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Item 09 - 24-044 GPA SPA Direction Regarding FCSP Update

Yucaipa City Council
April 28, 2025

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Item 09 - 24-044 GPA SPA Direction Regarding FCSP Update
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April 28, 2025
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CITY OF
D
DATE: April 28, 2025

AGENDA REPORT
Item No. 11
TO: Honorable Mayor and City Council
FROM: Fermin Preciado, Director of Development Services/City Engineer Benjamin J. Matlock, Deputy Director of Community Development/City Planne/ro- SUBJECT: 24-044/GPA/SPA: Direction Reizardina Freewav Corridor Specific Plan Update RECOMMENDATION:

That the City Council conduct a study session and:

Provide policy direction to staff on the preferred option for the Freeway Corridor Specific Plan (FCSP) Update based on the analysis and community feedback presented in this report.

2. If the Council selects either Option 2 or Option 3, authorize the Interim City Manager to execute an amendment to the existing Professional Services Agreement with Placeworks to update the Subsequent Environmental Impact Report (SEIR) in accordance with CEQA requirements, in an amount not to exceed $50,000.

3. If the Council selects Option 4, direct staff to return to Council with a proposal for initiating a new FCSP Update, along with a proposed budget for the FY 25/26 Budget that includes an amendment to the Agreement with Placeworks for the preparation of a new SEIR, in an amount not to exceed $1,001,500 plus a 10% contingency for a total amount of $1,101,650.

BACKGROUND/DISCUSSION:

STUDY SESSIONS VS. PUBLIC HEARINGS
A City Council Study Session is an informal meeting format used to provide the City Council with in-depth information and allow for open discussion on complex topics before any formal decisions are made. Study sessions are designed for Councilmembers to ask questions, explore options, and provide preliminary feedback to staff. While members of the public may attend and observe, public comment is typically limited or structured differently than in formal hearings. No final action is taken during a study session. In contrast, a Public Hearing or Regular Agenda Item is part of the formal City Council meeting process where official decisions or legislative actions are considered and adopted.

This item is presented as a study session to allow the City Council an opportunity to thoroughly review and discuss the various options for the Freeway Corridor Specific Plan (FCSP) Update before making a formal decision on one option at a future public hearing. Given the complexity of the plan, the range of stakeholder input, the need for community discussion, and the potential long-term impacts on land

use, infrastructure, housing, and economic development, a study session format enables Councilmembers to ask detailed questions, consider staff recommendations, hear from the stakeholders and community, and provide policy direction on what to bring forward to the City Council at a noticed public hearing.

NO FINAL ACTION ON THE FCSP WILL BE TAKEN DURING THIS MEETING.

HISTORY OF THE FREEWAY CORRIDOR SPECIFIC PLAN (FCSP)
As early as 1964, Caltrans and the County of San Bernardino has planned for a future interchange along Interstate 10 and Wildwood Canyon Road. In the following decades leading up to the final Yucaipa Valley Planning Area plan that was in effect when the City incorporated in 1989, policies were adopted to encourage the development of commercial, industrial, and residential uses along Interstate 10. These policies were continued with the City's original 1992 General Plan and were maintained with the 2004 General Plan update. Following the 2004 Update, Council directed staff to begin the development of a formal plan for the mostly vacant land along the Interstate 10 corridor.

On November 24, 2008, the City Council adopted the Freeway Corridor Specific Plan (FCSP) and an Environmental Impact Report (EIR) that encompassed a 1,242-acre area along Interstate 10 following a multi -year effort beginning in 2005. This initiative aimed to establish a focal point of commercial, industrial, and residential development, consistent with the City's General Plan vision for the area as a significant economic engine for the City of Yucaipa that had been in place since the City's initial General Plan.

However, this adoption coincided with a period of dramatically shifting economic conditions caused by the economic recession of 2008-2009. Although the plan set forth clear objectives for economic growth and job creation within the corridor, developers and property owners faced significant market challenges in bringing projects forward. Potential tenants and investors simply were not prepared to commit to significant projects in a market with high uncertainty. Despite the FCSP's original promise, momentum for major projects within the corridor stalled almost immediately after the plan was adopted by City Council in 2008.

Following the economic recession of 2008-2009, significant changes in the market also created new challenges for the FCSP. A new regional center in the Redlands "donut hole" reduced overall demand for retail in the area, and with the growth of the e-commerce industry, the shopping volume typically found in the traditional brick and mortar stores was replaced with online shopping. These changes in market conditions, along with different constraints with the FCSP such as the Hillside Overlay provisions, and the substantive infrastructure and environmental mitigation costs associated with the FCSP further limited development prospects, and the FCSP remains undeveloped to this date except for a warehouse that was built in its commercial district along the southeast corner boundary.

Since then, the City has identified the need to update the FCSP to align with both the altered post - recession economy and evolving development trends, which has seen dramatic shifts in the retail consumer market. Benefiting from several grant awards, City staff began a comprehensive reexamination of the plan's land use mix, development standards, and infrastructure requirements.

The objective was to restructure the FCSP so that it could better attract investment while still meeting Yucaipa's broader economic development and community quality -of -life goals.

DEVELOPMENT OF THE FCSP UPDATE AND SUBSEQUENT ENVIRONMENTAL IMPACT REPORT Over the course of nearly three years, the City worked with consultants, property owners/stakeholders, and residents to prepare a significantly revised FCSP that considered new market dynamics, emerging state -level planning requirements, and local feedback. During this time, the City Council also provided key direction on the update at the following meetings:
0 June 14, 2021:
o Create flexibility for open space requirements to protect key viewsheds and maintain a rural appearance, where appropriate.
o Develop a plan that can manage long term traffic impacts. • September 27, 2021:
o Designate space to preserve vantage points and true natural features in lieu of arbitrary calculation.
o Preserve view of ridgeline south of Interstate 10 to create a buffer of development within that area of the plan.
o Distinguish between types of open space for functional benefits and natural/environmental mitigation areas.
o Preserve open space features along Oak Glen Road and along Colorado Street to create a buffer for commercial uses.
o Allow trails, vineyards, continued pumpkin farming, contoured grading, and other related features in open space areas that did not contain sensitive environmental habitats.
o Coordinate with the City of Calimesa to connect contiguous open space areas with the Mesa Verde Specific Plan as appropriate.
• March 28, 2022:
o Approved the conceptual land use plan and award of professional services agreement for the required environmental review process.

As a result of these actions and direction from the City Council, a Subsequent Environmental Impact Report (SEIR) was prepared in accordance with the California Environmental Quality Act (CEQA) to assess the potential environmental impacts of the proposed changes to the FCSP.

On September 23, 2024, the updated FCSP and SEIR were presented to the City Council for consideration. In reviewing the SEIR, the Council determined that the environmental analysis satisfied CEQA requirements. A majority of the property owners also attended or provided feedback to support the Update. However, the Council requested further refinements to the FCSP itself, principally focusing on more comprehensive outreach to property owners/stakeholders regarding land

use flexibility, overall development strategy, long-term plan implementation, and community input.

Consequently, the Council certified the SEIR but delayed formal adoption of the updated FCSP until staff could address these property owner/stakeholder concerns. At the April 14, 2025, meeting, the City Council rescinded certification of the SEIR to halt litigation that was filed on the document. This action was done to remove the basis for the lawsuit's challenge, as there was no project to share the costs of defending the SEIR, and any changes to the FCSP would have to be separately analyzed.

NEXT STEPS — FCSP UPDATE OPTIONS
Staff has incorporated the known feasible concerns/requests from property owners/stakeholders within the FCSP, including requests from the property owner who owns the largest area within the plan, and conducted public outreach at a community festival and through a survey to help focus revisions that could best shape a corridor that accommodates projected economic growth and community needs. Based on this feedback, there are five potential alternatives that Council may explore. It should be noted that complete consensus between all the property owners/stakeholders within the plan area was not obtainable and is further discussed below.

One potential option that was explored but deemed impractical was to disregard the existing adopted 2008 FCSP and completely restart the process and prepare a completely new FCSP rather than an update to an existing plan. There are a few challenges that are to be considered with starting out. One, the City is not working with a blank slate as there is an existing adopted FCSP currently in place.

Maintaining existing land use rights, and more notability, maintaining the net residential capacity, is critical for any update. Finding a consensus with the property owners would also be difficult as many have worked with staff to help shape and inform the current update direction, and automatically ignoring their feedback would likely lead to similar concerns with the existing plan. The update included a comprehensive review of the challenges these property owners have faced to realize the City's vision for. the area identified by the current adopted plan. Second, there needs to be consideration of the costs to prepare a new plan, including the document itself, and the associated CEQA review costs. A third element is the City's current efforts related to the environmental review documents for the future Wildwood Interchange Project. Any rezoning of the properties subject to the future interchange could create potential legal challenges in the future. If the City were to downzone that area, for example, the property owners could allege that the City had inversely condemned their site to purchase their land for less than it was worth. Or if the City were to upzone their site, the City would have then knowingly inflated the cost of the land and therefore increased the expense to the taxpayers for the sole benefit of the property owner before the property acquisition process for that specific project.

Option 1: Keep the Current (Adopted)
For this option, the FCSP Update would come back to City Council for a formal denial of the Pacific Oaks Commerce (warehouse) Project and formally conclude the update process, resulting in the existing plan remaining in place.

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Existing Adopted FCSP Land Use Map
Timeline to Complete: Approximately 2 months to prepare finding/presentation Cost to City: $748,413 (FCSP Update CEQA effort cost borne by the General Fund) Pros:
• Those concerned specifically about the Pacific Oaks Commerce Center (warehouse) Project would be satisfied.
• Fast process to conclude the FCSP update effort.
• Largest amount of "natural open space" area designated on the map.

Cons:
• Permitting requirements/longer timelines is likely to place Yucaipa's commercial retail in last place for development, allowing the economic development opportunities and tax revenue needs be met in other communities.
• Housing sites for the next Housing Element will need to be relocated, planned and zoned elsewhere in the City. Specifically, the lack of action for two housing cycles means that the FCSP will be considered infeasible for housing development, according to state law, and can no longer be used.
o Council will need to provide direction on areas that should be upzoned elsewhere in the City to compensate, including the 1,280 affordable 24 du/ac units — potential areas include Dunlap and the Central Core. It should be noted that pursuant to SB 330, the City cannot downzone the FCSP.

• Warehouses are still allowed in the FCSP, and the permissible locations would be highly visible rather than hidden.
• Key drainage areas and natural features, including areas for wildlife movement, are in areas where development is allowed to occur. Additional environmental review and environmental permitting would still be required.
• City will have to return CEQA funds deposit from Pacific Oaks Commerce Center.

All CEQA expenses ($748,413) would be borne by the City's General Fund as efforts could not be used in the future.
• Many of the "natural open space" areas designated on the map are currently and have long since been disturbed and used for grazing, farming, or other activities. • The General Plan policies and goals for the area would not be met. • Large infrastructure investments would be required to facilitate development (drainage, utilities, transportation).
• Infrastructure elements are also proposed in a way that negatively impacts the full potential of tax revenue.
• Does not satisfy the legitimate concerns of the property owners within the FCSP. • Investments from the Pumpkin Factory to create permanent structures in lieu of existing temporary structures could not be permitted due to existing planned infrastructure requirements. Programming and activities would remain limited. • Yucaipa Valley Water District facility enhancements at their waste treatment facility are constrained by the existing land use designation.

Option 2: Proceed with the September 2024 version of the FCSP Update The FCSP Update would come back to City Council as it was presented in September 23, 2024, along with the errata sheet of changes and the illustrative plan that was included in the agenda report. The FCSP Update would come back to City Council with these changes along with an updated Final SEIR.

To complete the necessary environmental review, Council will need to authorize the Interim City Manager to execute an amendment to the contract with Placeworks in the additional amount of $30,000.

September 2024 FCSP Update Land Use Map
Timeline to complete: Approximately 3 Months
Cost to City: $0 (Requires a contract amendment of $30,000 to update Final SEIR to be paid by developers and reimbursed to City)
Pros:
• Fast process to conclude the FCSP update effort.
• Most of the property owners within the FCSP noted their support for the update during public comment period of the September 2024 public hearing. • The warehouse uses that are currently allowed would be isolated to areas hidden from key views, adjacent to the Yucaipa Valley Water District waste treatment facility. • The proposed Pacific Oaks Commerce Center would be responsible for substantial infrastructure development that would support Regional Commercial and Residential development within the FCSP area.
• Four different types of commercial development are provided within the plan to provide diversity of revenue and reduce oversaturation of any one market: standard regional commercial development sized for the target market area (# of shoppers that would be able to support the area), mixed use development to create a more urban and walkable environment (per Errata sheet), industrial uses within warehouse structures that can accommodate many different types of tenants, and agro-commercial catering to an experience based setting.
• Residential development opportunities would allow for a wider range of housing types to capture market conditions, and reductions of infrastructure costs and obligations would remove impediments (benefitting future Housing Elements).

• 60 General Plan policies or goals are met.
• New traffic generated with this option is less than the traffic that would occur with the current adopted plan.
• Pacific Oaks Commerce Center project would significantly resolve the City's interfund loan balance for the Development Impact Fee program, which had front - loaded infrastructure projects to support future private development.

Cons:
• One property owner remains opposed to the plan update. • Some residents are opposed to any development, the proposed warehouses, or some combination thereof.
• Net commercial acreage is reduced along the north side of Interstate 10. Actual usable land is likely comparable to existing plan, when cost of infrastructure is considered.

Option 3: Proceed with the revised version of the FCSP Update Based on the errata sheet and the illustrative land use plan exhibit presented at the September 23, 2024, City Council meeting, as well as feedback from property owners/stakeholders and the public that has been received following that meeting, staff has since further revised the land use map exhibit.

The FCSP Update would come back to City Council with these changes and an updated Final SEIR.

To complete the necessary environmental review, Council will need to authorize the Interim City Manager to execute an amendment to the contract with Placeworks in the amount of $50,000. 016
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Revised FCSP Update Land Use Map
Oak GW Rd
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Timeline to complete: Approximately 4 months
Cost to City: $0 (Requires a contract amendment of $50,000 to update Final SEIR to be paid by developers and reimbursed to City)

Pros:
• All of the land use benefits of Option 2. The total Regional Commercial acreage shown has also increased (area north of Interstate 10). • Mixed use development between Regional Commercial and adjoining residential is more clearly articulated. Such provisions are enhanced to better articulate land use flexibility, as well as additional standards related to pedestrian and placemaking features.
• Relatively fast and easy to update the SEIR to account for the revised map details; the land use capacity will remain the same.
• Additional concerns/requests from property owners/stakeholders have been addressed and resolved.

Cons:
• One property owner is still opposed to the update. However, to ensure a no -net -loss housing adjustment, this owner would increase their housing capacity in Options 2 and 3 by 620 residential units, and their commercial acreage will increase by 150%.

The SEIR analyzed commercial square footage equivalent to Victoria Gardens and therefore available. Infrastructure obligations have also been reduced substantially. • The residents' concerns about development remain. However, the updates do directly resolve comments regarding the loss of sales tax opportunities or requests for mixed use development.
• Less open space is shown on the map. However, enhanced development standards and guidelines are therefore included to detail grading/transitions between developments to maintain an attractive setting for neighborhoods.

Option 4: Proceed with the Robinson -provided concept for the FCSP Update On February 26, 2025, the representative for the property owner of the largest property holding within the FCSP submitted two different land use alternatives for consideration. One that was somewhat similar to Option 3, though with additional warehouse opportunities and the complete removal of open space on their land, and one that was more focused on commercial and industrial development.

It should be noted that the exhibits provided also showed modifications to other areas of the plan, which has been omitted from the exhibit below. To complete the necessary environmental review for this option, Council will need to authorize the Interim City Manager to execute an amendment to the contract with Placeworks in the amount of $1,001,500 to essentially prepare an entirely new SEIR and reinitiate the FCSP Update effort from the beginning.

Robinson Concept Land Use Map (map shows revisions for Robinson -owned properties. Other properties consistent with Option 3) Timeline to complete: At least 16 months for the CEQA effort alone, following the development of a new specific plan (1+ year)
Cost to City: Approximately $748,413 (Write off FCSP Update CEQA effort cost) and a fair share ratio for a contract amendment of $1,001,500 to update the Final SEIR Pros:

Cons:

The property owner of the largest property holding in the FCSP area would be satisfied.

Most of the FCSP Update effort and associated costs to date ($748,413) would be borne by the City.

At a minimum, 16 months and over $1,001,500 will be necessary to complete the necessary environmental review for the CEQA process. Additional costs and time will also be necessary to rewrite the entire FCSP and provide an analysis of infrastructure and other similar requirements that must be included in a specific plan. Future development in drainage channel areas and sensitive habitat areas would be further delayed by the state and federally permitting processes, which would take several years after project approval.

Permitting requirements/timelines is likely to place Yucaipa's retail in last place for development, allowing the economic development opportunities and tax revenue needs be met in other communities. Based on surrounding development opportunities, the retail market, and the expected development in the region, the trade market area is not expected to support the total development shown.

The remaining property owners would remain in limbo.

• Council's direction for the FCSP, including preserving our rural feel and leveraging key viewpoints, would not be upheld.
• Several different General Plan goals and policies related to the City's character would need to also be amended or deleted entirely.
• Traffic impacts would be substantially increased.
• Pursuant to AB98, the City of Calimesa would need to designate County Line Road as a commercial arterial and truck route in order to accommodate the Business Park uses along the southeastern edge of the plan area.
• The City of Yucaipa is currently
preparing the environmental review
documents for the future Wildwood
Interchange proj ect in collaboration
with Caltrans and the San Bernardino
County Transit Authority. Staff has
previously informed the property
owner and their team that any rezoning
of the area subject to the future
interchange could create potential legal
challenges in the future. If the City were
to downzone that area, for example, the
property owners could allege that the
City had inversely condemned their site
to purchase their land for less than it
was worth. However, they have instead
proposed that the City substantially
upzone their site. This action would
mean that when the City approaches the property owner to acquire the land for the interstate, the City would have knowingly inflated the cost of the land and therefore increased the expense to the taxpayers for the sole benefit of the property owner. In addition, this would also increase the total cost of infrastructure to build the FCSP. • This proposal is less likely to be supported by members of the community given the significant removal of open space and natural resources. • The City's Housing Element could be impacted by the overall approval timeline, as well as the limited variety of housing types that would be provided to meet the RHNA.

Option 5: Prohibit Warehouses
The City Council could direct staff to modify the specific plan to prohibit the development of warehouses entirely. There are several different ways that this could be approached: modify the existing plan to remove land uses that are allowed, or to take the existing FCSP Update (either option 2 or 3) and remove the Business Park areas from the southern side of the plan area.

Pro:
• Benefit those concerned specifically about the Pacific Oaks Commerce Center Project or warehouses in general
Cons:

With the existing FCSP layout:
• All the cons of Option 1 and existing property owners would be concerned about the loss of land use rights and the overall reduction that makes their land less developable.

Cost to City is $748,413 for the FCSP Update effort, plus potential legal fees from the property owners/stakeholders within the Plan area.

With modifying the FCSP Update plan, the area is presumed to be replaced with housing as the lack of visibility would limit commercial viability. The following cons would be:
• Increase in total housing built/citywide population
• Increase in traffic impacts
• Loss of commercial revenue while a resulting increase in city service costs • Residential unit construction adjacent to wastewater treatment facility is generally less marketable
• Additional costs to the City would be determined once the land use that replaces the Business Park district is known — additional environmental review will be required.

City would be required to refund CEQA deposit from Pacific Oaks Commerce Center Project. Potential legal fees from the property owners/stakeholders within the Plan area would also still be present.

Options Comparison
Option
CEQA Cost
Timeline to
Fiscal Outcome
Visibility of
Open Space
Housing
Key Issues
Complete
Warehouses
Area
#1
To City:
2 Months
Low outcome.

High
Moderate
Will result in a
• High Infrastructure
$748,413
Current cost to
"deemed infeasible"
Costs
To Developers:
develop and layout
status. City will need
• Loss of pumpkin Patch
Varies with
has been difficult
to add 1,280
• Development timeline
project and
affordable houses
impacts RHNA
location
elsewhere in future
eligibility
housing elements.
#2
To City: $01
3 Months
Good outcome.

Low
High
Maintains housing
• One property owner
To Developers:

Variety of uses, and
capacity — offers mix
opposed
$30,000
infrastructure led by
of types to meet
• Reduced planned traffic
additional
warehouse
market demand
• Residents concerned
about warehouses
• Reduction of
commercial acreage
#3
To City: $0
4 Months
Great outcome.

Low
High
Maintains housing
• One property owner
To Developers:

Variety of uses, and
capacity — offers mix
opposed
$50,000
infrastructure led by
of types to meet
• Residents concerned
additional
warehouse, more
market demand
about warehouses
space for commercial
• Reduced planned traffic
• Commercial acreage
now increased
#4
To City:
16-24
Low/ Moderate
High
Low
Only high -density
• Owners stuck in limbo
$748,413
Months
outcome. Planned
housing is proposed.
• Significant additional
To Developers:
area exceeds trade
CEQA costs
$1,001,500
market demand.

Housing income
limited
#5
Varies with
Varies with
Low outcome:

Low
Moderate
Varies with
• Each type of direction
option
direction
Further loss of
Direction
creates challenges
commercial revenue
to Option 1.
' City's expenditure for Environmental Review will be reimbursed as each new development occurs.

Based on community and property owner/stakeholder input, as well as Council's direction from its prior study sessions on June 14, 2021, September 27, 2021, March 28, 2022, and the public hearing on September 23, 2024, Option 3 meets the most objectives and is therefore staff s recommendation.

The update was led by Council's direction from prior study sessions to provide an opportunity to meet the City's economic development goals, which are critical to the City's long term fiscal health, while maintaining the rural environment and key vantage points. Option 3 also follows the original vision and goals of the adopted 2008 plan, which was led by a Council -appointed committee, but modified to reflect the realities and proposals of what has occurred since the plan's initial adoption.

ENVIRONMENTAL REVIEW SCOPES
Based on the direction provided by Council, an update to the SEIR for the FCSP may be needed to ensure that the Project has been appropriately assessed under CEQA. Option 1 would retain the existing FCSP and its EIR, and no additional review is required at this time. However, subsequent projects would be responsible for their own environmental review documents. Option 2 would rely on the prior SEIR efforts, but additional efforts are recommended to ensure that all details from the errata sheet are appropriately captured and is expected to be approximately $30,000. To ensure that Council has adequate information for Options 3 and 4, staff reached out to its consultant for a cost proposal for those specific efforts. Option 3 would require an amendment of $50,000 (shown as Option 1 on Attachment #1), which includes updating the project description details, ensuring that the traffic analysis reflects the location/balance of land uses, meeting attendance, and updating any relevant documents for the record. Option 4 (shown as option 2 on Attachment #1) has an anticipated cost of $1,001,500, which includes updates to all of the technical studies, preparing a new SEIR document, and all of the other elements that are typical to the preparation of an EIR.

When the City Council awarded the contract for the preparation of the SEIR, it was identified that individual property owners and/or developers of the properties within the FCSP area would be responsible for their "fair share" cost of the professional environmental review services applicable to their specific development projects and included in the proposed contracts. The cost of the services for each individual project will be identified and reimbursed to the City through a Fair Share/Reimbursement Agreement between the City and the individual property owners/developers.

Currently, there are costs savings with the biological review contract with Dudek (part of the existing $748,413 CEQA budget) that can facilitate the costs of Option 2/3.

Cost 4 would represent recirculation of a new SEIR, and Council would need to consider what would be fair for the property owners. As many of the prior expenses would no longer be applicable, Council may determine that the initial SEIR costs are now borne by the General Fund, and this new, greater expense if subject to the "fair share" cost. Alternatively, since Option 4 is to address the needs of a single owner and offers no tangible benefit to any other owner in the FCSP, Council could determine that the cost should be the responsibility of that sole property owner. Option 5 will vary depending on the ultimate path chosen, and would ultimately depend on what is exactly proposed and what land uses are proposed in lieu of warehouses.

FISCAL IMPACT:

The recommendation for Option 3 does not result in an immediate budgetary impact.

Attachments:

1. Placeworks Cost Proposal
Approved

April 14, 2025
Ben Matlock
Planning Manager / City Planner

CITY OF YUCAIPA
34272 Yucaipa Blvd
Yucaipa CA 92399
Transmitted via Email: [email protected]
Subject: Revised Cost Estimate: Freeway Corridor Specific Plan Subsequent Environmental Impact Report (SEIR) — Revised Final SEIR v. Recirculated Draft SEIR Options [COY-08] Dear Mr. Matlock:

This revised cost estimate addresses the potential need to revise the Final Subsequent EIR (SEIR) or, alternatively, recirculate the Draft SEIR for the Freeway Corridor Specific Plan (FCSP) prior to project approvals.

The City Council certified the SEIR (State Clearinghouse No. 2006041096) on September 23, 2024.

However, the City Council did not approve the proposed project at this hearing, but directed City staff to reach out to the majority landowners in the plan area to gain consensus on the proposed land use plan. Subsequent to this direction, in October 2024, a lawsuit was filed on the SEIR. It is our understanding that as part of a settlement agreement, the City Council will rescind certification of the SEIR prior to moving forward with a revised project.

Over the last several months, the City has engaged in extensive outreach with the majority property owners on potential changes to the land use plan. Based on the outcome of this outreach effort, two potential land use plans are being brought forward at this time by City staff. Because it is not yet determined which option the City will move forward with, we have provided a cost estimate for two options:
• Option 1, Revise the Final SEIR. Staff is recommending a preferred land use plan that would reconfigure the Regional Commercial (RC) land use designation for Planning Area C5 but would retain the maximum allowable buildout identified in the SEIR. For this option, the City could proceed with a Revised Final SEIR to address these minor changes to the land use plan prior to recertification of the SEIR.
• Option 2, Recirculate the SEIR. One of the property owners has put forth a revised land use plan proposal that would substantially expand the acreage for Regional Commercial (RC) and Business Park (BP) land uses, substantially reduce the residential acreage, and substantially reduce the amount of Open Space (OS) and Open Space —Conservation (OS-C). It is our assumption that the 3 MacArthur Place, Suite 1100 1 Santa Ana, California 92707 1 714.966.9220 1 PlaceWorks.com

PLACEWORKS
revised land use plan proposed by this property owner would meet the Senate Bill 330 requirements but may require densities higher than 24 dwelling units per acre to achieve the City's Housing Element objectives. Under this alternative plan, the Regional Commercial (RC) and Business Park (BP) would be within the flood plain and areas identified in the Biological Resources Report as critical for wildlife movement. Because of the extensive changes to the proposed land use plan and the increase in nonresidential land use compared to what was analyzed in the SEIR, this option would require recirculation of the Draft SEIR and a new Final SEIR. At this time, we are not anticipating this option to require a new Notice of Preparation (NOP) or Scoping Meeting.

Cost Estimate
PlaceWorks has provided cost estimates for both Option 1 and Option 2. These cost estimates are based on our hourly fee schedule, below.

Table 1. Freeway Corridor Specific Plan SEIR Cost Estimate Proposed Tasks Under New Task 14
Option 1: Revised Final
SEIR
Option 2: Recirculate
SEIR
TASK 1. Project Initiation/Project Description
$4,500
$20,000
TASK 2. Technical Studies
11,000
663,000
Task 2.1 AQ, Energy, GHG (PlaceWorks)
—
25,000
Task 2.2 HRA (PlaceWorks)
—
10,000
Task 2.3 Noise & Vibration (Urban Crossroads)
—
15,000
Task 2.41nfrastructure/WaterSupply (Fuscoe)
—
55,000
Task 2.5 Transportation (Tronslutions)
11,000
277,000
Task 2.6 Biological Resources (Dudek)
—
45,000
Task 2.7 Wildlife Corridor Study (Dudek)
—
145,000
Task 2.8 Fire Protection Plan (Dudek)
—
12,000
Task 2.9 Evacuation Study (Dudek)
—
78,000
TASK 3. Administrative Recirculated Draft SEIR
NA
170,000
Task 3.1 Administrative Recirculated Draft SEIR
—
130,000
Task 3.2 Second Administrative Recirculated Draft SEIR
—
40,000
TASK 4. Public Review Recirculated DSEIR
NA
25,000
TASK 5. Revised Final SEIR/Response to Comments
10,000
40,000
TASK 6. MMRP
1,000
5,000
TASK 7. FOF/SOC
5,000
20,000
TASK 8. NOD
2,000
2,000
April 14, 2025 1 Page 2

PLACEWORKS
Table 1. Freeway Corridor Specific Plan SEIR Cost Estimate Option 1: Revised Final
Option 2: Recirculate
Proposed Tasks Under New Task 14
SEIR
SEIR
TASK 9. Project Management
9,500
35,000
(Option 1= 4 Months; Option 2 = 16 Months)
Task 9.1 PM
6,500
25,000
Task 9.2 Meetings
3,000
10,000
TASK 10. Hearing Attendance
4,000
15,000
(Option 1 = 1 Hearing; Option 2 = 4 Hearings)
Subtotal
$47,000
$995,000

REIMBURSABLE EXPENSES
$3,000
$6,500

GRAND TOTAL
$50,000
$1,001,500
Notes: Subconsultants billed at cost plus 10%. Mileage based on IRS mileage rate.

Assumptions:
• Task 1: Option 2 includes time to assist with the revised buildout statistics for the plan area and assumes that Recirculation of the Draft SEIR would not trigger the need for a new Notice of Preparation and Scoping Meeting. • Task 2: PlaceWorks does not anticipate the need to update the cultural and paleontological resources study because this study is not affected by the changes to the land use plan.
• Tasks 2.1 and 2.2: For Option 2, PlaceWorks does not anticipate the need to update the construction emissions and construction health risk analysis (HRA) for the Pacific Oaks Commerce Center (POCC) project because there are no changes to this project.

However, all other emissions modeling would need to be revised. • Task 2.3: For Option 2, assumes that the noise study, including noise monitoring, would need to be updated based on the new site plan.
• Task 2.4: For Option 2, the infrastructure report would need to be revised. Includes coordination with the Yucaipa Valley Water District to update the water supply assessment (WSA), which would need to be re -adopted for the Recirculated DSEIR. • Task 2.5: For Option 2, all transportation modeling for the VMT assessment and the LOS assessment for both the FCSP and POCC project would need to be revised using the latest SBTAM+ model, and traffic counts re -collected. For Option 1, the additional task budget is for hearing and meeting attendance.
• Task 2.6: For Option 2, the biological resources study would be updated to reflect the updated site plan boundaries and the new candidate species listed since the DSEIR was circulated. • Task 2.7: The changes to the OS-C configuration for Option 2 would necessitate a wildlife corridor camera study because of the potential impacts to the wildlife corridor.
• Task 2.8: For Option 2, the fire protection plan would be updated to reflect the new site plan and changes to the Fire Hazard Severity Zones.
• Task 2.9: For Option 2, a comprehensive evacuation plan would be needed to address the substantial increase in commercial and business park land uses and access.
• Task 5: For Option 1, this task does not include additional responses to comments but would incorporate updates to the Draft SEIR to reflect the minor changes to the land use plan and other minor technical updates since the DSEIR was circulated, as well as distribution of the Revised Final SEIR to the mailing list.

April 14, 2025 1 Page 3

PlaceWorks - 2025 Standard Fee Schedule

STAFF LEVEL

HOURLY BILL RATE
Principal
$210-$345
Associate Principal
$195-$285
Senior Associate II
$170-$270
Senior Associate 1
$160-$235
Associate II
$135-$200
Associate 1
$125-$185
Project Planner
$105-$175
Planner
$90-$155
Graphics Specialist
$90-$165
Administrator
$135-$245
Clerical/Word Processing/Technical Editor
$45-$170
Intern
$80-$125
Subconsultants are billed at cost plus 10%. Mileage reimbursement rate is the standard IRS -approved rate. Possible yearly Increase of 5% on bill rates. 2025_ScdFeekh_01 16_2025
Detailed Scope of Work for Option 1: Revised Final EIR (Task 14) TASK 14.1 PROJECT INITIATION/PROJECT DESCRIPTION
This task will re -kick off the SEIR process for the Specific Plan following the decertification of the SEIR at the April 28, 2025, City Council hearing. As part of this task, figures that rely on the proposed Land Use Plan will be updated, and the written project description in the SEIR will be updated to reflect the minor modifications to the land use plan being proposed by City staff. This task assumes that there will be no changes to the buildout and that the Specific Plan will be updated to reflect the maximum allowable buildout intensity of the commercial and business park land uses in the plan area (i.e., a development cap).

Deliverable
» Revised project description (including graphics)
TASK 14.2 TECHNICAL STUDIES
Task 14.2.5 Transportation (Translutions)
This task reflects the additional budget for Translutions to attend one additional City Council hearing, virtual meeting attendance through the four -month CEQA process, and as -needed assistance with written responses to public comments prior to the hearing regarding transportation impacts of the proposed project.

April 14, 2025 1 Page 4

PLACEWORKS
Deliverable
Translutions City Council Hearing Attendance
Monthly virtual meeting attendance (4 months)
TASK 14.5 REVISED FINAL SEIR
The Final SEIR for the proposed project was circulated to the commenters and posted on the City's website in May 2024. The Final SEIR was part of the certification package at the September 2024 City Council hearing. However, the Specific Plan was not approved and, at the September hearing, the City Council directed City staff to revise the land use plan to gain consensus from the majority property owners. The SEIR is being decertified at the April 28, 2025, City Council meeting as a result of a settlement agreement. Therefore, to re -certify the SEIR for the FCSP project, the Final SEIR will need to be updated and circulated with the public to reflect the changes to the proposed project.

This task includes time for PlaceWorks to revise the Final SEIR Chapter 3, Revisions to the Draft SEIR, to reflect the changes to the Land Use Plan and Specific Plan that have occurred. This version of the Final SEIR will be called the Revised Final SEIR. The Revised Final SEIR may include additional information, as needed, to address comments identified during the hearings. However, no additional quantitative modeling is anticipated for this effort.

Since the SEIR is being de -certified as a result of a settlement agreement, we are recommending that the Revised Final SEIR be distributed to the entire mailing list rather than just those that commented on the Draft SEIR. It should be noted that the Settlement Agreement requires that the City "shall notify the undersigned counsel of record of the hearing in writing no sooner than 10 days before the hearing." Therefore, it is recommended that a transmittal accompany the Revised Final SEIR that indicates the anticipated hearing dates. In addition, Corry Briggs will be included on the distribution list for the Revised Final SEIR to satisfy the requirements of the settlement agreement.

The Revised Final SEIR will need to be posted on the City's website. PlaceWorks will also upload the Revised Final SEIR to CEQAnet, distribute the transmittals electronically to those on the mailing list for which we have email addresses, and distribute the transmittal via certified mail to those on the mailing list for which we only have a physical address. The transmittal for the Revised Final SEIR will explain the reasons the City is revising the Final SEIR, identify where the Revised Final SEIR can be downloaded on the City's website, and identify the anticipated hearing date for the Specific Plan.

Deliverables
Administrative draft Revised Final SEIR (electronic)
Public Revised Final SEIR (electronic distribution + certified mailings) TASK 14.6 MMRP
This task includes additional budget to revise the Mitigation Monitoring and Reporting Program (MMRP) with any changes to the mitigation measures for the Specific Plan and/or the Pacific Oaks Commerce Center project prior to re -certification of the SEIR.

Deliverable
» Revised MMRP (electronic)
April 14, 2025 1 Page 5

PLACEWORKS
TASK 14.7 FOF/SOC
This task includes additional budget to revise the Findings of Fact (FOF) and Statement of Overriding Considerations (SOC) with any changes to the proposed project and findings in the Revised Final SEIR, prior to re -certification of the SEIR.

Deliverable
Revised FOF/SOC (electronic)
TASK 14.8 NOD
This task includes time to prepare and file a Notice of Determination (NOD) with the CEQAnet and the San Bernardino County Clerk following approval of the proposed project. In addition, the NOD is now required to be posted on the City's website following project approval. Our scope of work assumes payment of the $50 County Clerk filing fee only since the project is a Subsequent EIR and the California Department of Fish and Wildlife (CDFW) fees have already been paid. Therefore, the NOD filing will include the past payment receipt for CDFW from the previous project approval.

Deliverables
County Clerk NOD filing (County Clerk + Filing Fee)
CEQAnet NOD filing (electronic)
TASK 14.9 PROJECT MANAGEMENT
Task 14.9.1 Project Management
This task reflects the additional budget needed to manage the proposed project from project initiation to re -certification of the SEIR (i.e., hearings). For the purpose of this cost estimate, we anticipate that this process will take up to four months.

Task 14.9.2 Meetings
This task reflects the additional budget for monthly virtual meeting attendance by the Project Manager and Assistant Project Manager for the duration of the project (up to four months).

Deliverable
Monthly virtual meeting attendance (4 months: PM and APM) TASK 14.10 HEARING ATTENDANCE
This task includes time for the Project Manager and Assistant Project Manager to attend one City Council hearing for the Specific Plan.

Deliverables
City Council hearing attendance (1 hearing: PM and APM) April 14, 2025 1 Page 6

PLACEWORKS
Acknowledgment
This proposal shall remain valid for a period of 90 days from the time of submittal. The attached Service Authorization, which includes our General Terms of Consulting Agreement, is a part of this proposal. If the contents of this Proposal and Agreement are satisfactory, please indicate your approval by signing the Service Authorization and sending it to our Corporate office. As Principal, I am authorized to bind PlaceWorks and the project team to the contents of this proposal.

We look forward to working with you to bring about the successful completion of this project. If you have any questions regarding the contents of this proposal, please feel free to contact the undersigned.

Respectfully submitted,

PLACEWORKS
Nicole Vermilion JoAnn C. Hadfield
Principal Principal
April 14, 2025 1 Page 7

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