KB Home/Flea Market/First Community Housing

Presentation for

Santa Clara County Fairgrounds Development

Market at the Faire Team We have assembled a team to meet the County’s four areas of interest:

housing, commercial, retail, and community gathering places.

KB Home South Bay Jeff McMullen, Senior Vice President Ray Panek, Senior Vice President

Dahlin Group Architecture Planning Mark Day, Principal

First Community Housing Jeff Oberdorfer, Executive Director

Borelli Investment Company Ralph Borelli, President Randol Mackley, Principal, Retail Real Estate Group

TFM, Inc. Brian Bumb, President, General Manager

PROJECT OVERSIGHT COMMITTEE KB Home – Jeff McMullen, Ray Panek

TFM, Inc – Brian Bumb Commercial Developer – Ralph Borelli

(manager for TFM, Inc.) First Community Housing – Jeff Oberdorfer

TRANSACTIONAL Jeff McMullen Matt Schenone

ENTITLEMENT & DESIGN. KB Ray Panek Steve Bull Talli Robinson TFM inc. Erik Schoennauer Retail Ralph Borelli FCH Geoff Morgan

LAND DEVELOPMENT . KB Henryk Tay Paul Medeiras FCH Marty Keller TFM inc. Ralph Borelli

CONSTRUCTION . KB Patrick Coyle Ralph Gonzalez FCH Marty Keller TFM inc. Ralph Borelli

Market at the Faire, LLC

Market at the Faire Vision

“This team has from the very start committed itself to creating a neighborhood and destination that every resident of Santa Clara County will find something of value in “

We have assembled a proposal and team members for all facets of the vision: sustainable planning and building design commercial development incorporating local business and new

opportunities for tax revenue affordable, senior, and market rate housing mixed-use with job/housing balance continued use of part of the Fairgrounds as a community gathering

place

Dahlin Group Architecture Planning

Local, East Bay location 30 years of award-winning design experience with planning,

architecture, market rate and affordable housing in a community setting in the Bay Area

Proven track record for large scale urban master plans and sustainable communities, as well as all related architecture

Experience with planning and architecture projects with the City of San Jose and County of Santa Clara • Rivermark in Santa Clara

• Evergreen Specific Plan

• Communication Hill

• Silver Creek Valley Country Club

• Coyote Valley

Dahlin Group Architecture Planning

Land Use Plan

Transit and Pedestrian Connections

Sustainable Community Design

1. City of San Jose Green Building Goals 2. LEED Certification 3. Build-it GREEN – Green Points Rated 4. Construction and Demolition Debris 5. On-site water quality

KB HOME South Bay Inc.

Award winning/National Prominence Fortune Magazine - #1 Public Homebuilder Calvert Group LTD. - #1 Public Green Builder California Redevelopment Assoc. – Project of the Year, PSSC – Union

City

National Prominence – Local Attention and Experience

Experience developing many successful communities in the City and County of Santa Clara

Staff and development partners – well versed in what it takes to get the job done. Prepared to move forward with project approvals and land development

Proven products, at the right density of this market

Well Capitalized & looking for land – 3 year business planning horizon

KB HOME South Bay Inc.

Tuscany Hills

KB HOME South Bay Inc.

Two years to entitlements – One year to land development

Timeline commitment Selection of Development Team Week 0 Meet with Planning Department Week 1 Submit Zoning Application Week 6 Initiate EIR Week 7 Certify EIR and adopt zoning Week 72 File PD Permit and Tentative Map Week 80 Approval of PD permit and Tmap Week 104 (2 yrs from selection) Prepare Backbone Improvement Plans Week 116 Prepare On-site Improvement Plans Week 126 and FM Start development Week 146 (demo and grading) Plan Check Week 156 (3 yrs from selection)

First Community Housing

30 years of experience working in the City of San Jose

Industry leader and pioneer in achieving the highest LEED certification for their projects

Stand-alone Inclusionary @ 30-60%AMI

35% ELI Units (at 30% level)

On-site Management and Maintenance

55 year Ownership

First LEED for Homes Gold multifamily in California

El Paseo Studios

First Community Housing

Images

Craig Gardens Senior Housing

El Paseo Studios

Gish Apartments

First Community Housing

Why stand-alone inclusionary? • Deeper Affordability

• Seniors • Studios • Family

• Long Term Maintenance • Additional Tenant Services (& ECO Passes) • Long term lease w/ County • Land value impact

First Community Housing “Chain of Affordability”:

Our team’s Fairground Proposal provides built-in economic sustainability and mobility in housing types. Flea Market Vendors may qualify for ELI Housing and be able to live on site. Typically FCH Family Housing tenants move on to for-sale housing or market rentals after 5 years of tenancy and could qualify for KB Homes product. Families may have senior members who qualify for senior apartments-on site. The ELI housing, family rentals, senior housing and market rate housing provides an opportunity for a chain of affordability [on site] and the creation of a multi-generational community.

Borelli Investment Company

Borelli Investment Company Local, City of San Jose Over 50 years of experience as commercial and retail

brokers and developers Experience and intimate knowledge of the San Jose retail

development market

Over $300,000,000 in development projects

Retail Real Estate Group Over thirty years local commercial-retail experience

representing landlords and tenants; including local city owned properties

Over 6,000,000 square feet represented to date

Borelli Investment Company

Borelli Investment Company

1. The Goals and Vision Add quality local goods & services as part of new retail shopping

associated with the Flea Market, new homes and adjacent community -goods & services that are needed, currently lacking or inconveniently located at an unacceptable distance from the immediate community

Contribute both property taxes and sales taxes to Santa Clara County Provide a complementary but different shopping experience to existing

retail in the trade area

2. The Retail Connection Retail will play a supportive role to the rest of the project Provide jobs nearby; entry level, jobs with benefits, entrepreneurial,

small business opportunities Catalyst for a stronger neighborhood & community

Borelli Investment Company

Quality Retail Site -The Demographics are already in place: Retail needs a minimum of 25,000 cars/day

• The subject site has, as of 2005:

• 31,000 cars/day: Tully Road

• 44,000 cars/day: Monterey Road & Tully Road Demographics: Three Miles Residential Population 281,993 (2012 proj) Daytime Employment Population 34,148 Median Household Income $75,001. (2000) Ethnic Makeup (rounded)

• White 37%

• Asian 27%

• Hispanic/Latino 43% Median Age 33

Borelli Investment Company

Major customer generators • THE FLEA MARKET: 50,000 customers/weekend

(a good supermarket can generate 20,000 customers per week.)

• The Plant (shopping center); approx. 644,000 s.f.

• Downtown San Jose

• Commute traffic Customer delivery systems

• Curtner-Tully Road

• Monterey Road

• 87 & 101 The site connects East San Jose with West San Jose

The Flea Market – TFM, Inc.

Local, City of San Jose 50 years experience as a known entity, San Jose tradition and

cultural diversity icon Existing partnerships and established venue for numerous

charities, fundraising events, cultural celebrations, interesting collections, and just plain fun

Experience and foundation to provide a new and larger venue and potential as a regional destination for art fairs, hobby shows organization sponsored events and recreation opportunities

A unique market place which celebrates cultural and ethnic diversity

50 years of experience as small and local business incubators that will exceed the County’s goal of 20%

The experience and ability to preserve and celebrate the history and future of the Santa Clara Fairgrounds

The Flea Market – TFM, Inc.

The Flea Market – TFM, Inc. INTRO

HISTORY

THE SAN JOSE FLEA MARKET TODAY

VISION OF OUR FUTURE We will transfer easily Social Benefit Hosting the Fair & Other Existing Events Keep much of the existing infrastructure, preserve historically important buildings, arch

1. FINANCIAL Estimated move cost: $4 million

2. BENEFIT Continued Revenue Stream for County County would retain ownership of land Keeping the Fair and Flea Market in Santa Clara County

The Flea Market – TFM, Inc.

Santa Clara County Vision and Goals

1. Build under the City of San Jose’s jurisdiction, including General Plan, land use, and building department jurisdiction. Each member of the Market at the Faire team has developed projects

in the City and County and/or operating their businesses here.

2. All project entitlements and approvals, at no cost to the County. County maintains ownership of Fairgrounds. Approx. 53.5 acres will be purchased from the County for

$154,500,000. The County will retain land ownership to 94 acres incl. the Fairgrounds

for public benefit and future opportunities.

Santa Clara County Vision and Goals

3. Generate new, ongoing revenues for the County General Fund The development will create a $750 million dollar increase in the

County property tax assessment values and generate an annual $10 million in increased property tax per year.

$50 million of Leasehold improvements on County property with no cost to County.

18 acres will be leased and developed as 200,000 sf of retail/ commercial space resulting in $48.7 million in revenue over 30 yrs.

55 acres of the property will be leased by San Jose Flea Market (TFM, Inc.) and managed for the County providing $57,800,000 in revenue to the County over the next 30 years.

Santa Clara County Vision and Goals

4. Serve as a model for responsible urban planning and environmental sustainability. KB Home, First Community, Borrelli and Dahlin Group all have

experience and project examples of sustainable urban design practices, green building design, and LEED Certification.

5. The Development Plan will meet City park and open space requirements including a new recreation amenity, greenbelts, and storm water detention facilities. $12+ million will be dedicated to develop 9.5 acres of new parks,

public plazas, new community event bldgs., rec. facilities and related accessories to improve Fairground’s property.

Signature new “Pavilion” recreational structure. Use of Bio-swales, “greenstreets”, pervious pavement and on site

retention to address storm water issues.

Santa Clara County Vision and Goals

6. The successful development plan will create opportunities for both home ownership, rental units, and affordable housing. 20% of housing will be available for Low, Very Low, and ELI. 6 acres of property will be leased from the County and will be

developed by FCH to construct affordable for-rent housing and to provide ground lease revenue to the County over the next 55 years.

Up to 1047 new homes and apartments will be constructed

7. New retail and commercial opportunities; locally owned businesses with a target of 20% under local ownership or operation. Ownership and management groups 100% local. TFM will provide incubator opportunities from flea market vendors to

retail owners and operators

Santa Clara County Vision and Goals

8. Create new jobs, strive for a jobs-housing balance. 2000 permanent jobs will be created as a result of new vendors, new

retail, cultural activities and events at the Fairgrounds 5000 new jobs will be created in the construction and development of

the Market at the Faire.

9. Mitigate any negative impacts on the operations of Franklin School. Commitment to working w/ school district.

10. Traffic mitigation per CEQA; devise ways to reduce single-occupancy-vehicle use associated with the development. Live/work/play focal point of the land plan. Creation of safe walkable streets w/ traffic calming. Explore VTA bus re-routing and ECO passes for residents.

Santa Clara County Vision and Goals

11. Respect City/County sustainable policies and incorporate green building practices Commitment to City of San Jose’s Green Building Policy Goals, incl:

• LEED Certification • Build-it GREEN “Green Point Rated”

12. Ethnic, cultural and socio-economic diversity; enhance the quality of life for County and City residents. TFM as catalyst for cultural diversity and community gathering place

13. A community gathering place and “community pride”. Welcoming many of the festivals that have called the Fairgrounds

home, incl. the historic ambiance and traditions of the Santa Clara County Fair.

14. Incorporate public art into the project. TFM provides the structure for vendors, including artists and

craftspeople, providing a venue for art shows and exhibits.

SUMMARY

The proposal is real with experienced local partners that have performed on each of the components of our deal in San Jose.

The proposal generates significant dollars and ongoing revenue to Santa Clara County to meet their Vision and Goals.

The proposal offers something for everyone.

“This team has from the very start committed itself to creating a neighborhood and destination that every resident of Santa Clara County will find something of value in “

Land Use Plan