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File Number: 12 -284 BACKGROUND In Summer 2008, Westlake, BRIDGE, the City, and the Redevelopment Agency of the City of San Leandro (RDA) jointly applied for funding under two State grant programs (the Transit - Oriented Development Grant and Infill Infrastructure Grant Programs), administered by HCD. Both grant programs were funded through Proposition 1 C bond proceeds. The City, RDA, Westlake and BRIDGE were awarded approximately $24.5 million in grant funding from HCD for infrastructure improvements related to the Alameda and BART replacement garage. In April 2009, the City Council approved an OPLA including a $9.1 million RDA Housing Set -Aside loan to BRIDGE for the proposed 100 unit affordable rental housing development, the Alameda, on the west side of the Downtown BART Station. BRIDGE was also awarded an allocation of low income housing tax credits for the Alameda in late 2009. In Spring 2010, Westlake, BRIDGE, the City and RDA formally delayed the Crossings due to the worsening economy and unanticipated constraints related to the two new HCD grant programs. However, the revised Crossings Master Plan (see Attachment A: Site Plan for Revised San Leandro Crossings Master Plan) presented to the City Council on April 9, 2012 demonstrated an enhanced project that would not only further the City's Downtown TOD Strategy, but take advantage of high technology opportunities related to OSlsoft, create substantial permanent and short -term jobs, and provide additional and needed affordable workforce /family rental housing. With the addition of OSlsoft, the project scope of the San Leandro Crossings Master Plan is changing as follows: 1) BRIDGE will develop a 200 -unit affordable workforce rental development that will include the original 100 -unit ( "Alameda ") component and a 100 -unit "Cornerstone" component to be located at the site of the current BART parking lot east of San Leandro Boulevard, 2) BART replacement parking will be a surface lot instead of a parking garage and will be developed by BRIDGE, and 3) OSlsoft will develop a multi - phased technology campus on the site formerly designated for the Alameda. No additional phases of residential units are planned in the future. Analysis Amended and Restated Owner Participation and Loan Aareement Below are the notable revisions under the proposed amended and restated OPLA: 1) The City, in its capacity as the housing successor to the former RDA, replaces the RDA as the contracting party under the amended OPLA. In January 2012, pursuant to ABx1 26, the City Council adopted a resolution agreeing to serve as the Successor Agency to the RDA and agreeing to assume the former RDA's housing assets, rights and obligations. 2) The location of the Alameda component of the affordable rental housing development has moved from the west side of the Downtown BART Station (at 1333 Martinez Street) to the east side of San Leandro Boulevard (at 1400 San Leandro Boulevard) where the planned market rate Cornerstone apartments would have been located City of San Leandro Page 2 Printed on 611212012