View Report And Attachments — Oakland City Council, March 1, 2022 (part 1 of 2)

City Council
February 17, 2022

AGENDA REPORT

TO: Edward D. Reiskin FROM: William A. Gilchrist
City Administrator Director, Planning &
Building Department

Elizabeth A. Lake
Assistant City Administrator

SUBJECT: Oakland Waterfront Ballpark District
Project EIR and Jurisdictional
Ordinance
DATE: February 1, 2022

City Administrator Approval Date: Feb 3, 2022

RECOMMENDATION

Staff Recommends That The City Council Conduct A Public Hearing And, Upon Conclusion, Consider Adopting:

1) A Resolution: (A) Certifying The Environmental Impact Report For The Oakland Waterfront Ballpark District Project (ER18 -016) As Recommended By The Pla nning Commission; (B) Adopting California Environmental Quality Act (CEQA) Findings On Impacts And Mitigation Measures for the Proposed Project With Grade Separation Alternative (Alternative 3), And Rejection Of Other Alternatives And Certain Mitigation Measures As Infeasible; (C) Adopting A Statement Of Overriding Considerations; And (D) Adopting A Mitigation Monitoring and Reporting Program.

2) An Ordinance: (A) Approving, Pursuant To Article VII Of The Oakland City Charter, The Relinquishment By The Board Of Port Commissioners To The City Council Jurisdictional Responsibilities Necessary To Approve, Permit, And Administer Project Approvals For The Proposed Oakland Waterfront Ballpark District Project To Be Developed On That Portion Of The Port Area That Is Commonly Known As The Charles P. Howard Terminal And Is Located Along The Inner Harbor Of The Oakland -Alameda Estuary; And (B) Making Appropriate Findings Under The California Environmental Quality Act.

EXECUTIVE SUMMARY

This agenda item recommends that the City Council conduct a public hearing, and upon conclusion of such hearing, consider adopting two pieces of legislation related to the Oakland Waterfront Ballpark District Project (Project) proposed by the Oakland Athletics, LLC located on and adjacent to the Charles P. Howard Terminal (Howard Terminal) on land consisting of

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 2
City Council
February 17, 2022

approximately 55 acres of real property, approximately 50 acres of which lie within the “Port Area” as defined in the City Charter.

The first piece of legislation proposed is a Resolution that would certify the Environmental Impact Report (EIR) for the Project, as recommended by the Planning Commission at its meeting of January 19, 2022. In addition, the Resolution would make findings under the California Environmental Quality Act (CEQA) for the proposed Project with Grade Separated Alternative, adopt a Statement of Overriding Considerations, and adopt a Mitigation Monitoring and Reporting Program.

The second piece of legislation proposed is an Ordinance that would, if adopted, formally confirm the City Council’s approval to accept, pursuant to Article VII of the City Charter, the request of the Port Board of Commissioners to relinquish to the City Council additional jurisdictional responsibilities necessary for the City to approve, permit and administer all requisite Project approvals (Jurisdictional Ordinance). The adoption of the Jurisdictional Ordinance is the first Project-related action to be taken by the City Council and must occur prior to any further Project approvals. This action is a discretionary action that requires compliance with CEQA, and therefore relies on the certification of the Project EIR.

Importantly, the proposed Resolution and Jurisdictional Ordinance are City-initiated actions which are the first steps for approval of the Project. Pending approval of the foregoing, staff will bring to the City Council for consideration at a future date the following applications filed by the Oakland Athletics (Project sponsor): General Plan Amendment and Rezoning; Planned Unit Development; Tentative Tract Map; and Development Agreement (including community benefits). Pursuant to Planning Code Section 17.130.080, the City Council is the approving body for these applications, and the Planning Commission acts in an advisory role in the form of providing a recommendation to the City Council. These Project applications will come before the City Council after consideration and recommendation by the Planning Commission. Additional information regarding these applications is provided in the staff report presented to the Planning Commission at its January 19, 2022 meeting (ATTACHMENT A).

PROPOSED PROJECT

PROJECT SITE DESCRIPTION

The Project site includes approximately 55 acres that comprise of the Howard Terminal and certain adjacent properties located at the Port of Oakland (Port) along the Inner Harbor of the Oakland-Alameda Estuary (Estuary). Howard Terminal is owned by the City of Oakland (City) and managed by the Port pursuant to the powers exclusively vested in this department of the City under the City Charter. The site is bound generally by: the Estuary Middle Harbor on the south; Jack London Square on the east; Union Pacific railroad tracks and Embarcadero West on the north; and the heavy metal recycling center, Schnitzer Steel, on the west.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 3
City Council
February 17, 2022

Used as a container shipping terminal until January of 2014, the Howard Terminal portion of the Project site is approximately 50 acres and, at the time of the issuance of the Notice of Preparation for the EIR, was leased by the Port to short-term tenants for maritime support uses.

Howard Terminal is not open to the general public. Existing uses on Howard Terminal studied in the EIR include, but are not limited to, truck parking, loaded and empty container storage and staging, longshoreperson training facilities, and berthing vessels for maintenance and storage.

Howard Terminal is designated as Berths 67 through 69 within the Port. Berths 67 and 68 were constructed in the early 1980’s, and Berth 69 was constructed in the mid 1990’s. Four container cranes are located on Howard Terminal and were used to load and unload ships when the terminal was in active use as a shipping facility.

The Project site also encompasses the Port-owned surface parking lot at Embarcadero West and Clay Street, the Port-owned land on which the existing Oakland Fire Station is located approximately at Clay and Water Streets, and the approximately 2.5-acre Pacific Gas & Electric (PG&E) Station C facility, owned by Vistra (Duke Energy Oakland LLC), located on the south side of Embarcadero West, which is included as a project variant, referred to throughout the EIR as the “Peaker Power Plant” given its function to supply power to the electric grid at times of peak demand.

Existing regional access to the Project site exists via both Interstate 880 and Interstate 980, with on-ramps to each within one mile of the Project site. The Project site is located about one mile (a 20- to 25-minute walk) from three BART stations, including West Oakland, 12th Street Downtown, and Lake Merritt. Railroad tracks are adjacent to the northern boundary of the Project site and there are several at-grade crossings of the railroad tracks nearby, including two directly into the Project site. There is also an Amtrak / Capital Corridor train station about one- half mile from the Project site, transit bus service is within one-quarter mile, and the Jack London Ferry Terminal is immediately adjacent to the east of the Project site.

The Project site includes two structures deemed historic resources: (1) the Peaker Power Plant on the southern side of Embarcadero West, which has an Oakland Cultural Heritage Survey (OCHS) rating of A1+, and is also located within the Area of Primary Importance (API) for the same facility that also includes structures on the north side of Embarcadero West and (2) Crane X-422, which is the shipping crane at the westernmost portion of the Project site. The City received two studies with differing conclusions on the historic significance of Crane X-422. The Lead Agency may make the determination on whether or not Crane X-422 is a historical resource under CEQA as part of its findings at the time of Project approval. Out of an abundance of caution and supported by a motion of the Landmarks Board on March 22, 2021, the EIR and CEQA findings treat Crane X-422 as an historic resource for CEQA purposes.

PROJECT DESCRIPTION

The proposed Project studied in the EIR would construct: a new open-air waterfront multi- purpose Major League Baseball (MLB) ballpark with a capacity of up to 35,000-persons; mixed- Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 4
City Council
February 17, 2022

use development, including up to 3,000 residential units, up to 1.5 million square feet of office (which could include a range of commercial uses, including but not limited to general administrative and professional offices and life sciences/research); up to approximately 270,000 square feet of retail uses; an approximately 50,000 square-foot indoor performance center with capacity of up to 3,500 individuals; up to 400 hotel rooms; a network of approximately 18.3 acres of publicly-accessible open spaces; and a maximum of 8,900 total parking spaces at full buildout. Approximately 2,000 parking spaces would be shared by the ballpark and the performance center, and the remaining 6,900 parking spaces would serve residential and commercial uses on the site.

In order to develop the proposed multiple phased development of the Project, the proposed Project would demolish all existing buildings and structures on the Howard Terminal portion of the Project site, except for the four existing shipping container cranes. Existing structures on other parcels within the Project site would also be removed, with the exception of the Peaker Power Plant. Although the Project does not propose to demolish the four existing shipping container cranes or Fire Station 2, the EIR analyzes the potential effects in the event that they are to be demolished. The demolition of the shipping container cranes are analyzed for removal given that it may be infeasible to retain them, and the Fire Station 2 may potentially be demolished and relocated as a means of enhancing the pedestrian approach to the ballpark along Water Street.

The ballpark would be located on the eastern portion of the site, closest to Jack London Square, and would be surrounded by pedestrianized streets (intended primarily for pedestrians, with vehicle access limited to emergency, service, delivery, and maintenance vehicles) which would connect to new publicly-accessible open space areas around and within the ballpark and along the waterfront.

A range of land uses would be developed in phases around and west of the ballpark on developable blocks that range in size from 0.2 to 2.75 acres, and block lengths ranging from approximately 200 to 450 feet. Maximum building heights for the proposed development blocks range from 50 to 600 feet tall.

The proposed Project would extend Market Street and Martin Luther King Jr, Way south onto the Project site, and also extend Water Street (a pedestrian street that is also accessible to and used by motor vehicles between Clay and Washington Streets) west from Jack London Square into the Project site. The site itself would have new north-south streets that align with those in the Acorn Industrial area immediately north of the site, and east-west streets creating a grid pattern.

The proposed Project would be developed in multiple phases: Phase 1 followed by the remaining development of the site, which together is “Buildout”. Phase 1 would generally include the area east of Market Street and is expected to take a minimum of 2 years to construct. Phase 1 is expected to include the ballpark, up to 540 residential dwelling units, 250,000 square feet of commercial office space, 30,000 square feet of retail and restaurant uses, 400 hotel rooms, and Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 5
City Council
February 17, 2022

approximately 12.7 acres of publicly-accessible open space. Once the ballpark is constructed in Phase 1, the Project sponsor would relocate all Oakland A’s baseball operations from the existing RingCentral Coliseum to the new facility. No physical changes are proposed at the RingCentral Coliseum site as part of the Project.

During and after Phase 1, the pace of building out the remainder of the site buildout would be dependent on market demand, absorption, financial feasibility, and construction practicalities.

Construction of Buildout could overlap with occupancy and use of Phase 1 buildings, and construction of multiple development parcels/blocks could occur concurrently. The analysis in this Draft EIR conservatively captures this possibility by modeling Buildout to occur in the eighth year after construction begins.

A “Maritime Reservation Scenario” is considered for the Project, which involves an alternative site plan for the proposed Project. In accordance with the Port Term Sheet, the Port has the right, between May 2024 and May 2029, to terminate the Project sponsor’s development rights to a portion of the Project site totaling up to approximately 10 acres, generally located in the southwestern corner of the site, if the Port deems those areas necessary to accommodate the expansion of the turning basin that is used to turn large vessels within Oakland’s Inner Harbor.

The Maritime Reservation Scenario is not a proposal for a turning basin expansion project, but rather a study of the environmental impacts that would be associated with reduction of the site area if the Port chooses to proceed with a separate turning basin expansion project currently under study. If that occurs, the Project site plan would be modified, and the proposed development would be denser, fitting the same development program (i.e. the ballpark and mix of other uses proposed) onto the smaller site, with less park/open space area. Although the park/open space would be reduced, it would still be required to account for approximately one- third of the site area, as is the case for the baseline Project.

The proposed Project includes a transportation program that includes a Transportation Management Plan (TMP) for game and event days, and a Transportation and Parking Demand Management Program (TDM) that would allow the Project to achieve the 20 percent Vehicle Trip Reduction (VTR) requirement of California Assembly Bill 734 (AB 734). The proposed Project would also include transportation infrastructure improvements (onsite and offsite) to improve pedestrian and bicycle access and address onsite and offsite circulation prior to and after ball games or other peak events, as well as for the ancillary mixed-use development.

The proposed Project would produce no net additional greenhouse gas emissions through a combination of measures and would be designed and constructed to receive Leadership in Energy and Environmental Design (LEED) Gold certification for the ballpark and nonresidential construction and achieve LEED Gold or GreenPoint equivalent rating for residential uses, as required by AB 734.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 6
City Council
February 17, 2022

The EIR also analyzed two Project variants, which are optional Project elements that may or may not become part of the Project for particular reasons. The two variants are analyzed in a separate section of the Draft EIR:

 Peaker Power Plant Variant: Implementation of the planned conversion of the existing Peaker Power Plant in the historic PG&E Station C facility from using jet fuel to battery storage, modifications to the western wing of the building, and removal of the fuel tank and replacement with a new mixed-use building. This is a Project Variant because the A’s do not currently have site control over the property.  Aerial Gondola Variant: Construction of a new aerial gondola above and along Washington Street, extending from a station located at 10th and Washington Streets in downtown Oakland to a station located at Water and Washington Streets in Jack London Square. This was included as a Project Variant given the uncertainty of being constructed due to the proposed location of the gondola within (and above) the public right of way, as well as the need for properties to accommodate the tower and stations that are not under control by the Oakland Athletics. To date no applications have been filed for consideration of the Aerial Gondola.

While one of these variants would include new mixed-use buildings, it would not increase the amount of development proposed under the Project, but rather re-allocate the proposed amount of building square footage and number of residential units.

BACKGROUND / LEGISLATIVE HISTORY

GENERAL PROJECT CHRONOLOGY

In April 2018, the Port entered into an Exclusive Negotiating Agreement with the Oakland Athletics (Oakland A’s) so they could explore the possibility of developing a new ballpark and mixed-use development at the Howard Terminal property.

The City is the Lead Agency pursuant to CEQA and has the responsibility to prepare the EIR for the Project. In November 2018, the Oakland A’s filed an environmental review application with the City to begin review and consideration of a proposal for the Oakland Waterfront Ballpark District Project.

Staff published a Notice of Preparation (NOP) of an EIR on November 30, 2018. A scoping session was held before the Landmarks Preservation Advisory Board on December 17, 2018, and the Oakland Planning Commission on December 19, 2018.

The EIR for the Project was prepared subject to the AB 734 judicial streamlining legislation (California Environmental Quality Act: Oakland Sports and Mixed-Use Project) that added provisions to CEQA as Public Resources Code Section 21168.6.7 for the Project.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 7
City Council
February 17, 2022

In May 2019, the Board of Port Commissioners unanimously approved, and the Port and the Oakland A’s signed, an Exclusive Negotiating Term Sheet (Port ENTS) with the Oakland A’s for the team to pursue a new ballpark and mixed-use development at Howard Terminal (Port Resolution No. 19-32).

In furtherance of Port Resolution No. 19-32, on January 21, 2020, the City Council authorized the City Administrator to execute a non-binding Memorandum of Understanding Between City and Port Regarding Howard Terminal Oakland A’s Ballpark Project through the adoption of Resolution No. 87998 C.M.S and, in February 2020, the City and Port executed such Memorandum of Understanding (City-Port MOU). Subsequently, the Oakland A’s filed the development applications with the City, including the Planned Unit Development, Tentative Tract Map, and Development Agreement, along with the request for the General Plan Amendment and Rezoning.

Pursuant to the City-Port MOU, the City, as lead agency, and the Port, as responsible agency, worked together to evaluate the Project under CEQA. On February 26, 2021, the City published the Draft EIR with the Notice of Availability, beginning a 45-day public comment period, which was extended for 15 additional days through April 27, 2021. Pursuant to CEQA Section 21168.6.7, the City conducted an informational workshop for the Draft EIR on March 8, 2021.

Hearings on the Draft EIR were held before the Landmarks Board on March 22, 2021, and before the Planning Commission on April 21, 2021.

In July 2021, the City Council adopted Resolution No. 88744 C.M.S. approving the non-binding terms of a Development Agreement between the City and the Oakland A’s.

On December 17, 2021, the City published the Final EIR/ Response to Comments Document along with the Notice of Availability and notice of hearing on consideration of EIR Certification.

On January 19, 2022, a public hearing was held by the Planning Commission for consideration of a recommendation to the City Council on certification of the EIR. At the conclusion of the public hearing, the Planning Commission voted (+6, -0) to recommend that the City Council certify the EIR.

EIR PROCESS AND FINDINGS

Publication and Distribution of the Draft EIR

After the NOP was noticed and scoping meetings held in 2018 as noted above, the Oakland Waterfront Ballpark District Project Draft EIR was prepared and released on February 26, 2021, beginning a 45-day public comment period, which was extended to 60 days. Consistent with the procedural requirements of CEQA Section 21168.6.7, the City conducted an informational workshop within 10 days after the release of the Draft EIR on March 8, 2021 to inform the public of the key analyses and conclusions of the Draft EIR. The Draft EIR was heard before the Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 8
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Landmarks Board on March 22, 2021 and at the Planning Commission on April 21, 2021. The public review and comment period ended on April 27, 2021.

Potentially Significant Impacts Identified in the Draft EIR

Some of the mitigation measures in the Draft EIR were modified in the Final EIR in response to comments. The revised mitigation measures are set forth in the Final EIR in Chapter 7 City Initiated Updates and Errata to the DEIR (which includes a revised summary Table 2-1) and the Draft Mitigation Monitoring and Reporting Program included as an appendix to the Final EIR.

The Draft EIR identified the following Significant and Unavoidable environmental impacts considered under CEQA:

 Impact AES-5: The Project would create winds that exceed 36 mph for more than one hour during daylight hours during the year.

 Impact AES-1.CU: The Project, combined with cumulative development in the Project vicinity and citywide, would result in significant cumulative wind impacts.

 Impact AIR-1: Demolition and construction associated with the Project would result in average daily emissions that would exceed the City’s construction significance thresholds of 54 pounds per day of NOX.

 Impact AIR-2: Operation of the Project (and combined overlapping construction and operation) would result in operational average daily emissions of more than 54 pounds per day of ROG and NOX and 82 pounds per day of PM10; or result in maximum annual emissions of 10 tons per year of ROG and NOX, and 15 tons per year of PM10.

 Impact AIR-1.CU: The Project, combined with cumulative development in the Project vicinity and citywide, would contribute to cumulative regional air quality impacts associated with criteria pollutants.

 Impact AIR-2.CU: The Project, combined with cumulative development would contribute to cumulative health risk impacts on sensitive receptors.

 Impact CUL-4: The proposed Project would result in a substantial adverse change in the significance of a historical resource as defined in CEQA Guidelines Section 15064.5 related to potential removal of Crane X-422.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 9
City Council
February 17, 2022

 Impact CUL-1.CU: The Project, combined with cumulative development in the Project vicinity as a result of the Downtown Oakland Specific Plan and citywide, would contribute to cumulative adverse impacts on historical resources.

 Impact NOI-1: Construction of the proposed Project would result in substantial temporary or periodic increases in ambient noise levels in the Area in excess of standards established in the local general plan or noise ordinance, or applicable standards of other agencies.

 Impact NOI-2: Construction of the proposed Project would expose persons to or generate groundborne vibration that exceeds the criteria established by the Federal Transit Administration (FTA).

 Impact NOI-3: Operation of the proposed Project would result in generation of noise resulting in a 5-dBA permanent increase in ambient noise levels in the Project vicinity above levels existing without the Project, or generate noise in violation of the City of Oakland Noise Ordinance (Oakland Planning Code section 17.120.050) regarding operational noise.

 Impact NOI-1.CU: Construction activities of the proposed Project combined with cumulative construction noise in the project area would cause a substantial temporary or periodic increase in ambient noise levels in the project vicinity during construction.

 Impact NOI-2.CU: Operation of the proposed Project when considered with other cumulative development would cause a substantial permanent increase in ambient noise levels in the project vicinity.

 Impact TRANS-3: The Project would generate additional multimodal traffic traveling across the at-grade railroad crossings on Embarcadero that would expose roadway users (e.g., motorists, pedestrians, bus riders, bicyclists) to a permanent or substantial transportation hazard.

 Impact TRANS-6: The Project traffic volumes would cause the significant degradation of two CMP or MTS segments in 2020:
o Posey Tube in the eastbound direction between the City of Alameda and the City of Oakland.
o Webster Tube in the westbound direction between the City of Oakland and the City of Alameda.

 Impact TRANS-3.CU: The Project would contribute to cumulative volumes of multimodal traffic traveling across the at-grade railroad crossings on Embarcadero that would cause Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 10
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February 17, 2022

or expose roadway users (e.g., motorists, pedestrians, bus riders, bicyclists) to a permanent or substantial transportation hazard.

 Impact TRANS-6.CU: The Project would contribute to congestion on CMP Roadway Segments, including degradation from LOS E or better to LOS F or an increase the v/c ratio by 0.03 or more for segments already projected to operate at LOS F on the following CMP or MTS segments in 2040:
o I-880 in the northbound direction between 23rd Avenue and Embarcadero. o SR 24 in the eastbound direction between Broadway and State Route 13. o Posey Tube in the eastbound direction between the City of Alameda and the City of Oakland.
o Webster Tube in the westbound direction between the City of Oakland and the City of Alameda.
o Market Street in the northbound direction between 12th Street and 14th Street o Market Street in the southbound direction between Grand Avenue and 18th Street

Significant and Unavoidable Impacts Related to Project Variants

 Impact CUL-8: The proposed Project, with the Peaker Power Plant Variant, would directly impact a historical resource through removal of portions of the east and west wings of the building at 601 Embarcadero West.

 Impact CUL-10: The proposed Project, with the Aerial Gondola Variant, would result in indirect impacts to the Old Oakland API.

 Impact CUL-3.CU: The Project, in combination with the Peaker Power Plant Variant, would contribute to a citywide cumulative impact on cultural and historic resources identified in the Downtown Oakland Specific Plan EIR through the loss of the historic wings of the Peaker Power Plant.

 Impact CUL-4.CU: The proposed Project, in combination with the Aerial Gondola Variant, would contribute to a citywide significant cumulative impact on cultural and historic resources identified in the Downtown Oakland Specific Plan EIR through changes to the setting of the Old Oakland API.

Project Alternatives

Chapter 6 of the Draft EIR included the analysis of four alternatives, including the “No Project Alternative”, to the Proposed Project that meet the requirements of CEQA, which included a reasonable range of alternatives to the Project that (aside from the No Project Alternative) may feasibly attain most of the Project’s basic objectives, and potentially avoid or substantially Edward D. Reiskin, City Administrator
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February 17, 2022

lessen many of the Project’s significant environmental effects. The CEQA alternatives analyzed in Chapter 6 included:

 Alternative 1: The No Project Alternative. Under the No Project Alternative, the proposed Project would not be approved, none of the Project variants would be implemented, and no physical changes would occur. Howard Terminal would remain in use by short-term tenants of the Port for maritime support uses. The Oakland A’s would continue to use the Oakland Coliseum until the end of their current lease in 2024. In the longer term, it is a likely possibility that the A’s would have to build a new ballpark, either in Oakland or somewhere else.

 Alternative 2: The Off-Site (Coliseum Area) Alternative. Under this alternative, Howard Terminal would remain in its current use and the Oakland A’s would construct a new ballpark and mixed-use development at the site of the Oakland Coliseum. No physical changes would occur at Howard Terminal, which would remain in use by short-term tenants of the Port for maritime support uses. None of the Project variants analyzed in Chapter 5 would be implemented with the Off-Site (Coliseum Area) Alternative.

 Alternative 3: The Proposed Project with Grade Separation Alternative. Under this alternative, the proposed Project would be constructed at the Project site and would be revised to include construction of a grade-separated crossing of the railroad tracks for vehicles accessing the site as well as the pedestrian and bicycle bridge included as mitigation in Section 4.15, Transportation and Circulation. Alternative 3 may or may not include implementation of other Project variants.

 Alternative 4: The Reduced Project Alternative. Under this Alternative, site preparation and phased construction of a new ballpark and other uses would occur, however commercial and residential development would be at lower densities than with the proposed Project. The site plan for Alternative 4 would be the same as for the proposed Project, with commercial, residential, and mixed-use development. All buildings other than the ballpark and the hotel would be no taller than 60 or 70 feet and both the amount of construction and the intensity of use of the site would be less than with the proposed Project.

The Draft EIR concluded that the No Project Alternative is the environmentally superior alternative. In instances where the No Project Alternative is the environmentally superior alternative, CEQA requires that an environmentally superior alternative be identified from the remaining alternatives. The Reduced Project Alternative is identified as the most environmentally superior alternative from the remaining alternatives because it would reduce the air pollutant emissions and health-related consequences of the proposed Project and all of the other alternatives.

Response to Comments/Final EIR Document
Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 12
City Council
February 17, 2022

The Response to Comments/Final EIR was published, along with the Notice of Availability, on December 17, 2021. The Response to Comments/Final EIR document (which together with the Draft EIR make up the EIR) includes written responses to all comments received during the public review period on the Draft EIR and at the public hearings on the Draft EIR held by the Landmarks Board and the Planning Commission. Due to the COVID-19 pandemic, the City’s administrative offices, including the Bureau of Planning, remains closed to the public. Therefore, pursuant to the Governor’s Executive Order N-80-20, the EIR has been uploaded to the State Clearinghouse CEQAnet portal (https://ceqanet.opr.ca.gov/), and may also be viewed or downloaded from the City’s website: https://www.oaklandca.gov/documents/oakland-as- waterfront-ballpark-district-at-howard-terminal-environmental-impact-report-documents-case- file-number-er18-016.

The Response to Comments/Final EIR consists of the following:

• The Response to Comments/Final EIR runs about 3,500 pages plus appendices & incorporates the Draft EIR by reference. Introductory information is provided in Chapter 1 • Includes update to Project information (Chapter 2)
• Includes a list of all commenters (Chapter 3)
• Includes 23 “consolidated responses” responding to comments raised by multiple commenters (Chapter 4)
• Includes all public agency comments, and responses to the comments (Chapter 5.1) • Includes all organization comments and responses to the comments (Chapter 5.2) • Includes all individual comments and responses to the comments (Chapter 5.3) • Includes all comments at public hearings and responses to the comments (Chapter 6) • Includes City-initiated updates and errata to the Draft EIR, including approximately 300 pages of specific edits to various sections of the Draft EIR (Chapter 7) • Contains a draft Mitigation Monitoring and Reporting Program as an Appendix 02 as well as the following appendices: Public Resources Code Section 21168.6.7 and AB 1191 (Appendix 01); Public Hearing Transcripts (Appendix 03); Biological Resources Supporting Information (revised) (Appendix 04); Cultural Resources Supporting Information (revised) (Appendix 05); and Sea Level Rise-Related Supporting Information (Appendix 06)
• Does not contain “significant new information” per State CEQA Guidelines Section 15088.5 requiring recirculation prior to certification
Updated Project Information - Addressed in Chapter 2 of the Response to Comments/Final EIR Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 13
City Council
February 17, 2022

• Affordable housing program consistent with term sheet adopted by the City Council in July 2021
• Allowance for fishing from portions of the Waterfront Park wharf (no separate fishing pier is feasible due to the federal navigation channel)
• Proposed at-grade railroad safety improvements extended east to Oak Street (rather than ending at Broadway)
• Preparation of a Draft Remedial Action Plan (RAP) rather than a Removal Action Workplan (RAW) for review by the Department of Toxic Substances Control (DTSC) • Project applications and proposed design guidelines now available • Peaker Power Plant Variant modifications to preserve the east wing (only the west wing would be partially removed)
• Non-CEQA updates (continued negotiations regarding the development agreement and community benefits; Port discussions regarding seaport compatibility measures, which will incorporate Final EIR mitigation measures plus non-CEQA items) Updates and Errata to the Draft EIR - Addressed in Chapter 7 of the Response to Comments/Final EIR

• Updates to the Hazards section of the Draft EIR to reflect the Oakland A’s decision to prepare a Remedial Action Plan (RAP) rather than a Remedial Action Workplan (RAW) for review by DTSC.
o A RAP better reflects the cost/size of the undertaking and will require a public hearing.
o The Oakland A’s expect to submit their draft RAP to DTSC early in 2022. • An expanded explanation of health risks and the remediation process is provided in the Final EIR Consolidated Response 4.16.
• Updates to air quality mitigation in response to comments from Bay Area Air Quality Management District (BAAQMD), California Air Resources Board (CARB), and others.

For example:
o Narrow exception to Tier 4 construction equipment requirement (MM AIR-1b & 1c)
o Require use of electrical hook-ups for transportation refrigeration units (TRUs) at the ballpark (MM AIR-2d)
o Require documentation of emissions and emission reduction measures rather than requiring a plan be prepared (MM AIR-2e)
o Specify required on-site emission reduction measures plus potential offsite reduction measures, new technologies, and use of emission offsets (MM AIR-2e) o Require building electrification per City ordinance, EV charging beyond what is required, and maximum feasible vehicle trip reductions (i.e. beyond the 20% requirement of AB 734) (MM AIR- 2e)
Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 14
City Council
February 17, 2022

o Reference additional WOCAP measures that can be implemented to reduce cumulative health risks (MM AIR-2.CU)

• Inclusion of additional information about the Ohlone and added provisions regarding notification of Native American representatives in MM CUL-4a and 4b • Text additions and edits requested by the San Francisco Bay Conservation and Development Commission (BCDC)
• Clarification of mitigation requiring an adaptive management and contingency plan related to sea level rise (MM HYD-3). The plan would be based on monitoring of flooding events/sea level rise/groundwater levels, and would establish triggers for management actions and for implementation of adaptation measures. • Refinements to the description of rail safety improvements (fencing) along Embarcadero West in response to comments from Union Pacific Railroad (UPRR) and California Public Utilities Commission (CPUC). The final suite of at-grade crossing improvements will be established through the GO 88-B Request (Authorization to Alter Highway Rail Crossings) process. (MM TRANS-3a)
• Identify specific required and optional measures to achieve 20 percent vehicle trip reduction for non-ballpark uses (MM TRANS-1a)
• Identify additional, specific measures required to achieve 20 percent vehicle trip reduction for the ballpark (MM TRANS-1b)
• Edits to Alternatives section in response to comments about grade separation and the Coliseum site.

Key EIR Issues

Seaport Compatibility

Many comments submitted on the Draft EIR raised the issue of the proposed Project’s land use compatibility with Port operations. Although fundamental land use conflicts are no longer included in the State CEQA Guidelines Appendix G checklist, this topic remains an adopted CEQA significance threshold for the City. Thus, the potential for fundamental land use conflicts was evaluated in Section 4.10, Land Use, Plans, and Policies, of the Draft EIR. For CEQA analysis purposes, a fundamental conflict with adjacent or nearby land uses means that the character of activities associated with one land use is in fundamental conflict with the uses of adjacent land, or the characteristics of one land use disrupts or degrades adjacent land uses to such a degree that the functional use of the adjacent land for its existing or planned purpose is imperiled. The Draft EIR included mitigation measures to address potential land use conflicts.

The comments regarding land use compatibility were primarily addressed in Chapter 4 of the Response to Comments/Final EIR under Consolidated Response 4.4 which focuses on Port- Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 15
City Council
February 17, 2022

related land use compatibility, including Seaport road and rail access, recreational watercraft and maritime navigation, and the Seaport Compatibility Measures.

As referenced above, the Port Term Sheet requires the parties to negotiate Seaport Compatibility Measures as part of the business and operational terms for the real estate transaction. The Port has held numerous meetings with seaport and maritime stakeholders to discuss the concerns and potential Seaport Compatibility Measures that could address the concerns raised. The Port, as responsible agency, worked closely with the City to develop the mitigation measures, including those related to land use compatibility. The Port followed up in July 2021 with a letter to the City Council that included a summary list that identified several potential Seaport Compatibility Measures that would incorporate elements of CEQA mitigation measures from the Draft EIR identified to reduce CEQA impacts related to land use, transportation/circulation, aesthetics, noise, and air quality. Adoption of final Seaport Compatibility Measures are business terms for the Port real estate transaction.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 16
City Council
February 17, 2022

Transportation and Parking Impacts on Surrounding Neighborhoods

As would be expected for a project of this magnitude, numerous concerns, such as traffic and parking, were raised by the communities in the neighborhoods surrounding the Project site. In particular, many of the concerns were raised by the West Oakland and Chinatown communities.

Traffic congestion or measures of vehicular delay is not a significant environmental impact under CEQA and therefore, cannot be used as a significance criterion in CEQA documents, according to State CEQA Guidelines Section 15064.3. In addition, parking is not a significance criterion in the City of Oakland Transportation Impact Review Guidelines. Also, CEQA Section 21099(d) states that parking impacts of a residential, mixed-use residential, or employment center project on an infill site located within a transit priority area shall not be considered significant impacts on the environment. The CEQA threshold primarily focuses on Vehicle Miles Traveled (VMT), which is addressed by the Mitigation Measures implementing the TDM which applies to the non-ballpark development and the TMP which applies to the ballpark facility.

While traffic intersection level of service and parking are not CEQA issues, many of the parking and traffic concerns raised by the surrounding communities regarding the ballpark events would be addressed through the TMP as it addresses the CEQA VMT issue as well as overall traffic and parking management on game days. Specifically, for example, the City is working with the Chinatown community on concerns regarding intersection levels of service in Chinatown, which is not a CEQA issue, but will be studied by the City and incorporated into the TMP as appropriate.

The TMP outlines operational strategies to optimize access to and from the ballpark within the constraints inherent to a large public event. Its primary goal is to ensure safe and efficient access for all people traveling to and from the site, with a focus on promoting pedestrian, bicycle, and transit access, thereby reducing motor vehicle impacts to the site and surrounding neighborhoods. Strategies to increase the use of and attractiveness of transit, walking, bicycling, and scooters are included, along with management techniques for attendee and employee traffic, and on ridesourcing (i.e., Lyft, Uber [transportation network companies [TNCs]) and taxis to reduce overall vehicle congestion in the area. The TMP also addresses railroad crossings, game day operations and communication, curb management, freight, and emergency vehicle access. It also includes a monitoring program with a process for making refinements to the plan to achieve identified performance standards. The TMP for the ballpark would include elements recommended for implementation in coordination with the City of Oakland Department of Transportation. The TMP includes required measures, and also includes elements that could be implemented as needed in the future.

Also included within the TMP is the City’s Parking Management Plan, which would enhance Residential Permit Parking. The Residential Permit Parking enhancement would address many concerns of the West Oakland community regarding on-street parking in residential neighborhoods by extending the hours of enforcement to prevent ballpark patrons from parking on nearby residential blocks. The Parking Management Plan also would establish a parking Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 17
City Council
February 17, 2022

reservation system for the numerous underutilized parking garages in the downtown area so that ballpark patrons would pre-purchase a parking pass to one of the garages and drive directly to that location to prevent vehicles circulating in the area to find parking. This program is referred to as OakPark and would be similar to the SacPark program that was established in Sacramento to address game-day parking and traffic management for the new Kings arena.

This in addition to the on-street metered parking plan to adjust pricing to reflect demand and would go towards addressing a number of concerns of the Chinatown community regarding availability of parking for local merchants and residents and vehicles circulating through the neighborhood to find parking. As required by the City Council Resolution for the non-binding Development Agreement term sheet in July 2021 and noted above, City staff continues to work with Chinatown representatives to establish measures to incorporate into the TMP to address concerns regarding availability of parking to reach a desirable balance of maintaining available parking for merchants and residents while also allowing merchants to benefit from the numerous ballpark patrons that would be coming into the area on game days. Staff is also continuing to work to identify specific locations that would be appropriate to deploy traffic control officers to ensure safety for pedestrians in the area due to the increases in pedestrian and vehicular traffic that would occur on game days.

At-Grade Railroad Crossings

Many comments received on the Draft EIR expressed concerns about the adequacy of the proposed mitigation measures and project alternatives to address the impacts of the adjacent at-grade rail lines due to the additional demand for access to the site generated by the Project.

Of particular concern to many commenters located within the Jack London District is that the measures outlined in Mitigation Measure TRANS-3a (Implement At-Grade Railroad Crossing Improvements) did not extend to the railroad crossings along Embarcadero West on Franklin Street, Webster Street, and Oak Street. Through the analysis conducted for the EIR, the most desirable corridors for walking between the BART stations and the ballpark were identified, one of which included the 8th Street corridor through Chinatown connecting the Lake Merritt BART station with the ballpark via Broadway and Water Street. Many commenters located within the Jack London District opined that (and some expressed a desire that a number of ballpark attendees would choose to walk through the Jack London District from the Lake Merritt BART Station. Although the pedestrian route from Lake Merritt BART Station to the ballpark through the Jack London District would represent a longer walk with less active storefronts than along 8th Street, the City appreciates the commenters’ desire for ballpark attendees to walk through the Jack London District between the Lake Merritt BART station and the Project site; and the associated rail safety at the at-grade railroad crossings along Embarcadero West at Franklin Street, Webster Street, and Oak Street. In response to these comments and suggestions, Mitigation Measure TRANS-3a was amended to include the at-grade crossing improvements to extend all the way down to Oak Street as suggested.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 18
City Council
February 17, 2022

The City also received numerous comments with concerns about the Project Alternatives studied to address the adjacent railroad tracks. In particular, there were concerns as to why Project Alternative 3 (Grade Separation Alternative) was not a required mitigation measure as well as the limited range of grade separated crossings that were analyzed. These comments are addressed in detail in consolidated responses in Chapters 4.6 and 4.9 of the Response to Comments/ Final EIR document. In brief summary, the decision to include the vehicular grade separated crossing as an alternative in the Draft EIR, rather than as a mitigation measure, was based on the scale (size and cost) of the undertaking and how it would modify the proposed site plan. The Grade Separation Alternative also will require the acquisition of certain private property rights, such as private driveway accesses and air rights. As to the limited range of grade separations studied as alternatives to the project, these were based upon the feasibility of additional proposals. For example, the City received comments suggesting a number of additional alternatives for study, including grade separations at both Market Street and Martin Luther King Jr. Way, new grade separated access to the site while also permanently closing existing at-grade crossings at the site and into Jack London Square, as well as depressing the existing railroad tracks. A grade separation into the site at both Market Street and Martin Luther King Jr. Way was rejected and not studied further due to the extensive impacts to private properties along with substantial onsite impacts due to the need for elevated roadways that would extend into the site and impact the site frontages of 11 of the 18 proposed development blocks, and even eliminating access to a number of the blocks. The permanent closure of existing at-grade crossings at the site and into Jack London Square were also rejected and not further studied for the same reasons as well as the impacts on private properties within and adjacent to Jack London Square resulting from the elimination of auto access to those properties. The recommendation for depressing the railroad tracks was rejected due to the extensive time and costs and additional impacts associated with such a project, which would be a future proposed project of regional significance and scale.

Site Remediation

A number of comments received on the Draft EIR expressed concern or posed questions regarding the site remediation plans to be prepared later as improper deferral of mitigation as well as questioned the overall remediation process with DTSC with regard to a Removal Action Workplan (RAW) versus a Remedial Action Plan (RAP).

The Draft EIR identified Mitigation measures HAZ-1a through HAZ-1d, which provide the framework for the required remediation of the Project site to ensure that it is safe for residential uses and other proposed activities that are currently prohibited by the current Land Use Covenants (LUC’s). The mitigations identified allow the City to ensure that the Project sponsor complies with state regulations regarding hazardous materials to the satisfaction of the California Department of Toxic Substances Control (DTSC), the agency with jurisdiction. Many comments argued that the specifics of the site remediation information and approvals should have been included in the Draft EIR, and by not doing so was improper deferral of mitigation.

The Draft EIR identified a number of possible remediation activities that could be used to meet Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 19
City Council
February 17, 2022

the regulatory requirements of DTSC; however, this is not an “impermissible deferral”, but rather demonstrated that meeting the regulatory requirements would be feasible. Suggesting that the approved remediation plan should be provided as part of the EIR and that the Draft EIR is not adequate because the remediation plan is “deferred” represents a misunderstanding of the regulatory process since DTSC cannot legally approve a remediation plan until the Final EIR is certified. Potential impacts related to hazardous materials would be addressed by complying with requirements of state law to the satisfaction of DTSC, as set forth in the referenced mitigation measures, which is consistent with the State CEQA Guidelines.

As noted earlier, a number of comments raised concerns over the Draft EIR identification of the proposed RAW to be reviewed by DTSC and argued that this was the incorrect process since a RAP should instead be prepared. RAWs are prepared for remediation projects estimated to cost less than $2 million, whereas RAPs are prepared for remediation projects estimated to cost more than $2 million and include a more detailed evaluation and public meetings. At the time the Draft EIR was prepared, the applicant had assumed that a RAW would be required, and although the estimated cost of remediation is uncertain at this time, the Project sponsor has conservatively elected to prepare a RAP for review and approval by DTSC. The Final EIR has been amended to address this change. However, this change does not alter the analysis, impact conclusions or required mitigation to address any potential impacts. More detail on this issue is provided in the Consolidated Responses Chapter 4.16 of the Response to Comments/ Final EIR document.

Affordable Housing

A number of comments received on the Draft EIR raised concerns that the document did not describe the affordability of residential units that would be developed as part of the proposed Project and that the lack of information about the affordability of the proposed residential units limits the ability of the public to understand the implications of the proposed Project on the neighborhoods and community near the Project site.

At the time the Draft EIR was prepared, the applicant had not proposed on-site affordable housing units or the development of off-site housing at any particular site as part of their development application. As such, the Draft EIR referenced the City’s requirements under the Affordable Housing Impact Fee program which would require compliance through on-site affordable housing, payment of the impact fee, or housing at a yet to be determined off-site location. On July 20, 2021, the City Council adopted a term sheet for a Development Agreement for the Project which includes a requirement that 15 percent of the 3,000 units provided on-site be affordable, and that an additional $50 Million in total funding be provided to support off-site displacement prevention strategies including a combination of new construction of units, preservation and/or renovation of existing units, down payment and senior assistance. As such, the Final EIR has incorporated this update into the Project description.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 20
City Council
February 17, 2022

The updated affordable housing information added into the Project description does not impact the analysis or conclusions provided in the Draft EIR. From a CEQA perspective, the environmental impacts resulting for the development of housing as described in the Draft EIR would not change based on the affordability of the housing units and impacts of on-site housing proposed as part of the Project are addressed throughout the EIR. As stated in the Draft EIR, any off-site affordable units at not yet identified locations within the City would be required to undergo an independent CEQA analysis separate from this Project but were still considered as part of the cumulative growth scenario for the City. More detail on this issue is provided in the Consolidated Responses Chapter 4.12 of the Response to Comments/ Final EIR document.

Air Quality

Comments received on the Draft EIR from both agencies like BAAQMD and CARB and from individuals and organizations with air quality concerns focused on the proximity of the site to West Oakland and the need to do everything possible to address air pollutant emissions.

The Draft EIR explained that – as with all very large projects – operations of the proposed project at Howard Terminal (and overlapping construction and operations) would result in regional criteria pollutant emissions above the City’s threshold of significance. As a result, the Draft EIR included mitigation measures to reduce these emissions to the maximum extent feasible. Comments on the Draft EIR requested more specificity about required emission reduction strategies and objected to the way Mitigation Measure AIR-2e was structured to require preparation of an emission reduction plan. In response to these comments, the text of Mitigation Measure AIR-2e was revised to specify required emission reduction strategies, allow use of other strategies that cannot be specified at this time (such as use of new technologies and offsets), and to require documentation of the implementation and effectiveness of the strategies that are implemented, rather than preparation of a plan. Other air quality mitigation measures addressing regional pollutants were also revised to address the comments and suggestions received on the Draft EIR. These changes can be seen in Consolidated Response

4.2 and in Chapter 7 of the Response to Comments/Final EIR document.

Localized air pollutant emissions, including emissions of toxic air contaminants (TACs), were analyzed in the Draft EIR and a Health Risk Assessment was conducted to assess increased cancer risk, non-cancer chronic health effects, and localized annual average PM2.5 concentrations from both construction and operational sources. This analysis concluded that the project with mitigation would result in a Less than Significant impact on sensitive receptors.

However, the City’s threshold of significance for cumulative health risks is such that any increase over existing conditions in the vicinity of the site would be considered significant given that existing background levels already exceed the threshold, and thus the Draft EIR concluded that the cumulative health risk (Impact AIR 2.CU) would be significant and unavoidable. The analysis was conducted in two ways – using the standard BAAQMD approach, and using detailed modeling from the BAAQMD’s West Oakland Community Action Plan (WOCAP) – and Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 21
City Council
February 17, 2022

the resulting Mitigation Measure AIR-2.CU was expanded in response to comments to reference additional strategies from the WOCAP that could be implemented as feasible to reduce this impact.

Construction Noise/Vibration

The EIR identified a number of impacts related to construction noise and vibration, that were determined to be significant and unavoidable.

For the construction noise impacts, the EIR analysis identified that the construction activities would exceed the allowable daytime noise levels in the Oakland Municipal Code (the City of Alameda exempts daytime construction noise). While the City of Oakland’s significance criterion for construction noise allows for a project to periodically generate noise in violation of the City of Oakland Noise Ordinance when an acoustical analysis is performed that identifies recommended measures to reduce potential impacts, given the extensive duration and intensity of activities associated with the proposed Phase 1 ballpark construction involving impact compaction methodologies and multiple pile driving activities in particular, the impact of daytime Phase 1 construction activities were conservatively identified as significant and unavoidable even with incorporation of the mitigations for sound reduction measures.

The applicant has also proposed to include certain less intensive construction activities in the evening hours such as concrete pours and crane operations for lifting and placement of precast concrete. The City of Oakland sets evening receiving noise levels for residential uses at 45 decibels (or whatever the existing ambient levels are), and the City of Alameda sets the evening receiving noise level at 50 decibels. The EIR analysis concluded that construction noise levels from nighttime crane operations would be below existing ambient nighttime noise levels at all receptors within the City of Oakland and would be right at but not expected to exceed the 50- decibel limit in the City of Alameda. However, because of the potential for prolonged activity during nighttime hours, nighttime concrete pours and crane operations were conservatively identified as a significant noise impact for receptors within the City of Oakland and Alameda.

In addition to noise impacts from construction activities, the EIR also identified impact from construction vibration on individuals residing within the live-work facility at 737 2nd Street (Phoenix Lofts). The site preparation activities for the project may include deep dynamic compaction which can generate vibration levels of 87VdB at 300 feet away and 78VdB for up to 750 feet away, whereas the daytime exposure levels for frequent events is 75VdB. The Phoenix Lofts are located approximately 30 feet from the UPRR tracks and are currently exposed to vibration levels of approximately 74 to 88 VdB from frequent locomotive operations, but nonetheless the established threshold regarding vibration would be exceeded on occasion with the use of deep dynamic compaction methods. The EIR included Mitigation Measure NOI-1e which would temporarily relocate impacted receptors during the above-mentioned construction activities, not all residents may be able (or desire) to be relocated and therefore this impact was considered to be significant and unavoidable.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 22
City Council
February 17, 2022

ANALYSIS AND POLICY ALTERNATIVES

EIR ANALYSIS

Recommended Alternative: Project with Grade Separation Alternative

As stated earlier in the report, the EIR identified a number of Project Alternatives that would reduce certain identified environmental impacts. One of these alternatives was the Project with Grade Separation Alternative (Alternative 3), which would revise the Project to include construction of a grade-separated crossing of the railroad tracks for vehicles accessing the site in addition to the pedestrian and bicycle bridge that was required though mitigation.

Throughout the EIR process, City staff has worked closely with staff at the Port and have been very much aware of the concerns of potential impacts of the Project on Seaport operations. One area of particular concern is the active rail lines bisecting the Project site from the City grid, and the potential impacts on efficiency of moving cargo in an out of the Seaport via rail and trucks in the event that there is a conflict at one of the at-grade rail crossings. Such conflicts could include a car blocking rail lines impeding access in or out of the Seaport or a train being stopped and blocking vehicular traffic from entering the site and causing long queues of vehicles that could back up and slow truck access in and out of the Seaport.

Based on the continued discussions with Port staff as well as numerous other comments made during the public comment period, staff recommends that it is desirable to adopt Alternative 3 as the Proposed Project. As compared to the Project without the grade separation alternative, this alternative would better satisfy certain Project Objectives by further minimizing interference with the Port’s existing or reasonably anticipated use, operation and development of Port facilities, or the health and safety of Port tenants and workers, and facilitate the continued operation and future growth of the Port. The Port has stated support for this alternative because it would promote and enhance vehicular safety, pedestrian safety and freight efficiency (ATTACHMENT B). The alternative would also provide significant public and safety benefits that would not be provided by the Project or the other alternatives. It would allow for the waterfront to be connected to the City street grid in the area with a grade separated crossing where none currently exists. With the grade separation, the Project will provide a crucial connection between the City street grid and the waterfront, improving access from the surrounding neighborhood and regional transportation networks to the Howard Terminal property and the entire waterfront.

It will facilitate the access to the proposed sports stadium and public open space along the waterfront. It will reduce existing vehicle conflicts with the adjacent rail line. The vehicle overcrossing also will help the proposed Waterfront Ballpark District integrate with and revitalize the adjacent Jack London Square area. The Project with Grade Separation (Alternative 3) provides the best balance between the Project sponsor's objectives, the City's goals and objectives, overall type and amount of impacts, the Project's benefits and public benefits.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 23
City Council
February 17, 2022

Alternatives Rejected

In addition to the recommended Project with Grade Separation (Alternative 3), the EIR identified three other Project Alternatives that would reduce CEQA impacts. Based upon information in the record as a whole, including information submitted into the record by the Project Sponsor (ATTACHMENT C) staff recommends that the Council reject those alternatives on the following general bases (further specific details are provided in CEQA Findings):

No Project Alternative (Alternative 1): This Alternative, which is required by CEQA to allow decision makers to compare the impacts of approving the proposed project with the impacts of not approving the proposed project, should be rejected as infeasible because it would not accomplish nearly all of the objectives for the Project.

Off-Site Coliseum Alternative (Alternative 2): This Alternative should be rejected because it does not feasibly attain most of the basic Project objectives and fails entirely to achieve those related to location near the waterfront, Jack London Square and Downtown, increasing use of the waterfront, and providing a feasible location for an MLB stadium with a mixed-use project, and would not substantially lessen the significant impacts of the project. This alternative does not meet MLB standards for a ballpark location because MLB has stated the Coliseum site is not a viable location for a new MLB ballpark. MLB and the project sponsor desire a waterfront location maximizing water views, with the goal of optimizing player and fan experiences of the ballpark, the waterfront and the project site. The project sponsor also does not have control over the site and has stated that it is uncertain whether they can reasonably acquire the site for the Project in order to build a new ballpark within a reasonable time period and consistent with MLB’s requirements. While the alternative would include the same mix of uses as the project, the project sponsor has submitted information that the project is unlikely to succeed if located at the Coliseum site as compared to the Howard Terminal site given that lack of identified features that support a successful sports district, such as location in urban cores or an urban environment in a suburban node, sites with primary and secondary anchors, and surrounding areas with synergistic development. These features are generally not present with the Coliseum site, which diminishes revenue potential and investment likelihood necessary for a successful mixed-use district.

Reduced Project Alternatives (Alternative 4): This Alternative should be rejected as infeasible because it does not feasibly attain most of the basic Project objectives and would not substantially lessen the significant impacts of the project. The project sponsor has submitted information that this alternative is not economically feasible and would not support a successful project. This alternative would cut the amount of housing from 3,000 units to 700 units, reduce commercial office space from 1.5 million square feet to 350,000 square feet, and reduce commercial retail space from 270,000 square feet to 63,000 square feet. The project sponsor is the horizontal developer for the project and is responsible installing the infrastructure needed to support the land development, sales of parcels to vertical developers and the ultimate users of a Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 24
City Council
February 17, 2022

completed project. The horizontal developer is repaid for these costs and makes money from future land sales and public financing proceeds (e.g., tax increment and community financial district proceeds). The data provided by the Project Sponsor indicated that, under this alternative, the project costs would far exceed the project value for the project sponsor, with or without public financing. Given the size of the site and the limited density, this alternative would be inconsistent with City policies that encourage higher density residential development in the downtown, waterfront, commercial arteries, transit nodes and corridors, and concentrate new development in key areas. Providing increased density is a key component for the City to further its goals of removing constraints on housing and availability of affordable housing. This alternative would be inconsistent with these policies by providing only approximately 13 dwellings per acre, which would be more consistent within a suburban setting versus a downtown waterfront setting such as the project site which is located in a Priority Development Area.

Overriding Considerations

CEQA requires the decision-making agency to balance, as applicable, the economic, legal, social, technological, or other benefits, including region-wide or statewide environmental benefits, of a proposed project, and whether the benefits outweigh the unavoidable environmental risks when determining whether to approve a project. Staff recommends that the City Council consider the benefits of the Project when making this determination, which include but are not limited to:

Employment Opportunities. The Project will provide jobs – construction and permanent – and living wage/ prevailing wages. The proposed project anticipates creation of 25,000 unio n construction jobs and 7,100 permanent jobs. This does not include the substantial job generation that will occur within the City of Oakland.

Generation of Sales Tax Revenues and Other Economic Benefits. The project will generate approximately $79.9 million in one-time revenues during the construction period, approximately $41.4 million in recurring annual revenues and an additional $1.4 million in annual net parking revenue for the City, according to Century Urban (ATTACHMENT D).

Retain Oakland Athletics MLB Team in City with Needed New State -of-the-Art Stadium. The Project will keep a major league baseball team in Oakland with its related benefits by providing a needed new stadium. The Oakland A’s are the only rem aining professional sports team in Oakland, have a strong brand that provides national and international recognition for the City, and significantly contributes to the City’s civic pride. 81 home games (plus any playoff games) taking place each year in the City generates significant economic and fiscal benefits for the community (including jobs, taxes, tourism and economic development).

Revitalization. The project will help activate connections with and enhance use of the Jack London Square area and adjacent neighborhoods proximate to Downtown by creating a lively, continuous Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 25
City Council
February 17, 2022

waterfront district with strong connections to Jack London Square and Downtown Oakland.

Development of the site will incorporate many of the best principles of sma rt growth and quality urban design and will advance the City's vision for the waterfront and Jack London Square district and its land use goals and policies.

Housing. The Project will provide up to 3,000 units of housing, including affordable housing, to help meet City and regional needs for housing in a Priority Development Area. Approval of the Project will help the City to fulfill its fair share housing obligations as provided by the Association of Bay Area Governments.

Connection to Waterfront. The Project will provide an important and vital connection to the waterfront and facilitate its public use and enjoyment. With the grade separations, the Project will provide crucial connections between the city street grid and the waterfront, improving access from the surrounding neighborhoods and regional transportation networks to the Howard Terminal property and the entire waterfront where no such access currently exists in the area.

Project Variants

A stated earlier in this report, the EIR analyzed two optional Project elements:

 Peaker Power Plant Variant: Implementation of the planned conversion of the existing Peaker Power Plant in the historic PG&E Station C facility from using jet fuel to battery storage, modifications to the western wing of the building, and removal of the fuel tank and replacement with a new mixed-use building. This is a Project Variant because the A’s do not currently have site control over the property.  Aerial Gondola Variant: Construction of a new aerial gondola above and along Washington Street, extending from a station located at 10th and Washington Streets in downtown Oakland to a station located at Water and Washington Streets in Jack London Square. This was included as a Project Variant given the uncertainty of being constructed due to the proposed location of the gondola within (and above) the public right of way, as well as the need for properties to accommodate the tower and stations that are not under control by the A’s. To date no applications have been filed for consideration of the Aerial Gondola.

To date the Project Sponsor has not obtained site control for these variants, nor have applications have been filed to implement either. Therefore, the proposed EIR certification Resolution does not include findings related to these variants. In the event that the Project Sponsor applies to incorporate either Project Variant, staff will review and bring those applications before the City Council for consideration as to whether the benefits outweigh the environmental impacts identified in the EIR.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 26
City Council
February 17, 2022

JURISDICTIONAL ORDINANCE ANALYSIS

The second piece of legislation proposed with this Agenda item is an Ordinance that would, if adopted, formally confirm the City Council’s approval to accept, pursuant to Article VII of the City Charter, the request of the Port Board of Commissioners to relinquish to the City Council additional jurisdictional responsibilities necessary for the City to approve, permit and administer requisite Project approvals (Jurisdictional Ordinance). As noted above, the adoption of the Jurisdictional Ordinance is the first Project-related action to be taken by the City Council and must occur prior to any further Project approvals.

Section 701 of the Charter vests in the Board of Port Commissioners (the “Port Board”) exclusive control and management of the Port of Oakland and power over certain lands of the City referred to as the “Port Area”. Pursuant to Section 706(4) of the Charter, the Port Board has the complete and exclusive power to “enforce therein general rules and regulations, to the extent that may be necessary or requisite for port purposes and harbor development, and in carrying out the powers elsewhere vested in the Board; [p]rovided, however, that with the approval of the Council the Board may relinquish to the Council control of portions of the said area, and likewise, upon request of the Board, the Council may, by ordinance, enlarge the Port Area.”

Development of the proposed Project will require discretionary approvals from both the City and the Port, in accordance with their respective jurisdictional authorities set forth in Article VII of the Charter, including, without limitation, Sections 706(23), 708, 712, 713, and 727. In the past, to reduce administrative duplication and create regulatory certainty, the Port Board and the City Council modified, through City Ordinance 12229 C.M.S. and Port Resolution 20095 date d February 22, 2000, their shared jurisdictional authorities to administer development permits and manage other areas of the Port Area located within the Estuary Policy Plan Area. On May 13, 2019, pursuant to Resolution No. 19-32 (“Port ENTS Resolution”), the Port Board approved a non-binding Exclusive Negotiation Term Sheet for the Proposed Project, outlining the preliminary negotiating terms of the Proposed Project; which term sheet (the “ENTS”) was attached and incorporated by reference into the Port ENTS Resolution. Through various sections of the ENTS, including without limitation Section E(b) of the Purpose & Overview and Section 5 of the ENTS, the Port ENTS Resolution contemplated that the City Council would approve a General Plan amendment and residential use within the Port Area Project site pursuant to the Charter, and in addition, intended that the City Council accept additional responsibilities to consider and review Project-specific land use regulations, including zoning amendments and design review.

In furtherance of Port Resolution No. 19-32, on January 21, 2020, the City Council authorized the City Administrator to execute a non-binding Memorandum of Understanding Between City and Port Regarding Howard Terminal Oakland A’s Ballpark Project through the adoption of Resolution No. 87998 C.M.S and, in February 2020, the City and Port executed such Memorandum of Understanding (City-Port MOU). The City-Port MOU sets forth a proposed Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 27
City Council
February 17, 2022

framework by which the Port and the City can avoid administrative duplication, appropriately allocate regulatory land use authority, and facilitate the analysis of and, if approved by all applicable government agencies and entities, the development of the Proposed Project.

The Jurisdictional Ordinance further effectuates the desires of the Port Board, as reflected in the Port ENTS and City-Port MOU. If this Ordinance is adopted, the City Council would approve the relinquishment by the Port Board of the additional jurisdictional responsibilities necessary to approve, permit and administer requisite development approvals for the Proposed Project on the Project site within the Port Area. in accordance with the processes and procedures set forth in the Oakland Municipal Code, including, without limitation, Articles 12, 15 and 17.

The Jurisdictional Ordinance does not impact the Port’s ability to issue a Port Building Permit or approve, execute and implement real property agreements. Nor does the proposed Ordinance prevent the City or Port from adopting subsequent legislation. As noted above, effectuation of the Jurisdictional Ordinance is a prerequisite for the City Council to consider the initial Project approvals, including the Planned Unit Development, Tentative Tract Map, Rezoning, and Development Agreement. The Jurisdictional Ordinance has a finite term and the authorities set forth therein will terminate upon the occurrence of certain triggers, such as if the Proposed Project does not occur or certain pieces of the Project Site return to Port control. In either event, the additional authorities accepted by the City Council pursuant this Ordinance would not end earlier than fifty (50) years after Project approvals (or the end of any enhanced infrastructure financing district that may be formed for the Project).

ALTERNATIVE COUNCIL ACTION

Staff recommends that the City Council approve the proposed EIR certification Resolution and Jurisdictional Ordinance as this action will help to advance the Citywide Priorities of housing, economic, and cultural security, and vibrant, sustainable infrastructure. This would allow the City to finalize the Project development applications, including the Development Agreement review, to bring the Project development applications forward for City Council consideration. If the City were to reject the Jurisdictional Ordinance, the City could not proceed with the Project development applications. If the City were to decline to certify the EIR, the City could not proceed with the Jurisdictional Ordinance.

FISCAL IMPACT

There is no fiscal impact from this agenda item, as it is an action to consider certification of an EIR and adoption of an ordinance for a shared regulatory framework between the City and Port for processing development application at the Project site. Any related financial terms related to the Development Agreement currently being processed and negotiated for this Project will be brought before the City Council for consideration separately at a future hearing date.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 28
City Council
February 17, 2022

PUBLIC OUTREACH / INTEREST

The Waterfront Ballpark District at Howard Terminal has been the subject of multiple public processes, including public processes related to various State legislation, including Assembly Bill 734, Assembly Bill 1191 and Senate Bill 293, and CEQA. As part of the CEQA EIR process, the item has appeared at two hearings before the Landmarks Preservation Advisory Board, and three hearings before the Planning Commission. City staff has also held numerous community meetings regarding the project including ongoing meetings with stakeholders of the adjacent communities.

In addition, the Port has conducted numerous meetings to hear input from Seaport and Maritime stakeholders.

COORDINATION

This report was created in coordination with the Bureau of Planning, City Administrator’s Office, Department of Transportation, Budget Bureau and the Office of the City Attorney.

SUSTAINABLE OPPORTUNITIES

Economic: The Waterfront Ballpark District at Howard Terminal provides an economic redevelopment opportunity; the ultimate economic impact will depend on the final terms of the Development Agreement.

Environmental: The environmental impacts of the Waterfront Ballpark District at Howard Terminal have been analyzed in the CEQA document for the project, as described in this report.

Race & Equity: The City has convened a community benefits process that is equity centered; the ultimate impact will depend on the final community benefits package to be considered with the Development Agreement and other initial Project approvals.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA)

As provided in detail in this Agenda Report, the City as the lead agency has fully complied with the required CEQA procedures in the preparation and distribution of the Project EIR.

prior to certification. The EIR represents the independent judgment, review and analysis of the City and has been completed in compliance with CEQA. The EIR provides information to the decision-makers and the public on the environmental consequences of the proposed Project and alternatives. The EIR adequately discusses the potential adverse environmental effects of the Project, ways in which such effects might be mitigated, and alternatives to the project which would reduce or avoid the adverse effects.

On January 19, 2022 a hearing was held by the Planning Commission on the contents of the EIR following publication of the Final EIR on December 17, 2021. At the conclusion of the hearing the Planning Commission voted unanimously to recommend that the City Council certify the EIR. In addition to the Planning Commission action, this Agenda Report and attached CEQA Findings provide supporting information for the City Council to make a determination on approval of the Project to be revised to the Project with Grade Separation Alternative (Alternative 3), rejection of other alternatives as infeasible, and information on public benefits of the project that would outweigh the identified unavoidable environmental impacts of the Project.

ACTION REQUESTED OF THE CITY COUNCIL

Staff recommends that the City Council conduct a public hearing and, upon conclusion, consider adopting:

1) A Resolution: (A) Certifying the Environmental Impact Report for the Oakland Waterfront Ballpark District Project (ER18-016) as Recommended by the Planning Commission; (B) Adopting California Environmental Quality Act (CEQA) Findings on Impacts and Mitigation Measures for the Proposed Project with Grade Separation Alternative (Alternative 3), and Rejection of Other Alternatives and Certain Mitigation Measures as Infeasible; (C) Adopting a Statement of Overriding Considerations; and (D) Adopting a Mitigation Monitoring and Reporting Program.

2) An Ordinance: (A) Approving, pursuant to Article VII of the Oakland City Charter, the Relinquishment by the Board of Port Commissioners to the City Council Jurisdictional Responsibilities Necessary to Approve, Permit, and Administer Project Approvals for the Proposed Oakland Waterfront Ballpark District Project To Be Developed On that Portion of the Port Area That is Commonly Known as the Charles P. Howard Terminal and is Located Along the Inner Harbor of the Oakland-Alameda Estuary; and (B) Making Appropriate Findings under the California Environmental Quality Act.

Edward D. Reiskin, City Administrator
Subject: Oakland Waterfront Ballpark District Project EIR and Jurisdictional Ordinance Date: February 1, 2022 Page 30
City Council
February 17, 2022

For questions regarding this report, please contact Peterson Vollmann, Planner IV, at (510) 238- 6167.

Respectfully submitted,

WILLIAM A. GILCHRIST
Director, Planning & Building Department

ELIZABETH A. LAKE
Assistant City Administrator
City Administrator’s Office

Reviewed by:

Ed Manasse
Environmental Review Officer

Prepared by:

Peterson Vollmann, Planner IV
Bureau of Planning

Molly Maybrun, Project Manager III
City Administrator’s Office

Attachments (4):

A. January 19, 2022 Planning Commission Staff report
B. December 16, 2021 Letter from Port of Oakland Executive Director Danny Wan C. January 14, 2022 Letter from Oakland A’s to City regarding Feasibility of Alternatives and Comments on EIR
D. July 2, 2021 Waterfront Ballpark Fiscal Impact Analysis Report by Century Urban Oakland City Planning Commission STAFF REPORT
Case File Number: ER18-01 6 January 19, 2022
#2
Location: Howard Terminal at the Port of Oakland
1 Market Street (APN’s: 018-0405-001-00; -002-00; & -004-00; -003-01; & -003-02 and 018-0410-001-04; -001-05; -003-00; -004-00; -005-00; -006-01; -006-02; -007-00 & -008-00)
Proposal: Public Hearing to consider providing a recommendation to the City Council regarding the Certification of the EIR for The Oakland Waterfront Ballpark District Project, which would construct: a new open-air waterfront multi-purpose Major League Baseball (MLB) ballpark with a capacity of up to 35,000-persons; mixed use development including up to 3,000 residential units, up to 1.5 million square feet of office, and up to approximately 270,000 square feet of retail uses; an approximately 50,000 square-foot indoor performance center with capacity of up to 3,500 individuals; up to 400 hotel rooms; and a network of approximately

18.3 acres of publicly-accessible open spaces.

The proposed Project may also include one or more variants, which include:
• Peaker Plant Variant: Implementation of the planned conversion of the existing Oakland Power Plant (referred to as the “Peaker Power Plant” in the EIR) in the historic PG&E Station C facility from using jet fuel to battery storage, modifications to the wings of the building, and removal of the fuel tank and replacement with a new mixed-use building; • Aerial Gondola Variant: Construction of a new aerial gondola above and along Washington Street, extending from a station located at 10th and Washington Streets in downtown Oakland to a station located at Water and Washington Streets in Jack London Square.

Applicant: Oakland Athletics Investment Group, LLC
Contact Person: Noah Rosen – (510) 746-4406
Owners: City of Oakland
Duke Energy Oakland LLC
Planning Permits Required: While not under consideration for this hearing, the City is currently reviewing development application filings for the Project consisting of: a Planned Unit Development, General Plan Amendment, Rezoning, Tentative Tract Map and Development Agreement.

General Plan: General Industry
EPP – Retail Dining & Entertainment - 1
Zoning: IG
M-40
Environmental
Determination:

Draft Environmental Impact Report was published for a 45-day review period from February 26, 2021 to April 12, 2021, and then extended to 60 days ending on April 27, 2021. The Final EIR, including the Response to Comments, was published on December 17, 2021
Historic Status: Designated Historic Property (DHP), survey rating A1+, PG&E Station C - Area of Primary Importance (API)
City Council District: 3
Action to be Taken: Public Hearing to consider providing a recommendation to the City Council regarding the Certification of the EIR.

Staff Recommendation: Provide recommendation to the City Council to Certify the EIR.

Finality of Decision: Recommendation to City Council for Decision For further information: Contact case planner Peterson Vollmann at 510 238-6167 or by e-mail at [email protected].

ATTACHMENT A
Oakland City Planning Commission January 19, 2022
Case File Number ER18-016 Page 2

Oakland City Planning Commission January 19, 2022
Case File Number ER18-016 Page 3

SUMMARY

The item before the Planning Commission is the Oakland Waterfront Ballpark District Project EIR, which is being pursued by the Oakland Athletics Investment Group, LLC (Oakland A’s). The purpose of this report and of the January 19, 2022 public hearing is to provide information and to solicit comments on the adequacy of the Final Environmental Impact Report on the Oakland Waterfront Ballpark District Project, and for the Planning Commission to consider a motion to recommend that the EIR be forwarded to the City Council for certification.

The Oakland A’s have filed permit applications with the City of Oakland (“City”) for a Planned Unit Development, Tentative Tract Map, General Plan Amendment and Rezoning as well as a Development Agreement to govern the development of the Oakland Waterfront Ballpark District Project. Pursuant to Planning Code Section

17.130.080, given the legislation required as part of the project entitlements, the City Council is the approving body for the entire development application, and the Planning Commission acts in an advisory role in the form of providing a recommendation to the City Council. In addition, the Project site is within the jurisdictional authority of both the Port Board of Commissioners (“Port Board”) and the City Council. As such, for the City to process and approve the foregoing Project entitlements, the City Council must accept a request from the Port Board of Commissioners, to assume the relevant additional jurisdictional responsibilities for the Project through an ordinance (the “Jurisdictional Ordinance”).

However, this hearing is not intended for receipt of comments on the merits of the Project as it pertains to all of the Project entitlements. At this stage, the only Project-related action that will be considered for approval by the City Council, in addition to the EIR certification, is the adoption of the Jurisdictional Ordinance. The remainder of the Project applications will come before the Planning Commission at a later date, after consideration by and certification of the EIR and adoption of the Jurisdictional Ordinance by the City Council.

BACKGROUND

In April 2018, the Port of Oakland (“Port”) entered into an Exclusive Negotiating Agreement (ENA) with the Oakland A’s so they could explore the possibility of developing a new ballpark and mixed-use development at the Howard Terminal property.

The City is the Lead Agency pursuant to the California Environmental Quality Act (CEQA) and has the responsibility to prepare the Environmental Impact Report (EIR) for the Project. In November 2018, the Oakland A’s filed a request for environmental review application with the City to begin review and consideration of a proposal for the Oakland Waterfront Ballpark District Project.

The EIR for the Project was prepared subject to the California Assembly Bill (AB) 734 judicial streamlining legislation (California Environmental Quality Act: Oakland Sports and Mixed-Use Project) that added provisions to CEQA as Public Resources Code Section 21168.6.7 for the Project.

In May 2019, the Board of Port Commissioners unanimously approved an Exclusive Negotiating Term Sheet Agreement (“Term Sheet”) with the Oakland A’s in order for the team to pursue a new ballpark and mixed-use development at Howard Terminal. The Port Resolution approving the Term Sheet also contemplated that the City Council would approve a General Plan amendment and residential use within the Project site pursuant to the City Charter, and in addition, approved that the City Council accept additional jurisdictional responsibilities for the proposed Project, including the negotiation and approval of a Development Agreement, zoning amendments, and design review.

Oakland City Planning Commission January 19, 2022
Case File Number ER18-016 Page 4

In furtherance of the Port Resolution, on January 21, 2020, the City Council authorized the City Administrator to execute a non-binding Memorandum of Understanding Between City and Port Regarding Howard Terminal Oakland A’s Ballpark Project through the adoption of Resolution No. 87998 C.M.S and, in February 2020, the City and Port executed such Memorandum of Understanding (the “City-Port MOU”). Amongst other provisions, the City Port-MOU contemplates that, upon effectuation through appropriate final action by the City Council, the City accept responsibility for processing of the planning and zoning development applications. Subsequently, the Oakland A’s filed the development applications with the City, including the Planned Unit Development, Tentative Tract Map, and Development Agreement along with the request for the General Plan Amendment and Rezoning.

On February 26, 2021, the City published the Draft EIR along with the Notice of Availability beginning a 45-day public comment period, which was extended for 15 additional days through April 27, 2021. Hearings on the Draft EIR were held before the Landmarks Board on March 22, 2021, and before the Planning Commission on April 21, 2021.

In July 2021, the City Council adopted a Resolution approving the non-binding terms of a Development Agreement between the City and the Oakland A’s.

On December 17, 2021, the City published the Final EIR/ Response to Comments Document along with the Notice of Availability and hearing on consideration of EIR Certification.

The purpose of this meeting is to take any remaining public testimony concerning the EIR and to consider making a recommendation to the City Council on the Adoption of the attached Findings for Certification of the EIR.

SITE DESCRIPTION

The Project site includes approximately 55 acres that comprise the Charles P. Howard Terminal (Howard Terminal) and certain adjacent properties located at the Port along the Inner Harbor of the Oakland-Alameda Estuary (Estuary). Howard Terminal is owned by the City of Oakland, a municipal corporation, acting by and through its Board of Port Commissioners. The adjacent properties that the Athletics Investment Group, LLC (Project sponsor) seeks to secure are currently owned by Dynegy Oakland, LLC, a Delaware limited liability company. The site is bound generally by the Oakland Estuary Middle Harbor on the south; Jack London Square on the east; Union Pacific railroad tracks and Embarcadero West on the north; and the heavy metal recycling center, Schnitzer Steel, on the west.

Used as a container shipping terminal until January of 2014, the Howard Terminal portion of the Project site is approximately 50 acres and is currently leased by the Port to short-term tenants for maritime support uses. Howard Terminal is not open to the general public. Existing uses on Howard Terminal include, but are not limited to, truck parking, loaded and empty container storage and staging, longshoreperson training facilities, and berthing vessels for maintenance and storage. Howard Terminal is designated as Berths 67 through 69 within the Port. Berths 67 and 68 were constructed in the early 1980’s, and Berth 69 was constructed in the mid 1990’s. Four container cranes are located on Howard Terminal and were used to load and unload ships when the terminal was in active use as a shipping facility.

The Project site also encompasses the Port-owned surface parking lot at Embarcadero West and Clay Street, and the existing Oakland Fire Station located approximately at Clay and Water Streets. Water Street is the east-west pedestrian corridor through Jack London Square.

The Project site also includes the approximately 2.5-acre historic Pacific Gas & Electric (PG&E) Station C facility, owned by Vistra (Duke Energy Oakland LLC), located on the south side of Embarcadero West as a project variant, Oakland City Planning Commission January 19, 2022
Case File Number ER18-016 Page 5

referred to throughout the Draft EIR as the “Peaker Power Plant” given its function to supply power to the electric grid at times of peak demand.

Existing regional access to the Project Site exists via both Interstate 880 and Interstate 980, with on-ramps to each within one mile of the Project Site. The Project Site is located about one mile (a 20- to 25-minute walk) from three BART stations including West Oakland, 12th Street Downtown, and Lake Merritt. Railroad tracks are adjacent to the north boundary of the Project Site and there are several at-grade crossings of the railroad tracks nearby, including two directly into the Project Site. There is also an Amtrak / Capital Corridor train station about one-half mile from the Project Site, transit bus service is within one-quarter mile, and the Jack London Ferry Terminal is immediately adjacent to the east of the Project Site.

Historic Resources

PG&E Station C facility (“Peaker Power Plant”), on the southern side of Embarcadero West, has an Oakland Cultural Heritage Survey (OCHS) rating of A1+, and is also located within the Area of Primary Importance (API) for the same facility that also includes structures on the north side of Embarcadero West.

The Project Site includes four shipping cranes. The City received two studies with differing conclusions on the historic significance of Crane X-422, which is the crane located at the westernmost portion of the wharf; the Lead Agency will make the determination on whether or not Crane X-422 is a historical resource under CEQA as part of its findings at the time of Project approval. Out of an abundance of caution and supported by a motion of the Landmarks Board on March 22, 2021, the EIR treats Crane X-422 as an historic resource for CEQA purposes.

PROJECT DESCRIPTION

The proposed Project would construct: a new open-air waterfront multi-purpose Major League Baseball (“MLB”) ballpark with a capacity of up to 35,000-persons; mixed-use development including up to 3,000 residential units, up to 1.5 million square feet of office (which could include a range of commercial uses, including but not limited to general administrative and professional offices and life sciences/research); up to approximately 270,000 square feet of retail uses; an approximately 50,000 square-foot indoor performance center with capacity of up to 3,500 individuals; up to 400 hotel rooms; a network of approximately 18.3 acres of privately-owned, publicly-accessible open spaces; and a maximum of 8,900 total parking spaces at full buildout. Approximately 2,000 parking spaces would be shared by the ballpark and the performance center, and the remaining 6,900 parking spaces would serve residential and commercial uses on the site.

The proposed Project would demolish all existing buildings and structures on the Howard Terminal site except for the four existing shipping container cranes in order to develop the proposed multiple phased development of the Project.

Existing structures on other parcels within the Project site would also be removed, with the exception of the Peaker Power Plant. Although the Project does not propose to demolish the four existing shipping container cranes or Fire Station 2, the DEIR analyzes the potential effects in the event that they are to be demolished. The demolition of the shipping container cranes are analyzed for removal given that it may be infeasible to retain them, and the Fire Station #2 may potentially be demolished and relocated as a means of enhancing the pedestrian approach to the ballpark along Water Street.

Oakland City Planning Commission January 19, 2022
Case File Number ER18-016 Page 6

The proposed Project would extend Market Street and Martin Luther King Jr, Way south onto the Project site, and also extend Water Street (a pedestrian street that is also accessible to and used by motor vehicles between Clay and Washington Streets) west from Jack London Square into the Project site. The site itself would have new north- south streets that align with those in the Acorn Industrial area immediately north of the site, and east-west streets creating a grid pattern.

The proposed Project would be developed in multiple phases: Phase 1 followed by the remaining development of the site, which together is “Buildout”. Phase 1 would generally include the area east of Market Street and is expected to take a minimum of 2 years to construct. Phase 1 is expected to include the ballpark, up to 540 residential dwelling units, 250,000 square feet of commercial office space, 30,000 square feet of retail and restaurant uses, 400 hotel rooms, and approximately 12.7 acres of publicly-accessible open space. Once the ballpark is constructed in Phase 1, the Project sponsor would relocate all Oakland A’s baseball operations from the existing RingCentral Coliseum to the new facility. No physical changes are proposed at the RingCentral Coliseum site as part of the Project.

During and after Phase 1, the pace of building out the remainder of the site Buildout would be dependent on market demand, absorption, financial feasibility, and construction practicalities. Construction of Buildout could overlap with occupancy and use of Phase 1 buildings, and construction of multiple development parcels/blocks could occur concurrently. The analysis in this Draft EIR conservatively captures this possibility by modeling Buildout to occur in the eighth year after construction begins.

A “Maritime Reservation Scenario” is being considered for the Project, which involves an alternative site plan for the proposed Project. In accordance with the Term Sheet for Howard Terminal between the Project sponsor and the Port dated May 13, 2019, the Port would have the right, between May 2024 and May 2029, to terminate the Project sponsor’s development rights to various portions of the Project site totaling approximately 10 acres, generally located in the southwestern corner of the site, if the Port deems those areas necessary to accommodate the expansion of the turning basin that is used to turn large vessels within Oakland’s Inner Harbor. If that occurs, the Project site plan would be modified, and the proposed development would be denser, fitting the same development program (i.e. the ballpark and mix of other uses proposed) onto the smaller site, with less park/open space area.

The Project includes a transportation program that includes a Transportation Management Plan (TMP) for game and event days, and a Transportation and Parking Demand Management Program (TDM) that would allow the Project to achieve the 20 percent Vehicle Trip Reduction (VTR) requirement of AB 734. The proposed Project would also include transportation infrastructure improvements (onsite and offsite) to improve pedestrian and bicycle access and address onsite and offsite circulation prior to and after ball games or other peak events, as well as for the ancillary mixed-use development.

Oakland City Planning Commission January 19, 2022
Case File Number ER18-016 Page 7

The proposed Project may also include one or more variants, which are optional Project elements that may or may not become part of the Project for particular reasons. Two variants are analyzed in a separate section of the Draft EIR:
• Peaker Power Plant Variant: Implementation of the planned conversion of the existing Oakland Power Plant (referred to as the “Peaker Power Plant” in the Draft EIR because of its role in supplying power to the electric grid to meet peak demands) in the historic PG&E Station C facility from using jet fuel to battery storage, modifications to the western wing of the building, and removal of the fuel tank and replacement with a new mixed-use building.
• Aerial Gondola Variant: Construction of a new aerial gondola above and along Washington Street, extending from a station located at 10th and Washington Streets in downtown Oakland to a station located at Water and Washington Streets in Jack London Square.

While one of these variants would include new mixed-use buildings, it would not increase the amount of development proposed under the Project but rather re-allocate the proposed amount of building square footage and number of residential units.

ENVIRONMENTAL REVIEW PROCESS

The City is the Lead Agency pursuant to CEQA and has the responsibility to prepare the EIR for the Project, under the requirements of CEQA, pursuant to Public Resources Code Section 21000 et. seq. An Initial Study was not prepared for the Project, as authorized under Section 15060(d) of the CEQA Guidelines.

As noted above, the EIR for the Project was prepared pursuant to AB 734, which added provisions to CEQA as Public Resources Code Section 21168.6.7 for the Project.

In addition to the above and consistent with the procedural requirements of Section 21168.6.7, the Draft EIR and all other documents submitted to or relied upon by the lead agency in the preparation of the Draft EIR could also be accessed and downloaded from the following website: http://www.waterfrontballparkdistrict.com. In addition, any document prepared by the lead agency or submitted by the applicant after the date of the release of the Draft EIR that is a part of the record of proceedings, and comments received on the Draft EIR, are available to the public on this same website in a readily accessible electronic format within the timeframes specified by Section 21168.6.7.

Publication and Distribution of the DEIR

A Notice of Preparation was issued on November 30, 2018 and a scoping session held before the Landmarks Board on December 17, 2018 and the Planning Commission on December 19, 2018. The Oakland Waterfront Ballpark District Project DEIR was prepared and released on February 26, 2021, beginning a 45-day public comment period, which was extended to 60 days. Consistent with the procedural requirements of Section 21168.6.7, the City conducted an informational workshop within 10 days after the release of the Draft EIR on March 8, 2021 to inform the public of the key analyses and conclusions of the Draft EIR. The DEIR was heard before the Landmarks Board on March 22, 2021 and at the Planning Commission on April 21, 2021. The public review and comment period ended on April 27, 2021.

The following environmental topics were addressed in detail in the Draft EIR:

• Aesthetics, Shadow and Wind • Land Use, Plans and Policies Oakland City Planning Commission January 19, 2022
Case File Number ER18-016 Page 8

• Air Quality • Noise and Vibration
• Biological Resources • Population and Housing
• Cultural and Tribal Cultural Resources • Public Services • Energy • Recreation
• Geology, Soils, and Paleontological Resources • Transportation and Circulation • Greenhouse Gas Emissions • Utilities and Service Systems • Hazards and Hazardous Materials
• Hydrology and Water Quality

Potentially Significant Impacts Identified in the Draft EIR

All impacts and Mitigation Measures identified in the Draft EIR were summarized in Table 2-1 at the end of Chapter 2 (Summary) of the Draft EIR. Table 2-1 also identified the level of significance of the impact after recommended Mitigation Measures are implemented. Other than the impacts discussed below, all of the environmental effects of the Project can be reduced to less than significant levels through implementation of recommended Mitigation Measures. Some of the mitigation measures in the Draft EIR were modified in the Final EIR in response to comments. The revised mitigation measures are set forth in the Final EIR in Chapter 7 City Initiated Updates and Errata to the DEIR (which includes a revised summary Table 2-1) and the Draft Mitigation Monitoring and Reporting Program included as an appendix to the Final EIR.

The Draft EIR identified the following Significant and Unavoidable environmental impacts considered under CEQA:

• Impact AES-5: The Project would create winds that exceed 36 mph for more than one hour during daylight hours during the year.

• Impact AES-1.CU: The Project, combined with cumulative development in the Project vicinity and citywide, would result in significant cumulative wind impacts.

• Impact AIR-1: Demolition and construction associated with the Project would result in average daily emissions that would exceed the City’s construction significance thresholds of 54 pounds per day of NOX.

• Impact AIR-2: Operation of the Project (and combined overlapping construction and operation) would result in operational average daily emissions of more than 54 pounds per day of ROG and NOX and 82 pounds per day of PM10; or result in maximum annual emissions of 10 tons per year of ROG and NOX, and 15 tons per year of PM10.

• Impact AIR-1.CU: The Project, combined with cumulative development in the Project vicinity and citywide, would contribute to cumulative regional air quality impacts associated with criteria pollutants.

• Impact AIR-2.CU: The Project, combined with cumulative development would contribute to cumulative health risk impacts on sensitive receptors.

• Impact CUL-4: The proposed Project would result in a substantial adverse change in the significance of a historical resource as defined in CEQA Guidelines Section 15064.5 related to potential removal of Crane X-422.

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• Impact CUL-1.CU: The Project, combined with cumulative development in the Project vicinity as a result of the Downtown Oakland Specific Plan and citywide, would contribute to cumulative adverse impacts on historical resources.

• Impact NOI-1: Construction of the proposed Project would result in substantial temporary or periodic increases in ambient noise levels in the Area in excess of standards established in the local general plan or noise ordinance, or applicable standards of other agencies.

• Impact NOI-2: Construction of the proposed Project would expose persons to or generate groundborne vibration that exceeds the criteria established by the Federal Transit Administration (FTA).

• Impact NOI-3: Operation of the proposed Project would result in generation of noise resulting in a 5-dBA permanent increase in ambient noise levels in the Project vicinity above levels existing without the Project, or generate noise in violation of the City of Oakland Noise Ordinance (Oakland Planning Code section

17.120.050) regarding operational noise.

• Impact NOI-1.CU: Construction activities of the proposed Project combined with cumulative construction noise in the project area would cause a substantial temporary or periodic increase in ambient noise levels in the project vicinity during construction.

• Impact NOI-2.CU: Operation of the proposed Project when considered with other cumulative development would cause a substantial permanent increase in ambient noise levels in the project vicinity.

• Impact TRANS-3: The Project would generate additional multimodal traffic traveling across the at-grade railroad crossings on Embarcadero that would expose roadway users (e.g., motorists, pedestrians, bus riders, bicyclists) to a permanent or substantial transportation hazard.

• Impact TRANS-6: The Project traffic volumes would cause the significant degradation of two CMP or MTS segments in 2020:
o Posey Tube in the eastbound direction between the City of Alameda and the City of Oakland. o Webster Tube in the westbound direction between the City of Oakland and the City of Alameda.

• Impact TRANS-3.CU: The Project would contribute to cumulative volumes of multimodal traffic traveling across the at-grade railroad crossings on Embarcadero that would cause or expose roadway users (e.g., motorists, pedestrians, bus riders, bicyclists) to a permanent or substantial transportation hazard.

• Impact TRANS-6.CU: The Project would contribute to congestion on CMP Roadway Segments, including degradation from LOS E or better to LOS F or an increase the v/c ratio by 0.03 or more for segments already projected to operate at LOS F on the following CMP or MTS segments in 2040:
o I-880 in the northbound direction between 23rd Avenue and Embarcadero. o SR 24 in the eastbound direction between Broadway and State Route 13. o Posey Tube in the eastbound direction between the City of Alameda and the City of Oakland. o Webster Tube in the westbound direction between the City of Oakland and the City of Alameda. o Market Street in the northbound direction between 12th Street and 14th Street o Market Street in the southbound direction between Grand Avenue and 18th Street

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Significant and Unavoidable Impacts Related to Project Variants

• Impact CUL-8: The proposed Project, with the Peaker Power Plant Variant, would directly impact a historical resource through removal of portions of the east and west wings of the building at 601 Embarcadero West.

• Impact CUL-10: The proposed Project, with the Aerial Gondola Variant, would result in indirect impacts to the Old Oakland API.

• Impact CUL-3.CU: The Project, in combination with the Peaker Power Plant Variant, would contribute to a citywide cumulative impact on cultural and historic resources identified in the Downtown Oakland Specific Plan EIR through the loss of the historic wings of the Peaker Power Plant.

• Impact CUL-4.CU: The proposed Project, in combination with the Aerial Gondola Variant, would contribute to a citywide significant cumulative impact on cultural and historic resources identified in the DOSP EIR through changes to the setting of the Old Oakland API.

Project Alternatives

Chapter 6 of the Draft EIR included the analysis of four alternatives, including the “No Project Alternative”, to the Proposed Project that meet the requirements of CEQA, which included a reasonable range of alternatives to the Project that (aside from the No Project Alternative) may feasibly attain most of the Project’s basic objectives, and potentially avoid or substantially lessen many of the Project’s significant environmental effects. The CEQA alternatives analyzed in Chapter 6 included:

• Alternative 1: The No Project Alternative. Under the No Project Alternative, the proposed Project would not be approved, none of the Project variants would be implemented, and no physical changes would occur. Howard Terminal would remain in use by short-term tenants of the Port for maritime support uses. The Oakland A’s would continue to use the Oakland Coliseum until the end of their current lease in 2024. In the longer term, it is a likely possibility that the A’s would have to build a new ballpark, either in Oakland or somewhere else.
• Alternative 2: The Off-Site (Coliseum Area) Alternative. Under this alternative, Howard Terminal would remain in its current use and the Oakland A’s would construct a new ballpark and mixed-use development at the site of the Oakland Coliseum. No physical changes would occur at Howard Terminal, which would remain in use by short-term tenants of the Port for maritime support uses. None of the Project variants analyzed in Chapter 5 would be implemented with the Off-Site (Coliseum Area) Alternative. • Alternative 3: The Proposed Project with Grade Separation Alternative. Under this alternative, the proposed Project would be constructed at the Project site and would be revised to include construction of a grade-separated crossing of the railroad tracks for vehicles accessing the site as well as the pedestrian and bicycle bridge included as mitigation in Section 4.15, Transportation and Circulation. Alternative 3 may or may not include implementation of other Project variants. • Alternative 4: The Reduced Project Alternative. Under this Alternative, site preparation and phased construction of a new ballpark and other uses would occur, however commercial and residential development would be at lower densities than with the proposed Project. The site plan for Alternative 4 would be the same as for the proposed Project, with commercial, residential, and mixed-use development.

All buildings other than the ballpark and the hotel would be no taller than 60 or 70 feet and both the amount of construction and the intensity of use of the site would be less than with the proposed Project.

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The DEIR concluded that the No Project Alternative is the environmentally superior alternative. In instances where the No Project Alternative is the environmentally superior alternative, CEQA requires that an environmentally superior alternative be identified from the remaining alternatives. The Reduced Project Alternative is identified as the most environmentally superior alternative from the remaining alternatives because it would reduce the air pollutant emissions and health-related consequences of the proposed Project and all of the other alternatives.

Response to Comments/ Final EIR Document

The Response to Comments/ Final EIR was published, along with the Notice of Availability, on December 17, 2021. The Response to Comments (RTC)/Final EIR document (which together with the DEIR make up the EIR) includes written responses to all comments received during the public review period on the DEIR and at the public hearings on the DEIR held by the Landmarks Board and the Planning Commission. Due to the COVID-19 pandemic, the City’s administrative offices, including the Bureau of Planning, remains closed to the public.

Therefore, hard copies of the document are not available for public review. Therefore, pursuant to the Governor’s Executive Order N-80-20, the City is following an alternative process for providing access to the Final EIR.

Consistent with the Executive Order, the Final EIR has been uploaded to the State Clearinghouse CEQAnet portal (https://ceqanet.opr.ca.gov/). And, the Final EIR may be viewed or downloaded from the City’s website:
https://www.oaklandca.gov/documents/oakland-as-waterfront-ballpark-district-at-howard-terminal- environmental-impact-report-documents-case-file-number-er18-016.

Response to Comments/Final EIR Content and Summary

• The RTC/Final EIR runs about 3,500 pages plus appendices & incorporates the Draft EIR by reference.

Introductory information is provided in Chapter 1
• Includes update to Project information (Chapter 2)
• Includes a list of all commenters (Chapter 3)
• Includes 23 “consolidated responses” responding to comments raised by multiple commenters (Chapter 4) • Includes all public agency comments, and responses to the comments (Chapter 5.1) • Includes all organization comments and responses to the comments (Chapter 5.2) • Includes all individual comments and responses to the comments (Chapter 5.3) • Includes all comments at public hearings and responses to the comments (Chapter 6) • Includes City-initiated updates and errata to the Draft EIR, including approximately 300 pages of specific edits to various sections of the Draft EIR (Chapter 7)
• Contains a draft Mitigation Monitoring and Reporting Program as an Appendix 02 as well as the following appendices: Public Resources Code Section 21168.6.7 and AB 1191 (Appendix 01); Public Hearing Transcripts (Appendix 03); Biological Resources Supporting Information (revised) (Appendix 04); Cultural Resources Supporting Information (revised) (Appendix 05); and Sea Level Rise-Related Supporting Information (Appendix 06)
• Does not contain “significant new information” per State CEQA Guidelines Section 15088.5 requiring recirculation prior to certification

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Updated Project Information - Addressed in Chapter 2 of the RTC/Final EIR

• Affordable housing program consistent with term sheet adopted by the City Council in July 2021 • Allowance for fishing from portions of the Waterfront Park wharf (no separate fishing pier is feasible due to the federal navigation channel)
• Proposed at-grade railroad safety improvements extended east to Oak Street (rather than ending at Broadway)
• Preparation of a Draft Remedial Action Plan (RAP) rather than a Removal Action Workplan (RAW) for review by the Department of Toxic Substances Control (DTSC) • Project applications and proposed design guidelines now available • Peaker Power Plant Variant modifications to preserve the east wing (only the west wing would be partially removed)
• Non-CEQA updates (continued negotiations regarding the development agreement and community benefits; Port discussions regarding seaport compatibility measures, which will incorporate Final EIR mitigation measures plus non-CEQA items)
Consolidated Responses - Issues Raised by Multiple Commenters & Addressed in Chapter 4 of the RTC/Final EIR

• Project Description
• Formulation, Effectiveness and Enforceability of Mitigation Measures • Recirculation of the Draft EIR
• Port Operations & Land Use Compatibility
• Truck Relocation
• Rail Safety, Grade Crossings, & Grade Separation
• Parking
• Chinatown
• Range of Grade Separation Alternatives
• The Off-Site (Coliseum Area) Alternative
• Quiet Zone
• Affordable Housing
• Gentrification and Indirect Displacement
• Environmental Justice
• Urban Decay
• Remediation Plans, Land Use Covenants, and Human Health and Ecological Risk Assessments • Bird Impacts from Fireworks Displays
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• Effects of Light and Glare on Maritime Operations and Safety • BART Station Capacity
• AC Transit Congestion Impacts
• Transportation and Parking Demand Management Plans and Transportation Management Plan Considerations
• General Non-CEQA
Updates and Errata to the Draft EIR - Addressed in Chapter 7 of the RTC/Final EIR

• Updates to the Hazards section of the Draft EIR to reflect the A’s decision to prepare a Remedial Action Plan (RAP) rather than a Remedial Action Workplan (RAW) for review by DTSC. o A RAP better reflects the cost/size of the undertaking and will require a public hearing. o The A’s expect to submit their draft RAP to DTSC early in 2022.

• An expanded explanation of health risks and the remediation process is provided in Final EIR Consolidated Response 4.16.
• Updates to air quality mitigation in response to comments from BAAQMD, CARB, and others. For example:
o Narrow exception to Tier 4 construction equipment requirement (MM AIR-1b & 1c) o Require use of electrical hook-ups for transportation refrigeration units (TRUs) at the ballpark (MM AIR-2d)
o Require documentation of emissions and emission reduction measures rather than requiring a plan be prepared (MM AIR-2e)
o Specify required on-site emission reduction measures plus potential offsite reduction measures, new technologies, and use of emission offsets (MM AIR-2e) o Require building electrification per City ordinance, EV charging beyond what is required, and maximum feasible vehicle trip reductions (i.e. beyond the 20% requirement of AB 734) (MM AIR- 2e)
o Reference additional WOCAP measures that can be implemented to reduce cumulative health risks (MM AIR-2.CU)

• Inclusion of additional information about the Ohlone and added provisions regarding notification of Native American representatives in MM CUL-4a and 4b
• Text additions and edits requested by BCDC
• Clarification of mitigation requiring an adaptive management and contingency plan related to sea level rise (MM HYD-3). The plan would be based on monitoring of flooding events/sea level rise/groundwater levels, and would establish triggers for management actions and for implementation of adaptation measures.
• Refinements to the description of rail safety improvements (fencing) along Embarcadero West in response to comments from UPRR and CPUC. The final suite of at-grade crossing improvements will be established through the GO 88-B Request (Authorization to Alter Highway Rail Crossings) process. (MM TRANS-3a)
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• Identify specific required and optional measures to achieve 20 percent vehicle trip reduction for non- ballpark uses (MM TRANS-1a)
• Identify additional, specific measures required to achieve 20 percent vehicle trip reduction for the ballpark (MM TRANS-1b)
• Edits to Alternatives section in response to comments about grade separation and the Coliseum site.

PENDING LAND USE APPROVALS AND LOCAL AUTHORITY

City and Port Shared Jurisdictional Authority

Pursuant to Article VII of the City Charter, including Sections 706(23), 708, 713, and 727, development of the Proposed Project will require discretionary approvals from both the City and the Port.

In May 2019, in its Resolution approving the Term Sheet, the Port Board also contemplated that the City Council would approve a General Plan amendment and residential use within the Project site pursuant to the City Charter, and in addition, approved that the City Council accept additional jurisdictional responsibilities for the proposed Project, including the negotiation and approval of a Development Agreement, zoning amendments, and design review.

In furtherance of the Port Resolution, on January 21, 2020, the City Council authorized the City Administrator to execute a non-binding Memorandum of Understanding Between City and Port Regarding Howard Terminal Oakland A’s Ballpark Project through the adoption of Resolution No. 87998 C.M.S and, in February 2020, the City and Port executed the City-Port MOU. Amongst other provisions, the City Port-MOU contemplates that, upon effectuation through appropriate final action by the City Council, the City accept responsibility for processing planning and zoning development applications. Subsequently, the Oakland A’s filed the development applications with the City including the Planned Unit Development, Tentative Tract Map, and Development Agreement, along with the request for the General Plan Amendment and Rezoning.

General Plan

The General Plan’s Land Use and Transportation Element (LUTE) classifies the project site as being located in the General Industrial and Transportation land use classification area. The General Industrial and Transportation land use classification is intended to recognize, preserve, and enhance areas of the City for a wide variety of businesses and related establishments that may have the potential to create off-site impacts such as noise, light/glare, truck traffic, and odor. These areas are characterized by sites with good freeway, rail, seaport, and/or airport access. The area east of Jefferson Street is located within the General Plan’s Estuary Policy Plan (EPP) Area and is designated as a Retail, Dining and Entrainment 1 Area, which is an extension of Jack London Square.

Approval of a General Plan Amendment would be necessary to allow for the mixed development currently being proposed as part of the Project. The applicant has requested an amendment from the LUTE General Industrial and Transportation land use classification to the LUTE Regional Commercial classification, and an amendment from the EPP Retail Dining and Entertainment -1 land use classification to the EPP Retail Dining and Entertainment – 2 classification.

Zoning

The Project Site is located within the IG, General Industrial Zone, and the portion east of Jefferson Street is located within the M-40, Heavy Industrial Zone. These zones allow heavy industrial and manufacturing uses, transportation facilities, warehousing and distribution, and similar and related supporting uses. It is anticipated that the Project approvals will include adoption of a new site-specific PUD Zoning for the proposed mixed-use Oakland City Planning Commission January 19, 2022
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development of the site. The zoning framework would control uses within development parcels post construction while the maximum allowed density and intensity along with all development standards would be applied through the Preliminary Development Plan and Design Guidelines of the PUD application.

Forthcoming Project Entitlement Applications

As mentioned earlier in this report, pursuant to the City-Port MOU, the Oakland A’s have filed permit applications with the City for a Planned Unit Development, Tentative Tract Map, and Development Agreement along with applications for a General Plan Amendment and Rezoning to govern the development of the Oakland Waterfront Ballpark District Project. The City is currently reviewing those development application submittals and upon Certification of the EIR and adoption of the Jurisdictional Ordinance by the City Council, those development applications will come back before the Planning Commission for a recommendation to the City Council for consideration and approval.

Key Required Project Approvals by Outside Responsible Agencies (Non-City)

Upon Certification of the EIR for the Project (and in most instances only after any Project approval by the City), the Project will also require a number of key approvals from other Responsible Agencies as identified in the EIR, which may be reviewed concurrently or subsequent to the City development applications cited above. The agencies and permits include but are not limited to the following:

Board of Port Commissioners

• Approval of Option Agreement and related transaction documents (e.g., Operations and Management Agreement, parcel lease and conveyance agreements)
• Approval of a Trust Settlement and Exchange Agreement addressing public trust issues affecting the Project site
• Port Building Permits (sometimes referred to as a Port Development Permit) State Lands Commission
• Approval of a Trust Settlement and Exchange Agreement addressing public trust issues affecting the Project site
Bay Conservation Development Commission (BCDC)
• Major Permit
• Amendment to the BCDC and Metropolitan Transportation Commission (MTC) Seaport Plan, Amendment to the BCDC Bay Plan
Department of Toxic Substances Control (DTSC)
• Oversight of proposed site remediation to allow proposed uses (including a Remedial Action Plan) • Amendments to proposed Covenants to Restrict Use of Property that current apply to the Project site California Public Utilities Commission (CPUC)
• Review and approval of all affected railroads and obtaining all necessary permits/approvals, including a GO 88-B Request (Authorization to Alter Highway Rail Crossings) (Applies to all improvements to existing at-grade rail crossings including all new grade separated crossings)

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KEY ISSUES

Seaport Compatibility

For CEQA analysis purposes, a fundamental conflict with adjacent or nearby land uses means that the character of activities associated with one land use is in fundamental conflict with the uses of adjacent land, or the characteristics of one land use disrupts or degrades adjacent land uses to such a degree that the functional use of the adjacent land for its existing or planned purpose is imperiled. The Draft EIR included mitigation measures to address potential land use conflicts.

The comments regarding land use compatibility were primarily addressed in Chapter 4 of the Response to Comments/Final EIR under Consolidated Response 4.4 which focuses on Port-related land use compatibility, including Seaport road and rail access, recreational watercraft and maritime navigation, and the Seaport Compatibility Measures (further discussed below).

As referenced above, the Term Sheet for Howard Terminal between the Oakland A’s and the Port requires the parties to negotiate Seaport Compatibility Measures as part of the business and operational terms for the real estate transaction. The Port has held numerous meetings with Seaport and maritime stakeholders to discuss the concerns and potential Seaport Compatibility Measures that could address the concerns raised. The Port followed up in July 2021 with a letter to the City Council that included a summary list that identified several potential Seaport Compatibility Measures that would incorporate elements of CEQA mitigation measures from the Draft EIR identified to reduce CEQA impacts related to land use, transportation/circulation, aesthetics, noise, and air quality.

The final Seaport Compatibility Measures may potentially include other measures not related to CEQA impacts; these are business terms for the transaction, which were therefore not covered in the EIR.

Transportation and Parking Impacts on Surrounding Neighborhoods

As would be expected for a project of this magnitude, numerous concerns were raised by communities in neighborhoods surrounding the Project site regarding traffic and parking concerns. In particular, many concerns were raised by the West Oakland and Chinatown communities.

Traffic congestion or measures of vehicular delay is not a significant environmental impact under CEQA and therefore, cannot be used as a significance criterion in CEQA documents, according to State CEQA Guidelines Section 15064.3. In addition, parking is not a significance criterion in the City of Oakland Transportation Impact Review Guidelines. Also, CEQA Section 21099(d) states that parking impacts of a residential, mixed-use residential, or employment center project on an infill site located within a transit priority area shall not be considered significant impacts on the environment. The CEQA threshold primarily focuses on Vehicle Miles Traveled (VMT), which is addressed by the Mitigation Measures implementing the TDM which applies to the non- ballpark development and the TMP which applies to the ballpark facility.

to the site and surrounding neighborhoods. Strategies to increase the use of and attractiveness of transit, walking, bicycling, and scooters are included, along with management techniques for attendee and employee traffic, and on ridesourcing (i.e., Lyft, Uber [transportation network companies [TNCs]) and taxis to reduce overall vehicle congestion in the area. The TMP also addresses railroad crossings, game day operations and communication, curb management, freight, and emergency vehicle access. It also includes a monitoring program with a process for making refinements to the plan to achieve identified performance standards. The TMP for the ballpark would include elements recommended for implementation in coordination with the City of Oakland Department of Transportation (OakDOT). The TMP includes required measures, and also includes elements that could be implemented as needed in the future.

Also included within the TMP is the City’s Parking Management Plan (PMP), which would enhance Residential Permit Parking (RPP). The RPP enhancement would address many concerns of the West Oakland community regarding on-street parking in residential neighborhoods by extending the hours of enforcement to prevent ballpark patrons from parking on nearby residential blocks. The PMP also would establish a parking reservation system for the numerous underutilized parking garages downtown so that ballpark patrons would pre-purchase a parking pass to one of the garages and drive directly to that location to prevent vehicles circulating in the area to find parking.

This program is referred to as OakPark and would be similar to the SacPark program that was established in Sacramento to address game-day parking and traffic management for the new Kings arena. This in addition to the on-street metered parking plan to adjust pricing to reflect demand and would go towards addressing a number of concerns of the Chinatown community regarding availability of parking for local merchants and residents and vehicles circulating through the neighborhood to find parking. As required by the City Council Resolution for the non-binding Development Agreement Term Sheet in July 2021, City staff continues to work with Chinatown representatives to establish measures to incorporate into the TMP to address concerns regarding availability of parking to reach a desirable balance of maintaining available parking for merchants and residents while also allowing merchants to benefit from the numerous ballpark patrons that would be coming into the area on game days. Staff is also continuing to work to identify specific locations that would be appropriate to deploy traffic control officers to ensure safety for pedestrians in the area due to the increases in pedestrian and vehicular traffic that would occur on game days.

At-Grade Railroad Crossings

Of particular concern to many commenters located within the Jack London District is that the measures outlined in Mitigation Measure TRANS-3a (Implement At-Grade Railroad Crossing Improvements) did not extend to the railroad crossings along Embarcadero West on Franklin Street, Webster Street, and Oak Street. Through the analysis conducted for the DEIR, the most desirable corridors for walking between the BART stations and the ballpark were identified, one of which included the 8th Street corridor through Chinatown connecting the Lake Merritt BART station with the ballpark via Broadway and Water Street. Many commenters located within the Jack London District opined that (and some expressed a desire that) a number of ballpark attendees would choose to walk through the Jack London District from the Lake Merritt BART Station. Although the pedestrian route from Lake Merritt BART Station to the ballpark through the Jack London District would represent a longer walk with less active storefronts than along 8th Street, the City appreciates the commenters’ desire for ballpark attendees to walk through the Jack London District between the Lake Merritt BART station and the Project site; and the associated rail safety at the at-grade railroad crossings along Embarcadero West at Franklin Street, Webster Street, and Oak Street. In response to these comments and suggestions, Mitigation Measure TRANS-3a was amended to include the at-grade crossing improvements to extend all the way down to Oak Street as suggested.

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The City also received numerous comments with concerns about the Project Alternatives studied to address the adjacent railroad tracks. In particular, there were concerns as to why Project Alternative 3 (Grade Separation Alternative) was not a required mitigation measure as well as the limited range of grade separated crossings that were analyzed. These comments are addressed in detail in consolidated responses in Chapters 4.6 and 4.9 of the Response to Comments/ Final EIR document. In brief summary, the decision to include the vehicular grade separated crossing as an alternative in the Draft EIR, rather than as a mitigation measure, was based on the scale (size and cost) of the undertaking and how it would modify the proposed site plan. The Grade Separation Alternative also poses some private property condemnation issues due to overpassing properties not under site control by the applicant as well as the need to eliminate private driveway access for a number of properties. As to the limited range of grade separations studied as alternatives to the project, these were based upon the feasibility of additional proposals. For example, the City received comments suggesting a number of additional alternatives for study, including grade separations at both Market Street and MLK Jr. Way, new grade separated access to the site while also permanently closing existing at-grade crossings at the site and into Jack London Square, as well as depressing the existing railroad tracks. A grade separation into the site at both Market Street and MLK Jr. Way was rejected and not studied further due to the extensive condemnation issues for off-site properties in addition to the substantial impacts on the site plan layout due to the need for elevated roadways that would extend into the site impacting the site frontages of 11 of the 18 proposed development blocks, and even eliminating access to a number of the blocks. The permanent closure of existing at-grade crossings at the site and into Jack London Square were also rejected and not further studied for the same reasons as well as the impacts and condemnation issues on properties within and adjacent to Jack London Square by eliminating auto access to those properties. The recommendation for depressing the railroad tracks was rejected due to the extensive time and costs and additional impacts associated with such a project, which would be a future proposed project of regional significance and scale.

Site Remediation

A number of comments received on the DEIR expressed concern or posed questions regarding the site remediation plans to be prepared later as improper deferral of mitigation as well as questioned the overall remediation process with DTSC with regard to a Removal Action Workplan (RAW) versus a Remedial Action Plan (RAP).

The Draft EIR identified Mitigation measures HAZ-1a through HAZ-1d, which provide the framework for the required remediation of the project site to ensure that it is safe for residential uses and other proposed activities that are currently prohibited by the current Land Use Covenants (LUC’s). The mitigations identified allow the City to ensure that the Project sponsor complies with state regulations regarding hazardous materials to the satisfaction of the California Department of Toxic Substances Control (DTSC), the agency with jurisdiction. Many comments argued that the specifics of the site remediation information and approvals should have been included in the Draft EIR, and by not doing so was improper deferral of mitigation. The Draft EIR identified a number of possible remediation activities that could be used to meet the regulatory requirements of DTSC; however, this is not an “impermissible deferral”, but rather demonstrated that meeting the regulatory requirements would be feasible.

Suggesting that the approved remediation plan should be provided as part of the EIR and that the Draft EIR is not adequate because the remediation plan is “deferred” represents a misunderstanding of the regulatory process since DTSC cannot legally approve a remediation plan until the Final EIR is certified. Potential impacts related to hazardous materials would be addressed by complying with requirements of state law to the satisfaction of DTSC, as set forth in the referenced mitigation measures, which is consistent with the State CEQA Guidelines.

As noted earlier, a number of comments raised concerns over the DEIR identification of the proposed RAW to be reviewed by DTSC and argued that this was the incorrect process since a RAP should instead be prepared. RAWs are prepared for remediation projects estimated to cost less than $2 million, whereas RAPs are prepared for remediation projects estimated to cost more than $2 million and include a more detailed evaluation and public meetings. At the time the DEIR was prepared, the applicant had assumed that a RAW would be required, and although the estimated cost of remediation is uncertain at this time, the Project sponsor has conservatively elected Oakland City Planning Commission January 19, 2022
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to prepare a RAP for review and approval by DTSC. The Final EIR has been amended to address this change.

However, this change does not alter the analysis, impact conclusions or required mitigation to address any potential impacts. More detail on this issue is provided in the Consolidated Responses Chapter 4.16 of the Response to Comments/ Final EIR document.

Affordable Housing

The updated affordable housing information added into the Project description does not impact the analysis or conclusions provided in the Draft EIR. From a CEQA perspective, the environmental impacts resulting for the development of housing as described in the Draft EIR would not change based on the affordability of the housing units and impacts of on-site housing proposed as part of the Project are addressed throughout the EIR. As stated in the Draft EIR, any off-site affordable units at not yet identified locations within the City would be required to undergo an independent CEQA analysis separate from this Project, but were still considered as part of the cumulative growth scenario for the City. More detail on this issue is provided in the Consolidated Responses Chapter 4.12 of the Response to Comments/ Final EIR document.

Air Quality

The Draft EIR explained that – as with all very large projects – operations of the proposed project at Howard Terminal (and overlapping construction and operations) would result in regional criteria pollutant emissions above the City’s threshold of significance. As a result, the Draft EIR included mitigation measures to reduce these emissions to the maximum extent feasible. Comments on the Draft EIR requested more specificity about required emission reduction strategies, and objected to the way Mitigation Measure AIR-2e was structured to require preparation of an emission reduction plan. In response to these comments, the text of Mitigation Measure AIR-2e was revised to specify required emission reduction strategies, allow use of other strategies that cannot be specified at this time (such as use of new technologies and offsets), and to require documentation of the implementation and effectiveness of the strategies that are implemented, rather than preparation of a plan. Other air quality mitigation measures addressing regional pollutants were also revised to address the comments and suggestions received on the Draft EIR. These changes can be seen in Consolidated Response 4.2 and in Chapter 7 of the Response to Comments/Final EIR document.

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However, the City’s threshold of significance for cumulative health risks is such that any increase over existing conditions in the vicinity of the site would be considered significant given that existing background levels already exceed the threshold, and thus the Draft EIR concluded that the cumulative health risk (Impact AIR 2.CU) would be significant and unavoidable. The analysis was conducted in two ways – using the standard BAAQMD approach, and using detailed modeling from the BAAQMD’s West Oakland Community Action Plan (WOCAP) – and the resulting Mitigation Measure AIR-2.CU was expanded in response to comments received on the Draft EIR to reference additional strategies from the WOCAP that could be implemented as feasible to reduce this impact.

Construction Noise/Vibration

The EIR identified a number of impacts related to construction noise and vibration, that were determined to be significant and unavoidable.

The applicant has also proposed to include certain less intensive construction activities in the evening hours such as concrete pours and crane operations for lifting and placement of precast concrete. The City of Oakland sets evening receiving noise levels for residential uses at 45 decibels (or whatever the existing ambient levels are), and the City of Alameda sets the evening receiving noise level at 50 decibels. The EIR analysis concluded that construction noise levels from nighttime crane operations would be below existing ambient nighttime noise levels at all receptors within the City of Oakland and would be right at but not expected to exceed the 50-decibel limit in Alameda. However, because of the potential for prolonged activity during nighttime hours, nighttime concrete pours and crane operations were conservatively identified as a significant noise impact for receptors within the City of Oakland and Alameda.

In addition to noise impacts from construction activities, the EIR also identified impact from construction vibration on individuals residing within the live-work facility at 737 2nd Street (Phoenix Lofts). The site preparation activities for the project may include deep dynamic compaction which can generate vibration levels of 87VdB at 300 feet away and 78VdB for up to 750 feet away, whereas the daytime exposure levels for frequent events is 75VdB. The Phoenix Lofts are located approximately 30 feet from the UPRR tracks and are currently exposed to vibration levels of approximately 74 to 88 VdB from frequent locomotive operations, but nonetheless the established threshold regarding vibration would be exceeded on occasion with the use of deep dynamic compaction methods. The EIR included Mitigation Measure NOI-1e which would temporarily relocate impacted receptors during the above-mentioned construction actives, not all residents may be able (or desire) to be relocated and therefore this impact was considered to be significant and unavoidable.

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CONCLUSION

During the Draft EIR comment period the City received in excess of 400 comments from public agencies, organizations and individuals. The Response to Comments/ Final EIR document fully responds to all of the comments received and included approximately 300 pages of revisions to the Draft EIR (Chapter 7: Errata) initiated by the City and in response to the public comments received. However, the numerous revisions to the Draft EIR did not result in “significant new information” per State CEQA Guidelines Section 15088.5 that would necessitate recirculation of the Draft EIR prior to certification. The EIR represents the independent judgment, review and analysis of the City and has been completed in compliance with CEQA. The EIR provides information to the decision-makers and the public on the environmental consequences of the proposed Project. The EIR adequately discusses the potential adverse environmental effects of the Oakland Waterfront Ballpark District Project, ways in which such effects might be mitigated, and alternatives to the project which would reduce or avoid the adverse effects.

As noted earlier in this report, the intent of the January 19, 2022 hearing before the Planning Commission is not intended to discuss the merits of the Project, and is solely for the purpose to provide the information on the EIR process and content and to receive a recommendation to the City Council for certification of the EIR. No actions at the January 19, 2022 hearing will result in any project approvals. After certification of the EIR numerous future public hearings will occur with a focus on discussion on the merits of the Project.

RECOMMENDATION

1) Recommend that the Planning Commission provide a recommendation to the City Council to adopt the attached Findings for Certification of the EIR on the Oakland Waterfront Ballpark District Project.

Prepared by:

Peterson Z. Vollmann, Planner IV

Reviewed by:

______________________________________________
Catherine Payne, Development Planning Manager
Bureau of Planning

Approved for forwarding to the Planning Commission:

____________________________________
Ed Manasse, Deputy Director
Department of Planning and Building

Attachments:

A. Certification Findings

ATTACHMENT A

PLANNING COMMISSION RECOMMENDATION ON FINDINGS FOR

CERTIFICATION OF THE ENVIRONMENTAL IMPACT REPORT FOR THE

OAKLAND A'S WATERFRONT BALLPARK DISTRICT AT HOWARD TERMINAL AT 1 MARKET STREET

I. INTRODUCTION
This recommendation to the City Council on findings certifying the Environmental Impact Report (EIR) is made pursuant to the California Environmental Quality Act (Pub. Res. Code section 21000 et seq (CEQA)), the CEQA Guidelines (Cal. Code Regs. title 14, section 15000 et seq.), and the City CEQA Procedure and Guidelines (Chapter 17.158 of the Oakland Municipal Code) by the City of Oakland Planning Commission in connection with the Environmental Impact Report (EIR) prepared for the Oakland A's Waterfront Ballpark District at Howard Terminal at 1 Market Street (Case File Number ER18016), SCH# 2018112070 (Project). The EIR includes the Draft EIR and Response to Comments/Final EIR. The Response to Comments/Final EIR is referred to herein as the “Final EIR or FEIR”.

These findings are based on substantial evidence i n the entire administrative record, and references to specific reports and specific pages of documents are not intended to identify those sources as the exclusive basis for the findings.

II. EIR: PROJECT DESCRIPTION, VARIANTS, PROJECT OBJECTIVES AND

ALTERNATIVES
EIR Project Description - As described in the EIR, the Oakland Waterfront Ballpark District Project (Project) would construct: a new open-air waterfront multi-purpose Major League Baseball (MLB) ballpark with a capacity of up to 35,000-persons; mixed-use development including up to 3,000 residential units, up to 1.5 million square feet of office, and up to approximately 270,000 square feet of retail uses; an approximately 50,000 square-foot indoor performance center with capacity of up to 3,500 individ uals; an approximately 280,000 square-foot, 400 hotel rooms; and a network of approximately 18.3 acres of publicly accessible open spaces.

A full description of the proposed Project analyzed in the EIR is included in Chapter 3 of the Draft EIR with additional information provided in the Final EIR, including Chapter 2 , Updated Project Information, all of which are incorporated herein by reference.

EIR Variants - The proposed Project may also include one or more variants, which include:

1. Peaker Plant Varia nt: Implementation of the planned conversion of the existing Oakland Power Plant (referred to as the “Peaker Power Plant” in the Draft EIR) in the historic PG&E Station C facility from using jet fuel to battery storage, modifications to the wings of the bu ilding, and removal of the fuel tank and replacement with a new mixed-use building;

2. Aerial Gondola Variant: Construction of a new aerial gondola above and along Washington Street, extending from a station located at 10th and Washington Streets in downtown Oakland to a station located at Water and Washington Streets in Jack London Square.

EIR Project Objectives - The EIR describes the objectives for the proposed Project as follows:

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1. Construct a state-of-the-art, multi-purpose waterfront ballpark and event center in Oakland that meets Major League Baseball (MLB) requirements for sports facilities, can be used year -round for sporting events and entertainment and convention purposes with events ranging in capacity up to 35,000, and expands opportunities for the City’s tourist, hotel and convention business.

2. Provide sufficiently dense, complementary mixed -use development with a range of flexible uses, including residential, office/commercial, retail, and entertainment, to create a vibrant local and regional visitor-serving waterfront destination that is active year round, complements the waterfront ballpark, expands tourism and visitor activity and interest even when the ballpark is not in use, increases housing at a range of affordability levels, and provides increased business and employment opportunities.

3. Construct a new ballpark for the Oakland Athletics on Oakland’s waterfront, designed and sited to respond to local conditions, including wind and sun and thermal conditions, while maximizing water views, with the goal of optimizing player and fan experiences of the ballpark, the waterfront and the Project site.

4. Create a lively, continuous waterfront district with strong connections to Jack London Square, West Oakland, and Downtown Oakland by extendi ng and improving existing streets, sidewalks, bicycle facilities and multi-use trails through and near the Project site to maximize pedestrian and nonmotorized mobility and minimize physical barriers and division with nearby neighborhoods.

5. Complete constr uction of the new ballpark, together with any infrastructure required to serve the ballpark, within a desirable timeframe and to maintain the Oakland Athletics’ competitive position within Major League Baseball.

6. Construct high -quality housing with enough density to contribute to year -round active uses on the Project site while offering a mix of unit types, sizes, and affordability to accommodate a range of potential residents and to assist Oakland in meeting its housing demand.

7. Develop a financially feasi ble project that is responsive to market demands; has the ability to attract sources of public and private investment in an amount sufficient to fund all costs of the proposed Project, including the construction and long term maintenance of required infras tructure; provide a market rate return on investment; and supports a comprehensive package of benefits, which may include local employment and job training programs, local business and small business policies, public access and open space, affordable housing, transportation infrastructure, increased frequency of public transit and transit accessibility, and sustainable and healthy development measures for the surrounding community.

8. Design a project that minimizes interference with the Port ’s existing or re asonably anticipated use, operation and development of Port facilities, or the health and safety of Port tenants and workers, and is consistent with the continued operation and future growth of the Port.

9. Increase public use and enjoyment of the waterfront by opening the south and southwestern shores of the Project site to the public with a major new waterfront park and inviting waterfront promenade featuring multiple public open spaces that are usable and welcoming in all seasons, extending access to the Oakland waterfront from Jack London Square, West Oakland and Downtown Oakland through design of a bicycle, pedestrian, and transit -oriented community with well -designed parks, pedestrian- friendly streets, walkable blocks, and links to open spaces, taking advantage of the Project site’s unique proximity to Jack London Square, the waterfront and downtown.

10. Construct a project that meets high -quality urban design and high -level sustainability standards, including but not limited green building design and construction practices, walkability features, and sea level rise adaptability standards.

11. Optimize opportunities for sustainable transportation by encouraging walking, bicycling, and transit use, and discouraging automobile use.

EIR Alternatives - The EIR describes and evaluated the environmental impacts of the following alternatives in the EIR: (1) No Project Alternative, (2) The Off -Site (Coliseum Area) Alternative, (3) The Proposed Oakland City Planning Commission January 19, 2022
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Project with Grade Separation Alternative, and (4) The Reduced Project Alternat ive. These are described and analyzed in Chapter 6 of the Draft EIR and are briefly described below.

No Project Alternative: The No Project Alternative assumes that the Project site conditions and uses would remain in their current state. The existing co nditions are characterized in the Project Description Chapter of the EIR. Under the No Project Alternative, the Oakland A’s would not relocate to Howard Terminal, which would not be redeveloped with a mix of new uses and would remain in use by the Port for maritime uses. For the foreseeable future, uses and activities at Howard Terminal would continue to include truck parking, loaded and empty container storage and staging, longshoreperson training facilities, and occasional berthing of vessels for repair o r storage. There would continue to be no public access to the Bay from Howard Terminal, and on- and off-site park and open space improvements proposed as part of the Project would not be constructed. No changes would be made to the regulatory documents governing site uses and maintenance given hazardous materials in the soil and groundwater; no changes would be made to address stormwater runoff; and there would be no increased demand for potable water, wastewater treatment, or public services. The turning b asin could be expanded if desired and permitted in the future as a separate Port project independent from the proposed Project.

Neither of the Project variants would be implemented, and the Peaker Power Plant, located in the historic Pacific Gas and Elect ric Company (PG&E) Station C facility on the northern portion of the Project site, would continue operation as a jet fuel power generation facility in accordance with the Reliability Must Run designation by the California Independent System Operator (ISO).

Under this alternative, the Oakland A’s would continue to use the Oakland –Alameda County Coliseum (Oakland Coliseum) until the end of their current lease in 2024. In the longer term, the A’s would likely have to build a new ballpark, either in Oakland or in some other location.

Alternative 2: The Off-Site (Coliseum Area) Alternative : Under this alternative, Howard Terminal would remain in its current use, and the Oakland A’s would construct a new ballpark and their proposed mixed - use development at the site of the Oakland Coliseum. No physical changes would occur at Howard Terminal, which would remain in use by the Port for maritime uses. Uses and activities at Howard Terminal would continue to include truck parking, loaded and empty container storage and staging, longshoreperson training facilities, and occasional berthing of vessels for repair or storage. There would continue to be no public access to the Bay from Howard Terminal, and on-site park and open space improvements proposed as part of the Project would not be constructed. No changes would be made to the regulatory documents governing site uses and maintenance given hazardous materials in the soil and groundwater, no changes would be made to stormwater runoff, and there would be no increased demand for potable water, wastewater treatment, or public services.

Neither of the Project variants analyzed in Chapter 5, Project Variants, would be implemented with the Off- Site (Coliseum Area) Alternative, and the Peaker Power Plant, lo cated in the historic PG&E Station C facility on the northern portion of the Howard Terminal site, would continue operation as a jet fuel power generation facility in accordance with the Reliability Must Run designation by the California ISO.

At the Oakland Coliseum site, this alternative would remove the existing Coliseum building and replace it with a new ballpark, retain the existing Oakland Arena, and develop the same mix and density of uses that are proposed with the Project. This mix and density of u ses would be slightly different than anticipated in the City’s adopted Coliseum Area Specific Plan (CASP), for which an EIR was prepared and certified in 2015. As a result, a CASP amendment would be required. Characteristics of the Off-Site (Coliseum Area) Alternative would be most similar to those analyzed for the Coliseum District in the CASP EIR Alternative 2C, which included construction of a new stadium and retention of the existing arena, although the Off-Site Oakland City Planning Commission January 19, 2022
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Alternative would occur on a smaller sit e than the 253 -acre “Coliseum District” analyzed in CASP EIR Alternative 2C.

Alternative 3: The Proposed Project with Grade Separation Alternative: Alternative 3 would construct the proposed Project at the Project site and include the construction of a g rade-separated crossing over the railroad tracks for vehicles accessing the site. This alternative would also include the pedestrian and bicycle overcrossing and other off -site improvements required as mitigation in Section 4.15, Transportation and Circulation, to address safety of at-grade railroad crossings.

There are two potential locations for the grade-separated vehicular overcrossing under this alternative, one at Market Street and one at Brush Street. With both the Market Street and Brush Street alig nments, Alternative 3 would primarily be located within the public right-of-way and the railroad corridor; however, in each case property acquisition (s) would be required. Examples of acquisition needed would be where the alignment would intrude onto a pr ivately-owned parcel or publicly owned parcel . The Brush Street alignment could also require real property acquisitions to accommodate termination of 2nd Street in a cul- de-sac (rather than a T-intersection with Brush Street). These alignments are discussed in Chapter 6 of the EIR.

In both overcrossing options, this alternative assumes that the grade crossing would be for vehicles only (i.e., no pedestrian or bicycle use) and would utilize a 9 percent vertical profile (slope), a 250-foot horizontal radius for the roadway curve, and 4-foot-wide shoulders, which would require certain variances.

With both the Market Street and Brush Street alignments, Alternative 3 would also restrict existing driveway access to some parcels where the roadway rises to go over the railroad tracks. In these instances, the Project sponsor would work with affected property owners to relocate driveways and potentially reconfigure vehicle, bicycle, and pedestrian access and parking. Substantial utility relocations also would be required for both options.

Alternative 4 – Reduced Density Alternative: Alternative 4, the Reduced Project Alternative, would include site preparation and phased construction of a new ballpark and other uses; however, commercial and residential development wou ld be at lower densities than with the proposed Project. The site plan for Alternative 4 would be the same as for the proposed Project, with commercial, residential, and mixed -use development. However, only the ballpark and the hotel(s) would be taller tha n 100 feet tall and both the amount of construction and the intensity of use of the site would be less than with the proposed Project.

Table 6 -3 in the Draft EIR provides a summary of development under Alternative 4 compared to the proposed Project. In summary, the Reduced Density Alternative would include the following development:
a new open-air waterfront multi-purpose Major League Baseball (MLB) ballpark with a capacity of up to 35,000-persons; mixed-use development including up to 700 residential units, up to 350,000 square feet of office, and up to approximately 63,000 square feet of retail uses; an approximately 50,000 square -foot indoor performance center with capacity of up to 3,500 individuals; an approximately 280,000 square-foot, 400-room hotel; and a network of approximately 18.3 acres of privately owned, publicly accessible open spaces.

Alternative 4 would provide the same amount of open space as the proposed Project, and parking would be provided within parking structures, on street, and within mixed -use buildings, as envisioned with buildout of the proposed Project. The Maritime Reservation Scenario and one or both of the Project variants could also be implemented in conjunction with the Reduced Project Alternative. Figure 6-5 and Figure 6-6 in the Draft EIR illustrate development phasing and overall building densities associated with the Reduced Project Alternative with and without the Maritime Reservation Scenario.

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III. ENVIRONMENTAL REVIEW OF THE PROJECT
Pursuant to CEQA and the CEQA Guidelines, the City published a Notice of Preparation (NOP) on November 30, 2018, pursuant to State CEQA Guidelines Section 15082 (Notice of Preparation and Determination of Scope of EIR), indicating that an EIR would be prepared for the Oakland Waterfront Ballpark District Project and inviting comments on the scope of the Draft EIR. A 45 -day public scoping period for the Draft EIR ended on January 14, 2019. Public scoping sessions were conducted by the Oakland Landmarks Preservation Advisory Board (LPAB) on Monday, December 17, 2018, and the Oakland Planning Commission on Wednesday, December 19, 2018. The NOP was sent to property owners within 300 feet of the Project site, responsible and trustee agencies, organizations, and other interested parties. A notice was published in the newspaper, and a copy of the NOP was sent to the State Clearinghouse to solicit statewide agency participation in determining the scope of the EIR, and to the County Clerk, who posted the NOP for public notice. All comments received on the NOP are included in Appendix NOP of the DEIR.

The City issued a Notice of Availability/Notice of Completion (NOA/NOC) of the Draft EIR on February 26, 2021, announcing the availability of the Draft EIR for public review and comment (DEIR or Draft EIR).

The NOA/NOC noticed a 45 -day public review and comment period on the Draft EIR, starting February 26, 2021, and ending April 12, 2021, and the City subsequently extended the period an additional 15 days to April 27, 2021.

During the public review and comment period on the Draft EIR, the City conducted an informational workshop on Saturday, March 6, 2021, pursuant to California Assembly Bill (AB) 734 (discussed be low).

A public meeting on the Draft EIR was also held by the Oakland Landmarks Preservation Advisory Board (LPAB) on Monday, March 22, 2021, and a public hearing at the Oakland City Planning Commission was held on Wednesday, April 7, 2021. The date of the public hearing was set in compliance with AB 734, which requires that a public hearing on the Draft EIR occur within the last 10 days of the comment period.

Consistent with Alameda County’s Shelter in Place Orders and guidance from the Governor’s Office of Planning and Research, the Draft EIR was made available in digital form and public hearings on the Draft EIR were held remotely.

The City encouraged agencies and interested parties to submit written comments on the Draft EIR electronically via the followi ng link: https://comment -tracker.esassoc.com/oaklandsportseir/index.html.

Written comments could also be submitted to the City of Oakland Bureau of Planning by email or by fax.

The City received some letters by U.S. mail, and in most cases, the commenter a lso submitted its correspondence electronically.

By the end of the (extended) comment period, the City received oral or written comments from a total of 498 commenters (including commenters who commented multiple times). A list of the commenters is provided in Chapter 3, Roster of Commenters, of the Final EIR.

The City has prepared written responses to comments received during the public review and comment period for the Draft EIR. These comments and the “Response to Comments” are provided in the Final EIR.

Chapter 4 of the Final EIR provides “Consolidated Responses” that respond collectively to comments received from many commenters. Chapter 5 of the Final EIR provides all written comments (submitted by email, via the electronic comment tracker, by mail, or by hand) together with individual responses to comments not addressed in Chapter 4. Chapter 6 of the Final EIR provides all oral comments received at the meeting of the Landmarks Preservation Advisory Board and at the hearing conducted by the Oakland City Planning Commission.

In addition to providing the comments and responses to comments on the Draft EIR, the Final EIR includes necessary updates and other modifications and clarifications to the text and exhibits in the Draft EIR in Oakland City Planning Commission January 19, 2022
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Chapter 7, City-Initiated Updates and Errata to the Draft EIR. Due to the large volume of text contained in the Draft EIR and its appendices, the Final EIR does not contain the full text of the Draft EIR, which remains available in a separate volume. Both the Draft EIR and Final EIR are incorporated herein by reference.

The Draft EIR and Final EIR, and all supporting technical documents under City of Oakland Case # ER18- 016, and all of the documents submitted to or relied on by the City in preparation of the Draft EIR and Final EIR (i.e., Record of Proceedings), can be found at https://www.waterfrontballparkdistrict.com, consistent with the requirements of AB 734. Project-related documents are also available to view at the City’s website:
https://www.oaklandca.gov/topics/oakland-waterfront-ballpark-district, and https://www.oaklandca.gov/documents/oakland-as-waterfront-ballpark-district-at-howard-terminal- environmental-impact-report-documents-case-file-number-er18-016.

Public Resources Code Section 21081.6 and State CEQA Guidelines Section 15097 (Mitigation Monitoring or Reporting) require public agencies to establish monitoring or reporting programs for projects approved by a public agency whenever approval involves the adoption of specified environmental findings related to an EIR. Accordingly, as Lead Agency, the City has prepared a Draft MMRP for the proposed Project; the Draft MMRP is included as Appendix 02 to the Final EIR. The intent of the MMRP is to track and successfully implement the mitigation measures identified with in the EIR and the MMRP will be adopted as part of the Project to avoid or mitigate significant effects on the environment. The MMRP is designed to ensure compliance with the mitigation measures during and after Project implementation.

Notice of and access to the Final EIR was provided to those state and local agencies who commented on the NOP and Draft EIR, submitted electronically to the State Clearinghouse CEQAnet web portal, posted on the Project site, mailed to property owners within 300 feet of the Project site, and mailed to individuals who have requested to specifically be notified of official City actions on the Project. Notice of and access to the Final EIR was also provided to City officials, including the Planning Commission and Landmarks Preservation Advisory Board, and made available for public review on the City’s website . Pursuant to CEQA Guidelines, responses to public agency comments on the Draft EIR have been published and made available to all commenting agencies at least 10 days prior to the final certification hearing. The Planning Commission has had an opportunity to review all comments and responses thereto prior to consideration of certification of the EIR.

IV. THE ADMINISTRATIVE RECORD
The record, upon which all findings and determinations related to the approval of the Project are based, includes the following:
a. The EIR and all documents referenced in or relied upon by the EIR. b. All information (including written evidence and testimony) provided by City staff to the Landma rks Preservation Advisory Board and Planning Commission relating to the EIR, the approvals, and the Project.
c. All information (including written evidence and testimony) presented to the Landmarks Preservation Advisory Board and Planning Commission by the en vironmental consultant and sub -consultants who prepared the EIR or incorporated into reports presented to the Planning Commission and Landmarks Preservation Advisory Board.
d. All information (including written evidence and testimony) presented to the City fr om other public agencies relating to the Project or the EIR.
e. All final applications, letters, testimony, reports, studies, memoranda, maps, and presentations presented by the Project sponsor and its consultants to the City in connection with the Project.

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f. All final information (including written evidence and testimony) presented at any City public hearing or City workshop related to the Project and the EIR.
g. For documentary and information purposes, all City-adopted land use plans and ordinances, including without limitation general plans, specific plans and ordinances, together with environmental review documents, all documents referenced in and relied upon in such environmental review documents, findings, mitigation monitoring programs and other documentatio n relevant to planned growth in the area.
h. All other documents composing the record pursuant to Public Resources Code section 21167.6(e).

The City has relied on all of the documents listed above in reaching its decisions on the proposed Project even if not every document was formally presented to City decision-making bodies or City Staff as part of the City files generated in connection with the Pro ject. Without exception, any documents set forth above not found in the Project files fall into one of two categories. Many of them reflect prior planning or legislative decisions of which the City decision -making bodies were aware in approving the Project . (See City of Santa Cruz v. Local Agency Formation Commission (1978) 76 Cal.App.3d 381, 391-392; Dominey v. Department of Personnel Administration (1988) 205 Cal.App.3d 729, 738, fn. 6.) Other documents influenced the expert advice provided to City Staff or consultants, who then provided advice to the City decision-making bodies for the Project. For that reason, such documents form part of the underlying factual basis for the City’s decisions relating to approval of the Project. (See Pub. Resources Code, § 21167.6, subd. (e)(10); Browning-Ferris Industries v. City Council of City of San Jose (1986) 181 Cal.App.3d 852, 866.).

The custodian of the documents and other materials that constitute the record of the proceedings upon which the City's decisions are based is the Director of City Planning, Department of Planning and Building, Bureau of Planning, or his/her designee. Consistent with the procedural requirements of Section 21168.6.7, the EIR and all other documents submitted to or relied upon by the City in the preparation of the EIR can be accessed and downloaded from the following website: https://waterfrontballparkdistrict.com/ V. NO RECIRCULATION REQUIRED DUE TO ABSENCE OF SIGNIFICANT NEW

INFORMATION
The Planning Commission recognizes that the FEIR incorporates information obtained and produced after the DEIR was completed, and that the FEIR contains additions, clarifications, and modifications. The Planning Commission has reviewed and considered the FEIR and all of this information. The new information added in the FEIR merely clarifies and makes insignificant changes to an adequate DEIR, and does not add significant new information to the DEIR that would require recirculation of the EIR under CEQA. The new information added to the EIR does not involve a new significant environmental impact, a substantial increase in the severity of a previously identified significant environmental impact, or a feasible mitigation measure or alternative considerably d ifferent from others previously analyzed that the Project sponsor declines to adopt and that would clearly lessen the significant environmental impacts of the Project.

No information indicates that the DEIR was inadequate or conclusory or that the public w as deprived of a meaningful opportunity to review and comment on the DEIR. Thus, recirculation of the EIR is not required.

The Planning Commission finds that the changes and modifications made to the EIR after the DEIR was circulated for public review and comment do not individually or collectively constitute significant new information within the meaning of Public Resources Code section 21092.1 or CEQA Guidelines section 15088.5. (See Consolidated Response regarding recirculation of the DEIR in Chapter 4.3 of the FEIR) Oakland City Planning Commission January 19, 2022
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VI. CERTIFICATION OF THE EIR
In accordance with CEQA, the Planning Commission recommends that the City Council certify the EIR based on the following findings:

1. That the EIR has been completed in compliance with CEQA, the CEQA guidelines, and th e City CEQA procedures.

2. The Planning Commission has independently reviewed and considered the record and the EIR prior to making its recommendation to certify the EIR.

3. The EIR represents the independent judgment, review and analysis of the City and the Planning Commission.

4. The EIR provides information to the decision -makers and the public on the environmental consequences of the proposed Project.

5. The EIR adequately discusses the potential adverse environmental effects, ways in which such effects might be mitigated, and alternatives to the Project which would reduce or avoid the adverse effects.

The Planning Commission recognizes that the EIR may contain clerical errors. The Planning Commission reviewed the entirety of the EIR and bases its determination on the substance of the information it contains.

The Planning Commission finds that the EIR is adequate to support all actions in connection with the approval of the Oakland Waterfront Ballpark District Project and all other actions and recom mendations necessary for approval of the Project . The Planning Commission finds that the EIR is adequate to support approval of the Project , with or without the variants described in the EIR, approval of any alternatives to the Project, and any minor modifications to the Project, variants or alternatives described in the EIR.

ATTACHMENT B

Betsy Lake
Deputy City Administrator for Real Estate and Major Projects City of Oakland, City Administrator’s Office
One Frank H. Ogawa Plaza, 11th Floor
Oakland, CA 94612
January 14, 2022
Re: Oakland Waterfront Ballpark District FEIR Community Engagement Comment Dear Ms. Lake,
As the President of the Oakland Athletics, I am respectfully submitting this cover letter and associated materials to address the Project Sponsor’s perspective on the feasibility of certain Alternatives analyzed in the FEIR for the Oakland Waterfront Ballpark District at Howard Terminal (the Project). We request that the City review this information and, if the City finds this information persuasive, to rely upon it in making its decisions concerning the proposed project.

The primary focus of these materials is to underscore the infeasibility of the Off-Site Alternative (Alternative 2) and the Reduced Project Alternative (Alternative 4). Additional information is also provided regarding certain comments on the Project’s Draft EIR.

The following page includes a list of the attached materials, along with a brief description of the issues they address.

Thank you for your consideration of these materials, and we look forward to continuing our work together.

Dave Kaval
President
Oakland Athletics
Oakland Coliseum | 7000 Coliseum way, Oakland
1 ATTACHMENT C

Document
Feasibility of Alternative 4: The Reduced
Project Alternative Development Planning &
Financing Group (DPFG)
Opinion Letter on the Viability of the Howard
Terminal Site For the Oakland Athletics’ New
Ballpark (RCLCO)
Benefits of Development Density (Fehr and
Peers)
Memo re At-Grade Railroad Crossing
Closures to Motor Vehicles (Fehr and Peers)
Memo Describing Effect on Floodplains
(Moffatt and Nichol)
Letters from the Project Sponsor addressing
Draft EIR Comments regarding:

Project Objectives
Community Engagement

Overlapping Construction Projects

Multiple Grade Separations

Transit Funding

Purpose
Details the financial infeasibility of
Alternative 4
Explains why the Coliseum Site identified in
Alternative 2 is not suitable for the new
ballpark district as proposed, especially when
compared to the Howard Terminal site
Describes the benefits of a denser project,
and the drawbacks of a less dense project
Summarizes issues that would arise from
closing at grade railroad crossings
Confirms no negative effects of project
grading on surrounding floodplains

Details how Alternatives 2 and 4 fail to meet
Project Objectives
Reaffirms our ongoing commitment to
community engagement and the CBA process
Explains infeasibility of construction
moratoria suggested by DEIR comment
Provides additional information regarding
infeasibility of multiple grade separated
railroad crossings
Identifies the myriad sources of transit
funding available from both the Project and
regional entities

2 , to follow under separate cover

27127 Calle Arroyo, Suite 1910, San Juan Capistrano, CA, 92675 949.388.9269 DPFG.com

Re: Feasibility of Alternative 4: The Reduced Project Alternative

Introduction
DPFG, in connection with the Proposed Project approvals has been asked to look at the feasibility of the Alternative 4: The Reduced Project Alternative (“Reduced Project Alternative”), as described in Section C, on page 4.

This letter has been organized as follows:

A. Summary
B. Firm Background and Feasibility
B.1. Firm Background
B.2. Project Feasibility
C. Reduced Project Alternative Defined
D. Discussion
D.1. Reduced Project Alternative Not Feasible as Project Costs Exceed Project Value (Land Sales) D.2. Even with Public Financing (CFD + EIFD), the Reduced Project Alternative is Not Feasible D.3. Reduced Project Alternative Retail Not Feasible
D.4. Reduced Project Alternative Would Not Support Ongoing Operations & Maintenance (for Open Space)
D.5. Reduced Project Alternative Limits/Reduces Funding for Affordable Housing

Rest of page left intentionally blank

The City of Oakland
1 Frank H. Ogawa Plaza
Oakland, CA 94612
January 18, 2022

Feasibility of Alternate 4: The Reduced Project Alternative January 18, 2022

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A. Summary
As will be discussed in the following sections, the Reduced Project Alternative is not financially feasible on several dimensions, as summarized, below. The Reduced Project Alternative fails to meet the Project Sponsor’s objectives financially and ability to provide sufficient complementary mixed‐use development to create a lively local regional visitor‐serving destination which supports an active year‐round use.

A.1. Project Costs exceed Project Value (economically not feasible), as shown in Table 1, below:

Table 1

A.2. Even with public financing (CFD + EIFD), this cost offset (reimbursement) would not create a feasible project, and the horizontal developer’s public infrastructure costs would not be reimbursed in a timely fashion (see D.2 for discussion), as shown in Table 2, below:

Table 2

Project Results (without Public Financing)
Total Project Value (Land Sales) $58.4 (a)
Onsite ‐ Land Cost ($59.3) (b)
Onsite ‐ Hard Cost ($193.8) (c)
Onsite ‐ Soft Costs ($116.1) (d)
Total Gain (Loss) ($310.8)
Total Return on Cost ‐84.2%
Footnotes:
(a) Land value assumptions per Century Urban.
(b) Onsite land cost is primarily comprised of Port option payme nts ($51.8 Million) and acquisition costs for the site ($6.6 M illion), per Project Sponsor. (c) Based on estimates provided by contractor.
(d) Preliminary estimate per Project Sponsor. Also includes City permits/fees and contingency.

Project Results (with Public Financing)
Total Project Value (Land Sales) $58.4 (a)
Onsite ‐ Land Cost ($59.3) (b)
Onsite ‐ Hard Cost ($193.8) (c)
Onsite ‐ Soft Costs ($116.1) (d)
Total CFD Bond Reimbursement $123.3 (e)
Total Gain (Loss) ($187.5)
Total Return on Cost ‐50.8%
Footnotes:
(a) Land value assumptions per Century Urban.
(b) Onsite land cost is primarily comprised of Port option payme nts ($51.8 Million) and acquisition cos ts for the s i te ($6.6 Mi lli on), per Proje ct Spons or. (c) Based on estimates provided by contractor.
(d) Preliminary estimate per Project Sponsor. Also includes City permits/fees and contingency. (e) Preliminary estimate, subject to change. Analysis assumes a s i ngle CFD bond, with a 30‐ye a r term,

2.0% escalating debt service, 4.0% interest rate, and 110% cove rage. CFD special tax of fset by tax increment. Ava ila ble ta x increment provided by Project Spons or. For simplicity' s sake the analysis does not include a 20% reduction to City a nd County revenue sha re up to $50MM that will be used to pa y for offs ite a fforda ble hous ing. Actua l bonding ca pa city may be lower as a result.

Feasibility of Alternate 4: The Reduced Project Alternative January 18, 2022

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A.3. With lesser residents and office users, the supporting commercial development (retail), would not be feasible. The Reduced Project Alternative is not likely to have the density required to support ground floor retail. This results in a substantial reduction of sales tax revenues that would fund City services.

A.4. Reduced Project Alternative is not Feasible to Support Ongoing Operation and Maintenance Costs.

The Reduced Project Alternative includes vast amounts of parks and open space. The fiscal revenues generated by this Project are not likely to be sufficient to support the operations and maintenance of parks and open space.

A.5. Reduced Project Alternative Limits/Reduces Funding for Affordab le Housing. The reduction in tax increment related to the Reduced Project Alternative directly correlates with the reduction of funds available for affordable housing.

B. Firm Background and Feasibility
B.1. Firm Background
DPFG (“DPFG” or the “Firm”) is a leading provider of consulting services to the development community in California and other key markets. The Firm specializes in the design and implementation of public financing tools to finance new development and growth in Califo rnia and other key markets. Exhibit A contains a Firm profile.

The Firm also prepares public facilities phasing and funding program that address the question of suitable infrastructure cost burden. In addition, the firm has extensive experience preparing and reviewing cash flows and feasibility analyses.

Among many projects throughout state, the Firm is currently working on notable Bay Area redevelopment projects, including Treasure Island/Yerba Buena Island, Hunter’s Point Shipyard Phase 1, Hunter’s Point Shipyard Phase 2/Candlestick Point and Pier 70. These Bay Area projects serve as case studies for the feasibility of the Reduced Project Alternative.

B.2. Project Feasibility
The projects listed above include land development proformas, which serve many functions, including (but not limited to) the measure of project feasibility and return to the horizontal developer.

The horizontal developer is responsible for installing the infrastructure needed to support the land development, sales of parcels to vertical developers/builders and the ultimate residents/users of a completed project.

The horizontal developer is repaid from future land sales and public financing proceeds (e.g., tax increment and CFD proceeds). These public finance proceeds reduce or offset project costs.

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As an example, the Financing Plan for Treasure Island/Yerba Buena Island (DDA Exhibit EE), describes funding goals for the project:
(i) Ensure that the proposed Project is economically and fiscally feasible. (ii) Fund the proposed Project’s capital costs and on‐going operation and maintenance costs relating to the development and long‐term operation of the Project Site (including the administrative expenses, community facilities, open space maintenance and transportation) from revenues generated by the Project that would not exist but for the Project – including land sales, lease revenues, project‐generated public financing revenues, and tax revenues created by the Project – in a manner that does not negatively impact the City’s General Fund revenues over the life of the Project.

Per the Treasure Island Term Sheet, Section B.6. (Economic Feas ibility):

Unlike ordinary infill development, the Property requires an unprecedented level of new infrastructure to be constructed to support the Project, including a disproportionate amount in the first phase of the Project. In addition, the Project guidelines call for extraordinary levels of public benefits and community facilities, including open space, affordable housing, and sustainable building practices. This Development Plan anticipat es that the infrastructure, public benefits and affordable housing subsidies will be paid through a combination of private investment and land secured tax exempt financing.

C. Reduced Project Alternative Defined
Per Section 6.2.4 of the Waterfront Ballpark District at Howard Terminal Draft Environmental Impact Report, February 2021:

Alternative 4, the Reduced Project Alternative, would include site preparation and phased construction of a new ballpark and other uses; however, commercial and residential development would be at lower densities than with the proposed Project. The site plan for Alternative 4 would be the same as for the proposed Project, with commercial, residential, and mixed‐use development. However, only the ballpark and the hotel(s) would be taller than 100 feet tall and both the amount of construction and the intensity of use of the site would be less than with the proposed Project.

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Table 6‐3 provides a summary of development under Alternative 4 compared to the proposed Project.

Land Use
Alternative 4 would provide the same amount of open space as the proposed Project, and parking would be provided within parking structures, on street, and within mixed‐use buildings, as envisioned with buildout of the proposed Project.

Population and Housing
Under Alternative 4, the number of on‐site employees and residents would be less than with the proposed Project, and resulting impacts would remain less than significant.

Public Services, Recreation, and Utilities
Under Alternative 4, new infrastructure and open spaces would be provided, similar to the proposed Project. With a smaller population, however, demand fo r services would be less than with the proposed Project, and resulting impacts would remain less than significant.

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D. Discussion
D.1. Reduced Project Alternative Not Feasible as Project Costs Exceed Project Value (Land Sales) Land (pad sales value) less than allocated horizontal and offsite infrastructure costs are not sufficient to provide suitable return on costs, as illustrated in the table below:

Table 1

This would make it extremely difficult to obtain financing for the horizontal development.

D.2. Even with Public Financing (CFD + EIFD), the Reduced Project Alternative is Not Feasible Limitations of the Reduced Project Alternative’s public financing feasibility are listed below:
 It is contemplated a project EIFD would generate tax increment that could be available for issuing tax exempt municipal bonds. If EIFD bonds were sold, sufficient value would need to be in place (completed buildings).
 To advance proceeds, a CFD could be formed with its special taxes, offset by the later receipt of tax increment. A similar structure (CFD + IFD tax increment) is being used by the San Francisco Giants/Tishman Speyer on the Mission Rock project in San Francisco.  To sell CFD bonds, it is required by California State law that the appraised value in the CFD be three (3) times the bond amount. This is known as a 3:1 value to lien ratio.  At the time of the CFD bond sale, an appraisal is conducted. In doing so, the appraisal deducts the allocable costs from estimated land sale, likely resulting in a minimal value.  The bond offering document typically contains a cash flow with sources and uses to assist a bond buyer in evaluating the financial feasibility of development in the CFD. This again would probably show an infeasible project, making even the smallest C FD bond sale likely not something financial markets would support.

Due to the reasons stated above, the Reduced Project Alternative’s probable inability to sell bonds does not support the reimbursement of the horizontal developer’s public infrastructure costs in a Project Results (without Public Financing)
Total Project Value (Land Sales) $58.4 (a)
Onsite ‐ Land Cost ($59.3) (b)
Onsite ‐ Hard Cost ($193.8) (c)
Onsite ‐ Soft Costs ($116.1) (d)
Total Gain (Loss) ($310.8)
Total Return on Cost ‐84.2%
Footnotes:
(a) Land value assumptions per Century Urban.
(b) Onsite land cost is primarily comprised of Port option payme nts ($51.8 Million) and acquisition costs for the site ($6.6 Million), per Project Sponsor. (c) Based on estimates provided by contractor.
(d) Preliminary estimate per Project Sponsor. Also includes City permits/fees and contingency.

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Timely fashion. Table 2 below includes the estimated net procee ds of a delayed issuance of CFD bonds (with EIFD increment offset) to a time when buildings are completed and on the assessor’s ad‐valorem tax rolls. Even if these proceeds, are added, there is still a negative return.

Table 2

D.3. Reduced Project Alternative Retail Not Feasible
The following list of factors and results of the Alternative 4: The Reduced Project Alternative’s retail not being feasible:
 With lessor residents and office users, the supporting commercial development (retail) would most likely be difficult to support, and probably not feasible.  This would reduce sale taxes and other revenues to the City for providing public services.

D.4. Reduced Project Alternative Would Not Support Ongoing Operatio ns & Maintenance (for Open Space)
 Funding for public services for this project would rely heavily on sales tax since property tax revenues are being redirected to the EIFD.
 The Reduced Project Alternative would likely not provide enough revenues to support ongoing operation and maintenance costs relating to the development and long‐term operation of the Project Site in a manner that would not negatively impact the City’s General Fund revenues over the life of the Project.

D.5. Reduced Project Alternative Limits/Reduces Funding for Affordab le Housing  Twenty percent (20%) of the tax increment from the project is attributed to affordable housing.  The reduced tax increment associated with the Reduced Project A lternative would directly reduce the revenues generated for affordable housing.

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In conclusion, we do not believe the reduced Project Alternative is financially feasible.

Sincerely,

R. Chris Lightburne
Managing Principal

MEMORANDUM
DATE: January 14, 2022
TO: Anye Spivey, Director of Real Estate Oakland Athletics FROM: Erin Talkington, Managing Director; and Jordan LaMarche, Vice President SUBJECT: Opinion Letter on the Viability of the Howard Terminal Site For the Oakland Athletics’ New Ballpark

BACKGROUND
RCLCO was engaged by the Oakland Athletics (”Athletics”) in Q1 2021 to support the business planning effort for the real estate development on the Howard Terminal site , envisioned as the location for the Athletics new ballpark . RCLCO’s work focused on the best examples of new ballpark and other sports-anchored districts elsewhere in the country to describe and quantify the impacts of sports anchors on surrounding real estate development potential and to apply these findings to the Howard Terminal site. RCLCO relied on recent market trend data and residential market analysis for the Howard Terminal site previously completed by The Concord Group as our baseline. RCLCO’s findings on the achievable lease rates and absorption timeline for a ballpark -anchored district at the Howard Terminal site informed discussions with the city related to properly sizing the infrastructure financing district (IFD) mechanism for the project.

With this as background, The Athletics requested RCLCO to provide an opinion letter based on our past work and broader knowledge around ballpark and sports-anchored districts to describe the advantages of the Howard Terminal site for a mixed-use district as compared to the current Coliseum site.

THESIS FOR MIXED-USE DISTRICTS
Research on sports districts and sports-anchored neighborhoods demonstrates that the addition of a sports venue can catalyze decades of residential and commercial development. While sports venues rarely create a market when the underlying market conditions are not already favorable, they serve as a critical tool to unlock the latent market potential within a neighborhood and accelerate its ability to attract more development sooner than it would have otherwise, and at higher densities and values than would have occurred under natural co nditions. They also create an organizing principle for future development in a neighborhood and mitigate the risk to developers of being the “first mover ” in an untested location. The impact of sports is most clearly seen as:
» Quantity/Density: Attracts more development, at higher densities, than would have otherwise occurred; » Mix of uses: Retail is a natural complement to arenas or ballparks, but not always feasible in emerging neighborhoods without game -day spending; and
» Value: Achieves higher rents/prices, faster absorption, and/or higher occupancy than similar product in other locations.

Case Studies Sports Districts
Several notable sports-anchored, mixed-use neighborhoods include:
» Capitol Riverfront (Washington, D.C. ballpark for Washington Nationals and stadium for D.C. United): 400 acres, has built nearly 14,000 residential units, 6.5M SF of office, 310,000 SF of retail, and 970 hotel keys. A significant amount of the office is the fed eral US DOT headquarters.
» Formerly an industrial neighborhood consisting of excess federal land and low-density commercial uses, the Capitol Riverfront has emerged as a premiere destination. Following a decade of public investment into projects like Nationals Park and Yards Park, the neighborhood has also attracted a large amount of private development. » Yards Park and transportation improvements helped open up the neighborhood for development, but the ballpark announcement accelerated market activity.

2 » Originally, impact was primarily on residential attraction and a small amount of gameday and service retail. Over time, as the residential population has allowed for the creation of additional destination retail, office tenants have become more interested in the neighborhood. » Ballpark District (San Diego, CA ballpark for San Diego Padres): 315 acres, Has built nearly 8,500 multifamily units, 1.9M SF of office, 900,000 SF of retail, and 2,000 hotel keys.
» PETCO Park transformed one of San Diego’s most blighted areas – East Village – into one of its fastest -growing and most popular neighborhoods. Known as the Ballpark District, the neighborhood has attracted a significant amount of new, mixed -use development.

In addition to baseball, PETCO Park also features a park and a trolley line. » Residential uses in San Diego experienced significantly higher densities and a shift towards Petco Park following delivery. » Mission Bay (San Francisco, CA UCSF medical campus, ballpark, and basketball arena): 570 acres, has built nearly 5,000 multifamily units,

7.3M SF of office, 630,000 SF of retail, and over 130 hotel keys. » Located on a former brownfield site to the south of Downtown San Francisco, Mission Bay is a transit -oriented hub for health care and technology growth, with new features like a UCSF campus, a 289-bed specialty hospital, a MLB ballpark for the San Francisco Giants, a NBA arena for the Golden State Warriors, and pedestrian/bike trails. » UCSF Mission Bay’s initial delivery catalyzed new office deliveries in South Beach and Mission Bay for years to come . » Downtown Sacramento (Sacramento, CA basketball arena and shopping plaza): 91 acres, planned for 158 multifamily units, 1.0M SF of office, 320,000 SF of retail, and 300 hotel keys.
» Downtown Sacramento had an established retail district; however, the Downtown Plaza shopping center was seriously underutilized and dated having been built before 1990. In need of serious upgrades, the Downtown Plaza, now known as “DoCo” underwent renovations as the Golden 1 Center was constructed to be the focal point of the new district . The simultaneous development of retail and the arena propelled Sacramento’s Downtown into an economic engine. » Downtown Commons additions, totaling 135,000 SF, delivered one year after Golden 1 Center completion .

Critical Success Factors
After examining case studies that feature arenas and ballparks across the country, RCLCO developed a framework by which to consider the impact of a sports anchor on specific sites, as well as the surrounding community. While the ballpark alone creates some level of placemaking and ensur es increased demand, the most successful case studies accompanied the primary anchor (sports) with a secondary anchor (parks/programming, corporate anchor, etc) throughout multiple phases to generate the most success ful mixed-use sports districts . Within RCLCO’s research, there are three framing questions that help inform whether a specific site is well-suited for a sports-anchored mixed-use:
» What are the locational factors common to successful sports-anchored mixed-use districts? » How does incorporation in a mixed-use district improve the business case for a sports team? » What are the conditions for making a mixed-use district successful? Locational Factors: Case studies exhibit demonstrated success of transforming underutilized and formerly industrial areas into thriving mixed -use neighborhoods that compete with established housing and office locations. These locations are generally located in urban cores or create an urban environment in a suburban node. These mixed-use districts also find success when they have access to major employers, synergistic use types in adjacent neighborhoods , multiple types of transportation access, and walkability (in its inherent street design as well as a connection to adjacent neighborhoods).

Business Case: After examining cas e studies that feature arenas and ballparks across the country, RCLCO developed a framework by which to consider the impact of a sports anchor on specific sites, as well as the surrounding community. While the ballpark alone crea tes some level of a premium in rents and faster absorption pace, the most successful case studies accompanied the primary anchor with a secondary anchor throughout multiple phases to generate the highest induced premiums. Higher premiums allow a site to increase its overall density, provide more common space, and creates demand for uses beyond housing.

Mixed-Use District Success Factors: Urban districts require a variety of anchors to maximize their market potential. The Ballpark is an important catalyst for real estate demand, but will have an even greater impact when accompanied by other anchors, community features, and programming.

Real estate development itself is not a sufficient additional anchor, though major anchor tenants and destinations, can have a mea ningful impact.

3 Secondary anchor examples range from excellent parks and programming (Yards Park, Washington, D.C.), transit (Tr olley Line, San Diego), a retail and entertainment destination (Downtown Commons, Sacramento), and medical center/creative office (UCSF Mission Bay, San Franc isco). The ballpark is critical to attracting a secondary anchor and creating the conditions for i t to succeed. The secondary anchor(s) serve to solidify the cohesiveness of the overall community and attract visitors to the site even when the ballpark is not being used, expanding ma rket support for retail and services, as well as office and residential depending on the anchor.

APPLICATION TO HOWARD TERMINAL SITE
The site offers many competitive advantages that would support the development of a mixed -use district including strong walkability, adjacency, to nearby employment and entertainment centers of the city, an accessible waterfront, and synergistic retail and entertainment uses. Many of the venues profiled in our case studies share similar locational characteristics and a core market trajectory with the Howard Terminal site. They offer adjacency to an established submarket with a base of jobs and housing, underutilized land in an overlooked location with features (waterfr ont) that should create inherent value, and the need for an anchor to be the “first mover” that provides certainty for private sector investment. The critical success factors and market trajectory demonstrated by sports-anchored mixed-use districts in other locations are clearly replicable at the Howard Terminal site. » First, the increase in visitors helps support a more vibrant on-site retail environment and encourages placemaking. The visitors by themselves are not enough to support the retail center, but they provide a crucial additional market audience to push retail forward. RCLCO believes that in conjunction with Jack London Square, the site’s relative location in the City of Oakland, and the site’s location on the water can create an atmosphere that helps support a location that will be amenable to significant on -site retail. » Concurrently, early interest in residential supports the ability to offer retail and create an active, high-quality place at the site. Residential is highly symbiotic with sports venues and the unique location generates higher rents than in the surrounding market. The initial phases of housing and retail create a virtuous cycle of increasing place quality driving additional housing demand, which creates additional support for retail and programming. Higher potential revenues and the premium associated with a location in the Howard Terminal sports district (in comparison to the Coliseum site) help to overcome the cost burdens associated with its brownfield status, sea level rise, utility relocation, and geotechnical stabilization.
» Hospitality is an additional element that contributes to the vitality of the pla ce and generates additional retail support for F&B and entertainment offerings, though its timing within sports-anchored developments is typically more related to the surrounding market and the frequency of overnight visitors/events rather than the total quantity of visitors. » In most sports anchored districts, conventional office uses are the hardest use to attract in phase one when the quality of place and amenity base is less established. As the residential base allows on -site retail and placemaking to e xpand, the quality of emerging mixed -use place helps attract office tenants because there is a clear destination that offers the amenities that their workforce desires. However, anchor or institutional office users are often willing to help catalyze an emerging mixed-use district when other partners such as sports teams are also making a long-term commitment to the place.
» Beyond the site’s boundaries, t he quality of placemaking in the Jack London Square district shows some signs of potential, but it appears that the full potential of the site is still not realized. The ballpark will be a catalyst for further growth for Jack London Square and other adjacent neighborhoods beyond what could be capable at the Coliseum Site . Current uses in J ack London Square are under performing and the ballpark would be synergistic.

APPLICATION TO COLISEUM SITE
The trends around the current Coliseum site diminish the viability of mixed-use development and the business opportunity for baseball, and other professional sports, for a multitude of quantifiable and qualitative reasons. » The Coliseum site is geographically constrained. The site is constrained by a highway, slough, and parking lots that impede the connections to potential uses beyond the pa rk that would be nec essary to expand to a district. While the site does have access to BART and strong access for cars from the highway, it lacks walkability due to its geographic constraints and acts as an island that visitors have to get to without a seamless flow into other nearby parts of the city.
» The surrounding uses at the Coliseum site are not synergistic with a potential mixed -use district. The area is comprised mostly of light industrial and residential use types that would diminish the impact of any investment made at the Coliseum. The surrounding uses diminish the potential of the site being a “destination” for retail and hospitality, and as said before, that would greatly diminish t he premiums and subsequent revenue potential, which are required for the necessary density and amenity investment that makes mixed-use districts successful.

4 The history of the site validates the veracity of the aforementioned findings and suggests that the viability for mixed-use development is not present.

Two different professional sports teams have decided to move on from the site without investing in the future potential of the district, notwithstanding the fact that the City completed environmental review and approved the Coliseum City Specific Plan which made provision for u p to three venues to serve as home venues for the then-existing home franchises (the Golden State Warriors who moved to San Francisco, the Oakland Raiders, and the Oakland A’s). Further underscoring this point, the Oakland Raiders (the “Raiders”) and the National Foo tball League (the “NFL”), rejected an offer made via a term sheet dated December 14, 2016 by the City and the County of Alameda to provide a new stadium to serve as a ho me venue for the Raiders.

That term sheet, which estimated the cost of the project at $1.3 Billion, included, among other things, a proposed commitment by the City to contribute $200 Million for infrastructure costs through bonds and land valued at $150 Million in exchange for a participation feature to be determined. Nonetheless, the NFL and the Raiders selected Las Vegas, Nevada as a new home venue for the Raiders. These decisions of other teams to relocate from the Coliseum Complex support this memo’s thesis and its conclusion that the Coliseum site is not a pre ferred location for a sports franchise.
» Furthermore, outside of the Coliseum Connection Apartments , which have seen below market value rents , there has been no significant development at the site since the Coliseum’s renovation in 1995. The site lacks viability for different use types including office, retail, and hospitality. The site is not a traditional office location in terms of access to a traditional CBD, clustering with other emp loyment nodes, or access to walkable amenities. The demographics of the surrounding area also preclude the demand for retail. Retail needs to serve the surrounding market, not just on-site employees/households/visitors to be successful. The Coliseum site is isolated from the demand nodes necessary to have a large -scale successful retail node build -out. Finally, as stated before, hospitality is not viable at the site outside of an airport-oriented option.
» The households, office-using employment, and retail spending power within a 5-mile radius of the Coliseum site are below the density offered at the Howard Terminal site, and far below the 5 -mile radius around the Giants Ballpark in San Francisco, with whom the Athletics are competing with for fans, viewers, and sponsorship dollars.

CRITICAL ASSUMPTIONS
Our conclusions are based on our analysis of t he information available from our own sources and from the client as of the date of this report. We assume that the information is correct, complete, and reliable.

We made certain assumptions about the future performance of the global, national, and local economy and real estate market, and on other factors similarly outside either our control or that of the client. We analyzed trends and the information available to us in drawing these conclusions. However, given the fluid and dynamic nature of the economy and real estate markets, as well as the uncertainty surrounding particularly the near -term future, it is critical to monitor the economy and markets continuously and to revisit the aforementioned conclusions periodically to ensure that they are reflective of changing market conditions.

We assume that the economy and real estate markets will continue to recover, albeit at a moderating pace over the next 12 to 24 months. However, stable and moderate growth patterns are historically not sustainable over exten ded periods of time, the economy is cyclical, and real estate markets are typically highly sensitive to business cycles. Further, it is very difficult to predict when an economic and real estate expansion will end. With the above in mind, we assume that th e long -term average absorption rates and price changes will be as projected, realizing that most of the time performance will be either above or below said average rates.

Our analysis does not consider the potential impact of future economic shocks on the national and/or local economy, and does not consider the potential benefits from major "booms” that may occur. Similarly, the analysis does not reflect the residual impact on the rea l estate market and the competitive environment of such a shock or boom. In addition , it is important to note that it is difficult to predict changing consumer and market psychology.

As such, we recommend the close monitoring of the economy and the marketplace, and updating this analysis as appropriate.

Further, the project and investment economics should be “stress tested” to ensure that potential fluctuations in revenue and cost assumptions resulting from alternative scenarios regarding the economy and real estate market conditions will not cause failure.

In addition, we assume that the following will occur in accordance with current expectations:
► COVID-19 pandemic continues to ease and does not require re -imposition of lockdown measures that could materially impact consumer confidence and the economy

5 ► GDP, employment, and household growth and other key demographic and economic patterns ► The cost of development and construction
► Tax laws, monetary policy, and other major legislation (i.e., property and income tax rates, deductibility of mortgage intere st, and so forth) ► Availability and cost of capital and mortgage financing for real estate developers, owners and buyers ► Competitive projects will be developed as planned (active and future) and that a reasonable stream of supply offerings will s atisfy real estate demand
► Major public works projects occur and are completed as planned Should any of the above change, this analysis should be updated, with the conclusions reviewed accordingly (and possibly revi sed).

GENERAL LIMITING CONDITIONS
Reasonable efforts have been made to ens ure that the data contained in this study reflect accurate and timely information and are believed to be reliable. This study is based on estimates, assumptions, and other information developed by RCLCO from its independent resear ch effort, general knowledge of the industry, and consultations with the client and its representatives. No responsibility is assumed for inaccuracies in reporting by the client, its agent, and representatives or in any other data source used in preparing or presenting this study. This report is based on information that to our knowledge was current as of the date of this report, and RCLCO has not undertaken any update of its research effort since such date.

Our report may contain prospective financial information, estimates, or opinions that represent our view of reasonable expectations at a particular time, but such information, estimates, or opinions are not offered as predictions or assurances that a particular level of income or profit will be achieved, that particular events will occur, or that a particular price will be offered or accepted. Actual results achieved during the period covered by our pr ospective financial analysis may vary from those described in our report, and the variations may be material. Therefore, no warrant y or representation is made by RCLCO that any of the projected values or results contained in this study will be achieved.

Possession of this study does not carry with it the right of publication thereof or to use the name of "Robert Charles Lesser & Co." or "RCLCO" in any manner without first obtaining the prior written consent of RCLCO. No abstracting, excerpting, or summarization of this study may be made without first obtaining the prior written consent of RCLCO. This report is not to be used in conjunc tion with any public or private offering of securities or other similar purpose where it may be relied upon to any degree by any person other than the client without first obtaining the prior written consent of RCLCO.

This study may not be used for any pur pose other than that for which it is prepared or for which prior written consent has first been obtained from RCLCO.
2201 Broadway | Suite 602 | Oakland, CA 94612 | (510) 834-3200 www.fehrandpeers.com

MEMORANDUM
Date:

To:

From:

Subject:

January 10, 2022
Noah Rosen
Rob Rees, PE
Benefits of Development Density
OK16-0125
This memorandum summarizes the benefits of development density for the non-ballpark development at the Howard Terminal site. UC Berkeley professor Robert Cervero’s 1 original 1997 research found that neighborhood characteristics affected the number of vehicle trips generated and vehicle-miles traveled (VMT) by that household. From this research as well as work endorsed by the Environmental Protection Agency (EPA), Caltrans, and others the following factors influence traffic generation:
• Density of the project – the higher the proposed project’s density, the less vehicular traffic generated per unit of development.
• Diversity of uses – an appropriate mix of uses can lead to internalization of trips within a project.
• Design of project – a walkable, pedestrian- and bicycle-oriented circulation system can help to reduce automobile dependence within a project site. • Distance to transit – locating uses near major transit facilities (typically within ½ mile), has been shown to increase transit use associated with trips to and from a project.

Both the Project and Alternative 4 are designed to be walkable and bikeable communities which would minimize driving within the project site, and both are located near major transit facilities.

Where the Project and the Alternative 4 differ is related to density and diversity of use.

To illustrate the benefits of density and diversity the Project and Alternative 4 were evaluated using the methodologies described in the document titled, Getting Trip Generation Right 1 Cervero, R. and K. Kockelman (1997) Travel Demand and the 3Ds: Density, Diversity, and Design, Transportation Research D, Vol. 2, pp. 199-219

Noah Rosen
January 10, 2022

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Eliminating the Bias Against Mixed Use4 Development 2 (Getting Trip Generation Right). This methodology combines the NCHRP Report 684, Enhancing Internal Trip Capture Estimation for Mixed-Use Developments, and the EPA sponsored 2011 report, Traffic Generated by Mixed-Use Developments – A Six-Region Study Using Consistent Built Environment Measures.

Report 684 includes a refined assessment of on-site land-use categories, specifically recognizing the roles of restaurants, theaters, and hotels within the site land use mix, along with an adjustment to account for the spatial separations among individual uses within the development site. The method in Report 684 is not responsive to factors such as regional location, transit availability, density of development, walkability factors, and socio-demographic profile of the site’s residents and businesses. The EPA method accounts directly and quantitatively for these factors for retail, office, and residential developments. It does not however, differentiate subcategories such as restaurants, theaters, and hotels. The EPA method, by accounting for regional context, requires the analyst to consider off-site development characteristics. Refer to Getting Trip Generation Right (Attachment A) for additional detail describing the approach known as MXD+. Using the MXD+ approach as a proportion of total trip generation the Project would capture 13% more internalization, shift 27% more trips to transit, and shift 60% more trips to walk / bike trips compared to Alternative 4. Increased internalization, as well as increased transit, walk, and bike trips by the Project would contribute to the 20% vehicle trip reduction required as part of the Transportation Demand Management (TDM) Plan. Alternative 4, because it generates fewer of these non-auto trips as a proportion of total trips, would have a harder time achieving the 20% trip reduction requirement.

The base vehicle trip generation rates (before credit for internalization, transit, bicycling, and walking) in the ITE Trip Generation Manual also illustrate the benefits of density alone in vehicle trip generation. Using the daily trip generation rates in the Draft EIR (Table 4.15-26) the Project’s mix of commercial uses would generate 21% fewer daily vehicle trips per 1,000 square feet than Alternative 4 and about 5% fewer residential and office vehicle trips per unit of development.

Another benefit of the Project is that the higher residential densities create additional demand for on-site commercial uses such as a grocery store and other neighborhood serving uses. The June 2009 paper titled, Creating Walkable Neighborhood Business Districts (Attachment B) describes what it takes to support a walkable and cohesive residential neighborhood business district. The paper among other things establishes rules of thumb for fostering neighborhood districts 2 Originally published as a PAS Memo by the American Planning Association (APA) in May 2013. PAS Memo is a bimonthly online publication of APA’s Planning Advisory Service, a subscription service providing its members with the latest planning resources and customized research assistance.

Noah Rosen
January 10, 2022

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concluding that each household can support about 15 square feet of retail space. The Project would therefore generate demand for about 45,000 square feet of neighborhood serving retail space while Alternative 4 would generate up to 10,500 square feet. At 45,000 square feet the paper concludes that the retail space would support a grocery store and other residential neighborhood business district needs. Alternative 4 would not generate enough demand for a neighborhood district and as a result Alternative 4 would generate more vehicle trips as the site’s residents would likely drive to nearby neighborhoods for their grocery store and other neighborhood retail needs.

A
ttachment A – Getting Trip Generation Right
Attachment B – Creating Walkable Neighborhood Business Districts

GETTING TRIP GENERATION RIGHT
Eliminating the Bias Against Mixed Use Development
By Jerry Walters, Brian Bochner, and Reid Ewing
ATTACHMENT A (Page 1 of 19)
Originally published as a PAS Memo by the American Planning Association (APA) in May 2013. PAS Memo is a bimonthly online publication of APA’s Planning Advisory Service, a subscription service providing its members with the latest planning resources and customized research assistance. Learn more at www.planning.org/pas/about/.

Photos in document courtesy of Fehr & Peers.

ATTACHMENT A (Page 2 of 19)
Introduction 4
The Problem with Conventional
Traffic Impact Analysis 5
New Research Evidence for Mixed
Use Development Trip Generation 7
New Models for Mixed Use
Development Traffic Analysis
9 A New Approach: The MXD+ Method 12
Recommendations for Planners 16
Conclusion 17

TABLE OF

CONTENTS
ATTACHMENT A (Page 3 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 4 When planners, developers, or traffic engineers conduct traffic impact analyses for proposed developments, they typically use the trip-generation data and analysis methods published by the Institute of Transportation Engineers (ITE) in its Trip Generation report and Trip Generation Handbook.

However, standard traffic engineering practice does not account for project characteristics such as the mix and balance of land uses, compactness of design, neighborhood connectivity and walkability, infill versus remote location, and the variety of transportation choices offered. This can have significant implications when the project in question is a mixed use development.

The conventional methods used by traffic engineers throughout the U.S. to evaluate traffic impacts fail to account for the benefits of mixed use and other forms of lower-impact development. They exaggerate estimates of impacts and result in excessive development costs, skewed public perceptions, and decision maker resistance. These techniques overlook the full potential for internalizing trips through interaction among on-site activities and the extent to which development with a variety of nearby complementary destinations and high-quality transit access will produce less traffic. These effects can reduce the number of vehicle trips generated to a far greater degree than recognized in standard traffic engineering practice.

The ITE trip-generation data and analysis methods apply primarily to single-use and freestanding sites, which limits their applicability to compact, mixed-use, transit oriented developments (ITE 2004, 2012). The Handbook does include an approach based on limited data on mixed use developments, but only from six sites in Florida, not nearly enough to cover today’s diverse mixed use developments across the United States.

It is important that planners and developers recognize the implications of using standard ITE trip generation data and methodologies for mixed use developments and use methods that more accurately estimate traffic generated by these projects. Commonly used methods unjustifiably favor types of development that consume greater resources and generate greater impacts, shifting our attention away from development forms and locations that stimulate higher levels of social interaction and benefit to established communities.

Researchers have attempted to analyze how a mix of uses in a compact, walkable project design affects trip generation and on-the-ground traffic impacts. In 2011, two major studies introduced methodologies for predicting traffic generation from mixed use development. The researchers on those studies have now collaborated to combine the advantages of both and provide, in this PAS Memo, an even more complete and reliable approach to measuring the benefits of such forms of development. Using this new approach, planners conducting trip-generation analysis for mixed use development projects will produce more accurate forecasts of traffic generation, which will allow more appropriate on-site design features and off-site mitigation measures.

ATTACHMENT A (Page 4 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 5 The Problem with Conventional
Traffic Impact Analysis
Traffic analysis is intended to inform planners, community members, and public officials of the most suitable
planning features and infrastructure elements needed to support new development. However, the conventional
methods were developed during an era when most
new development was single use, stand alone, highway
oriented, and suburban. Standard practices ascribe
similar levels of impact to mixed-use, integrated, transit- oriented, and infill development, and consequently
overlook the benefits of — and impose unreasonable
obstacles to — appropriate planning and approval of such “smart growth” forms.

The standard analytic process used for planning, design, and impact analysis does not account for the degree to
which well-designed mixed use development places shops, restaurants, offices, and residences in close proximity to one another, shortening internal trips between them and making more trips conducive to walking, biking, or riding transit. Such reductions in traffic and vehicle miles traveled reduce fuel consumption, greenhouse-gas and other
emissions, and exposure of residents to passing traffic and the related threats to comfort, health, and safety. Reduced vehicular travel can also lessen the need to construct new or wider streets and highways, allowing communities to
economize on infrastructure. Mixed use developments
(MXD) also create opportunities for shared parking, which can reduce the number of spaces needed in parking lot
and garage construction.

Traffic-Reducing Attributes of Mixed Use Development
Many of the attributes of lower-impact development can
reduce traffic generation compared with conventional
single-use suburban development forms:

Diverse land uses and activities can fill basic needs nearby, thereby reducing automobile travel. They allow for linkage of trips in multipurpose trip chains, with a single auto trip to an activity center followed by several short trips on foot.

Mixed use sites also create the opportunity for shared
parking, which in turn encourages multipurpose trips and reduces the tendency to make separate automobile trips
from one destination to the next.

Higher densities and intensities of development provide opportunities for residents, employees, and visitors
to circulate among larger numbers of businesses and
activities by walking, bicycling, or making short trips by automobile. Higher concentrations of land use also
support higher quality and higher-frequency transit
service, offering tenants and visitors a viable alternative to driving. High land values and cost to provide parking also leads to higher parking prices, a disincentive to driving versus other available modes of travel.

Walkable urban design and interconnected streets
generally reduce the perceived and real separation among destinations, encourage walking and cycling, and reduce the circuitousness and length of each trip.

Short distances to transit help make transit a viable
alternative to the automobile and can create activity
centers with sufficient street life, amenities, and walking connections where needs and entertainment can be
accomplished without independent car trips.

Accessibility to complementary destinations outside
the development reduces distances between jobs and
housing, services and entertainment, and recreation, often making automobile travel unnecessary. Placed at infill
locations, complementary new development that satisfies local needs can also reduce trip making by residents,
employees, and shoppers in the surrounding community.

Socio-demographic compatibility can further reduce
auto traffic to the extent that developments are designed to attract and accommodate residents with low auto
ownership (through, for example, parking supply limits), low travel needs (based on, for example, family size,
ATTACHMENT A (Page 5 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 6 fewer employed residents, lower income, or age
range), or close affiliation with other project
elements or surrounding land uses (linked, or
simply compatible, jobs and residents).

Scale of development affects feasibility for
communities and employers to provide travel
demand options and management services
that can shift traveler modes from the auto
to alternative modes of travel. Residents and
businesses that self-select into such sites
and settings are also often more amenable
to travelling less or using alternatives to
the automobile. Transportation demand
management (TDM) programs are both
more likely to be available and more likely
to be successful in compact, central, transit-
supported settings.

The danger of using traditional traffic-generation
data based on single-use facilities is that it
misrepresents the true traffic generation impacts of mixed use development. The consequences of miscalculating
the benefits of mixed-use development may include
unreasonable development cost, exaggerated impacts
and mitigation responsibilities, skewed public perceptions, and decision maker resistance. This penalizes mixed use development proposals, often tipping the balance in
favor of projects that offer fewer benefits and ultimately generate higher impacts. Denying “smart” forms of
development does not reduce the overall market demand
for housing and business, so the building disallowed
ends up in other locations within the region, often in less accessible locations, at lower densities, and in less-mixed use configurations. The end result can be more traffic and higher regional vehicle-miles traveled than had the smart- growth development been approved.

Understandably, communities and public reviewers want
to minimize the risk of unmitigated impacts. However,
doing so through the application of overly conservative project evaluation criteria undermines the pursuit of other community values, such as vibrant neighborhoods with
integrated development and activities that minimize the need to travel and the impacts produced by excessive
unnecessary use of the automobile.

Conservative traffic-generation estimates have supply-side impacts, affecting design and cost of streets and parking.

Within constrained sites, over design of traffic elements can limit the space available for revenue-producing land uses and increase other development costs. Development
fee programs also rely heavily on traffic-generation
estimates from the ITE Trip Generation Manual; this can lead to setting excessively high fee rates on mixed use development. Unquestioning use of the ITE data can
unreasonably jeopardize a MXD project’s approval,
financial feasibility, and design quality.

Mixed use sites can take many
forms, but all offer a diversity of
uses in walkable settings. Oakland
City Center BART (left); RiverPlace,
Portland, Oregon (opposite page).

ATTACHMENT A (Page 6 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 7 New Research Evidence for Mixed
Use Development Trip Generation
Several hundred studies over the past 20 years have
confirmed that the built environment affects travel
generation (Ewing and Cervero 2010). Development
features associated with reduced trip rates include a
series of “D” variables: density, diversity of uses, design of urban environment, distance from transit, destination accessibility, development scale, demographics of
inhabitants, and demand management. In the past three
years, research has examined more directly the relative influence of each factor and their interactions and has sought to corroborate the research results through field verification. Organizations such as the U.S. Environmental Protection Agency and the National Academy of Sciences
Transportation Research Board have sponsored several of the more reputable studies on the subject.

The Eight “D” Variables
The most advanced research has confirmed that trip rate reductions are quantifiably associated with the attributes of mixed use development, defined in terms of these
characteristics of urban development patterns:

Density: dwellings, jobs per acre. Higher densities shorten trip lengths, allow for more walking and biking, and
support quality transit.

Diversity: mix of housing, jobs, retail. A diverse
neighborhood allows for easier trip linking and shortens distances between trips. It also promotes higher levels of walking and biking and allows for
shared parking.

Design: connectivity, walkability. Good
design improves connectivity, encourages
walking and biking, and reduces travel
distance.

Destinations: regional accessibility. Destination
accessibility links travel purposes, shortens trips, and offers transportation options.

Distance to Transit: rail proximity. Close proximity to transit encourages its use, along with trip-linking and walking, and often creates accessible walking environments.

Development Scale: residents, jobs. Appropriate
development scale provides critical mass, increases local opportunities, and supports transit investment.

Demographics: household size, income. Mixed use
development allows self-selection by households into
settings with their preferred activities and travel modes, allows businesses to locate convenient to clients,
and supports a socioeconomic “fit” among residents,
businesses, and activities.

Demand Management: pricing, incentives. Demand
management ties incentives to the urban environment
and allows alignment of auto disincentives with available alternate modes. It takes advantage of critical mass of travel resulting from density, diversity, and design.

A growing body of evidence indicates that these factors, individually or together, quantifiably explain the number of vehicle trips and vehicle-miles traveled for a development project and for a region as a whole. Each of the D
factors influences traffic generation through a variety of mechanisms. There are also important interactions, both synergistic and mutually dampening, among the D factors that call for sophisticated techniques when quantifying the travel generation effects of different combinations proposed in any project or plan.

ATTACHMENT A (Page 7 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 8 The Evidence that Conventional Methods
Overstate MXD Impacts
Empirical evidence and research provides
evidence that mixed-use, infill, and transit-
oriented developments generate fewer external
vehicle trips than equivalent stand-alone uses.

A nationwide study sponsored by the U.S. EPA
(Ewing et al. 2011) found statistical correlation
between the D factors and increased trip
internalization and increased walking and transit
use. It further demonstrated, for 27 mixed-use
development sites across the U.S., that:

1. On average, the sites’ land uses would
generate 49 percent more traffic if they were
distributed among single-use sites in suburban
settings, the situations to which the ITE Trip
Generation Manual would apply.

2. The ITE Handbook , the current state-
of-practice resource for estimating mixed use trip
generation, would overestimate peak hour traffic by
an average of 35 percent.

The following examples from recent studies demonstrate
the degree by which such developments reduce traffic
generation relative to what would be presumed under
conventional traffic analysis methods.

Atlantic Station in Atlanta is a major mixed-use infill development located on a 138-acre former brownfield site in midtown Atlanta, connected by nonstop shuttle service to a MARTA metro rail station about a half-mile away. At the time it was studied, the development included 798
mid- and high-rise residential units, 550,600 square feet of office space, 434,500 square feet of retail space, a 101- room hotel, a restaurant, and a cinema.

For Atlantic Station, the “internal capture rate” (proportion of generated trips that remain internal to the site) is 15 percent in the morning peak hour and about 40 percent of evening peak-hour. Of the trips entering and leaving the site, between 5 and 7 percent use transit and another 5 to 7 percent walk or bicycle.

According to standard ITE trip-generation rates, were the Atlantic Station development elements located at single- use suburban sites, they would generate 37 percent more weekday traffic and 69 percent more PM peak traffic than actually counted at the centrally located, mixed use site.

RiverPlace in Portland is an award-winning mixed
use waterfront development on a former brownfield
within easy walking distance of downtown Portland,
Oregon. Adjacent to the Tom McCall Waterfront Park,
the site contains 700 residential units (condominiums
and apartments), 40,000 square feet of office space,
26,500 square feet of small retail shops and restaurants, a 300-room hotel, and a marina, cinema, and athletic
club. The waterfront walking environment conveniently
links all of the activities within the development site and connects the site to the Portland central business
district. Transit is also available at the site; the Portland Streetcar connects RiverPlace to downtown Portland
and the greater Portland area.

Atlantic Station offers residential
units alongside walkable office and
commercial space.

ATTACHMENT A (Page 8 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 9 RiverPlace’s internal capture rate is 36 percent. For internal and external trips combined, 40 percent
are by walking and 5 percent by transit. These
statistics are significantly higher than the regional
averages of 15 percent of trips taken by walking
and 2 percent by transit.

Bay Street in Emeryville is a vibrant, thriving recent
redevelopment project in Emeryville, California,
just outside San Francisco. The previously heavy-
industrial area within and around Bay Street has
undergone dramatic revitalization in the past two
decades, and it now includes the headquarters
of Pixar Studios and other businesses. Bay Street
itself is a one-million-square-foot walkable
urban village designed on a Main Street theme.

It contains a major theater complex, hotel, and 382,000 square feet of fashionable retail shops (including an Apple Store) with 381 apartment units and offices above. The site is within walking distance of a Capitol Corridor commuter rail station and within a shuttle bus ride of BART metro rail.

Bay Street’s daily traffic generation is about 41 percent less than the combined total that would be generated
by similarly sized suburban shopping centers, theater
complexes, residential uses, and office developments
based on standard ITE trip rates for stand-alone land
uses. It also generates 36 percent less daily traffic than would be estimated by traffic engineers applying the ITE Handbook and conventional analysis methods. In the PM
peak hour, Bay Street traffic generation is 46 percent lower than would be generated by the same land uses scattered on individual suburban sites, and 41 percent lower than would be estimated by standard ITE traffic analysis.

New Models for Mixed Use
Development Traffic Analysis
To address the shortcomings in conventional analysis
methods, the National Cooperative Highway Research
Program (NCHRP) and the U.S. EPA recently conducted
significant research studies to improve quantification
of the trip-reducing effects of mixed use development.

Each study took a different approach: NCHRP undertook
extensive visitor surveys and traffic counts at Atlantic Station and two mixed-use developments in Texas
(Bochner et al. 2011), while EPA sponsored a nationwide study of more than 260 mixed use developments across
the U.S. using regional travel survey data and verification traffic counts at a subset of the sites (Ewing et al. 2011).

Using different analysis methods, each study developed a recommended approach to discounting traffic generation
estimates to account for the mix of uses and other
development characteristics. Each study represents a
major advancement over conventional analysis methods.

RiverPlace (left) offers a mix of
residential, office, and commercial
uses on Portland’s waterfront. Photo
courtesy Fehr & Peers. Bay Street’s
walkable urban village (below) is
designed on a Main Street theme.

ATTACHMENT A (Page 9 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 10 NCHRP Report 684
National Cooperative Highway Research
Program (NCHRP) Report 684, “Enhancing
Internal Trip Capture Estimation for Mixed-
Use Developments,” analyzed internal-capture
relationships of MXD sites and examined the
travel interactions among six individual types
of land uses: office, retail, restaurant, residential,
cinema, and hotel. The study looked at three
master-planned developments: Mockingbird
Station, a single-block TOD in Dallas; Legacy
Town C enter, a multiblock district in suburban
Plano, Texas, containing fully integrated and
adjacent complementary uses; and Atlantic
Station (see above). It compared the survey
results to those found in prior ITE studies at
three Florida sites, Boca del Mar, Country Isles,
and Village Commons, all containing a variety of
land uses, though in single-use pods.

Based on traveler and vehicle counts and interviews, the study ascertained interactions among the six land-use types of interest and compared them with site characteristics. It then examined the percentage of visitors to each land-
use type who also visited each of the other uses during the same trip. The study considered site context factors and described percentage reductions in sitewide traffic generation that might result from the availability of transit service and other factors.

Researchers then performed verification tests by comparing the analysis results to those available from ITE for three earlier studies at Florida mixed use sites. The validation confirmed that the estimated values were a reasonable
match for actual counted traffic. The product of the study is a series of tables and spreadsheets that balance and apply the discovered use-to-use visitation percentages
to the land uses within the project site under study. The interaction percentages are then used to discount ITE
trip-generation rates and to reduce what would otherwise represent the number of trips entering and leaving the
entire site.

EPA MXD
The U.S. EPA–sponsored 2011 report, “Traffic Generated
by Mixed-Use Developments — A Six-Region Study Using
Consistent Built Environmental Measures,” investigated
trip generation, mode choice, and trip length for trips produced and attracted by mixed use developments.

Researchers selected six regions — Atlanta, Boston,
Houston, Portland, Sacramento, and Seattle — to represent a wide range of urban scale, form, and climatic conditions.

Regional travel survey data with geographic coordinates and parcel-level detail available for these areas allowed researchers to isolate trips to, from, and within MXDs and relate travel choices to fine-grained characteristics of these developments.

In each region, researchers worked with local planners and traffic engineers to identify a total of 239 MXDs that met the ITE definition of multi-use development. The MXDs
ranged from compact infill sites near regional cores to low-rise freeway-oriented developments. They varied in
size, population and employment densities, mixes of jobs and housing, presence or absence of transit, and locations within their regions. In total, the MXD sample for the six regions provided survey data on almost 36,000 trips.

The analysis found that one or more variables in each of seven D categories (see above) were statistically significant predictors of internal capture, external walking, external transit use, and external private vehicle trip length.

Specifically, an MXD’s external traffic generation was
related to population and employment within the site
(density); the relative balance of jobs and housing within the site and the amount of employment within 1 mile
of the site (diversity); the density of intersections within the site as a measure of street connectivity (design); the presence of bus stops within a quarter mile or the presence of a rail station (distance from transit); employment within a mile of site boundaries and percentage of regional
employment within 20 minutes by car, 30 minutes by car, and 30 minutes by transit (destination accessibility); the gross acreage of the development (development scale);
and the average number of household members as well as
ATTACHMENT A (Page 10 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 11 household vehicle ownership per capita(demographics).

The accuracy of the EPA MXD method was verified
through traffic generation comparisons at 27 mixed-use
sites across the U.S.

The EPA MXD product is a series of equations and
instructions captured in a spreadsheet workbook. The
methodology calculates the percentage reductions in
ITE trip generation resulting from the national statistical analysis of seven D effects on internal trip capture, walking, and transit use. The spreadsheets produce reduced
estimates of traffic generation on a daily basis and for peak traffic hours.

Combining the Approaches
The NCHRP 684 method and EPA MXD method each derive
from different research approaches and produce different methods of analyzing trip generation at mixed use
developments. They focus on overlapping but not identical aspects of mixed-use development sites and their contexts and offer respective strengths and weaknesses in terms
of factors considered and ease of application. Selecting which method to employ under different circumstances
requires both a comparison of their capabilities as well as professional judgment of their respective strengths and weaknesses.

Report 684 includes a refined assessment of on-site
land-use categories, specifically recognizing the roles of restaurants, theaters, and hotels within the site land- use mix, along with an adjustment to account for the
spatial separations among individual land uses within the development site. It is directly useful for the evaluation of proposed development sites that are similar to the
one or more of the three surveyed in Atlanta and Texas
for the report. However, it is not responsive to factors such as regional location, transit availability, density of development, walkability factors, and the socio-
demographic profile of site residents and businesses.

In contrast, the EPA MXD method accounts directly and
quantitatively for these factors. However, while it accounts for the balances of retail, office, and residential development, it does not explicitly differentiate subcategories such as restaurants, theaters, and hotels. Furthermore, it requires the analyst to account for off-site development, including employment within a one-mile radius of the MXD and the
number of jobs available within 30 minutes of the site.

To develop a method that captures the best of both
sets of research findings, the authors of the two original studies decided to collaborate on an integrated method
that recognizes the full array of on-site and context
characteristics that contribute to traffic reduction and, through a focus on empirical verification, achieves greater accuracy than either method individually.

In developing the integrated approach, we compared the
performances of the methods to actual traffic counts at a diverse group of mixed use developments in a variety of settings. The 27 verification sites were successful mixed- use development, exhibiting moderate to high levels of
activity in terms of business sales, occupied residential units, property value, and household income, with average or above-average person trips, at the time of the survey.

They included those studied for NCHRP 684, the sites
used as the basis for the ITE Trip Generation Handbook, and others surveyed by Fehr & Peers, transportation
consultants. Six of the 27 sites were located in Florida, and three were located in Atlanta and Texas. Three of these nine were nationally known examples of smart growth or transit- oriented development: Atlantic Station, Mockingbird
Station, and Celebration, Florida. Six sites were located in San Diego County and were designated by local planners
and traffic engineers in 2009 as representing a wide range of examples of smart growth trip generators in that region.

The 12 remaining sites were MXD developments located
elsewhere in California and in Utah, ranging from TOD
sites (commuter rail and ferry) to conventional suburban freeway-oriented mixed use sites.

ATTACHMENT A (Page 11 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 12 A New Approach:

The MXD+ Method
The new analytical approach, the MXD+ method,
combines the strengths of NCHRP 684 and EPA
MXD. The authors sought to (1) address the fact
that each method has strengths relative to the
other, (2) create a method that is more accurate
than either of the individual methods alone, and
(3) reduce confusion among practitioners on
which is the most appropriate method.

The proposed MXD+ method incorporates the
underlying data sources and logic that the two
methods share. It offers the ability to assess
the effects of spatial separation of uses and
recognition of more specific land-use categories
and to consider the dynamic influences of local
development context, regional accessibility,
transit availability, development density and
walkability factors, and the characteristics of
residents.

To develop the preferred method, the authors
experimented with different methods of integrating the
two methods and arrived at a direct calibration approach.

The appropriate combination of the results of the two
individual methods was determined through regression
analysis to identify the proportions that provided the best correlation with the traffic counted at the 27 validation sites. Table 1 presents results from the regression analysis, listing the proportions of the two methods found most
effective at matching the traffic generation at the diverse set of mixed use validation sites. Weighting the results of the two individual analyses by the percentages in
Table 1 and combining the results produces more accurate estimates of traffic generation and captures the effects of all of the site description variables included in the NCHRP and EPA methods.

The step-by-step method is as follows:

1. Apply the full EPA MXD methodology to predict
external traffic generation as influenced by site
development scale, density, accessibility, walkability
and transit availability, resident demographics, and
general mix of uses.

2. Apply the full NCHRP 684 method to capture the
effects of detailed land-use categories, including hotel, theater, and restaurant, and the spatial separation of
uses within small and medium sites.

3. Combine the results of the two methods in terms
of percentages of trips remaining internal to the
development site, using proportioning factors
presented in the table above.

4. Apply adjustments to account for off-site walking and transit travel using the EPA MXD method.

5. Discount standard ITE traffic-generation rates by the percentages of internalization produced in step 3 and
the percentage of walk and transit travel in step 4 to
obtain the estimate of site- generated traffic.

TABLE 1 OPTIMAL BLEND OF NCHRP 684

AND EPA MXD METHODS

AM PEAK

TRAFFIC

PM PEAK

TRAFFIC

AVERAGE

DAILY TRAFFIC
NCHRP 684 10.1% 36.5% n/a
EPA MXD 89.9% 63.5% 100%
ATTACHMENT A (Page 12 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 13 As Table 2 indicates, the MXD+ method improves traffic generation estimates by considering the full array of 12 site development and context characteristics shown to
influence internal capture and mode share, while the
individual methods consider only 5 to 8 factors each.

Effects considered in MXD+ that are not included in the NCHRP 684 method include household size and auto
ownership, site proximity to bus and rail stops, and
accessibility to local and regional jobs. Effects considered in the NCHRP 684 method that do not appear in the EPA
MXD method include specific land uses and proximity of
interacting land uses to each other.

TABLE 2 COMPARISON OF THREE PRINCIPAL METHODS IN TERMS OF PROJECT CHARACTERISTICS CONSIDERED EPA MXD METHOD NCHRP 684 METHOD MXD+ METHOD
Project Characteristics Considered
Density of Development
Diversity of Uses: Jobs/Housing
Diversity of Uses: Housing/Retail
Diversity of Uses: Jobs/Services
Diversity of Uses: Entertainment, Hotel
Design: Connectivity, Walkability
Design: Separation Among Uses
Destination Accessibility by Transit
Destination Accessibility by Walk/Bike
Distance from Transit Stop
Development Scale
Distance from Transit Stop
Development Scale
Demographic Profile
Data Needs (beyond Project Site Plan)
Average Residents per Dwelling Unit
Average Autos Owned per Dwelling Unit
Nearby (1/4 mi) Bus Stops and Rail Stations
Jobs Within 1 Mile of Site
Jobs Within 30-Minute Transit Trip
Regional Employment
Located in CBD or TOD?
Site Development by Classification
Vehicle Occupancy Estimate
Mode Split Estimate
ATTACHMENT A (Page 13 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 14 Table 3 presents the statistical performance of
the MXD+ integrated method with the individual
performance of the individual NCHRP 684 and
EPA MXD methods. We compared the ability of
each of the available methods to replicate the
amount of traffic generated at the 27
validation sites in terms of statistical measures
including percent root mean squared error, a
metric used in the transportation field to evaluate
model accuracy, and the coefficient of determination (or “R-squared”), which measures the ability of the analysis method to account for the variations in traffic generation among the 27 survey sites. For daily traffic generation, MXD+ is equivalent to the EPA MXD method, as the
NCHRP 684 method does not address daily analysis. For
peak hour traffic generation, MXD+ performs notably
better than either of the individual methods.

TABLE 3 COMPARISON OF THREE PRINCIPAL METHODS IN TERMS OF PERFORMANCE AT VALIDATION SITES EPA MXD METHOD NCHRP 684 METHOD MXD+ METHOD
Daily Traffic Generation
R-squared 96% 89%* 96%
Average Error 2% 16%* 2%
Root Mean Square Error 17% 27% 17%
AM Peak Traffic Generation
R-squared 97% 93%* 97%
Average Error 12% 30% 12%
Root Mean Square Error 21% 33% 21%
PM Peak Traffic Generation
R-squared 95% 81% 97%
Average Error 8% 18% 4%
Root Mean Square Error 18% 36% 15%
* ITE Handbook internalization statistics (NCHRP 684 method does not address daily trip generation) The graphs on the following page compare the
performance of the MXD+ method to the ITE Handbook
method at replicating traffic generation at the diverse group of mixed-use validation sites. Compared with the
ITE Handbook, MXD+ method more accurately matches
the amount of daily traffic actually counted at 20 of the 27 survey sites. In the AM peak hour, it is more accurate than the ITE Handbook at 21 of the 24 sites for which counts were available, and in the PM peak hour, MXD+ is more
accurate than the ITE Handbook method at 23 of 25 sites.

ATTACHMENT A (Page 14 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 15 AM PEAK HOUR TRAFFIC GENERATION COMPARISON OF ITE HANDBOOK & MXD+ METHODS DAILY TRAFFIC GENERATION COMPARISON OF ITE HANDBOOK & MXD+ METHODS ATTACHMENT A (Page 15 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 16 PM PEAK HOUR TRAFFIC GENERATION COMPARISON OF ITE HANDBOOK & MXD+ METHODS The MXD+ method explains 97 percent of the variation in trip generation among mixed-use developments, compared
with 65 percent for the ITE Handbook method. On average, the Handbook overestimates AM peak traffic generation
by 49 percent, compared with 12 percent for MXD+. For
the PM peak hour, the ITE Handbook overestimates actual traffic by 35 percent. The MXD+ method reduces this to
4 percent, remaining slightly conservative and unlikely to understate impacts.

By combining and refining the two most advanced
methodologies for estimating traffic generation for
mixed-use development, the MXD+ method provides
transportation planners and engineers a more accurate
single approach that accounts for the most important
factors that distinguish lower impact development from
other forms. Doing so advances development planning
and impact assessment beyond the practices that have, to date, unreasonably discouraged mixed-use development.

Recommendations for Planners
We recommend that planners adopt the latest methods
for evaluating traffic generation of mixed use and other forms of smart growth, including infill and transit-oriented development. The MXD methods developed under the
U.S. EPA multiregional study and the NCHRP 684 study
on enhancing trip-capture estimation each represent
substantial advances to the conventional practices
previously available through ITE. Combining the two
new methods, as described above, improves upon both
individual methods. Tools for all three approaches are
available for use through the references and resources
listed below.

ATTACHMENT A (Page 16 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 17 Traffic engineers are beginning to take notice of the new methods, but we expect that natural sluggishness
in adopting new practices will continue to impose unfair penalties on mixed use and other forms of lower-impact
development. We recommend activism on the part of all
planners, development reviewers, and impact analysts on behalf of the more accurate MXD methods.

Immediate adoption of the improved methods will allow
planners to account for a project’s regional location, transit availability, density of development, walkability factors, and the characteristics of residents and businesses and on-site adjacencies of land uses including residential, office, retail, restaurants, theaters, and hotels. Accounting for these factors through the MXD+ method will achieve
the highest levels of accuracy possible in estimating traffic impacts of mixed use development.

We recommend applying and promoting the
MXD+ method for day-to-day project planning and
performance-based site-plan refinement, impact analysis, and discretionary review. Doing so will eliminate what is presently a systematic bias in traffic analysis that favors single-use, isolated, suburban-style development.

Conclusion
Standard traffic engineering practices are blind to the primary benefits of smart growth. A plan’s development
density, scale, design, accessibility, transit proximity, demographics, and mix of uses all affect traffic generation in ways unseen to prescribed methods. The Institute of
Transportation Engineers (ITE) Trip Generation Manual
and Handbook overestimate peak traffic generation for
mixed-use development by an average of 35 percent.

For conventional suburban stand-alone development, ITE
rates portray the average for such sites; so hedging mixed- use analysis toward more conservative assumptions
creates a systematic bias in favor of single-use suburban development.

ITE overestimation of traffic impacts reduces the likelihood of approval of mixed use and related forms of smart growth such as infill, compact, and transit-oriented development.

Such overestimation escalates development costs, skews
public perception, heightens community resistance, and
favors isolated single-use development.

The methods of evaluating mixed use development
described in this report represent a substantial improvement over conventional traffic-estimation methods. They
improve accuracy and virtually eliminate overestimation bias, and they are supported by the substantial evidence of surveys and traffic counts at 266 mixed use sites across the U.S. The MXD+ analysis method explains 97 percent
of the variation in trip generation among mixed use sites and all but eliminates the ITE systematic overestimation of traffic. We hope planners and other professionals will take advantage of the available spreadsheet tools listed below to help even the playing field between conventional development patterns and more sustainable, walkable,
livable places.

About the Authors
Jerry Walters is a principal and sustainability practice leader with Fehr & Peers, transportation consultants. He has more than 30 years of experience in transportation
planning, engineering, and travel forecasting and is
a registered traffic engineer. Jerry developed project
evaluation methods for the U.S. EPA study “Mixed-use
Development and Vehicle Trips: Improving the Standard
Estimation Methodology.” He is a co-author of the book
Growing Cooler – the Evidence on Urban Development
and Climate Change (Urban Land Institute, 2008).

ATTACHMENT A (Page 17 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 18 Brian S. Bochner is a senior research engineer
at Texas Transportation Institute with over 40
years of experience in traffic engineering and
planning. He is a certified professional traffic
engineer, a professional traffic operations
engineer and transportation planner, an
affiliate with the Transportation Research
Board, and past president and member of
the International Board of Direction of the
Institute of Transportation Engineers (ITE).

His awards include Transportation Innovator,
Texas Department of Transportation Research
Program, and Transportation Engineer of the
Year for the Texas Section of ITE.

Reid Ewing is a professor of city and metropolitan planning at the University of Utah, associate editor of the Journal of the American Planning Association, columnist for Planning magazine, and Fellow of the Urban Land Institute. His 2010 article, “Travel and the Built Environment: A Meta-Analysis,” won the Best Article of the Year award from the American Planning Association, and his book, Best Development
Practices (APA Planners Press, 1996), is listed by APA as one of the 100 essential planning books of the past 100 years.

ATTACHMENT A (Page 18 of 19)
GETTING TRIP GENERATION RIGHT Eliminating the Bias Against Mixed Use Development 19 References
Bochner, Brian, Kevin Hooper, Benjamin Sperry, and Robert Dunphy. 2011. NCHRP Report 684: Enhancing Internal
Trip Capture Estimation for Mixed-Use Developments.

Washington, D.C.: National Cooperative Highway
Research Program, Transportation Research Board. http:// onlinepubs.trb.org/onlinepubs/nchrp/nchrp_rpt_684.pdf
Ewing, Reid, and Robert Cervero. 2010. “Travel and the Built Environment: A Meta-Analysis.” Journal of the American
Planning Association 76(3): 265–94. www.tandfonline.com/ doi/abs/10.1080/01944361003766766
Ewing, Reid, Michael Greenwald, Ming Zhang, Jerry
Walters, Robert Cervero, Lawrence Frank, and John
Thomas. 2011. “Traffic Generated by Mixed-Use
Developments — Six-Region Study Using Consistent Built
Environmental Measures.” ASCE Journal of Urban Planning and Development 137(3): 248–61. http://ascelibrary.org/ action/showAbstract?page=248&volume=137&issue=3&
journalCode=jupddm&isAuthorized=no
Institute of Transportation Engineers. 2012. Trip
Generation Manual, Ninth Edition. www.ite.org/emodules/ scriptcontent/orders/ProductDetail.cfm?pc=IR-016G
Institute of Transportation Engineers. 2004. Trip Generation Handbook, Second Edition. www.ite.org/emodules
scriptcontent/orders/ProductDetail.cfm?pc=RP-028B
San Diego Association of Governments. 2010. Trip
Generation for Smart Growth: Planning Tools for the San Diego Region. San Diego, Calif.: SANDAG. www.sandag.
org/uploads/publicationid/publicationid_1500_11604.pdf
Walters, Jerry, Reid Ewing, and John Thomas Eary. 2013. “Getting Trip Generation Right -- How to Accurately
Account for Impact Reduction Attributable to Mixed-Use
and Related Forms of Sustainable Development.” National Association of Environmental Professionals Conference
Proceedings, April.

Additional Resources
Description, documentation, and spreadsheet tools for
the NCHRP 684 method, Enhancing Internal Trip Capture
Estimation for Mixed-Use Developments may be found at
www.trb.org/Main/Blurbs/165014.aspx.

Description, documentation, and spreadsheet tools
for the EPA MXD Trip Generation Tool for Mixed-
Use Developments may be found at www.epa.gov/
smartgrowth/mxd_tripgeneration.html.

Quick-response analysis tools for applying the EPA MXD
method, the combined EPA /NCHRP method MXD+, and
MXD in conjunction with analysis of vehicle-miles traveled, GHG emissions, and shared parking, Plan+, may be found
at http://asap.fehrandpeers.com/tools/.
©Copyright 2013 American Planning Association All Rights Reserved ATTACHMENT A (Page 19 of 19)

MAKERS architecture and urban design 1
Creating Walkable
Neighborhood Business Districts:

An exploration of the demographic and physical characteristics needed to support local retail services
Gregory Easton
John Owen
June 2009
Introduction
Creating walkable, transit-friendly communities is a necessary component in the larger effort to reduce our environmental impacts and carbon footprint, improve human health, and increase social resilience. And, creating successful
neighborhood commercial districts that provide day-to-day needs is an essential element in fostering healthy
neighborhoods. Those engaged in community development
are often confronted with questions related to the amount and configuration of residential development necessary to support a cluster of neighborhood-serving businesses. This question arises in planning contexts ranging from established urban neighborhoods to arterial corridors and emerging suburban centers of widely varying sizes and character.

This paper is aimed at the question: “What does it take to support a neighborhood business district around which to focus a walkable, cohesive community?” The first section examines what is meant by a neighborhood district and its role within the hierarchy of retail centers. Then follows an analysis of the development patterns necessary to support a business district which will, in turn, encourage pedestrian activity, social interaction, and transit ridership. Finally, there is a discussion of the implications of this analysis to a variety of settings, from older urban neighborhoods to metropolitan cores, linear transportation corridors, and suburban centers.

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Description of Neighborhood Business
Districts
Business districts can vary in size and tenant mix, but generally fall within a retail hierarchy used by the shopping center industry. The table below summarizes the
characteristics of the traditional types of shopping centers or retail concentrations from the development-oriented
perspective of the Urban Land Institute (ULI).

Table 1. Urban Land Institute’s Comparison of Retail
Center Types
Convenience Shopping Center
Anchors Convenience grocery, drug store
Number of Stores 3-20 stores
Total Retail Space 10,000-30,000 square feet
Site Area 1-3 acres
Market Area Population under 20,000
Market Area Radius under 2 miles
Neighborhood Shopping Center
Anchors Supermarket and Drug Store
Number of Stores 10-40 stores
Total Retail Space 30,000-100,000 square feet
Site Area 1-3 acres
Market Area Population 10,000-30,000 people
Market Area Radius 1-3 miles
Community Shopping Center
Anchors Junior department or discount
Number of Stores 25-80 stores
Total Retail Space 100,000-450,000 square feet
Site Area 10-30 acres
Market Area Population 30,000-75,000 people
Market Area Radius 3-8 miles
Regional Shopping Center
Anchors 1 or 2 full-line department stores
Number of Stores 50-100 stores
Total Retail Space 300,000-750,000 square feet
Site Area 30-50 acres
Market Area Population 100,000-250,000 people
Market Area Radius 8-15 miles
Super-Regional Shopping Center
Anchors 3 or more full-line department stores
Number of Stores 100-300 stores
Total Retail Space 600,000-2,000,000 square feet
Site Area 40-100 acres
Market Area Population 250,000-600,000 people
Market Area Radius 12-50 miles

Source: Urban Land Institute, Dollars and Cents of Shopping Centers Property Counselors
ATTACHMENT B (Page 2 of 27)

MAKERS architecture and urban design 3
Note that the terms “neighborhood center” and “neighborhood business district” as used here vary from the ULI’s
classification. Where the ULI’s terminology is used, it is preceded by “ULI.” The smallest center in the ULI
classification is a “convenience shopping center,” usually anchored by a convenience grocery store, drugstore, or
restaurant. Other common tenants include hair salons,
medical/dental offices, phone sales, drycleaner, video rental, and insurance/real estate offices. The average ULI
convenience shopping center is 20,000 square feet in size, with 10 tenants serving primarily day-to-day needs.

The ULI “neighborhood shopping center” is the traditional local service-providing center anchored by a supermarket. Such ULI neighborhood shopping centers are larger than
convenience shopping centers in terms of number and size of stores and serve a larger radius as well. Other typical tenants, in addition to those found in a convenience shopping center, include other food retailers (bakery, produce stand), a branch bank, multiple restaurants and bars, mailing/packaging store, liquor store, and novelty store. ULI neighborhood shopping centers generally provide the range of goods and services that a household requires on a semi-frequent basis. Trips to this type of center might involve weekly or bi-weekly grocery shopping or meeting up with friends for a bite to eat on Friday night.

The three higher level shopping center types are larger, with more stores and larger anchor stores. The centers provide the goods and services that are purchased less frequently but are subject to more comparison shopping, such as clothes
shopping in the mall or car shopping along auto row.

Figure 3. A community shopping center.

Figure 1. An example of a ULI
“convenience shopping center”
in an urban neighborhood; a 7-
11 store with adjacent small
businesses. This example is on
an arterial with several new
multifamily complexes nearby.

Figure 2. The Manette
neighborhood business center in
Bremerton: an example of a ULI
“neighborhood shopping center.”
Manette includes a small
grocery, some convenience
services, professional offices
and three popular restaurants.

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Many centers change size and character over time. Generally, as population densities increase, the ULI neighborhood
shopping center can grow to a ULI community shopping center if land is available. ULI community shopping centers, such as Capitol Hill’s Broadway, include a number of entertainment and specialty businesses, drawing visitors from larger areas.

The hierarchy shown in Table 1 represents common retail formats, but there are other formats as well. Two such formats are stand-alone retail buildings and specialty centers that offer a concentration of related businesses, such as Stone Way in Wallingford, Seattle; which features a number of builder and home improvement stores. These formats can provide both an identity and a draw for business districts.

So, the concept of a neighborhood business district or ULI neighborhood shopping center is slippery, but, for this paper, we consider “neighborhood business districts” or
“neighborhood centers” as comprising ULI “convenience
shopping centers” and ULI “neighborhood shopping centers.” As discussed here, a “neighborhood business district” or “neighborhood center” ranges generally from 15,000 to
100,000 square feet, providing, at a minimum, food and day- to-day service needs. More specifically, the calculations in subsequent sections assume that the goal is at least 30,000 square feet of commercial space with a grocery store.

Population Necessary to Support a
Neighborhood Business District
Table 1 identified the market area population for a
convenience store as under 20,000 people, while the market area population for a neighborhood shopping center is 10,000 to 30,000. These numbers suggest the relative scale of centers, but are not absolute threshold requirements. Centers may have overlapping market areas, and any particular market area may support more than one center.

An alternative approach to identifying the population
necessary to support a neighborhood business district is to consider average spending patterns and the sales potential of different store types to identify how much retail space an average household might support. Table 2 provides an
estimate of how much retail a household can support.

ATTACHMENT B (Page 4 of 27)

MAKERS architecture and urban design 5
Table 2. Supportable Square Feet of Retail per Household Supportable Sq. Ft. Neighborhood Sq. Ft.

Store Type Per Household Per Household
Building Material 2.6 0.0% - Hardware 0.5 5.0% 0.0
Department/Variety 13.4 0.0% - Food/Grocery 11.6 45.0% 5.2
Auto supply 2.6 5.0% 0.1
Gas Stations 5.5 0.0% -
Apparel 4.5 17.5% 0.8
Shoe 1.3 17.5% 0.2
Furniture 3.5 5.0% 0.2
Home furnishings 1.6 5.0% 0.1 Appliance 0.5 5.0% 0.0
Radio/TV/Computer/Music 2.3 5.0% 0.1 Eating Places 12.4 45.0% 5.6
Drinking Places 1.5 45.0% 0.7 Drug 3.1 45.0% 1.4
Sporting Goods 1.4 5.0% 0.1
Book 1.0 17.5% 0.2
Hobby/Toy 1.0 17.5% 0.2
Gift 1.0 17.5% 0.2
Flower 0.5 17.5% 0.1
Total 71.8 15.1
% Nbd.

Source: Center for Economic Development, University of Wisconsin Extension and Property Counselors As shown in Table 2, the average household can support 72 square feet of retail development. The largest categories are department, eating/drinking, grocery, gas station, apparel, and drug. While the grocers, drug stores, cleaners, florists, video/entertainment, and eating/drinking establishments are common tenants in neighborhood business districts, the others are usually found in higher level retail centers. Of the 72 square feet per household, forty square feet are in retail categories that are found in neighborhood centers. However, 15 square feet per household represents a more realistic level of sales that a neighborhood center can capture due to much of the retail market demand would be picked up in larger retail centers.

Using a factor of 15 square feet of neighborhood business space per household, the necessary number of households to support a neighborhood business district would be:

Retail Required
Square Feet Households
Corner grocery scale 15,000 1,000
Small neighborhood business district 30,000 2,000
Large neighborhood business district 50,000 3,300
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These household figures reflect resident spending only. To the extent that there are significant purchases by employees of local businesses or visitors, the required number of households would be less. Service businesses and other office tenants often occupy additional space in any center type as well as provide more people to purchase goods before/after work and during lunch. While the numbers above represent a minimum amount to support a nucleus of services, they are not large enough to provide the variety needed to create a community business district that also serves as a destination. In her research at the University of Washington, Anne Vernez
Moudon has found that such community centers usually contain at least 100,000 square feet of retail space and occupy over 10 acres of land.

Until recently, retail development trends featured larger format grocery stores. Larger stores result in larger trade areas, greater distance between stores, and fewer stores overall.

With increased density in urban settings, the size trends are reversing in many areas. Major retailers like Safeway and even Wal-Mart, as well as independent grocers, are opening smaller prototype stores in response to new market oppor- tunities. According to King County assessor’s land use data, there are approximately 2,000 dwelling units per grocery store on a county-wide average (Vernez Moudon and Sohn 2005).

Because of its relative isolation from other markets and recent development history, Snoqualmie Ridge provides an instructive test of the above analysis. The original development of approximately 1,500 residences included two 11,000-square- foot commercial buildings with a variety of services and boutiques and a 21,000-square-foot grocery store with
pharmacy. As the residential population grew, additional businesses were added, but the grocery struggled and finally closed. As the population base grew to a size that could support the grocery space, currently 2,700 households, the store has been reopened, and the grocery space is being expanded. This history suggests that the store’s viability depended upon a population base closer to 3,000 households and will continue to improve as the community expands to a projected 4,000 homes.

In their study of neighborhood land use characteristics, Anne Vernez Moudon and D. W. Sohn calculated that the following numbers of residential dwelling units lie within one square mile around each of the following business districts: Queen Anne, Seattle – 3997 dwelling units; Wallingford - 4,122 dwelling Figure 4. Snoqualmie Ridge
ATTACHMENT B (Page 6 of 27)

MAKERS architecture and urban design 7
units; Downtown Bellevue - 2,467 dwelling units; Downtown Kirkland – 2,290 dwelling units; and Crossroads, Bellevue – 2,561 dwelling units. (Vernez Moudon and Sohn 2005.)
Although these business districts and their surrounding neighborhoods vary widely in development form and history, it seems that the number of dwelling units discussed here is well within the range of local examples.

Planning Implications for Different
Development Settings
What, then, is the kind of development pattern necessary to provide the 2,000 to 3,300 residences needed to support a neighborhood business node with a sizable portion of the population within walking distance? The answer varies
somewhat, depending on the local context. This section identifies development configurations that would likely support a neighborhood business district and encourage non-
automobile transportation and transit ridership for a pre-World War II gridiron neighborhood, a metropolitan downtown, a highway/arterial corridor, and an emerging urban or town center in an otherwise suburban or exurban setting.

Pre-World War II Grid Neighborhood
The first neighborhood context to consider is the historic grid pattern, such as exhibited by Ballard or Beacon Hill in Seattle, the Rucker/Grand Avenue neighborhood in Everett, or the Manette neighborhood in Bremerton. For these already
relatively compact communities, it is assumed that the goal is for approximately one-half of the total support population to be within a quarter-mile radius, a walking distance of about 5 to 10 minutes. That is, the goal is to provide for at least 1,500 households within a half-mile-diameter circle and another 1,500 within an easy drive. This goal is a starting point that can be modified in practice to fit local conditions. Additionally, if 30 percent or more of the patrons arrive by foot, bicycle, or transit (assuming not all will walk a quarter mile), parking requirements may be substantially reduced, producing a more efficient, pedestrian-friendly, and flexible commercial node.

With blocks of about 200 to 225 feet by 400 to 600 feet and lots about 30 to 60 feet wide by 100 feet deep, the layout of pre WW II neighborhoods provides a gross density of about 5 to 10 dwelling units per acre (du/ac). (Gross density equals the number of dwelling units divided by the total land area, ATTACHMENT B (Page 7 of 27)

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including roads.) For example, a 200-foot by 400-foot block would accommodate sixteen 100-foot by 50-foot lots within

2.75 acres, yielding 5.8 du/ac. In actual fact, the block pattern and densities within a neighborhood can vary substantially, and there are often multifamily buildings scattered in older neighborhoods. This discussion will assume a gross density averaging 7 du/ac.

Figure 5. Typical walking distances to a shopping district are in the range of a quarter mile. As illustrated above, this area extends about three to four blocks from the district itself. The example is the 15th Avenue East district in Seattle.

A quarter-mile radius circle of land has an area of approxi- mately 125 acres and can, therefore, support 875 households.

Assuming that 10 percent of the houses include an accessory dwelling unit or that, as is typical, there is a smattering of multifamily buildings, the number of households becomes about 1,000. Reaching the target of 1,500 households will require another 500 residences. This number can be provided by ten to twelve 6-story mixed-use buildings (five residential floors over one commercial level), assuming that each building is about 100 feet long and provides about 40 to 50 units.

Figure 6. Aerial photos of typical single-family neighborhoods with a four-acre grid superimposed. The top three are in Seattle and developed in the early to mid 20th century. The bottom two are in Lynnwood and of typical post WWII construction.

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MAKERS architecture and urban design 9
Similarly, eight or nine 4-story mixed-use or multifamily buildings 200 feet long would provide sufficient population at what many would consider a more neighborhood-oriented scale. Or, a smaller amount of mid-rise multifamily development, coupled with infill townhouses and additional accessory dwelling units, would also provide the needed capacity.

Figure 7. Example residential and mixed-use building types to illustrate generally the number of units provided by typical development configurations.

Take, for example, the Phinney neighborhood business
district—with a grocery, bakery, and hardware store—on
Greenwood Avenue N at N 74th Street. These stores have survived for decades, primarily on patronage from the single- family and low-rise multifamily residences in the surrounding neighborhood. However, with the recent construction of several four-story mixed-use buildings, the grocery store is expanding and the district has acquired up-scale restaurants.

Turning to the remaining population, outside the quarter-mile- radius center, it is conservative to assume that the residential areas are 5 dwelling units per gross acre, accounting for parks, schools, and other non-residential land. In Seattle, neighborhood business districts are commonly about one mile apart. This is roughly the distance separating business centers in Wallingford, Fremont, Ballard, Green Lake, and the University District. There are approximately 377 acres with an estimated 1900 homes within this second half-mile-radius ring, thus reaching a total number of households of 3,400, enough to—theoretically—support a neighborhood business district Figure 8. The Phinney
neighborhood business district,
anchored by an approximately
6,000-square-foot grocery and a
5,000-square-foot hardware
store.

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with 50,000 square feet of retail. And, this 50,000 square feet does not account for other businesses, such as daycare
centers, dance/martial arts studios, and professional offices. It appears that, if there is sufficient and varied space, these types of businesses will willingly locate in neighborhood centers. Add a church or two and an institutional building, and the result is a business district with about 100,000 square feet of non-residential activities extending both sides of the street along three or four 400-foot-long by 100-foot blocks (assuming a .3 to .4 floor area ratio (FAR) for the non-residential uses).

This size of the center might look like the Phinney business district centered on N 74
th Street and Greenwood Avenue N.

Parking
Parking is nearly always a critical consideration in nurturing a neighborhood business district. Provide too little and access for potential customers outside the walking distance suffers.

On the other hand, large parking lots diminish pedestrian access and detract from near-by residences – the very
characteristics that it are needed for a walkable business district to thrive. Parking requirements for retail businesses should be set as low as possible by counting (and properly managing) on-street and joint use parking as part of the total stalls available and also accounting for walk-in customers. At the same time, design requirements, and perhaps structured parking requirements, should be established to reduce parking lots impact on pedestrian and neighborhood qualities.

Business districts as varied as central Wallingford, downtown Snohomish, and Port Townsend’s Uptown feature roughly four parking spaces per 1,000 square feet of retail space, the standard often applied to stand-alone shopping centers.

Often, in older neighborhood business districts, parking is generally on-street or in small, scattered lots so its visual impact is lowered. As population densities increase over time and a significant patronage from pedestrians can be
anticipated, parking requirements may be lowered and even maximum parking limits imposed, if accompanied by a
spectrum of actions to increase parking efficiency, such as on- street parking optimization, shared parking, and directional signage. Parking lots may then be converted to more retail and residential spaces.

Looking at transit, the additional 500 dwelling units in mixed- use buildings within the quarter-mile-radius area increases the average gross density to approximately 12 du/ac; enough to ATTACHMENT B (Page 10 of 27)

MAKERS architecture and urban design 11
support high-frequency bus service and, according to A Guide to Land Use and Public Transportation (Snohomish County Transit Authority, 1993), almost enough to support high- capacity transit.

Most of the examples above were taken from Seattle, but they apply equally to older neighborhoods in cities such as
Tacoma, Everett, and Bremerton and even smaller downtowns such as Edmonds, Kirkland, and Kent that have a substantial residential population. Of course, when incorporating the model outlined above, it is important to adjust for the densities, development opportunities, and trade area characteristics of the subject neighborhood. Neighborhood centers come in many different configurations and often have unique features.

And, there is no bright line distinction between a neighborhood business district, such as the Phinney example, and a larger, more diverse community business district that attract visitors from a much wider area, such as N. 45
th Street in Wallingford
or Capitol Hill’s Broadway district.

Required Land Area
A key to the health and potential growth of a neighborhood business district is sufficient and varied ground floor commercial space. Many cities wisely require that ground floor space in business districts be reserved for commercial uses and are often confronted with the question of how much space (or how many blocks in a business zone) to reserve.

Zoning too large an area requiring ground floor commercial uses can discourage the residential redevelopment that would support existing retail. On the other hand, allowing too little space can restrict a fledgling neighborhood business district from achieving a critical mass of local services. The latter appears, generally, to be the greater danger because
neighborhood business districts have been invaluable in fostering small businesses, studios, clubs, and artist activities.

Indeed, these small commercial nodes are an important
component in the region’s economy. Given this observation, it might be prudent in the above example to set zoning
requirements that will preserve at least 50,000 to 100,000 square feet of ground floor commercial or institutional space, depending on the size of the population. Another approach would be to allocate enough land to accommodate 15 to 30 square feet per household of target residential population to account for the non-retail commercial and institutional uses.

Populations both inside and outside the quarter-mile radius should be considered in this calculation.

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Land area designated and zoned for commercial and
institutional uses (hopefully, with residential units above the ground floor) should also account for land needed for parking, plazas, site circulation, and landscaping. Without structured parking or on-street parking, surface lots, loading areas and landscaping can occupy 2/3 of a site’s area or more. Of course, parking reductions can reduce land devoted to
parking, but it still seems that it will take about 3.5 acres (50,000 SF x 3 [total land area required÷building footprint area] = 150,000 SF, or 3.5 acres) at the bare minimum to accommodate a small business district. Based on this
theoretical calculation, six to eight acres will allow for a more robust neighborhood center, and as discussed earlier, and 10 acres are required for a district that begins to be a destination for customers seeking more than immediate day-to-day needs.

Two acres of land roughly translates into one 400-foot block front along both sides of the street, assuming the lot depth is 100 feet. Under these assumptions, about 6 acres of land will then create a business district about 1,300 feet (or a quarter mile) long. If one considers a more robust district with a few larger buildings that take up a full 200-foot block width and some non-retail uses, then a quarter mile long shopping district occupies approximately 12 acres. As an example, the 15 th Avenue E neighborhood district on Seattle’s Capitol Hill (see Figure 5), an especially compact district with two viable groceries, drug store, two laundries, a used book store, and a variety of restaurants, occupies approximately 11 acres and extends approximately 1,500 feet from end to end.

Of course, many “main street” type business districts are much longer and others are configured around a cross roads with shops extending in four directions. Anne Vernez Moudon’s research leads her to recommend planning for neighborhood business districts of about 20 acres and up to about 50 acres for larger community business districts. While district street configurations and lot sizes may vary, it seems that the above discussion provides some useful guidance in considering the land requirements of commercial and institutional uses in smaller business districts.

The Role of Urban Design

Before turning to other development contexts, it is important to note the ways urban design measures can facilitate the
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MAKERS architecture and urban design 13
compatibility between multifamily, single-family, and
commercial development and to ensure an inviting pedestrian destination. Neighborhood opposition to change is one of the biggest hurdles to increased densities in neighborhood
centers. Illustrating the potential benefits of positive, well- designed development and how new growth can be shaped
through design guidelines often helps overcome opposition.

Figure 9. Design guidelines and standards can help achieve objectives such as protection of privacy, pedestrian orientation, impact reduction, building and landscaping quality, and architectural compatibility.

Most older neighborhoods have sidewalks, but if there is not a continuous sidewalk network or substantial traffic-calming measures so that pedestrians and vehicles can comfortably share the road, then such a pedestrian system should be built.

Large parts of Seattle’s Crown Hill, Greenwood, and Columbia City neighborhoods, for example, lack sidewalks to provide safe passage to schools and parks as well as neighborhood businesses. Pedestrian-friendly storefronts and a special district character or identity cannot be over-emphasized.

Generally, this is most effectively accomplished by building on existing assets, such as local history, natural features, a special landmark, or neighborhood culture.

Figure 10. Safe, universally
accessible sidewalks are
essential.

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Finally, affordable housing objectives should be addressed.

With the current trend of home buyers toward walkable
neighborhoods, housing near viable neighborhood centers will be at a premium. At the same time, accessibility to services and transit greatly reduces not only automobile dependency, but also individual transportation costs. Therefore, such areas are ideal for low- and fixed-income residents and an excellent place for subsidized and inclusionary development. A mixed- use project, bringing with it increased services and amenities as well as new residents, may also mitigate the concerns of those fearing change in their neighborhood.

Metropolitan Downtowns
Several cities in Washington, such as Tacoma, Everett,
Bellingham, and Olympia, are striving to achieve residential neighborhoods in or near their downtowns, and critical to that effort is encouraging the local retail services to support residents, generate 18-hour-per-day foot traffic, and create a neighborhood feel. The roughly 2,000-household threshold to support a grocery store noted above provides a useful target for an embryonic downtown residential population. Office workers will add to the market for many such services but can only contribute to a 10-hour-per-day foot traffic.

Figure 12. Two building types that may be appropriate in metropolitan downtowns.

Figure 11. To better support the
downtown as a residential
neighborhood, The City of
Everett established a strategy of
improving adjacent
neighborhoods (top picture),
identified potential development
types (second picture), adjusted
zoning, identified needed
pedestrian connections, and
prepared design guidelines to
reduce impacts to existing
residents and assure quality.

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MAKERS architecture and urban design 15
Given that a half-block, 100-foot by 400-foot “5 over 1” 5-story building can supply 120 to 160 dwelling units, it seems that between 12 and 16 projects would supply the necessary
population to support active retail. In some instances, larger 12-story towers can provide close to double that number of units on the same size site. While 2,000 dwelling units may be a sound long-term goal, such new development may take
years, or even decades, to materialize. For this reason it may also be advisable to appeal to residents living near the downtown as part of the service area. Providing safe,
attractive access between the downtown core and its
surrounding edges may prove an effective strategy to add market support for downtown retail services. Such downtown fringe areas as the residential neighborhoods north and south of Downtown Tacoma often provide excellent smaller scale residential development opportunities, as well. Everett’s downtown plan emphasizes both pedestrian connections and multifamily residential development in the downtown’s
perimeter as a way of fostering a core area residential neighborhood. Cities can also help to spur downtown
residential development with zoning incentives, and providing amenities. Street trees, are an especially cost-effective way to provide a more residential setting.

Highway/Arterial Corridor
If one looks at a regional land use map of Puget Sound, it becomes apparent that the predominant non-residential land use patterns are linear, generally following transportation corridors in ribbons of strip development. As communities urbanize, these corridors, such as Highway 99, Rainier
Avenue, and Kirkland’s NE 85
th Street, will be increasingly
called on to serve as neighborhood centers as well as
transportation conduits, because in many instances there are no other real opportunities to develop cohesive focal points for neighborhood services and amenities. These corridors do have the advantage of providing a substantial retail trade base from the heavy traffic volumes. The retail development challenge is not the need to support businesses through local residential base alone but rather to achieve a sufficient local population so that grocery stores, drug stores and local services can compete with, or at least find a niche along with, heavier commercial businesses. To accomplish this, local services must be grouped into clusters or nodes of
neighborhood supporting retail businesses. Beyard and
Pawlukiewidz (2001).

Figure 13. Arterial corridors are
difficult settings in which to
foster business centers for a
local population, but, in many
cases, they are the only option.

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The City of Lynnwood is encouraging the development of such nodes along Highway 99, which is currently dominated by automobile dealerships and small businesses scattered
seemingly randomly along the strip. Preliminary analysis of existing land use patterns, availability of developable land, and proposed transportation improvements suggests that there are opportunities for the development of several pedestrian- oriented nodes.

Figure 14. Proposed nodes along Lynnwood’s stretch of U.S. 99.

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MAKERS architecture and urban design 17
Since many of the post World War II strip commercial corridors are in suburban areas, a typical density might be close to 3 dwelling units per gross acre, but the distance between corridors will likely be greater than the distance between commercial districts in older neighborhoods. Two miles between corridors appears to be a reasonable average for hypothetical analysis. The two-mile diameter at 3 du/ac would produce about 3,900 households; enough to support a cluster of neighborhood-oriented services. However, if the goal is to produce pedestrian-friendly neighborhood service districts, then a sufficient population must be within walking distance.

As a preliminary goal, 1,000 households, or half of the 2,000 households needed to support a grocery-store-based
neighborhood business district, might be a reasonable starting point.

Of course, a real pay-off of such a higher density service node on a transportation corridor is in transit ridership. With 1,000 new multifamily dwelling units within a quarter-mile corridor section, the average gross density of the area within walking distance rises from less than 3 du/ac (a conservative estimate) to about 9 du/ac (or about 13 du/net acre), enough to
potentially triple ridership and certainly enough to justify a bus rapid transit (BRT) stop. And if other actions are taken to increase density, such as some townhouse development or accessory dwelling units, or if the single-family densities are higher than the quarter-acre lots assumed here, then the ridership projections can be quite a bit higher.

Creating an Attractive Corridor Setting

The key is to provide enough amenity and access that the center will be attractive and convenient. Five or six 600-foot blocks of standard 6-story mixed-use buildings can provide about 1,000 dwelling units within a quarter mile (counting both sides of the street), but unless the corridor is a moderately attractive setting and shopping in the businesses enjoyable, development will be slow, residents dissatisfied, and the district will not be a source of neighborhood cohesion or identity.

Producing pedestrian-friendly, attractive development on highways and heavy arterials is an especially daunting
challenge because there is often only a thin strip of
developable land, sometimes 100 feet wide or less, on each side of the right-of-way, and progressive street widening has narrowed sidewalks. Thus, achieving any cohesive node is ATTACHMENT B (Page 17 of 27)

18 09_nhd_business_dist_6-15.doc - 6/17/09
especially difficult, and the long, linear string of shops along wide streets with narrow sidewalks is not conducive to walking.

The publication, Ten Principles for Reinventing America’s Suburban Strips by Michael D. Beyard and Michael
Pawlukiewicz and produced by the Urban Land Institute,
provides helpful tips for transforming commercial strips into more functional and livable corridors. And, SNO-TRAN’s document, A Guide to Land Use and Public Transportation Volume II, outlines a strategy for creating higher intensity nodes on heavy arterials and identifies many of the key actions and design criteria necessary for successful
development. A few include:
• Locate the node at a signalized intersection where there are some larger parcels that allow more site planning
options and residential sites not directly facing the corridor. • Improve the corridor streetscape with wider sidewalks and street trees.
• Provide safe, attractive sidewalks on all surrounding neighborhood streets and, where possible, construct
pathways and shortcuts from residences to businesses
and transit stops.
• Provide excellent pedestrian circulation and some small open space amenities within new development. (An
effective guideline is to require that building fronts facing a parking lot must feature a sidewalk at least 12 feet wide with street trees and amenities, just as if the storefront faced a pedestrian-oriented street.)
In fact, many sections along transportation corridors already feature substantial amounts of moderate density multifamily development, usually tucked between the commercial strip and single-family neighborhoods. Too often, however, there are no convenient pedestrian connections between the
residences and the businesses. Providing walks between businesses and residences is a most critical consideration that should be achieved by design guidelines for new development and high-priority public sidewalk construction.

The emerging center on Seattle’s Lake City Way at NE 125 th
Street offers an example of a successful corridor
redevelopment. Beginning in the late 1970’s the City
undertook a series of public actions, including rezoning, a new plaza, and ambitious streetscape improvements. During the next 10 years, businesses picked up and a larger new Fred Figure 15. Aerial view of the SR
96 corridor in Lynnwood
showing multifamily and single
family residential development
near a potential neighborhood-
oriented commercial node.

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MAKERS architecture and urban design 19
Meyer opened. After 1995, however, large residential projects changed the character of the strip, and the sense of a true community center developed. It should be noted, however, that Lake City Way, though designated a state route, carries an average weekday traffic count of about 36,500 vehicles, much less than some suburban arterials.

Figure 16. Lake City Way in 1980 and 2004 showing street improvements and new mixed use development.

Locating residential units directly on heavy arterials with their noise, lower air quality, and visual irritants hardly seems a successful strategy. Setting the residences back, away from the impacts and locating commercial spaces directly on the street appears to be a better scheme. Situating residential units to face perpendicular to the street rather than directly on it is another option that has been used on N 85
th St. in
Seattle’s Greenwood neighborhood. The point is that planners should ensure that development standards do not force
architects to front their residential buildings directly along heavy arterials. In their desire to spatially define the street and enhance pedestrian conditions, many cities have adopted code provisions that require buildings be aligned along the front property line as in an old “main street”. In some cases, such provisions may be contrary to creating more livable residential conditions. In fact other cities have determined that it is more important to provide a good walking environment within a mixed-use node rather than along the arterial. For example, in its heavily automobile-oriented Totem Lake area, the City established standards that allow parking along the arterial street if a pedestrian network is established and the streetscapes are improved. That is not to say that, as a starting point, both streetscape and internal circulation objectives should not be considered.

Figure17. Graphic from
Kirkland’s totem Lake Design
Standards that illustrates the
requirement for circulation within
a mixed use node.

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Even with the 1,000 new units, at least three-quarters of the business node’s patrons will live outside of the quarter-mile walking distance and, even then, many of the shops’
customers will come from those driving along the corridor to a remote destination. Therefore, there may not be a significant reduction in parking demand (though this can change over time, as more residents are attracted to live in the surrounding environs). Providing both sufficient parking and a pleasant shopping and living environment will be a significant challenge.

The Oak Tree Center on Aurora (SR 99) still provides one of the better, though imperfect, examples of how this balance can be achieved on a transportation corridor.

Figure 18. Three approaches to adding
amenities and livability to the corridor. The
Oak Tree shopping center (top) illustrates an
all private approach. Although built in 1986
along the old auto-oriented center model with
parking in the center, the complex does mix
entertainment with shopping, employs quality
architecture, and includes some pedestrian-
oriented space and amenities. Note the foot
bridge over the highway. The center
illustration shows a proposal for connecting
new and existing development with better
pedestrian circulation, streetscape
improvements, and infill residential
development. The City of Shoreline has
undertaken an ambitious campaign to
revitalize its section of U.S. 99 with extensive
highway improvements (constructed by
WSDOT), a greensward open space, new
City Hall, and other facilities.

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MAKERS architecture and urban design 21
Emerging Urban or Town Center
Many of the region’s suburban cities are taking action to develop urban centers or town centers in locations such as Redmond’s Overlake, Issaquah’s North Downtown, SeaTac’s SE 154
th Street/SR 99 transit station area, Kirkland’s Totem
Lake, and Sammamish’s proposed Town Center. Many of
these centers already include a ULI regional shopping center as described in Table 1, so the problem is not the need for demographic support. Rather, the objective is to transform these retail and employment centers into walkable mixed-use centers that better utilize urban land, support transit, and provide a greater variety of living opportunities closer to work.

And, part of this challenge is providing retail services catering to a local population and a retail/service environment that will attract local residents and, hopefully, serve to foster residential development.

The question “What is the critical mass of residences needed to support locally oriented businesses?” is somewhat
complicated by the fact that many of the needed services can be provided by large-format stores such as large-scale
supermarkets and home centers oriented to a regional market.

The answer is not easily derived from the type of analysis described above, but a look at examples in the region provides some clues. For one thing, the fact that about 1,500
residences were able to support about 20,000 square feet of local services at Snoqualmie Ridge suggests that a population in this range begins to achieve a critical mass for supporting a variety of small retail services.

The recent development of Juanita Village is also instructive, as the complex features 53,000 square feet of retail space and 580 dwelling units with several clusters of multifamily buildings in the vicinity. The larger Juanita neighborhood includes a total of 3,428 residences—very consistent with the population needed to support a neighborhood center in the hypothetical model above—although without a grocery, the spectrum of businesses in the core resembles a ULI convenience shopping center more than a true neighborhood business center as described above. The telling point of the Juanita example, however, is that it suggests that somewhere between 500 and 1,000 households is sufficient create a lively pedestrian atmosphere with a neighborhood feel, although excellent design and proximity to parks add much to Juanita’s vibrancy.

Interestingly, the project’s developer has commented that the Figure 19. Juanita Village
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addition of more office uses would provide greater activity and a stronger retail market during work days.

With over 300,000 square feet of retail and 72,000 square feet of office space, Mill Creek’s Town Center is a much larger complex with a regional draw. However, Bill Trimm, Mill Creek’s Planning Director, has noted repeatedly that it was the 1,150 residences built nearby that spurred the town center’s development and still provide much of the retail market base.

While not within the town center core itself, the residences are connected by attractive sidewalks and walking paths within a natural area.

Based on this anecdotal evidence, it appears that 500 to 1,000 dwelling units within the core of a suburban center, along with good pedestrian access to surrounding residential areas is sufficient to provide locally generated activity and a sense that the center is more than a series of shops. However, the accuracy and application of these preliminary numbers should be much more rigorously examined. The notion of what
constitutes a “friendly neighborhood feel” that adds to quality of life requires further study, or at least a synthesis of current research, if we are to understand how to achieve those
objectives. Additionally, the examples in this region also indicate that design quality and amenities, such as plazas, gardens, and artwork, not to mention activities such as local performances and Saturday markets, are critical to a local center’s success. So, ultimately, there is much more to creating a successful center than achieving demographic targets.

The Snoqualmie, Juanita, and Mill Creek examples, as well as the household/retail square foot ratios, may prove useful to smaller and more remote communities, such as Duvall,
Sumner, Belfair, and Monroe that are either building new centers or infilling older town centers. In such cases, the challenge appears to be threefold: to house a threshold neighborhood population within or near the center, to provide excellent local pedestrian access while accommodating
automobile circulation, and to create a design quality attractive to both local residents and visitors from surrounding areas.

Understanding the populations necessary to support smaller centers may also help communities decide whether or not to allow another retail development that would compete for a limited market with a fledgling pedestrian-oriented center.

Figure 20. Mill Creek Town
Center
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MAKERS architecture and urban design 23
Minimum Density Requirements
To better utilize developable land and achieve the populations necessary to achieve business number, walkability, and transit ridership goals, municipalities often institute minimum density requirements. For example, in some areas, Portland, Oregon sets a minimum density of 35 du/ac for buildings up to 45 feet in height and a minimum of 44 du/ac for buildings up to 75 feet in height. Since 6-story buildings commonly achieve 100-to- 150 du/ac, a 75- to 100 du/ac minimum density requirement in selected areas allowing a 75-foot height might be appropriate.

At the lower end of the spectrum, Spokane, Washington sets a minimum density of 15 du/ac for some multifamily residential zones with a 35-foot height limit. Both Seattle and Tacoma are exploring minimum densities and have helpful studies on this topic. See, also, Vernez Moudon 2003 Section A-II for a more detailed discussion of minimum density regulatory tools.

Because the feasibility and desirability of different building types can depend so much on local physical and market
conditions, the above numbers should not be used as rules of thumb to set minimum density requirements. Detailed local analysis is necessary to ensure that the requirements do not, for example, force developers to construct underground
parking if the market rents do not support that expense. Most of the higher density developments require structured parking or effective parking reduction strategies; highlighting the interconnectedness between the various objectives. In order to reduce parking requirements to make higher density
housing feasible (and more affordable), there must be local services and transit that reduce automobile dependence.

Conversely, there must be sufficient density to support the local services and transit. Such “chicken and egg” dilemmas are usually resolved by incrementally working at both ends of the problem; suggesting that a variety of modest but
coordinated regulatory changes, transit improvements, and development incentives that ratchet up over time might be an effective strategy.

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Conclusions
As a starting point, when developing or strengthening a neighborhood business district providing day-to-day needs, a supporting residential population of 3,000 to 4,000 households is a useful preliminary target. Within that neighborhood market area, working toward a long-term goal of 1,000 to 2,000 households within a quarter-mile radius will substantially increase walkability and support high-frequency transit. In many settings, however, this goal may not be achievable in the short term, and less aggressive density and walkability objectives will still provide substantial benefits. A study by G.S. Rutherford, J.M. Ishimaru, and E.D. McCormack
(Rutherford, 1995) found that the number of pedestrian trips in areas with medium density mixed-use development and small blocks was ten times that of King County as a whole. In Growing Cooler: The Evidence on Urban Development and
Climate Change, authors, Ewing, Bartholomew, Winkelman, Walters and Chen stress the importance of “D” factors—
density, diversity, design and destination accessibility. They note that a doubling of all four D’s would be expected to reduce vehicle miles travelled by one third. While the parameters discussed above are not methodologically
congruent with those discussed by Ewing, et. al., they are certainly consistent in their overall direction.

Neighborhood business districts, like the neighborhoods they serve, are highly diverse. Even though this paper examined a few hypothetical models, application of the ideas presented here must be adapted to fit a wide variety of contexts. A virtue of the type of analysis employed in this paper is that it is easily customized to fit specific conditions. Households within a given catchment area can be easily determined, the square feet of retail shopping area per household can be adjusted, and the amount of suitable redevelopment ascertained. In some cases, especially in traditional neighborhoods with a strong demand for multifamily housing, requiring that new development accommodate nonresidential uses on the ground floor will be necessary to ensure sufficient space for
commercial activities. The population-to-retail-space ratios outlined above provide some general guidance on this issue, and they can be modified to fit local conditions.

The emphasis in this paper has been on providing the retail necessary to support walkable, transit-friendly neighborhoods.

Little has been said of other essential neighborhood
Figure 21. Transport for the 21st
century.

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MAKERS architecture and urban design 25
resources, such as parks, schools, churches, and clubs, nor of the benefits of providing workplaces within small commercial centers. Mentioned only in passing was the need for the neighborhood centers to be attractive and accessible. For a more extensive discussion of these considerations, see
Strategies and Tools to Implement Transportation Efficient Development: A Reference Manual by Anne Vernez Moudon, et al. (2003).

On the basis of the analysis and emerging examples, it does appear possible, practical, and desirable to develop
neighborhood-serving business districts in a variety of settings.

As noted above, such districts or centers can reduce
automobile dependency and increase land use and
infrastructure efficiency, transit ridership, and physical aesthetics. Neighborhood centers also provide opportunities for both affordable housing and transportation options.

However, the fundamental goal of enhancing the districts should be to produce more livable, attractive, inclusive, and socially connected neighborhoods. Neighborhood planners are well aware that these are the values that will be most important to local residents. Local business districts are critical to a neighborhood’s social cohesion and general resilience. In the end, if we can produce successful and complete neighborhoods, other planning goals will be
achieved at the local level or, at least, easier to successfully address.

Figure 22. Local retail centers
provide for the social
interactions that are necessary
to create a sense of community.

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Some Tentative Rules of Thumb for Fostering Neighborhood Business Districts (subject to further research and only as adapted to local conditions) • A commercial node of 30,000 to 50,000 square feet of retail space is a useful target because such a district can often support a grocery store, serve day-to-day needs, and— under the right conditions—foster walkability and social interaction. • As a rough starting point, it is useful to assume that a household can, on average, support about 15 square feet of retail space. This means that 2,000 households will support a business district with approximately 30,000 square feet of retail space. • Establishing goals that provide a large percentage of the required households within a quarter-mile radius (30-75%) will support frequent transit service, reduce the need for parking, and lower vehicle trip miles.
• If local governments wish to foster walkable local business districts, they should ensure that there is sufficient land to accommodate at least 50,000 to 100,000 square feet of ground floor space for retail businesses and associated services. Calculations for commercial land area should include a multiplier to account for the fact that the buildings will not occupy the full site). Additional space for institutional and office uses should be provided. As a general starting point, 12 acres should be provided for a full-size neighborhood center with 20 to 50 acres for a community business district that provides enough variety and attractions to be a destination.
• Consider minimum density requirements, but make sure that the regulations are not so aggressive that they discourage development. A mix of small lot single family residences and townhouses along with higher density multi-family development is often desirable. • Safe and convenient sidewalks are critical to the success of walkable neighborhood businesses. A grid street network with blocks no more than 500 feet long is also recommended
• Residential and mixed-use development along transportation corridors will require a higher level of amenities and accessibility than is currently typical. Businesses serving local needs should be clustered around nodes with good pedestrian access and transit service.
• Five hundred to one thousand residences within a quarter-mile walking distance to new mixed-use suburban centers appears to be a useful goal that will produce pedestrian activity and the types of businesses not wholly dependent on a sub-regional customer base.

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MAKERS architecture and urban design 27
Acknowledgements
Special thanks to Anne Vernez Moudon, Professor at the
University of Washington College of the Built Environment, for graciously sharing her in-depth knowledge of this subject, based on years of research and work with University of
Washington students. Thanks also to the City of Seattle for the use of photos and to Wesley Kirkman for his helpful review.

References Cited
Beyard, Michael D., and Pawlukiewicz (2001), Ten Principles for Reinventing America’s Suburban Strips, Urban Land
Institute.

Ewing, Reid, Bartholomew, Keith, Winkelman, Steve, Walters, Jerry, and Chen, Don (2007), Growing Cooler: The Evidence on Urban Development and Climate Change, Urban Land
Institute.

Rutherford, G.S., Ishimaru, J.M., and McCormack, E.D.
(1995), “The Transportation Impacts of Mixed Land Use
Neighborhoods,” 38, Municipal Research and Services Center, Seattle, Washington (cited in Vernez Moudon [2003]).

Snohomish County Transit Authority (1993), A Guide to Land Use and Public Transportation, Volume II, “Applying the Concepts.”
Vernez Moudon, Anne, Cail, A.M., Pergakes, N., Forsythe, C., and Lillard, L. (2003), Strategies and Tools to Implement Transportation-Efficient Development: A reference Manual, Phase 2 of Integrating Land Use and Transportation
Investment Decision-Making. Full report at
http://depts.washingtoin.edutrac/bulkdisk/pdf/574.1.pdf

Vernez Moudon Anne and Sohn, D.W. (2005) Transportation- efficient Land Use Mapping (TELUMI): Phase 3 of integrating Land Use and Transportation Investment Decision-Making.

University of Washington. Full report at
http://depts.washington.edu/trac/bulkdisk/pdf/620.1.pdf

ATTACHMENT B (Page 27 of 27)

2201 Broadway | Suite 602 | Oakland, CA 94612 | (510) 834-3200 www.fehrandpeers.com

MEMORANDUM

Date: January 10, 2022
To: Noah Rosen
From: Rob Rees, PE
Subject: At-Grade Railroad Crossing Closures to Motor Vehicles OK16-0125
This memorandum summarizes the consequences of closing all at-grade railroad crossings in Jack London District including Clay Street, Washington Street, Broadway, Franklin Street, Webster Street, and Oak Street. This memorandum focuses on motor vehicle traffic circulation because grade separating these crossings would be infeasible without removing existing buildings, prohibiting property access along each corridor, and closing existing streets that run parallel to the railroad tracks:
- There is insufficient distance between the water and the railroad tracks to accommodate motor vehicle grade separation at Clay Street, Washington Street, Broadway, Franklin Street, and Webster Street.
- Grade separation at Clay Street, Washington Street, Broadway, Franklin Street, Webster Street, and Oak Street would extend to 3
rd Street which would block motor vehicles from
using the 2nd Street corridor and block property access along each corridor between 3rd Street and the railroad tracks.

Closure of the Clay Street at-grade crossing would preclude all commercial loading serving existing land uses including the BevMo retail store and other adjacent ground floor commercial businesses and upper-level office uses, as well as access to the Ferry Terminal, Fire Station #2, Vistra Power Plant, and BevMo surface parking lot for customer parking. With closure of the at- grade crossing and fencing along the railroad corridor there would be no motor vehicle connection between these uses and the adjacent crossings even if one of the adjacent crossings were to remain open to motor vehicle traffic.

Closure of the Washington Street at-grade crossing would preclude all commercial loading serving existing land uses including the Waterfront Hotel and other adjacent ground floor Noah Rosen
January 10, 2022

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Oakland City CouncilMarch 1, 2022

Oakland City Council
March 1, 2022