhoods to the city and open space and maximize public access by foot, bike, and transit.

• Embrace diversity and inclusion, reflective of Concord’s multiethnic demographics.

• Program activities throughout the day and year in partnership with local businesses, organizations and events.

• Create a strong public realm framework which maintains flexibility for a vibrant mix of uses, resulting in distinctive places for current and future residents.

• Deliver an exceptionally designed and implemented experience with world class designers.

• Engage with the Navy to align cleanup activities with development activities to ensure a timely transfer of environmentally safe property.

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“Community facilities on the site will enhance the quality of life for all Concord residents, not just those who live and work within the CRP area.”

– CRP Area Plan

R E SP O N SE S TO Q U E S T I O N S

Business Attractor I N G R E D I E N T S WE BE LI E V E I N : • Facilitate access and provide multi-modal transportation choices • Invest early in location-authentic placemaking companies follow places their employees want to live and work • Establish a framework that provides flexibility of uses and building forms • Build on the existing culture & energy of the city for authenticity • Identify early activations with creative partners to draw people to the district • Integrate various uses for a convenient & mixed-use environment • Provide a variety of high-density housing options • Create opportunities for tenant flexibility and expansion • Embrace robust economic development in support of EDC conveyances • Create an ecosystem of sustainable and resilient infrastructure that ensures the longevity of the community

TO D C O R E / TO D N E I G H B O R H O O D S Companies are motivated to invest in places which help them to attract and retain top-tier talent. In Concord, leveraging the TOD opportunity opens the door to creating an entire “transit-oriented district with a flavor of city life.”

Creating places with retail, amenities, housing choices, and compelling activated public spaces attracts employee talent and the investment of companies who are competing for it.

Establishing a strategic TOD plan is like preparing the soil for seeds with the best nutrients. The City can then be opportunistic to opportunities that emerge be they a competition for locating a new higher education institution, a technology or life sciences company, an innovation hub seeking a pioneering new location, or a manufacturing facility seeking to invest in one of the rings of the Bay Area, rather than at its center.

H OW WE ’ V E D O N E I T : PL AYA V I S TA

U N I V E R SI T Y PA R K AT M I T

C O R N E L L T E CH

Playa Vista created a mixed place with residential, well delivered retail, art, and a great parks design that attracted companies and jobs. Google and other tech users have filled 4M+ SF. University Park at MIT (Cambridge, MA) developed a comprehensive master plan that emphasized public parks and gathering space to serve the broader community. Today the project is a central part of the Cambridge biotech hub and supports over 5,000 jobs with complementary retail, residential, and hospitality uses.

Cornell Tech emphasizes interaction within public realm, connecting the mixed-use commercial office campus and its users on Roosevelt Island with outdoor amenities and gathering points. At completion, the innovation campus delivered in a public private venture with Cornell University is estimated to create 28,000 new jobs and 600 new companies.

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SU PP O R T I N N OVAT I O N A N D T E CH N O LO GY

From on demand autonomous transportation to future forward smart buildings and homes, Brookfield works to be at the leading edge of innovation and technology related to community design. Just a few examples include:

ENE.HUB (Smart City Ecosystem) ENE.HUB, a Brookfield company, represents major advances in the way cities communicate, provide power, care for the environment, keep residents safe, and coordinate activities.

Optimus Ride (Autonomous Transportation) Linking local communities to wider transportation networks is key to augmenting the sustainability and convenience of new mobility services. Optimus strives to integrate their system into public transit services to help get users where they need to go, a forward looking first/last mile solution. They are a Brookfield partner and currently working on the integration into multiple new communities.

GoMentum (Testing Round For Connected And Autonomous Vehicles) At GoMentum Station, CCTA is helping to inspire a new generation of technology that has the potential to revolutionize transportation infrastructure and bring jobs to Contra Costa County.” This aligns with Brookfield’s commitment to emerging transportation technologies and we look forward to working w/GoMentum and CCTA during the build out of the Specific Plan.

Mobility Hub Brookfield is actively pioneering the mobility hub concept. This innovation includes a variety of options that are co-located in neighborhoods for users to get between fixed stops and their final destinations. The mix includes small-scale shared use options such as autonomous on-demand shuttles, bikeshare, carshare, e-scooters, ridesourcing, ondemand ridesharing, and neighborhood electric vehicles.

Industrious (Co-Working) Brookfield has an ownership interest in Industrious, one of the largest and most progressive co-working companies in the US. This presents an opportunity to include flex office hubs in early phases to support remote work and seed demand for commercial office in North Concord.

High-Speed Fiber Network We always strive to provide high-bandwidth gigabit infrastructure to every new business, institution, residence, and transportation network, allowing for super-fast uploads/ downloads – an essential amenity with so many people working, schooling, and entertaining in their communities.

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R E SP O N SE S TO Q U E S T I O N S

1 D.

What changes from the Area Plan do you anticipate requesting of Council and Navy?

The Area Plan provides a great framework and vision for the future of Concord. At this time we don’t anticipate requesting any changes of Council and the Navy, though we acknowledge the uncertainty of the impacts of the land transfer agreement with

the Navy. As we work through the community engagement process, in partnership with the LRA, future modifications may be required to remain consistent with community and LRA expectations for development.

2. Describe your preferred approach to working in partnership with the City Council and staff to complete detailed planning and entitlements through to implementation.

The success of a project this large and complex requires a collaborative relationship between the Master Developer and the City Council and staff.

Brookfield has an unparalleled track record of partnering with local, regional and state agencies to plan, outreach, entitle and develop complex and premier master plan developments over decades.

This can only be done by prioritizing trust, integrity and transparency. Attached letters of reference from partners at local agencies attest to this character and commitment. Several of our team members have prior experience working as city staff, leading planning and negotiations for large, public-private development projects, including on former military 30

R E SP O N SE S TO Q U E ST I O N S

bases. We value the close working relationship as it is most efficient, most successful and most enjoyable.

Brookfield and the City Council and staff are essential partners. We establish strong working relationships with elected decision makers and when we discuss or negotiate with elected decision makers, we do so in coordination with City staff. Similarly, we are committed to working as true partners in navigating other state and regional agencies. We implement creative and comprehensive community engagement and outreach programs, tailored to the local community, that can give staff and elected officials comfort that the planning and balancing of priorities has been thoroughly vetted through a robust public process.

Along the way, we know that there will be differences of opinion, a complex balancing of priorities and economics. This is where it is essential to center the discussions on a proforma-based negotiation that centers all discussions on financial feasibility of the project and aligns interests of private and public agencies wherever possible. We understand that the City has a robust team of staff and consultants to facilitate planning and negotiation of a business agreement. We welcome the partnership with this larger City team as, in the end, a better project

results from more smart and committed people. And we are humble in our understanding that the amount of time, energy, resources and political capital that has been invested by the City in getting the project plans to this point are to be treated with respect and as a starting point for subsequent efforts.

Brookfield Properties (BP) will identify key project leads who will work directly with key staff leads on the detailed planning and implementation of the project. We will develop an overall project schedule to guide and track our mutual efforts, prioritize and de-prioritize and ensure all parties, staff and consultants, are working in coordination.

Inevitably, different working groups will evolve to advance major components of the work – Navy EDC MOA negotiations, City/Brookfield business deal negotiations, EIR, land use planning, infrastructure and transportation planning, economic analysis, etc. Depending upon the topic, Brookfield will make available the appropriate and required technical consultants to assure each topic is addressed to the highest degree of professional standards.

We will work with staff and the City Council to determine what cadence of briefings to provide to the Council in public or closed sessions as the planning and negotiations proceed.

2 B. How would you approach partnering with the LRA to engage a broad spectrum of Concord residents and stakeholders through the process?

First, it must be acknowledged that the City of Concord, through the LRA, has implemented an exceptional public and stakeholder process since the Navy officially placed the CNWS on the BRAC military base closure list in 2005. We are aware that the LRA conducted a seven-year community-based visioning and planning process that resulted in the adoption of the Concord Reuse Plan (CRP) Area Plan detailing the community’s consensus vision for the future use of the property.

BP will build upon and expand the community and stakeholder engagement process through 31

utilizing state of art public engagement tools and a comprehensive approach to engagement, recognizing the varied and diverse nature of the Concord community. BP commits to “working cooperatively with adjacent property owners, neighborhoods, labor organizations and other local and regional stakeholders in coordination with the LRA as applicable. This includes conducting strategic community meetings, providing meaningful and culturally appropriate opportunities for community involvement in the overall planning process, creating and maintaining channels for public information, and working with elected and appointed officials and the media.” Continuation of

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the robust engagement process is critical to our visioning and planning efforts. It adds richness to the vision and streamlines the overall process.

Robust community engagement not only makes for a more efficient entitlement process, it makes for a better project with a greater sense of community ownership.

This is another area where we have many ideas and the development of the optimal community engagement strategy requires extensive conversations with the Council, staff and other key stakeholders. Brookfield does not use a onesize-fits-all approach. We create robust public engagement programs designed for the specific community, who the players are, who the local partners are, what the priorities are, what the moment requires and what the project allows for.

We have navigated some of the most complex land use entitlements in San Francisco, even being required to successfully navigate a citywide ballot initiative to support a development project. This can only be done through an extensive and consistent local presence, open communication and thoughtful approaches to garner the broadest range of input possible.

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Some effective approaches that we have used that could be considered for this project include:

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• Host on-site events and activities, many unrelated to development, to gather input from broad cross-section of stakeholders (e.g. local festivals, outdoor markets, etc.)

• Travel to already-established neighborhood events and plug-in to existing networks (e.g.

Music and Farmers Market Series at Todos Santos Plaza, 4th of July Parade & Fireworks, Concord Community Pool, Hurricane Harbor Six Flags or Pixieland Amusement Park) • Introduce ourselves not with slick, shiny renderings, but by listening (e.g. hiring an artist to craft the community’s vision for the land) • Door to door meetings with people directly impacted, to target highly impacted neighbors • Develop project radius mailing list and include physical mailers/postcards/surveys as a way to

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engage a wider audience (translate all materials into top 3 languages spoken) At the project onset, identify and develop a list of key stakeholders, organizations, leaders, community groups. Work with stakeholders to reach and engage with diverse audiences.

Conduct detailed community research through diverse stakeholder interviews and internal teams/ agencies to understand place purpose and tell the story of the place from a community perspective.

Take a community roadshow approach to meeting neighbors where they are (local churches, YMCA, schools, HOAs and community/neighborhood groups, etc.).

Create robust interactive online platform to communicate project information. During COVID-19, the Stonestown team pivoted from an in-person community engagement approach to a virtual approach and launched an online community engagement platform using Neighborland to communicate project information and get feedback on our plans. The online platform allowed us to expand our reach and provided an interactive way for neighbors to comment on plans.

Use animated videos to communicate and explain complex project concepts. All materials can be translated into the top languages spoken to provide an accessible format for a diverse audience.

Host weekly office hours (in-person or virtually) at a local establishment to address questions or concerns Attend local events (e.g. farmers market) to share project information and reach new audiences.

Partner with the public Restoration Advisory Board to collaborate on effective and safe cleanup and reuse approaches for Navy contaminated sites.

Assign a Brookfield team member to participate in the RAB process.

BP recognizes that the re-use of the Concord Naval Weapons Station presents the city with a tremendous opportunity to create a world-class project that represents the vision and values of the community.

Given the broad impacts of this project, we know it is essential that the benefits of the project are shared by all residents of Concord, adjacent communities, and stakeholders.

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3. How would you work with LRA to achieve 25% affordable housing commitment?

Brookfield will work in partnership with the LRA to plan and program the affordable units outlined in Section 3.15 of the RFQ into the master plan, zoning/ specific plan, finance plan and phasing. The best solution pairs providing affordable units while also planning and developing housing that will build community and reduce living costs to allow a wide range of incomes while supporting the local workforce and future employers.

We look forward to working collaboratively with the City, the housing-focused members of the Community Coalition for a Sustainable Concord and other stakeholders by integrating into our robust community engagement program to plan for the optimal path to achieving this commitment. We also have strong relationships with several affordable housing developers that have experience in Concord and/ or Contra Costa County and would leverage those relationships to advance the effort.

As an initial approach, we would envision starting in the following way: 1. Working with the key stakeholders to determine a framework for affordable housing program goals that identifies the type of affordable housing to be targeted such as affordable homeownership vs rental, higher density vs lower density, special needs housing, teacher and workforce housing, senior housing, stand-alone (building entirely comprised of affordable units) vs mixed income/ inclusionary affordable unit buildings and priorities for levels of affordability as measured by income ranges.

2. Working with key stakeholders to identify funding opportunities and means to the most feasible delivery of the affordable program such as:

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• Working with local affordable developers to understand where they see state and local resources emerging for operations or construction.

• Exploring self-help/sweat equity (e.g., Habitat for Humanity, HomeAid) means to deliver units cost efficiently.

• Exploring other project-generated funding and financing (such as EIFD tax increment financing) to support construction of units.

• Optimize ability to leverage infrastructure financing through such programs as the state Infill and Infrastructure Grant program and AISC program.

3. Evaluating the optimal locations in the master plan to deliver the affordable program including: • Locating affordable housing parcels in a way that maximizes competitiveness for state and federal funding programs.

• Incorporating affordable housing for each phase of the project that strategically leverages funding opportunities.

• Mapping the envisioned affordable program from #1 above to the appropriate locations in the plan from a density and access to services standpoint.

There are additional resources Brookfield is exploring to deliver lower cost housing through affordable design, modular production, and planning for affordable housing to be located near community amenities and transportation to help reduce family overhead and transportation costs.

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4. How would you approach phasing the project, taking into consideration the constraints of availability of land transfer from the Navy in section 3.2?

There are several key factors that must be thoughtfully considered in determining how to phase the development at the site. This includes being as efficient as possible in required initial infrastructure and horizontal improvements and prioritizing the land uses that best respond to market conditions and establish the project successfully from the beginning.

Constructing the best community also requires exceptional design that emphasizes sustainability and buildability. Our design team’s depth of experience and Brookfield’s on the ground general contracting experience creates the best ingredients for successful execution.

Most important to the determination of phasing is the overlay of the timing, location, and condition of land transfers from the Navy. Brookfield is prepared to coordinate the implementation and phasing of the project within the available land transfers from the Navy. In reviewing the availability of land transfer in Section 3.2 of the RFQ, documents file online and status of the Navy’s remediation drives a phasing of land transfers. We have explored our conceptual “First Phase” with insight from CBG and Geosyntec who provide a wealth of historical knowledge on CNWS, saving the team years in planning and strategy around balancing infrastructure and FOST phasing that is influenced by the environmental clean-up areas.

The first FOST areas are primarily located in the northwestern portion of the CRP creating the logical initial phases of infrastructure and development. We will concurrently work with the LRA and Navy to coordinate the subsequent FOST areas in locations that are most ideal to expand the development. In fact, based on our preliminary review of the available material, we believe that the initial FOST 1 property may be able to be expanded to include the Inland Burn

Area and the Borrow Dredge Disposal Area where cleanup has been complete, but they are presently excluded from FOST 1. Through a collaborative effort with the LRA and Navy, Brookfield would immediately (i) seek to expand the property included in FOST 1; and (ii) begin dialogue with the Navy on accelerating holdback parcels, such as Sites 22, 22A, and 29, Guam Way, and the Runway Area through a combination of early transfer arrangements and/or leases in furtherance of conveyance while ensuring that the environmental risks are appropriately managed, mitigated and insured on the date land is conveyed to protect the LRA. We believe this will start with focusing on expanding development into the areas adjacent to Willow Pass Road and eventually moving into the villages to the southeast, while maximizing the land available for development.

Brookfield will deliver phases of development that balance the priorities of the Project and the Community including affordable housing and other public benefits. The Phasing will be established to ensure the key infrastructure components to support the initial Phases are feasible, while also building in capacity and flexibility for future phases and conditions. Each Phase will provide a logical delivery of land uses and community benefits that facilitate integrating the project into the existing Concord community comfortably over time.

The most efficient and sustainable approach to designing and phasing the infrastructure will result in reduced costs to the infrastructure that can instead be invested in community benefits, reducing impacts to climate change, and healthy living environment for the community.

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4 A. Where would you start development? Why is this the best place?

Development will start with the area that straddles Willow Pass Road with a focus to connect infrastructure to HWY 4 and BART. We believe including the portions of the CRP that include low and medium density residential land uses is critical to delivering a financially feasible initial phase of development. We see this as the right place to start for the following reasons: • This portion of the plan is adjacent to the existing community and within proximity to the off-site infrastructure needed to support initial development.

• The mixed-use land uses will provide the City and Project with a variety of new housing types, potential office, commercial and retail uses.

• There are a number of desired community benefits that can be delivered within this area.

• These areas are ready for FOST and/or the areas not ready for FOST are manageable environmental mitigations that would warrant early transfer to allow logical progression of development.

This concept will require further analysis in analyzing and identifying the most efficient areas of FOST 1 and 2 to be developed with LRA’s input on priority of development objectives. Mass grading plans have been done in the past in helping identify a logical Phase 1. Our analysis would take this a step further in anticipation of what the follow-up phases would look like to ensure proper planning is done in the beginning to allow for opportunistic development of various uses in the CRP. Market dynamics are also important to plan for and allow flexibility to meet the market where it is at a point in time during the build-out of a multi-decade community. Our strategy would be to incorporate

multiple components of commercial and residential in each phase beginning with the first phase. This strategy allows the Project to succeed when various sectors of development are in a positive cycle driving value in those specific land uses.

Four years ago, multifamily rental, tech office and for-sale residential were a hot market in the Bay Area. Today, for-sale residential, flexible biotech & life science, and industrial distribution are in high demand. It is typically for-sale single family attached and detached housing that will consistently provide the positive cash flow and value in the land to fund the public and private infrastructure that will serve most of the overall Project.

At our major mixed-use master development, Central Park (see project example information), Colorado (formerly known as Stapleton), the early phases of development comprised lower density neighborhoods that established the development and funded significant infrastructure. The new rooftops supported retail and neighborhood/regional commercial businesses. And as these project components were built out, it supported demand for the medium density residential and larger commercial components. It required thoughtful planning, efficient infrastructure design and patience to mature the market.

It’s imperative in a plan of this size to be prepared to take advantage of the segments of the market (retail, hospitality, office, entertainment, industrial, manufacturing, etc) that will be in demand in the future. Basing the success on one single component of development will limit the ability of a mixed-use, transit-oriented development of this size to succeed at all cycles of the market.

4 B. How would you view a phased transfer process from the LRA to the selected Master Developer?

Brookfield views a phased transfer process as a necessity in order to be able to address the time frame of available land for transfers from the Navy, while accelerating development in the near term. It allows the ability to maximize the goals of the LRA and overall plan. We believe our role is the implement the CRP Area Plan already developed by the LRA in a Brookfield fashion that aims to create the Best in 35

Class community. A phased transfer of land allows a balanced approach to development where the LRA and Master Developer are able to have check-points along the way to ensure alignment in the overall vision. In our project at Camp Parks in Dublin there were six different land transfers totaling 189 acres and the specific land transferred was driven by ongoing military needs on the base.

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5. How would you ensure the project achieves the Concord First policies ( section 3.11) Brookfield is committed to building communities that thrive. Implementing strong workforce construction programs are a vital component of that and we have successfully demonstrated our commitment and ability to deliver such initiatives throughout our development projects.

various projects based on the specific priorities of the neighborhood and community, which have included:

• Fund job readiness and training programs run by cities or key non-profits.

• Worked with non-profit partners to support delivery of services to assist individuals interested in entering the trades, with addressing barriers to employment.

A development of this size truly requires a teamwork The services offered case management and approach between the major stakeholders in the supportive services (driver license, housing, union community and continuing a strong and positive dues, tools, uniform/boots). relationship with the Building Trades Council will • Partner with community organizations to train and help ensure a successful development over the hire local residents for permanent jobs (I.e. working next 20+ years. Brookfield has already kicked off with United Playaz at 5M project in SF to identify discussions with the Building Trades Council and potential security guards). will execute a project labor agreement. We have a significant amount of experience with project labor • For permanent jobs, mandating anti-bias and mental health intervention training for all front of house agreements as we’ve either built or negotiated and staff, including retail staff. worked within project labor agreements in Alameda, Contra Costa, Santa Clara, San Francisco and Santa • Support local Regional Occupational Program (e.g.

Mateo Counties. We look forward to partnering with MVROP for NewPark) as Industry advisor to develop education program and facilitate apprenticeship/ the local unions to establish a program including the entry into the construction industry via the project following: a) utilization of apprentices from State of California certified joint labor management programs • Job-Related Skills training through on the job and b) a program to recruit, train, and employ military training in a Department of Labor registered veterans through the Helmets to Hardhats program apprenticeship program* or equivalent program and have attached our initial • Life-Skills training programs conducted on the thoughts on a robust and responsive Concord First construction site including such things as, GED Construction Workforce Plan. test preparation, English as second language (ESL) courses, financial literacy, debt management, firsttime home buying, or entrepreneurship training Brookfield also believes there are opportunities to collaborate in the local community to provide • Financial assistance in the form of scholarships, opportunities for education and experience in stipends, or sponsorships for workers to attend development our future workforce. We already life-skills training programs conducted off-site such as pre-apprenticeship training, English as a second participate in Antioch High School’s summer internship language (ESL) courses, GED test preparation, program for students interested in engineering and financial literacy, debt management, first-time home construction and would love to expand that into buying, or entrepreneurship training Concord’s schools. We have also started a new relationship with the Cypress Mandela organization in Oakland where we provided scholarships to graduating students in skilled labor with a goal of implementing an internship program in 2021. Ultimately, we believe it will be most effective to work with the City Council, key stakeholder organizations, workforce training initiatives and the community to craft the program that is best for the project, the City and the region.

Brookfield has implemented a broad range of efforts at

Brookfield will execute a project labor agreement.

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D R A F T : TO BE D E V E LO PE D I N PA R T N E R SH I P WI T H C O N C O R D

Concord First Construction Workforce Plan INTRODUCTION Brookfield is committed to building communities that thrive. Implementing strong workforce construction programs are a vital component of that and we have successfully demonstrated our commitment and ability to deliver such initiatives throughout our development projects in the Bay Area. In addition, our construction labor pools in the Bay Area are in dire need of new people as we are seeing many beginning to retire. This is why Brookfield have already begun supporting various initiatives to bring training and opportunities for those willing to learn a trade.

We believe the Concord First policies embrace and reflect the significance of jobs and future education and access to employment for Concord’s residents and the surrounding communities of Contra Costa. This document will outline Brookfield’s approach in how we plan to establish a robust workforce program at the CNWS site and address the Concord First policy commitments of i) utilization of apprentices from State of California certified joint labor management programs; ii) develop a program to recruit, train, and employ military veterans through the Helmets to Hardhats program or equivalent program; and iii) a 40% local hire goal for construction trades.

C O N C O R D F I R ST C WP (CF C WP ) Brookfield’s development and implementation of the CFCWP will be guided by the following commitments, to be developed in collaboration with the Contra Costa Building Trades, the Contra Costa Central Labor Council, the City of Concord and key local organizations that provide workforce training and placement.

• Brookfield Properties will enter into a Project Labor Agreement (PLA) with the

building and construction trades.

• Brookfield properties will develop and implement a workforce training and placement program that: • Includes a commitment to a goal of 40% local hire • Establishes a comprehensive program, in partnership with key stakeholders and organizations, for the training, placement, hiring and retention of construction workers, including apprenticeships from certified joint labor management programs, military veterans and other groups identified to promote the construction workforce for the community and project.

• Establishes key partnerships with educational institutions, training programs, community workforce organizations and other opportunities to promote and train the construction workforce in the Concord and Contra Costa communities.

While the PLA and local hire CWP will primarily be implemented by the project’s construction manager (CM), typically a general contractor, Brookfield envisions the successful implementation of CFCWP will require sustained partnerships with the City’s workforce development agency as well as local unions. If the City does not have an established service in place for construction training and placements, the project team will directly engage with community organizations that provide construction workforce training for youths and military veterans.

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Prior to the commencement of construction, the project’s development team will actively work to engage with a network of partners to:

outreach efforts and participation from local residents, apprentices, and military veterans.

• Engage with local building trades unions to understand the opportunities for hiring of journeyperson and apprentices from local area within their specific unions’ requirements; • Develop a list of partner organizations that offer services to Concord and Contra Costa County residents and/or military veteran residents in the following areas: • Construction technology education and programs that prepare high-school age students for a career in construction.

• Pre-apprenticeship training programs that provide a pathway to apprenticeship in the skilled trades.

• Life-Skills training programs that complements construction work placements that can include such things as, English as second language (ESL) courses, financial literacy, debt management etc.

• Job-Related Skills training in a state certified apprenticeship program • Develop an effective outreach strategy that can maximize new hiring from the local area by engaging with City and County workforce development agencies, local education institutions, career centers and local chambers of commerce.

Below is an example of the activities in which the construction manager’s team will perform as part of implementing the CFCWP.

As the project approaches each phase of construction, project’s CM will take on an increasing role in implementing the CFCWP. Their responsibilities will include informing local residents of the ongoing construction work opportunities, performing outreach to partner organizations when new hire opportunities arise as good faith efforts to achieve the 40% local hire goal. The CM will also be responsible for collating data from their specific project that tracks

E N G AG E M E N T • Participate in seminars/presentations/ site tours with the students/cohorts of local workforce/education partners that promote the at-large development and upcoming construction work opportunities.

• Participate in job fairs and relevant career events conducted by a local workforce/education partners.

• Prior to the commencement of work in each phase or major scope package establish a local apprentice hiring strategy.

O U T R E ACH • Host job fairs on site with a goal to provide direct interaction between local job seekers between the CM and participating subcontractors. The CM and subcontractor will be prepared to discuss details of their respective scopes such as scope dates, available employment positions, employment requirements and qualifications for applicants. Representatives from partner organizations and the City of Concord will be invited to the event.

• When new construction trade positions become available, the CM will notify the local workforce development agency and/or partner organizations of the estimated dates of commencement, number and type of new hires, and contact information for each hiring subcontractor.

D O C U M E N TAT I O N • Prior to the commencement of work, the CM and subcontractor will provide a projection of their workforce that

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proposed core employees and their residency zip code and project new hires.

• Following completion of scope, to track progress utilization, the CM and subcontractor will provide final employees’ residence. New Hires, new apprentice and veteran placements are also identified.

• The CM will compile data with of cumulative workforce utilization by number of new hires, local residents and may be further categorized by residents, company, by trade and type of employee (journeyman, apprentice and/or veterans).

• The CM will provide an annual summary of their outreach efforts that may include details of i) job fairs including number of attendees,

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ii) correspondence of outreach with local workforce agency and/or community organizations notifying them of new hire and/or apprentice opportunities and iii) successful placements of new local new hires from referrals by partner organizations.

At Brookfield we are proud to be a true builder of communities and we always welcome the opportunity to work collaboratively with the community to make a positive impact on the environments, businesses, and lives we touch. We look forward to working with the City of Concord, along with other community stakeholders, to further develop and refine this best-in-class approach to workforce development.

LO CAT I O N

O R G A N I Z AT I O N D E S CR I P T I O N

Contra Costa County Workforce Development Board

Concord

County Workforce Development Board that offers a variety of services to help job seekers looking employment. The organization prioritizes serving job seekers with greater need, such as military veterans and those with disabilities

Future Build

Pittsburg

Solar, Energy and Construction Trades training program offering 16 week pre-apprenticeship training for lowincome East Contra Costa county residents

Los Medanos Community College

Pittsburg

Community College that offers Construction PreApprenticeship programs

Example table of partner organizations for illustrative purposes only

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6. How would you provide opportunities for local developers to participate in vertical construction?

At each phase of development we will offer opportunities for local developers and builders to engage in the vertical development at market rate with the overall target of the project to be 20%. That opportunity could either be through sales of land to the vertical developer or, in some cases, partnering with the local developer could be a means to provide an opportunity for local companies to grow their capacity and pipeline.

From a residential perspective, we have a good working relationship with Denova Homes and Discovery Homes who we’d anticipate being involved in the residential development and are both based in Concord.

With regard to construction, we operate as our own general contractor for a majority of our horizontal and

vertical construction providing in-house expertise for design management, budgeting, and construction management. We also would be open, where appropriate, to partnering with local contractors to develop their capacity and strength.

Brookfield has already done business with over 40 Concord based companies such as Stevens Ferrone & Bailey, Independent Construction, Melody Lighting, Hyde Printing, BSM Facility Services, and Contra Costa Door.

BP is committed to pursue and work with qualified small businesses and disadvantaged business enterprises and create opportunities for Concordbased employers, resident workers, and developers who may participate in vertical construction and business opportunities within the Project.

6 b. And for local businesses to supply construction materials?

There are several vendors in Concord that already supply Brookfield’s existing projects in the Bay Area through its subcontractors. Brookfield will also seek out and pursue all available avenues necessary to maximize development opportunities for local firms and purchasing of construction materials from local businesses. We have team members on our purchasing team that live in Concord and are very familiar with local businesses.

We would work with organizations such as the Building Trades Council, Building Industry Association (BIA), the Concord Chamber of Commerce and other City resources to identify and contact local development firms and material/vendor businesses such as American Ace Supply, Brickyard Building Materials, Conco Cement, Dolan’s Lumber Doors & Windows, Mt Diablo Landscape Centers, Golden State Lumber, White Cap, Grainger and Molding Masters.

7. How would you approach working collaboratively with the LRA to reach agreement with the Navy on an EDC MOA? The Brookfield team has extensive experience converting former military bases into productive reuse. The Brookfield team has structured, negotiated and documented other BRAC EDCs, including former Naval Station Treasure Island, Warminster NAWC and Union Point, and has been “in the trenches” during financial and business

negotiations with the Navy and its environmental cleanup team. We also completed the largest Real Property Exchange with the Department of Defense in nearby Dublin where we negotiated a complex transaction involving building new buildings for the Army in exchange for land at Camp Parks in Dublin.

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We have an intimate understanding of the process and players. In fact, one of Brookfield’s team leads, Jack Sylvan, served as the LRA (Treasure Island Development Authority) while working for the San Francisco Mayor’s Office and led the successful negotiation of the EDC MOA for former Naval Station Treasure Island (with the now head of the BRAC PMO, Laura Duchnak, then head of BRAC PMO West). Joe Guerra, who led the effort in Dublin also served in the Mayor’s Office in the City of San Jose overseeing among other areas, the Redevelopment Agency and was involved in countless negotiations on behalf of the City with developers and other public agencies.

Members of our team have had and continue to have active engagement on base reuse activities at Union Point (current), Warminster NAWC, Fort Ord, El Toro NAS, Fort Gillem, and the Oakland Army Base.

Brookfield also has a successful track record of redevelopment of former military facilities at Camp Parks Army Base, where our Boulevard project is located in Dublin, CA. Additionally, Brookfield has experience in largescale land redevelopment of brownfields on a national level. Our team has familiarity and working relationships with the City team (ERS, Burke, Sorenson, etc.) from other projects.

As a result of its deep bench of BRAC experience, the Brookfield team has an intimate understanding of the important role that the LRA plays in any EDC project. The LRA is the backbone of any successful EDC transaction since it is the only party that can take title to EDC lands. The Brookfield team understands what it takes to assess, manage and mitigate environmental risks associated with former BRAC facilities. The team knows how the environmental risks of BRAC property can be managed to facilitate successful financing and redevelopment of these properties.

With regard to approach to working with City Council and staff, negotiating an EDC MOA and environmental cleanup agreements with the Navy must be a collaborative effort. The LRA is the backbone of the EDC, and the Master Developer is the financial engine of a successful EDC project. The 38

DDA between the Master Developer and the LRA not only provides important financial subsidies for LRA operations but also lays out the manner in which the two entities work together on EDC terms. Those terms must be acceptable to both parties for the transaction to be successful, and that requires a transparent and honest collaboration between the LRA and the Master Developer. We’ve been on both sides of the table, developer and LRA, and respect and value the partnership necessary to successfully negotiate an EDC MOA with the Navy.

In our experience, successful EDC transactions align the interests of the LRA, Master Developer and the Navy. The Navy should be incentivized to FOST and transfer land as quickly as possible and in accordance with the LRA/Developer team’s redevelopment priorities. The use of institutional, engineering and land use controls that are closely aligned with reuse plans often helps to align interests and expedite closure.

It is likely that a successful EDC MOA will also require involvement of the local delegation representing Concord in the US House and Senate, involvement by the California Governor and other key political stakeholders. Brookfield is prepared to support the City in marshaling the political forces necessary to support a successful EDC negotiation in coordination with the City Council, staff and team.

Brookfield’s experience with the Navy, DOD and former military bases also offers some opportunities to consider creative approaches to structuring agreements with the Navy.

1. Although the No-Cost EDC is now a relic of the past, the Navy has been more flexible on how and when EDC payments are made in recent years.

2. Revenue participation payments are often included in EDC transactions as a means of enhancing value to Navy on the back end of successful redevelopment projects.

3. The timing and manner of payments, and to what extent payments may be offset by certain work items performed by the LRA/Master Developer team, are often key points of EDC negotiations.

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4. Potential for exploration of “FOSET” transfers if timing of Navy cleanup is not conducive to redevelopment plans. Managing “holes in the donut” is a unique challenge in EDC transactions dependent on future FOST designations from DOD.

Master planning of a former BRAC site requires collaboration with many different local stakeholders and state agencies. The Brookfield team has a long track record of balancing competing local and state interests with successful and sustainable redevelopment.

8. Describe key factors that will drive your approach to financing the infrastructure.

Brookfield Properties has decades of experience managing and developing some of the largest and most complex mixed-use, brownfield and publicprivate real estate development and infrastructure projects in the United States and around the globe. We have the financial strength and resources to provide the necessary capital to finance the development and construction of infrastructure with our own equity.

Additionally, Brookfield also has direct access to the investment funds the Brookfield group of companies sponsor and directly manage.

Brookfield understands that the initial components of infrastructure will be funded by Brookfield with atrisk capital prior to the initial market sales or leasing of developed land or property. For-sale residential provides the highest near term values and will be the driver in providing the developed value funding for the majority of infrastructure, which is often typical in master plan communities of this size.

Like all major complex redevelopment projects, Brookfield will work with the City to maximize the availability of public financing to support allowable infrastructure improvements. Community Facility Districts (CFDs) for infrastructure and maintenance will provide a sustaining level of funding as the project continues to develop and are often used in residential components of development. In partnership with the City and LRA, we would explore the use of tax increment financing to fund roadways, transit, water systems, sewer projects, flood control, child care facilities, libraries, parks, and solid waste facilities.

Brookfield has developed innovative approaches to increase and advance bonding that could support feasibility of the substantial infrastructure program.

As Brookfield does in all of its projects, it will look to other innovative means to generate funds and financing for infrastructure, which could include the following: • Explore opportunities to utilize Property Owner Associations (POAs) and Home Owner Associations (HOAs) as funding sources for maintenance and some improvements for privately owned property.

• Where appropriate, explore district scale systems that rely on user generated fees to support amortization of the capital improvements.

• Work with City to explore state and federal funding for sustainable infrastructure and industries, infrastructure that supports advanced manufacturing and research and development and economic development consistent with evolving state and federal funding initiatives.

Brookfield’s long history of large scale real estate developments requiring major public and private infrastructure programs brings a wealth of resources and experience for exploring a wide variety of public and private financial resources that best position the project for success for the City of Concord.

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H OW WE D O I T

Financial Capability

Brookfield Properties Statements of Financial Capacity Brookfield Asset Management (www.brookfield.com) is a leading global alternative asset manager with $600 billion under management with a 120 year long proven track record.

Brookfield Properties (www.brookfieldproperties.com) is a fully-integrated, global real estate company that provides industry-leading portfolio management and development capabilities across a broad range of real estate investment strategies including office, retail, residential, mixed-use, hospitality and multifamily. Leveraging our extensive experience, deep operating expertise, financial strength and capital discipline, Brookfield Properties creates unparalleled experiences by re-entitling and master-planning assets, managing the subsequent execution phases of the value creation process in design, development and construction and realizing an asset’s highest and best use.

Brookfield, through its various subsidiaries, has successfully delivered on large, similar scaled master plan communities across North America.

As one of the world’s largest investors in real estate, Brookfield and its affiliates have sufficient financial wherewithal to support development and construction of the project.

With a multitude of capital opportunities available an appropriately capitalized entity will be identified to execute on the project and deliver an exceptional community. Brookfield is internally self-funded, additional references can be provided upon request.

Fiscal year-end financial annual and quarterly reports are available at the following links, hard copies can be provided upon request.

Brookfield Asset Management: https://bam.brookfield.com/reports-and-filings/financial-reports/annual-reports/2020 Brookfield Residential Properties: https://www.brookfieldresidential.com/about/investor-media-relations Additional information in the Appendix F submitted per the RFQ.

40

H OW WE D O I T

Appendix • Brookfield and Partner Team Bios • About Our Partners • Reference Letters

H OW WE D O I T

Brookfield and Partner Team Bios

A PPE N D I X : BR O O K F I E LD T E A M BI O S

Josh Roden President Northern California PR OJ E C T E X E C U T I V E As President of Brookfield Properties Development California, Josh is responsible for all of the operations, strategic planning and growth in the Northern California region for Land and Housing. With more than 23 years of diverse design, development and construction experience in commercial, for-sale residential, apartments, retail and institutional projects, Josh is exceptionally skilled at cultivating and securing development industry relationships with stakeholders and development partners.

Jack Sylvan SVP, Development PR OJ E C T E X E C U T I V E Jack Sylvan is Senior Vice President of Development, and has 25 years of experience leading master planning and negotiation of transaction agreements for complex mixed use public private real estate development projects. He is responsible for overseeing all urban mixed-use development projects in the San Francisco Bay Area. He oversees projects that include Pier 70, 5M and Stonestown Galleria, representing 8 million square feet of residential and commercial space, new parks and delivery of public and private infrastructure.

Jack joined Brookfield in 2018 by way of acquisition of Forest City Realty Trust. Prior to this, Jack spent 8 years in the San Francisco Mayor’s Office of Economic Development overseeing large public/private real estate development projects including leading the planning and negotiation process for the Treasure Island redevelopment project. During this time he served as lead staff for the LRA, the Treasure Island Development Authority, and led the successful negotiations of the EDC MOA with the Navy’s BRAC PMO West and the selected master developer partner. He also served on the Board of Directors of the Association of Defense Communities, the primary industry organization supporting communities in navigating BRAC military base transfer issues.

Jack currently serves on the Advisory Board for the Fisher Center for Real Estate at UC Berkeley and the Board of Directors of the Bay Area's premier urban policy thinktank, SPUR. He holds a Masters in City Planning from UC Berkeley and a BA/BS from UC Davis.

A PPE N D I X : BR O O K F I E LD T E A M BI O S

Trece Herder VP Acquisitions & Business Strategy E N T I T LE M E N T LE A D Trece Herder is Vice President of Acquisitions and Business Strategy. Responsible for identifying and acquiring new opportunities while overseeing market research and asset strategies, Herder’s vast experience in homebuilding includes, most recently, Vice President of Land Acquisition for Tri Pointe Homes. Serving highprofile roles as well with Cal Atlantic Homes and Centex, her portfolio spans 20+ years of land acquisition, entitlement and project management.

Gonzalo Rodriguez VP Land & Planning M A ST E R PL A N N I N G & C O N ST R U C T I O N LE A D Gonzalo Rodriguez serves as vice president of land and planning for Brookfield Properties Development Northern California. Gonzalo started with Brookfield in 2006 with Brookfield’s Sacramento Division where he worked on several large scale master planned communities. In 2015, Gonzalo transferred to the Bay Area Division where he is responsible for Dublin Crossing land development efforts.

Kelly Pretzer VP Mixed-Use P U BLI C PR I VAT E T R A N S AC T I O N LE A D Kelly Pretzer is a Vice President of Development at Brookfield, focusing on the execution of the Pier 70 project in San Francisco, as well as other development opportunities on the west coast. She joined Brookfield in 2018.

Prior to joining Brookfield, Ms. Pretzer worked for Forest City for five years, focusing on the Pier 70 project. Ms. Pretzer also served as Project Manager at the San Francisco Office of Economic and Workforce Development, working on public-private partnerships, including the Treasure Island and Hunters Point Shipyard projects, in the Newsom administration. She also served as the Deputy Director of Legislative Affairs under Mayor Edwin M. Lee, managing all state and federal legislation on behalf of the City of San Francisco.

A PPE N D I X : BR O O K F I E LD T E A M BI O S

Joe Guerra Planning Strategist CI T Y & N AV Y T R A N S AC T I O N C O LL A B O R ATO R Joe Guerra is Brookfield Properties Development's Senior Director of Business Strategies for Northern California and provides 35+ years of entitlement, finance and local government experience to the team. Prior to joining Brookfield in 2015, Guerra was in charge of land acquisition and entitlements for the Bay Area for SunCal.

Mandi Misasi Director of Forward Planning V I LL AG E N E I G H B O R H O O D S D E SI G N LE A D Mandi Misasi joined Brookfield Properties Development in June 2018 as the Director of Forward Planning for Northern California. Prior to that, she was with Standard Pacific for over 13 years. Mandi has lead the entitlement, design and permitting for the 189 acre Boulevard master plan in Dublin.

Gregory Glenn CFO / VP Finance F I N A N CI A L LE A D Gregory Glenn is Brookfield Properties Development's Chief Financial Officer for Northern California and provides 25 years of professional operations, finance and accounting experience to the team. Prior to joining Brookfield in 2014, Gregory was the VP of Finance for large master plans in San Francisco and Southern California involving over 20,000 residential units and 3,00,000 SF of commercial development.

A PPE N D I X : BR O O K F I E LD T E A M BI O S

Swathi Bonda Senior Director of Development C O M M U N I T Y E N G AG E M E N T LE A D Swathi Bonda currently leads the 5M project, including its horizontal development, retail leasing, site-wide obligations and community benefits strategies. In addition to her work with 5M, Swathi is managing the development of a condo building at Brookfield’s Pier 70 project. She started her tenure in 2014 with Forest City's New York office, where she led affordable housing development at Pacific Park (formerly Atlantic Yards). Prior to joining the company, Swathi was a Senior Consultant with Booz Allen Hamilton and an Economist with Fannie Mae.

Catherine Reilly Senior Director of Development H O R I ZO N TA L I N F R A ST R U C T U R E PA R K S D E SI G N & PE R M I T T I N G E X PE R T Catherine Reilly is Senior Development Director at Brookfield Properties for the Pier 70 horizontal project in San Francisco. She joined the Brookfield team in February 2018, bringing 20 years of experience working on a wide range of planning, entitlement and real estate projects throughout California, including managing a similar large scale, public-private project in San Francisco.

Jack Tse Development Director C O N C O R D F I R ST C O N ST R U C T I O N WO R K F O R CE PL A N LE A D Jack Tse is a Development Manager at Brookfield Properties for the 28-acre Pier 70 project in San Francisco.

His portfolio of work at Pier 70 includes overseeing the implementation of the project’s community benefits and workforce development plan that includes local hire, local business participation across the horizontal and vertical developments. He joined Brookfield 2018, bringing 15 years of real estate and community development experience in both the private and public sectors. Prior to joining Brookfield, Jack had worked with the San Francisco’s Mayor’s Office of Economic Development on commercial corridor revitalization. Jack received his Bachelor degrees in Civil Engineering and Finance from the University of Western Australia and Master of Urban Planning from the University of British Columbia.

A PPE N D I X : PA R T N E R BI O S

Alexander Mehran, Jr. LEED AP President & CEO, Sunset Development C O M M E R CI A L D E V E LO PM E N T A DV I S O R Alexander Mehran is the President and CEO at Sunset Development Group. He spent several years at Goldman Sachs & Co. in the Infrastructure Private Equity Fund group in New York before joining Sunset Development Group in 2009. In his prior role as Senior Vice President and General Manager, Alex was responsible for the management of Sunset Development’s Bishop Ranch.

Barry Long, Jr. AIA, LEED AP Managing Principal, Urban Design Associates M A ST E R PL A N N I N G & D E SI G N T E A M LE A D In his capacity as Managing Principal, Barry’s expertise enables UDA’s design teams to respond quickly and effectively to the most complex political and physical challenges of Master Plan, Pattern Book, and Architecture projects. An effective listener and an artful facilitator, Barry has assisted numerous clients to negotiate the challenges of competing stakeholder aspirations to arrive at Master Plans that successfully garner broad-based community support. He is also adept at managing the development of specialized, multi-faceted proposed project documentation that goes beyond the scope of typical master plans when circumstances require that (e.g., for clients who must submit comprehensive, highly detailed Specific Plans in order to receive approval and permitting for development projects).

A PPE N D I X : PA R T N E R T E A M BI O S

Angelo Obertello, PE, LEED, AP, QSD Principal, CBG Engineers CI V I L E N G I N E E R Angelo Obertello has over 18 years of technical experience and project management expertise on numerous residential, office, retail and industrial development projects throughout Northern California. He has been responsible for all aspects of project design and development including feasibility, conceptual planning, entitlement processing, cost estimating and construction plan preparation. Angelo has effectively managed multi-disciplinary design teams on numerous large-scale and waterfront projects while at the same time coordinating with jurisdictions and private land owners to ensure the projects’ successful completion.

Curtis Toll Partner, Greenburg Traurig N AV Y T R A N SF E R & T R A N S AC T I O N A DV I S O R Curtis Toll is Managing Shareholder of the Philadelphia office and focuses his practice on the evaluation and management of environmental risks in connection with the acquisition, development, financing and sale of environmentally impacted real estate. He advises developers and corporations on complex redevelopment projects, environmental liability transfers, and the management and mitigation of environmental risk through the use of unique contractual mechanisms and specialized environmental insurance products. Curt structures, negotiates and manuscripts specialized environmental contracts and insurance products, including pollution legal liability, contractors’ pollution and integrated environmental risk programs.

H OW WE D O I T

Our Partners

A PPE N D I X : O U R PA R T N E R S

Sunset Development Company N U R T U R I N G A N D D E V E LO PI N G T H R I V I N G COMMUNITIES Sunset Development has proven its thoughtful approach to sustainability, quality and care during its more than 70 years of responsible development.

The expansive Bishop Ranch campus — with its sustainable features, quality materials and flexible spaces — is a testament to Sunset Development’s care, commitment and vision for the community.

LE G AC Y I N T H E E A ST B AY Founded in 1951 by Masud R. Mehran, Sunset Development Company has been owned and operated by three generations of the Mehran family.

Sunset Development is a local business with deep roots in the East Bay. Sunset Development began as a residential developer building Sunset-Town in Livermore, CA. A planned community of more than 4,000 single-family homes, several schools, churches and parks. Building on that foundation of family commitment, in 1978 Sunset Development purchased 585 acres in San Ramon’s Bishop Ranch district and, with his son Alex Mehran Sr, began the development of the Bishop Ranch campus.

Bishop Ranch has evolved into one of the nation’s most successful business communities, building projects that will stand the test of time and create a lasting legacy for the local community.

R E LE VA N T E X PE R I E N CE • Bishop Ranch, San Ramon, CA

As the developer, builder, owner and manager of 585 acres including the 10 - million-square - foot Bishop Ranch campus, Sunset Development is dedicated to pursuing the highest- quality standards in everything from selecting building materials and world - class partners to providing an elevated level of personalized service to its 600 tenants.

Bishop Ranch continues to grow and evolve. In 2018, Sunset Development completed the development of City Center. A new kind of lifestyle destination that offers the San Ramon Valley and the greater East Bay a place for community, commerce and culture — not just now, but for generations to come.

In addition,the recently approved CityWalk Bishop Ranch project will develop 4,500 multifamily residential units (15% of which are affordable), a 169key boutique hotel and 170,000 square feet of new retail space, creating a multi-dimensional downtown for San Ramon.

SM A R T G R OW T H At its most fundamental level, Bishop Ranch is committed to the concept of smart growth as seen in the development of City Center and future construction of City Walk. Smart growth is an approach to community planning that encourages cities to support the placement of workforce housing where it reaps the most benefits for all residents — near job centers, shops, restaurants, schools, parks, trails and other community services and amenities.

Providing housing near jobs creates numerous significant benefits, including less commute time for employees to and from their homes and reduced auto emissions. It also allows employees, if they choose, to walk or ride bikes to and from their jobs, which in turn fosters a healthier lifestyle.

In addition to these benefits, the principles of smart growth are designed to create vibrant, peoplecentric districts that radiate a strong character and sense of place. They blend many energizing elements — land uses, architecture, landscaping, social gathering spots and, most of all, many different people — to create a rich and engaging core that enhances the overall with an active events calendar open to the greater community of San Ramon — not just the 600 companies that call Bishop Ranch home. Events include two weekly San Ramon farmers’ markets, free family outdoor movie nights, an annual celebration of the ancient festival of Holi and a tree-lighting holiday celebration. There is truly something for everyone at Bishop Ranch.

SUS TA I N A B I L I T Y Sunset Development has proven its thoughtful approach to sustainability, quality and care during its more than 60 years of responsible development. With over 7.5 Million square feet of LEED- certified office space and sustainable programs that include Drought Tolerant Landscape Program, Bishop Ranch’s sustainable practices include award-winning transportation programs, Energy Star and LEED Certified buildings, composting, comprehensive recycling program and a reclaimed irrigation water program.

Furthermore, City Center Bishop Ranch, recently received Platinum certification from LEED. Officially being recognized as the largest retail center in the United States to earn LEED platinum certification, City Center represents how to build sustainably.

As Sunset Development continues to build for the future a major focus continues to be sustainability - and in turn, creating a healthy environment for people. The mixeduse district’s focus on walking and bicycling will serve as the foundation for its comprehensive commitment to sustainability and the environment.

A PPE N D I X : O U R PA R T N E R S

GreenbergTraurig Your Go-To Legal Advisor in a Changing World.

2 , 20 0 Attorneys & governmental affairs

BR AC R E PR E SE N TAT I V E M AT T E R S

4 0 Locations in 11 countries around the world

Our team will leverage GT’s significant long-term experience in all aspects of former military base redevelopment, including from the following projects:

professionals

4 3 0 + Lawyer and firm rankings in Chambers and

Partners Guides worldwide

6 0 + Practice areas across a wide-range of sectors

BR AC R E D E V E LO PM E N T Unique to GT’s environmental practice is its extensive experience in all phases of military base reuse and redevelopment and its knowledge of contemporary legal issues surrounding Base Realignment and Closure Sites (BRAC).

GT maintains well-known and longstanding relationships with the Navy, Coast Guard, California DTSC, and California regional Water Boards through proven results on complicated redevelopment sites nationally, including many in California.

GT has worked collaboratively with the United States, local redevelopment authorities and master developers in coordinating and accelerating parcel disposition at BRAC sites and the integration of key remaining parcels through creative, joint party solutions.

The GT team offers an exceptional combination of technical environmental and risk management insight and overall comprehension of the intricacies of BRAC redevelopment with over twenty (20) years of experience.

• WARMINSTER NAVAL AIR WARFARE CENTER Represented the LRA for the former Naval Air Warfare Center in Warminster, PA for over a decade, resulting in the successful conveyance and redevelopment of the base.

• FORT ORD | Represented a consortium of remediation contractors in connection with the environmental cleanup at the former Fort Ord, in Monterey, CA. • MCAS EL TORO | Represented the master developer of the former El Toro Marine Corps Air Station in Irvine, CA in connection with environmental remediation and financing, including manuscripting a complex pollution liability insurance program to facilitate redevelopment and to backstop federal BRAC protections, covenants and indemnifications.

• UNION POINT | Since 2006, represented the master developers at Union Point in connection with BRAC issues, negotiation of the EDC transaction documents, environmental remediation, risk management and real estate maters for the former Naval Air Station South in Weymouth, MA. Structured a risk management program that jointly benefited the master developer and local redevelopment authority.

• FORT GILLEM | Represented the master developer in its phased acquisition of Army land, development of pollution insurance, risk management and integration of FOST transfers with Army, the local redevelopment authority and environmental regulators at the former Fort Gillem military base in Georgia.

A PPE N D I X : O U R PA R T N E R S

Urban Design Associates (UDA) U R B A N D E SI G N A S S O CI AT E S (U DA ) , F O U N D E D I N 1 9 6 4, I S A M U LT ID I S CI PLI N E D U R B A N D E SI G N A N D A R CH I T E C T U R E PR AC T I CE .

UDA is a top-tier urban design firm with the timetested experience and expertise to conceive and write guidelines for the building, block, city, or region for which your community, institution, or company is calling. We’re a seasoned team of designers and architects. We’re partners in problem-solving. We’re portable practitioners. And all of our projects are Principal-led. From leading the way with our listeningbased approach during the tumultuous 1960s, to tackling the public housing crisis at a crucial junction in our nation’s development, we have a storied history of inventing and reinventing where no playbook existed. We bring this same level of innovation to each and every design challenge we undertake – organizing our teams around projects to usher the right solution to the forefront. From Moscow to Seattle and London to Norfolk, our way of working employs the international language of excellent design. At our core, this is UDA. By putting listening, testing, and deciding at the center of our process, we created a methodology that is customizable to any urban design project, a model for the urban design industry, and a true reflection of our values as a firm.

DAYBR E A K • S O U T H J O R DA N , U T

PR O CE S S -TO -PL ACE Decades ago, we pioneered an urban design process that effectively set the standard for today and we’ve since perfected its applicability to the public, private, non-profit, and institutional realms. What drives this pioneering process are our tried-andtrue steps of listening, testing, and deciding. You will find these three elements at the core of every design challenge we undertake. We then tailor-fit this process to the specific needs of you and your project – working hand-in-hand with you through a unique design experience that champions our values of collaboration, context, and community. It is through this time-tested process that all ideas can be heard and valued, the best ideas can advance, and the right idea can ultimately be brought to life.

Another hallmark of our approach is an unrivaled ability to bring our design office to you. In fact, we have mastered the art of the “mobile studio.”

Our team immerses themselves in your world, affording perspectives and insights that would be impossible from afar and enabling your instant input and feedback to guide the design. This approach allows for the purest collaboration with all relevant stakeholders as you see the inspired vision come to life before your eyes. We apply this powerful and reliable urban design process to all of our services: Planning, Architecture, and Guidelines.

A PPE N D I X : O U R PA R T N E R S

Urban Design Associates (continued)

AWA R D S Our work has been well recognized by others, through over 100 awards. Notable awards include the Arthur Ross Award for Community Design and City Planning, the Presidential Award for the transformation of a public housing project, two Progressive Architecture Awards for neighborhoods, four National AIA Honor Awards, a ULI Global Award, three ULI Awards for Excellence, five Charter Awards for the Congress for the New Urbanism, and three national HUD Awards for Downtown and neighborhood projects. In addition to these accolades, our work is published regularly in professional journals and magazines. Norton Books published The Urban Design Handbook and The Architectural Pattern Book, both authored by UDA.

R E LE VA N T E X PE R I E N CE • The Grove Master Plan, Whittier, CA • South Lake Union Master, Seattle, WA • East Garrison Specific Plan, Monterey County, CA • West Don Lands Master Plan & Development Standards, Toronto, Canada • Currie Master Plan & Development Standards, Calgary, Canada • Daybreak Master Planning and Design Guidelines, Salt Lake City, UT

S O U T H L A K E U N I O N • SE AT T L E , WA

WE S T D O N L A N D S • TO R O N TO, CA N

A PPE N D I X : O U R PA R T N E R S

Carlson Barbee & Gibson, Inc. A B O U T CB G

PL A N N I N G​

Founded in 1989, CBG provides consulting services from concept through construction for land development companies and public municipalities.

CBG has over 100 professionals, registered engineers, and licensed surveyors to serve you. ​

• Preliminary Engineering & Opportunity /

CBG is known for providing cost effective designs, reducing construction costs, meeting aggressive deadlines, and navigating California's increasingly complicated entitlement and permitting processes.

For over the past 30 years, CBG has participated in the planning, design and construction of numerous signature master planned community and military base conversion projects throughout Northern California. ​ CBG was the lead Civil Engineer for the past Master Developer of the Concord Reuse Project. Through these past efforts, CBG has accumulated a broad breadth of experience with this specific Project Site and has extensive knowledge of the challenging existing conditions and along with the critical infrastructure solutions needed to advance the Project. CBG also has experience on a number of large community projects in Contra Costa County, such as Dougherty Valley and the Faria Preserve in San Ramon, and the Crystal Ranch in Concord.

Our experience also includes complicated military base conversions, such as Alameda Point and Mare Island Shipyard. CBG’s approach to these projects starts with careful assessment of existing physical conditions and constraints within the Project Area. This is critical to support the Project Team’s development of the Project design. ​ Our extensive land development and military base conversion experience enables us to thoroughly understand Project requirements and to fulfill them through a complete scope of services including:

• • • • • •

Constraints Analysis​ Conceptual Land Planning & Roadway Alignment Studies​ Specific Plan Collaboration & Development​ Public Services / Facilities & Utility Infrastructure Planning​ Environmental / CEQA Assistance​ Preliminary & Final Development Plans​ Entitlement Processing / Tentative Maps

CI V I L E N G I N E E R I N G​ • • • • • • • •

Utility & Grading Studies​ Hydrology & Hydraulic Analysis​ Improvement Plans & Grading Plans​ Storm water Management Reports / C.3 Analysis ​ Construction Specifications​ Construction Cost & Development Fee​ Estimates​ Finance District Engineering & Assessment Valuation

SU R V E YI N G​ • • • • •

Topographic & Boundary Surveys​ GIS Mapping​ ALTA Land Title Surveys​ Right of Way Surveys​ Mapping & Legal Descriptions​

• Construction Staking R E LE VA N T E X PE R I E N CE • • • • •

Concord Naval Weapons Station • Concord, CA Faria Preserve • San Ramon, CA Dougherty Valley / Windemere • San Ramon, CA Alameda Point • Alameda, CA Mare Island • Vallejo, CA

A PPE N D I X : O U R PA R T N E R S

AECOM Integrated Sustainability Services OUR FIRM AECOM is the world’s premier infrastructure consulting firm, delivering professional services throughout the project lifecycle. Headquartered in California, we provide integrated design, planning, engineering, environmental, and program and construction management services to a broad range of markets. We have specialized sustainability professionals that support integrated design thinking to achieve high performing, low impact communities.

O U R CA LI F O R N I A SUSTA I N A BI LI T Y CE N T R E O F E XCE LLE N CE The AECOM team chosen for Concord brings a breadth and depth of local, national and international sustainable master planning and climate action planning experience, having worked on some of the very first CAPs in California a decade ago with the onset of AB32. In the Bay Area we have worked cities small and large, from Piedmont and Albany, to Oakland and San Jose. We have helped local cities, such as the City of Palo Alto, and Davis understand the what ‘net zero’ means in order to set an appropriate path for their climate action plan.

Our team includes sustainability focused energy and water engineers, and we support developers in identifying strategies that match their project’s sustainability vision and achieve city CAP goals through minimizing energy and water use, optimizing local conditions and being hyper aware of future climate changes to come. AECOM has worked on sustainability plans, climate vulnerability assessments and adaptation plans for masterplanned communities, neighborhoods, cities, counties and regions in California (and beyond). We have provided sustainability modeling for significant communities such as Marina Bay in Singapore, the Woodlands, TX and Banning Lewis Ranch in Colorado Springs as well as Pier 70 and The Yards West for Brookfield Properties. We have supported the Bay Conservation

and Development Commission’s Adapting to Rising Tides (ART) program since 2010, winning awards for two projects which examined the climate vulnerability of transportation, community assets and vulnerable communities in Alameda County. We will apply this lens to our sustainability work for Concord, future proofing the site.

O U R I N T E R N A L SUSTA I N A BI LI T Y I N I T I AT I V E S AECOM has published a Sustainability Report since 2011. We set ourselves a greenhouse gas reduction target in 2018, which was formally approved in 2020 by the globally recognized Science Based Targets Initiative (a first among firms like AECOM in the US). In 2021 we signed Amazon’s Climate Pledge committing us to net zero carbon by 2040. We are committed to a low carbon future, for ourselves and our clients.

PHYTO

Leverage plant systems to manage water, sequester carbon, and shape microclimate

HYDRO

PHOTO

Reuse, infiltrate, harvest and filter “one” water

Maximize PV, solar access and animated illumination

INTEGRATED TO ACHIEVE:

MOTO

Prioritize transit & advance efficient, clean motorized transport

Responsive Urban Ecologies + Unique Communities

INFO

Enable data-driven decision-making & responsive environments

ELECTRO-THERMO

VELO-PEDO

Promote district energy and high performing buildings & land-based energy storage and harvesting

Craft walkable, sociable destinations for all ages

AGRO

Provide ample opportunites for community food production

A PPE N D I X : O U R PA R T N E R S

Data-Driven Sustainability Analytics AECOM’s high performance and integrated sustainability approach is supported by specialized tools and processes to inform the planning process. Our team has developed methodologies such as the Sustainable Systems Integration Method (SSIM) designed specifically for projects like the Concord Reuse Plan to help develop high performing planning alternatives, test and optimize them to meet or exceed goals and targets. SSIM uses a systems-based approach that models, measures, and integrates performance outcomes from a variety of systems such as buildings, transportation, energy, water, landscape and ecology etc. to optimize design choices that meet desired performance benchmarks of sustainability, resilience, and livability, but also provide triple bottom line assessments for impacts, co-benefits and costs. These attributes can be adjusted in real-time to test alternative outcomes. As a decision-support tool, stakeholder engagement is key, using an interactive ‘gameboard’ where planning choices can be adjusted, and the performance feedback provided in ‘real-time’ is central to the SSIM process.

Sustainability Analytics: Avinash Srivastava, Deanna Weber, Claire Bonham-Carter, Calum Thompson

R E LE VA N T E X PE R I E N CE • C40 Climate Action Prioritization Tool • City of Palo Alto, Sustainability and Climate Action Plan Update 2020, CA • City of Davis Climate Action Plan, Davis, CA. • Forest City Northern California, Pier 70 Sustainability Plan, San Francisco, CA • Climate Action for Urban Sustainability Tool, World Bank, C40, Bloomberg Philanthropy, Various Locations • Western Riverside County of Governments, Energy Resilience Plan, Riverside, CA • 100 Resilient Cities Program, Rockefeller Foundation • City of Dallas, Comprehensive Environment and Climate Action Plan • Various Clients, Climate Action Plans, Albany, Piedmont, Union City, San Jose, County of Alameda, Burbank, CA • Starwood’s Architecture and Construction Standards Sustainability Revision • Plan Carbon Neutrality Analysis, Los Angeles, CA • Santa Clara County, Silicon Valley 2.0 Project, CA • Forest City, Yards West Master Plan, Washington, D.C. • U.S. Navy, Guam Energy Vision, Guam

Customized project KPIs are used to test, measure and improve sustainability and resilience performance of master plans.

A PPE N D I X : O U R PA R T N E R S

CMG Landscape Architecture CI V I L , SU R V E YI N G A N D PL A N N I N G CMG Landscape Architecture is an award-winning firm of 40 professional designers based in San Francisco. Our mission is to increase social and ecological wellbeing through artful design. We design communities to bring people together with one another and connect people to nature. Our expertise includes all aspects of urban design and place-making from master plans to complete streets, parks, places to live and places to work, as well as climate resiliency planning.

CMG has been the Bay Area leader in open space planning for military base re-use, having worked in The Presidio at Crissy Field, Hunters Point Shipyard, as the Master Landscape Architect on Treasure Island for almost 20 years, and for the City of Concord to prepare the BRAC for the CNWS site. In all these projects we have been leaders in the community engagement process and helped to prioritize open spaces that support communities and natural systems.

CMG’s work in community planning is exemplified at Bay Meadows, a thriving mixed use TOD community in San Mateo with a diverse range of vibrant parks, plazas, streets, and wetlands, as well as several highdensity urban mixed-use projects in San Francisco that combine public open space with mixed uses, such as Daggett Park and Mission Rock.

CMG is also a leader in integrated workplace design, having designed all the open space for the Facebook Headquarters including the active urban space in the 5-acre campus center and over 20 acres of roof top landscapes that support nature and provide respite for workers.

In addition, CMG has deep large park experience, including Crissy Field Refresh Planning with the Parks Conservancy, and over 300 acres of parks on Treasure Island including a Sports Park, Urban Farm, Storm water wetlands, waterfront parks, plazas, trails, and a large-scale habitat management plan.

We are well qualified for the Concord Naval Weapons Station planning and design, and through our past work we are very familiar with the site and the

community. Lastly, we pride ourselves in community projects. Several of our major public and public-private projects were born of or required significant community input to make them a reality: Mint Plaza, Transbay Terminal and Streetscape, the Yerba Buena Street Life Plan, the Panhandle Bandshell, Hunters Point, West Oakland Farm Park, and Better Market Street.

Critical to the success of this project is an analysis and community outreach program that is genuine, practical, and strategic. The CMG team understands that a diverse breadth of voices and motivations in the community continually exist. As with any of our projects, we embrace that complexity as a source of richness and foundation for the project’s identity—traits of an authentic, memorable urban place.

R E LE VA N T E X PE R I E N CE • Concord Naval Weapons Station, Concord, CA • Bay Meadows Master Plan, San Mateo, CA • Bay Meadows Community Park, San Mateo CA • Bay Meadows Landing Green, San Mateo CA • Bay Meadows Paddock + Persimmon Park, San Mateo CA • Bay Meadows Delaware Social St, San Mateo CA • Hunter's Point Master Plan, San Francisco, CA • Hunter's Point Hillpoint Park, San Mateo CA • Google Master Plan, Mountain View, CA • Middlefield Park Master Plan, Mountain View, CA • Treasure Island Master Planning, San Francisco, CA • Treasure Island Parks + Open Space, San Francisco, CA • Civic Center Public Space, San Francisco, CA • Chrissy Field Next, San Francisco, CA • SF Waterfront Resilience Program, CA • Mint Plaza, San Francisco, CA • Daggett Park, San Francisco, CA • 855 Brannan, San Francisco, CA

A PPE N D I X : O U R PA R T N E R S

ENGEO ENGEO is an award-winning, employee-owned California Corporation of more than 350 geotechnical and civil engineers, geologists, environmental scientists, water resources experts, field representatives, laboratory testing specialists, and supporting staff, serving clients in California and abroad for 50 years.

ENGEO has served many iconic and highly visible projects with complex engineering and geologic challenges such as seismic hazards, unstable terrain, landslides, soil and groundwater contamination, and creek erosion.

With offices throughout United States, New Zealand and Australia, ENGEO offers clients practical, timely, and efficient solutions through the highest levels of capability and service.

We enjoy a fantastic working culture across all of our offices. ENGEO is proud to be a certified Great Place to Work and is consistently ranked as a best place to work both nationally and regionally by our employees.

In addition, ENGEO is one of IBM’s Top Five Best Workplaces in New Zealand.

E X PE R I E N CE ENGEO has helped complete the early transfer of the Mare Island Naval Shipyard, and have worked on similar efforts, including the following redevelopment projects: • Mare Island Naval Shipyard Reuse, Vallejo, CA • Dougherty Valley, Contra Costa County, CA • East Garrison Development; Fort Ord – Parcel One, Monterey, CA • Alameda Point Development, Alameda, CA • Treasure Island and Yerba Buena Island Reuse Project, Treasure Island, CA • Mountain House, San Joaquin County, CA • El Toro Naval Marine Corps Air Station, Irvine, CA • Hamilton Air Force Base, Novato, CA • Oak Knoll Naval Hospital, Oakland, CA • River Islands, Lathrop, CA • Candlestick Point, San Francisco, CA

SE R V I CE S Our team of international professionals focus on technical excellence and a deep understanding of client and project needs. Our services include: • • • • • • • • • • • • • •

Geotechnical Engineering Geotechnical Earthquake Engineering Geologic Hazard Abatement Districts (GHADs) Coastal and Maritime Engineering Hydrogeology Environmental Engineering Hydrology and Hydraulics Resiliency & Sustainability Laboratory Testing Construction Observation and Testing Construction Management Ground Heat Exchange Systems Geospatial Engineering Entitlement and Permitting Support

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Fehr & Peers • Transportation Planning and Traffic Engineering Experts • Headquartered in Walnut Creek • Prepared Transportation Section of Weapon Station Specific Plan • Base Reuse Specialists – Candlestick/Hunters Point, Mare Island, Alameda Point, Treasure Island • Decades of Work with City of Concord and CCTA • Knowledge of Site Constraints, Applicable Tools and Approvals Process R E LE VA N T PR OJ E C T S • Concord Naval Weapons Station – Specific Plan/Transportation • City of Concord On-Call Transportation Engineering • Treasure Island Reuse – Transportation Master Planning • Hunters Point/Candlestick Reuse – Transportation Master Planning • Mare Island Reuse – Transportation Master Planning • Alameda Point Reuse – Transportation Master Planning • CCTA – VMT Methodology Development and Threshold Setting TEAM • Kathrin Tellez, AICP – Concord Naval Weapons Station Reuse Plan/Transportation • Kevin Johnson – CCTA VMT Modeling and Threshold Setting • Bill Burton, P.E. – Treasure Island Transportation Master Plan • Sarah Chan, P.E. – Candlestick/Hunters Point Transportation Planning

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Geosyntec Consultants Environmental Remediation and Transfer Negotiation Geosyntec, and its Senior Principal, Randy Brandt, has over 20 years experience in working with local reuse authorities and master developers on the environmental issues associated with the cleanup, privatization, and redevelopment of closed military bases. Geosyntec has significant experience in identifying and understanding the environmental condition of the property resulting from historical Navy operations and is well versed in all forms of property conveyance mechanisms, including early transfer cooperative agreements. Our scope in this project will include: • Advise Brookfield and the Concord LRA on the effective and safe cleanup of the Navy environmental impacts prior to and during transfer and redevelopment of the Site • Conduct peer review of key Navy technical reports to identify pertinent environmental issues relevant to each area of the development project • Provide frequent project updates and consultation to facilitate the tracking, discussion, negotiation, and resolution of each environmental issue with the Navy and regulatory agencies • Participate in meetings and technical negotiations with Brookfield, Concord, Navy, and regulatory agencies to reach agreement on the terms of the cleanup, property conveyance, and associated conveyance documents

G E O SYN T E C B AY A R E A E X PE R I E N CE O N CLO SE D M I LI TA R Y B A SE S I N CLU D E S : • Concord Naval Weapons Station (for Lennar Concord as Master Developer) • Hunters Point Naval Shipyard (for FivePoint as Master Developer) • Alameda Naval Air Station (for Alameda Point Community Partners as Master Developer) • Treasure Island Naval Station (for FivePoint as Master Developer) • Rough and Ready Island (for Port of Stockton as Local Reuse Authority) • Fort Ord Army Base (for Fort Ord Reuse Authority as Local Reuse Authority) • Presidio of San Francisco (for Presidio Trust as Local Reuse Authority) • Point Molate Naval Fuel Depot (for Upstream Point Molate as Master Developer)

H OW WE D O I T

Reference Letters

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To whom it may concern, I am writing to make myself available as a reference for Brookfield regarding their submission for the RFQ for the Concord Naval Weapons Station. Over the past 7 years I have worked directly with Brookfield on the planning, entitlement and implementation of three major mixeduse developments in San Francisco – 5M, Pier 70 and Stonestown Galleria.

In the case of 5M and Pier 70, which have received entitlements, the Brookfield team engaged creatively and extensively with the local community and the City to successfully navigate complex political, financial, and technical considerations and receive approvals. Along the way, Brookfield were strong partners in negotiating the components of the Development Agreements with the relevant City agencies (Economic Development, Planning, Public Works, Public Utilities Commission etc.). They operated in a transparent and good faith fashion to arrive at projects that were mutually beneficial to both Brookfield and the City.

In both of these projects, since entitlement Brookfield has moved forward diligently with the construction of infrastructure and continues to advance the development of market rate and affordable housing, commercial office, parks, and public benefits, all while delivering strong workforce programs in partnership with the City and the building trades.

In the case of Stonestown Galleria, the project is in a planning phase and has not yet been entitled, however Brookfield has continued to demonstrate the vision, resources, competence, and collaborative spirit that will be necessary to advance this project through entitlement, construction, and operation.

I recommend the Brookfield team based on my personal experience and my team’s experiences working with them. Please feel free to contact me for more information at anne.taupier@sfgov.org.

Sincerely,

A n n e T aup ie r Anne Taupier Director of Development Office of Economic and Workforce Development 1 Dr. Carlton B. Goodlett Place City Hall, Room 448 San Francisco, CA 94102

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