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Item 3 - North 40 Phase 1To: From: Subject: CDAC 11-11-15 ITEM 3 MEMORANDUM COMMUNITY DEVELOPMENT DEPARTMENT Conceptual Development Advisory Committee • ,/_, ~ , Laurel R . Prevetti, Town Manager/Director of Community Dev~~ 11/J Phase 1 North Forty Specific Plan Area Conceptual Development Advisory Committee CD-15-005 Requesting review of conceptual plans to implement Phase 1 of the North 40 Specific Plan. APNs: 424-07-024 through -027 , -031 through -033 , -035 , -070, - 083 through -086, -090, and -100. PROPERTY OWNERS: Grosvenor USA Limited, Summerhill N40 LLC, Thomas Yuki, Elizabeth Dodson, and William Hirschman APPLICANT: Grosvenor USA Limited PROJECT PLANNER: Marni Moseley Date: November 5, 2015 REMARKS: The Conceptual Development Advisory Committee (CDAC) discussed the proposed application at the October 14, 2015 meeting (Report and attachments can be accessed at http ://www.losgatosca.gov/AgendaCenter/Conceptual-Development-Advisory-Committe). The draft meeting minutes from the October 14,2015 meeting are included as Item 1 on the agenda. The applicant has provided additional materials in response to the October discussion (see Attachments 6 through 9). As set forth in the North Forty Specific Plan, an economic study is needed to evaluate the proposed commercial development and its potential competitiveness with downtown (see Attachment 9). The Committee is encouraged to review and discuss the study. Time permitting, the Committee may wish to continue to discuss the items not covered at the previous meeting, or set a special meeting to continue the discuss ion. Attachments received with October 14, 2015 C DAC report: 1. Location map (one page) 2. CDAC application (s ix pages) 3. Applicant's letter (six pages) 4 . BMP Program Details (seven pages) 5 . Conceptual Plans (16 pages) Conceptual Development Advisory Committee November 11 ,2015 Page2 Attachments included with this CDAC report: 6. Cover letter from Grosvenor, Eden Housing, and SummerHill Homes dated October 21, 2015 7. Multi-modal exhibits 8. Revised BMP Plan and letter from Barbara E. Kautz 9. Economic Study Distribution : Grosvenor USA Limited, I California Street, Suite 2500, San Francisco, CA 94111 Elizabeth Dodson and William Hirschman, 15055 Los Gatos Blvd., Suite 310, Los Gatos, CA 95032 Thomas Yuki , 15495 Los Gatos Blvd., Los Gatos, CA 95030 Summerhill N40 LLC , 5000 Executive Parkway, Suite 450, San Ramon, CA 94583 N:\DEV\CDAO CDAC MEMO\N orth 40 -Phase I . l l -11-IS.docx GROSVENOR Mr. Joel Paulson Town of Los Gatos Planning Department 110 E. Main St. Los Gatos, California 95031 Dear Joel: ~ EDEN SUMMERHILL HOMES - HOUSI NG C OMM U N I T II S O r O I ST I N C I"ION October 21, 2015 We appreciate the feedback that CDAC provided on October 14th. Unfortunately, due to time constraints we were not able to have discussion on all of the issues that the Committee raised. With that, we look forward to continuing the dialogue at the upcoming CDAC meeting . Members of the Committee specifically raised the following issues for future discussion: • The on-and off-site North 40 multimodal opportunities (see attached); and • The relocation of the existing walnut trees or the planting of new walnut trees in the 30' agrarian setback along Lark. In addition we are hopeful to be able to distribute the Economic Impact Analysis at the nex t meeting based on the scope that we vetted with the Committee on October 14th. Unfortunately, it is not ready for distribution in the CDAC packet at this time. Finally , there was significant discussion about our proposal on how to comply with the Town 's BMP ordinance. Our attorney, Barbara Kautz, has prepared a separate letter regarding our proposal, which we request be distributed to the CDAC members. Thank you, and we look forward to the November 11th CDAC meeting . Sincerely, A . Don Capobres Senior Vice President Grosvenor Linda Mandolini Pre sident Eden Housing Wendi Baker Vice President of Development SummerHill Homes ATTACHMENT 6 This Page Intentionally Left Blank -......... ~--'-·'----1"-•flollll~ J .. ...,.....,_ __ .. ,_, ... -COl& ... ,_,.._ __ .,.,_.La G-. . ., ______ ......,_.,_ ____ ......,... .. ~..,._... PREUMINARY CONCEPT PLAN FOR LARK AVENUE BIKE LANES I MULTI-USE PATH BElWEEN LOS GATOS CREEK AND LOS GATOS BLVD. BASED ON TOWN OF LOS GATOS EXISTING CONDITIONS GI S DATA ' ' ' : L ____ .! I ' i I I I 1 I I I L ....... _ L .. _ .... .! ........... L ........... !.. ........ J .......... .. c, o Jt v" I I I I ---·---------------1 I I I I I I r---------------1 ,- I c ______ .,. ________ l 'j _j r---I ! IIAIICIYlS.S -,._- ATTACHM ENT 7 w ::;) z w > <( ~ 0::: <( ...J PRIMARY BIKE ROUTE 8' MULTI-PURPOSE TRAIL LOS GATOS BLVD . ------------------~ I LOS GATOS, CA NORTH FORTY ' ·-GROSVE N OR PRIMARY BIKE ROUTE SHARROWS AMENITY REPAIR VEND ING MACHINES 192..072 09.22.15 AMENITY GUEST BICYCLE PARK ING PR IMARY BIKE ROUTE ROUTE MARKERS BICYCLE REPAIR VE NDING MACHINE & REPAIR STATI ONS • ~ TUNE-UP STATIONS 'VJ .. * SHORT-TERM/GU EST BIKE PARKING I DOO T LE BIKE PATHS & BICYCLE AMENITIES TOWN COUNCIL VISION GUilDING PRINCIPLES The North 40 wrll • Look an d feel like Los Gatos ... . . • Min rmize or mitigate impac t s on the Town 's mfrast ructure , sc ho ols and other co mmumty servrces REALIZING THE VISION • Primary Bike Routes along Lark. Los Gatos Boulevard and A Street • 8' wide detached South-North Multi-Modal Path t hat connects the dist inctive and comp limentary open spaces t hroug hout t he comm unity • Unique bicyc le amenities inc luding repai r vending mach ines, repair stations , tune up st ations and abundant bicycle parking 11 goldfarb Iipman attorneys M Dav id Kroot lynn Hutchins Koren M. Tiedemann Thomas H. Webber Dionne Jacks on Mclea n Michelle D. Brewe r Jenn ifer K. Bell Robert C. Mills Isabel l. Brow n 1300 C loy Street, Eleventh Flo or Oakland, Calilo rnta 94612 51 0 836-6336 October 21 , 2015 Laurel Prevetti, Town Manager Town o f Los Gatos 11 0 E. Main Street Los Gatos, CA 95030 R e: P roposed Below Ma rket P r ice Housing P r ogram -North Forty Via e-mail James T. Diamond , Jr. Dear Town Manager Prevetti: Margaret F. Jung Heather J . Gould William f. DiCamillo Amy DeVoudreuil Barbaro E. Kautz Erica Williams Orchor ton luis A. Rodriguez Rafael Yoqulon Celio W. Lee Dolores Bos tian Dolton Joshua J . Mason Vincent l. Brown Hono A. Hardy Caroline No sello Eric S. Ph illips Elizabeth Klueck Son Francisco 415 768-6336 los Angeles 213 627-6336 Son Diego 619 239-6336 Goldfarb & Lipman l lP This letter is written on behalf of Grosvenor Americas in relation to its application for approval of a mixed-use development in the North Forty Specific Plan area containing 320 units (237 units allowed under the Specific Plan plus a density bonus of 83 units), and in particular, in relation to its proposed plan for compliance with the Below Market Price Housing Program (the "BMP Program") adopted by the Town of Los Gatos (the "Town"). Attached is a revised BMP proposal clarifying the development team's proposed program of BMP units and requested modifications to the BMP Program. Most importantly, under a provision of State housing element law, the Town cannot require that Grosvenor provide for-sale BMP units rather than rental BMP units. Rather, Government Code Section 65589.8 provides that if a local government adopts a requirement in its housing element that developments contain a percentage of affordable units, as Los Gatos has done, the local government shall permit a developer to satisfy that requirement by constructing rental housing at affordable monthly r ents. This is precisely what is being proposed by the development team: The Town requires that new developments contain a percentage of affordable units, and the developer proposes to satisfy the Town's BMP requirements by constructing rental housing at affordable monthly rents . Consequently, the Town must allow the proposed rental affordable units to replace for-sale affordable units. The proposed senior rental affordable housing provides 25 percent more affordable units (50 units rather than 40) at deeper affordability levels than required by the BMP Program, as shown in the table below and further described in the attached description of the BMP Program. It is not financially feasible for the development team to provide both the proposed senior affordable housing and additional affordable for-sale affordable housing . In a p roject conforming strictly to the BMP program , the senior affordable housing would be replaced with market-rate rental housing, and the affordable housing would consist of ATJ'ACHMENT 8 1588\0 3 \1776409.1 October 21,2015 Page2 scattered for-sale and rental housing. This would not provide any of the benefits described in the attached BMP Program. Very Low Low Median Income Income Income TOTAL -- For-Sale 16 15 :31 Units Rental 9 9 Units* Total 25 15 40 For-Sale Units Rental 49 1 50 Units* Total 49 1 50 *Note that under the decision in Palmer/Sixth Street Properties v. City of Los Angeles, the Town cannot actually require any rental affordable housing in its BMP Program. If you have any questions regarding these requests or if you would like any additional information, please feel free to contact me. (s~ry,, ~ ~ + <L.-~-7. /' BARBARA E. KAUTZ Partner bkautz@goldfarblipman.com cc: Rob Schultz, Town Attorney Joel Paulson, Planning Manager Don Capobres, Grosvenor Americas Wendi Baker, SummerHill Homes Linda Mandolini, Eden Housing 1586\03\ 17764r:n.l North 40-Proposed BMP Plan (Revised October 21, 2015) The Town 's Below Market Price (BMP) Program promotes the development .of affordable housing units by providing standards and guidelines that require the creation of a certain number of affordable units in a development project. For the proposed North 4.0 development application, the development team has proposed the following housing program: • Ownership townhomes/garden cluster/courtyard condominiums .: 253 (SummerHill) • Ownership garden cluster: 7 (Hirschman) • Live/Work Condominiums: 2 (Grosvenor) Rental Apartments: 8 (Grosvenor) • Affordable rental apartments for seniors: 50 (Eden) As described in our letter· of October 14, 2015 requesting the density bonus allowed by state law , the above numbers include the baseline number of units (237) plus the additional 35% density bonus units (83), for a total proposed program of 320 residential units. The Town's BMP program requirements are calculated using the baseline count (237), less the BMP units. The affordable rental senior apartments are being proposed to satisfy the Town's BMP program and will offer amenity-rich, high-quality apartment homes for seniors making up to 50% of the area median income (very low income). The proposal helps to achieve many goals and policies contained in the Town's General Plan; the 2015-2023 Housing Element; and the North Forty · Specific Plan: General Plan Policy LU-11.4/Nortlz Forty]: Provide for a variety ofresidential housing types, both rental and owner-occupied. A minimum of 20 percent . of the units shall be affordable to households at the moderate income level or below. · Housing Element Goal HOU-1: Expand the choice of housing opportunities for all economic segments of the community by supporting the development of affordable housing in a variety of types and sizes, including a mixture of owner.ship and rental housing. Housing Element Goal HOU-5: Retain and expand affordable hous ing opportunities for seniors. Housing Element Policy HOU-6.4: Support the provision of permanent, affordable, and accessible housing that allows persons with special needs to live independent lives ... II [P} ersons with spe cial needs II include extremely low income hous eholds [and] the elderly ... North Forty Specific Plan Policy LVJO: Provide and integrate a mix of residential product types designed to minimize impacts on schools ... and serve the unmet housing needs within the Town of Los Gatos [identified as young adults, seniors, and empty nesters].. ' Below we have detailed what is required under the BMP Program, what the team is proposing, proposed BMP program modifications, the justification for these requested modifications, and the advantages of this proposal. Requirements of the BMP Program • Number of Units Per the Town's BMP, developments of 101 units or more are required to provide BMP units equal to twenty percent of the number of market rate units, with smaller projects requiring gradually fewer units based on a formula. The number of BMP units required under the Program would be slightly different depending on whether the Town chooses to define the combined application as one project· or three: The development team views this proposal as a coordinated approach to create a truly integrated and holistic neighborhood. Therefore we are assuming that for the purposes of BMP calculation, the "project" includes the Phase I North 40 development as a whole. As shown above, this approach also provides the benefit of one additional BMP unit above the number that would be required if the units were calculated separately for the Grosvenor , Hirschman, and SummerHilJ components. • Affordability of BMP Units In addition to specifying the required number of units, the BMP Program further requires that the units must at least be affordable to both median income households (those earning 2 between 80% and 100% ofthe area median income (AMI) and low income households (those earning between 50% and 80% AMI). Half of the for-sale BMP units are required at least to be affordable to low income households and the other half to median income households. The rental units must at least be affordable to low income households. Given these requirements, the 40 proposed BMP units would roughly be distributed as follows: BMP Affordability as Required Very Low Low Income Median Income Total Income For-sale units 0 16 15 31 Rental units 9 9 TOTAL 25 15 40 What is Being Proposed The development team is proposing a 50 unit project consisting of forty-nine ( 49) one-· bedroom units for · very low income seniors and one (1) two-bedroom median income managers unit. Because Eden's development will be able to leverage additional fmancing for a stand-alone affordable housing building, more affordable units will be provided than are required, and the units will be more deeply affordable than is required, as follows: • BMP Affordability as Proposed Very Low Low Median Total Income Income Income Rental units 49 0 1 50 While the final income targeting will depend on the financing secured, the unit rnix of a 9% tax credit development would be roughly as follows: Extremely Low Income Units @ 30% AMI 10 Very Low Income Units@ 45% AMI 9 Very Low Income Units@ 50% AMI 30 Median Income Unit @ 80% AMI (Manager's 1 Unit) 3 The affordable housing program will be most successful if fifty units are built, due to economies of scale and more successful management of a building of this size. Because Phase I is not proposing to construct all ofthe 270 baseline units but is proposing this surplus of BMP units, we request that these additional 1 0 units count towards any future residential development's BMP requirements on the remainder of the North 40 properties. The affordable component will help meet the needs of low income seniors in Los Gatos with safe, attractive, and affordable homes and on-site services that will help these individuals thrive. · The project will include high quality amenities available in all Eden developments including a community room, a computer center and library, and landscaped courtyards and furnished lobbies for casual social interaction . The architecture and interiors will be designed in such a way to provide a stimulating, spacious, and inviting environment for the seniors as they age in place. Eden's service provider and affiliate, Eden Housing Resident Services, Inc., will offer resident activities and programs specifically designed for seniors. Proposed Modifications to the BMP Program Guidelines The development team is requesting modifications to the BMP Program Guidelines regarding the following specific requirements : • Type of Units, Rental vs F or-Sale: The BMP Program requires that the "BMP units within a project that contains both rental and owner-occupied units shall also be designated as both rental and as units for purchase, in a ratio similar to that of the market-rate units." The development team is proposing that the affordable units consist of rental housing rather than a mix of for-sale units and rentals . Justification: The Town 's requirement that BMP units in for-sale projects must a lso be for-sale units is inconsistent with the housing element statute. State law requires that the Town permit a developer to satisfy its inclusionary requirements by constructing rental housing at affordable monthly rents . (Gov't Code Section 65589.8 .) The d evelopment team is therefore entitled to use the proposed rental affordable units to satisfy the BMP Program's requirement that 20 percent of units be affordable . In addition, a requirement that the senior affordable units be for-sale units would make the project infeasible because of its proposed tax credit financing , which will not fund for-sale units. State law does not allow a condition to be imposed that renders a project infeasible because of its method of financing . (Gov't Code Sections 65008(b)(2), (b)(3).) • Location of Units: The BMP Program requires that the "BMP units shall be dispersed throughout the development, to the extent feasible, in all buildings, on each floor , and in each project phase." (emphasis added) In this case, the 4 development team is proposing a single affordable. senior housing component which is located on the air rights above the Market Hall. As discussed in detail in our density· bonus application, housing designated for seniors must be contained in a structure separated from all-ages housing. This makes it infeasible to disperse the housing throughout the development in all buildings and on each floor. A centralized location is key to the proposed financing and Eden's ability to serve very low income seniors and to provide on- site supportive services . • Size of Units: The BMP Program requires that the "size and design of BMP dwelling units shall be reasonably consistent with the market rate units in the project." (emphasis added) Because the proposed BMP units are designated for seniors, they. are necessarily smaller than the market-rate units; it would not be reasonable to expect seniors to maintain units as large as the market-rate units, nor could units so large be affordable to very low income households. The exterior design, however, as discussed below, is fully consistent with and integrated into the design of the project as a whole and the Market Hall, in particular. Items Consistent with BMP Program Guidelines • Building Exterior: The BMP Program requires that there "shall not be significant identifiable differences between the BMP and market-rate units visible from the exterior" and the "external appearance of BMP units should be indiscernible to that of the market rate units in the project." The affordable senior housing will be a part of the Market Hall, will not be identifiable as an affordable development, and will have high quality architecture consistent with the rest of the development and the other rental units in the development. Eden and Grosvenor are using the same architect and contractor to design and build this building. The affordable housing will not be distinguishable as affordable housing merely by architectural treatments. As part of the separate Market Hall building, it will have its own style in order to create visual interest and texture to .the neighborhood. • Interior Finishes : The BMP Program requires that the "internal finish of BMP units should be identical to that of the market rate units 'in the project, except that the developer ~ay request Town approval of substitutions for luxl.ll)' interior finishes, appliances, or fixtures, if such substitutions do not violate any Town code requirement." Eden will have its own interior finish schedule based on its preferred specifications and will request Town approval of the finishes. These materials and appliances will meet all local, state and funding requirements. • Project Facilities: The Program requires that "all project facilities and amenities , including parking, must be available on the same basis to the BMP units as to the market rate units in the project, to the extent feasible ." (emphasis added) As proposed, and as required by State law, the affordable housing will have its own 5 facilities and amenities -many of which will be above and beyond what is provided in the market-rate components. For example, the affordable senior community will include the following amenities: a community room , a computer center and a library or exercise room. Additional fees will not be charged for parking, as with the market rate units. Residents of the senior housing will have the same access to the walks and parks on t.he site as other residents. Major Benefits of the Proposed BMP Program • Deeper affordability. Proceeding with the development as proposed will allow the development team to provide up to 49 units targeted to extremely low and very low income seniors, and will enable the Town to show production of these units in the Regional Housing Needs Allocation (RHNA) process and its Annual Reports on Housing Element progress . As shown in the Town's recent history of affordable housing development, units at these affordability levels are the hardest to produce. The Eden affordable senior component will provide 49 units targeted to very low income and extremely low income seniors, alo1;1g with one median income managers unit. Amenity-rich and service-enhanced housing for low income seniors. In addition to making deeper affordability financially feasible, providing all of the affordable units in one central building allows Eden to provide supportive services on-site. These services provide wrap-around services that help lower income residents thrive -and are not available in typical disbursed BMP units. For this development, Eden Housing Resident Services, Inc. (EHRSI) will provide resident services programming , ranging from information and referrals via regularly updated resident services guides . to comprehensive programming. EHRSI's resident services staff is available to offer important information and referral services and to develop key partnerships in our communities. EHRSI works one-on-one with residents , coordinates and facilitates group educational programming, develops community building activities, and brings in outside speakers to present on topics of relevance and interest to our residents . Eden has extensive experience working with a senior population. The primary goal of our senior resident services is to allow our seniors to 'age in place' and live independently in a dignified, healthy and productive way. To meet this goal, we provide a range of programming tailored to each individual · resident. The overall intention of services programming for our senior and special needs residents is to: • Reduce isolation by providing on-site programs and encouraging resident- Jed programs 6 • • • • • Provide residents with access to resources via information and referral Provide programming designed to enhance the quality of life of our residents · Address health and wellness issues faced by our diverse communities including depression, physical fitness, assistive technology , nutrition/diet and personal safety Monitor the ability of our residents to continue to live independently and safely in our housing community Build strong communities by facilitating community events, collaborating with resident associations and encouraging volunteerism in the community (internally/externally) As a testament to our ability to provide housing and services allowing our residents to age in place successfully, nearly one quarter of our residents in senior developments are over the age of 80 -with three residents over 1 00. · • High quality design Eden is recognized in the industry for its creative development approach that includes collaborating with local governments and development partners to create well-designed properties that meet the needs of the residents and tailoring projects to suit the locale . In the recent past, Eden has completed entitlements for projects in Palo Alto, Lafayette, Dublin, Novato, Orinda, and Fremont --all of which required excellent design as well as the development and execution of thoughtful and comprehensive community outreach strategiel!. In addition, Eden places a high value on design through the work of talented designers, builders and other professionals and is committed to crafting high- quality developments that give careful attention to the needs of residents and the surrounding neighborhood . Indeed , Eden has won more than 60 awards for its work, including the recent recognition of Foss Creek Court in Healdsburg, which in 20 II has received the prestigious national Charles L. Edson Award for Tax Credit Excellence, a Gold Nugget Award of Merit from the Pacific Coast Builders' Conference, and won the Affordable Housing Finance Magazine Readers' Choice Award for the best Rural project in the country. Eden will bring this same commitment to excellence, along with the rest of the development team to deliver a high-quality, vibrant neighborhood that offers a variety of housing types and sizes for a range of incomes -all of which will be places that people are excited and proud to call home. 7 8 RECEIVED NOV 0 6 2015 TOWN OF LOS GATOS PLANNING DIVISION KEYSER MARSTON ASSOCIATES ADMINISTRATIVE DRAFT NORTH 40 PHASE 1 ECONOMIC REPORT Prepared for: Grosvenor Americas Prepared by: Keyser Marston Associates November 2015 TABLE OF CONTENTS EXECUTIVE SUMMARY ....................................................................................••..................•.. 1 NORTH 40 PHASE 1 ................................................................................................................. 5 DOWNTOWN CORE ................................................................................................................. 7 NORTH 40 PHASE 1 PROJECTED SALES .........................•................................................... 10 TRADE AREA EXPENDITURE POTENTIAL ..................................••....................................... 12 COMPARISON RETAIL ASSESSMENT .................................................................................. 15 FOOD AND BEVERAGE ASSESSMENT .....................................................•........................... 17 MARKET HALL ASSESSMENT ...................•.....................•..................................................... 19 DOCUMENTS REFERENCED .....................................•...........•.............•.........•.•..•.................. 20 APPENDIX ............................................................................................................................... 21 FIGURES AND TABLES Figures Figure 1: North 40 Phase 1 Site Aerial ....................................................................................... 5 Figure 2: Location of Downtown Core in Relation to North 40 .................................................... 7 Figure 3: Downtown Los Gatos Sales (2014) and North Phase 1 40 Projected Sales (2 020 ) .... 11 Figure 4: Map of Residential Trade Area ................................................................................... 12 Tables Table 1: Downtown Los Gatos Retail Sales-Select Categories (2014) ...................................... 8 Table 2: Estimated Gross Sales at North 40 Phase 1 Project (2020) ........................................ 1 0 Table 3: Downtown Los Gatos Sales (2014) and North Phase 1 40 Projected Sales (2020) ..... 1 0 Table 4 : Trade Area Demographics in Comparison With Town, Standard Rings (2015} ............ 13 Table 5: Residential Trade Area Expenditure Potential through 2020 ....................................... 14 Table 6: North 40 Phase 1 Share of Comparison Retail Trade Area (2015-2020) ..................... 15 Table 7: North 40 Phase 1 Share of Food and Beverage Trade Area (2015-2020) ................... 18 Appendix Tables and Figures Table A-1: Taxable to Gross Sales Conversion for Sales in Downtown Los Gatos ................... 21 Table A-2: Expenditure Potential of Workforce within 1 Mile of North 40 .................................. 21 Figure A -1: Grocery Stores Located Within 1 Mile of North 40 and Downtown ......................... 22 EXECU TI VE SUMMARY The Town of Lo s Gatos requires an economic report assessing the competitiveness of the North 40 Phase 1 ("Phase 1 ") retail development program in relationship to the retail businesses in the Downtown Core . The purpose of the analysis is to evaluate if the Phase 1 retail will have an adverse impact on the retail environment in the Downtown Core . Downtown Core To create a framework in which to evaluate how the Phase 1 retail development program might impact the Downtown , Downtown Core businesses were grouped into three major categories . The purpose of the groupings was to provide a measure of Downtown Core sales to compare with the proposed Phase 1 retail and to allow for a discussion of the Downtown Core retail environment while prote cting the confidentiality of individual businesses. As agreed upon w ith the Town , the groupings of retailers in the Core are : • Comparison goods retail (appa rel , home furnishings, and other specialty retail) • Food and beverage • Grocery (including food and liquor stores) Within the three groupings , the Downtown Core ("the Core") is comprised of approximately 247 businesses . Taxable sales for businesses in the Core were provided by the Town 's sales tax consultant for each of the c ategories. Estimated 2014 gross sales (taxable and non-tax able) in the Core are : • Comparison goods retail : • Food and beverage: • Food and liquor stores : Summary of Approach $96.9 million $76.9 million $10 to $15 mill ion The ana lysis evaluates if the anticipated Phase 1 sales can be achieved without having an adverse impact on sales of the existing Downtown Core businesses. KMA's approach to the assignment included the following : 1. Downtown Core Sales: Review of 2014 sales in the Downtown Core provided on a confidential bas is 2. Projected Sales for Phase 1 Retail: Projected by three retail groupings provided by Grosvenor 3. Trade Area Identification: Defining the trade area fo r each of the retail groupings 4. Trade Area Expenditure Potential: Estimating e xpenditure potential using data provided by Census and state information Keyser Marsto n A ss ociates , Inc . \\Sf-fs2\wp\13\13890\001-001 .docx Pag e 1 5 . Market Share Estimate for Phase 1 Retail: Estimating the market share of trade area ex penditure potential that Phase 1 retail would achieve 6 . Differentiation in Market Position between Phase 1 and the Downtown Core North 40 Phase 1 Retail Development Program The Phase 1 retail development program is anti cipated to be up to 66,000 square feet as of the writing of this report. The following is a summary of KMA's findings and conclusions. A. Comparison Goods Retail Phase 1 Comparison Retail • Anticipated to have up to 26 ,000 square feet • Anticipated tenants: apparel, shoes, home furnishings, and specialty shops • Estimated annual sales of approx imately $15.6 M Downtown Core Comparison Retail • Achieved retail sales of approximately $96.9 million in 2014 • Comprises 172 businesses offering a d iversity of merchandise • Strong regional destination with high image retailers in a pedestrian oriented shopping district The Phase 1 residential trade area for comparison goods is strong for reasons including • Population Density: approximately 400,000 residents and nearly 150,000 households with excellent regional access via Hwy 85 and Hwy 17 • Affluence: Median household income of $104 ,000 in the trade area overall, and $139,000 within the Town of Los Gatos • Expenditure Potential: Over $1 .5 billion annual expenditure potential for comparison goods and the growth between 2015 and 2020 is estimated to be $164M, including potential for visitors from beyond the trade area Conclusion • Phase 1 projected sales of $15.6 M can be achieved while only capturing a small share of the trade area expenditure potential • Downtown Core comparison goods retailers enjoy a unique retail environment with strong sales approaching $100 million; the high volume of economic activity, in combination with approximately $80 million in food and beverage sales, ensures the Core will continue to be a regional destination • Phase 1 comparison goods retail program can be achieved without having an adverse impact on the sales of the ex isting Downtown Core businesses. Keyser Marston Associates, Inc . \\Sf-fs2\wp\13\13890\001-001 .docx Page2 B. Fo od and Beverage Phase 1 Food and Beverage • Anticipated to have up to 20,000 square feet • Anti cipated tenants: restaurants , cafes, and a wine bar or brewery • Estimated annual sa les of approximately $15 M Downtown Core Food and Beverage • Achieves sales of approximately $76.9 million in 2014 • Comprised of 62 establishments • Strong re g ional destination fo r food and beverage in a pedestrian oriented shopping district Phase 1 Trade Area for Food and Beverage • Employment within 1 m ile supports an estimated $10M in annual expenditure potential • Residential trade area ex penditure potential growth between 2015 and 2020 is estimated to be $89.7 million Conclusion • Phase 1 projected sales of $15 M can be achieved while only capturing a small share of the t rade area expend iture potential • Downtown Core food and beverage establishments achieve strong sales of almost $80 million • Phase 1 food and beverage retail program can be achieved without having an adverse impact on the sales of the e xisting Downtown Core businesses . C. Grocery/Specialty Foods Phase 1 Grocery/Specialty Foods • Anticipated to have up to 20,000 square feet • Anticipated tenants : Market Hall Grocer (anchor), envisioned as a collection of specialty and gourmet food vendors which may include meat and fish shops , produce markets, wine shops, florists , bakeries, and confectionary • Estimated annua l sales of $15 million Downtown Core Grocery/Specialty Foods • Achieves taxable sales of approximately $7 .7 Min 2014; estimated to be approximately $10 to $15 million in gross sales • Comprised of 13 stores: 3 wine shops/liquor stores and 10 convenience/ specialty • Wine shops and liquor stores account for over half of taxable sales • No existing sa les in the Core for produce, fish and meat markets Keyser Marston A ssociates , In c . \\Sf-fs 2\wp\ 13\13890\001-001 .do cx Pag e 3 Downtown Core Trade Area for Grocery/Specialty Foods • Downtown Core specialty food offer is neighborhood-oriented and does not serve as a destination location for grocery/specialty foods • Neighborhood trade area within 1 mile of the Core supports annual food store expenditure potential of approximately $46 M versus $10-$15 million in existing sales by Downtown Core businesses • Neighborhood trade area within 1 mile of the Core does not overlap with a similarly sized trade area around North 40 Conclusion • Phase 1 grocery/specialty foods retail program can be achieved without having an adverse impact on sales on the existing Downtown Core businesses • Downtown Core grocery/specialty food stores do not serve as a destination location for grocery/specialty foods • Tenant categories commonly associated with market hall grocers, including produce , meat and fish markets, are not found in the Core • Beyond the study area, Phase 1 grocery/specialty foods could enhance Los Gatos Boulevard position as a grocery destination and thus attract additional shoppers to Los Gatos. Keyser Marston Associates, In c. \\Sf-fs2\wp\ 13\ 13890\001-001.docx Page4 NORTH 40 PHASE 1 North 40 Phase 1 ("Phase 1 ") is located in the North 4 0 Specific Plan Area adopted by the Los Gatos Town Council in June 2015. The specific plan area is an approx imately 40 acre site within the Town at the intersection of Highway 85 and Highway 17. The area has been approved for commercial uses , including office , retail , and hotel, and housing . New commercial projects within the specific plan area must submit an Economic Impact Study to the Conceptual Development Advisory Committee evaluating the potential impa ct of the project on the economic competitiveness of the Downtown Core . The subject analysis is meant to fulfill this requirement for Phase 1. Source: Google Earth, Town of Los Gatos, Grosven or America s The proposal for North 40 Phase 1 submitted by Grosvenor Americas , SummerHill Homes, and Eden Housing covers approximately 20 acres of the site (see boundaries above). Phase 1 is anticipated to include up to 66,000 square feet of retail. Currently, the site plan application allots 60 ,000 square feet for reta il uses. At the direction of the applicant, KMA has assumed a 10% increase in the retail square footage to account for modific ations to the development program that may occur prior to the project's approval. Key ser Marston A ssociates, Inc . \\Sf-fs 2\wp\13\13 890\001-001 .docx Pa g e 5 The tentative distribution of the 66,000 square feet of retail space is as follows : • Up to 26,000 square feet for comparison retail • Up to 20,000 square feet for food and beverage • Up to 20,000 square feet for a market hall grocer The applicant provided KMA with a preliminary list of targeted tenant categories. According to this information, comparison re tail space would consist of apparel, shoes, home furnishings , and other specialty stores (bicycle shop, book store, jeweler). A portion of comparison retail space may also be dedicated to personal and financial services (gym, bank, hair salon). Food and beverage retail would include a mixture of restaurant and related tenants such as cafes, brewery or wine venues. Finally, the 20,000 sq. ft . market hall is envisioned by the applicant as a cluster of specialty and gourmet food vendors with common customer seating . Similar markets have been developed elsewhere in the Bay Area including Oakland, Emeryville , San Francisco and San Jose. Typical market hall tenant categories include meat and fish shops, produce markets, wine shops, florists, bakeries, and confectionary, with tenants varying in size from 400 sq . ft . to 3,000 sq. ft.1 1 Based on KMA's review of Rockdridge Market Hall retail program . Keyser Marston Associates , Inc . \\Sf-fs2\wp\13\13890\001 -001 .docx Page6 DOWNTOWN CORE The Town of Los Gatos contains several retail districts, including Downtown, Los Gatos Boulevard , and several neig hborhood centers. Downtown has historically supported approximately half of total retail sales in the Town of Los Gatos (BAE 2013 , 41 ). Downtown is further divided into Downtown North, the Blossom Hill/University district and the Downtown Core ("the Core"), where approxi mately three quarters of Downtown retailers are located (BAE 2013, 24). As agreed upon by the Town and the appli cant, the subject analysis focuses specifically on the potential impacts of North 40 Phase 1 on the Downtown Core. The Core is located primarily along North Santa Cruz Avenue, East Main Street, and University Avenue, approximately 2 miles south of North 40 (see map). A historic, pedestrian-oriented, main street commercial district, the Core is comprised of approximately 160,000 square feet of restaurants and 350,000 square feet of specialty stores and personal services serving the Town and the region at-large, according to a 2014 estimate prepared for the Town Council (Mclaughlin, 4). Source: Google Earth , Town of Los Gatos , Grosvenor Americas Keyser Marston Associates, Inc. \\Sf-fs2\wp\13\13890\001 -001 .docx Page 7 To create a framework in which to evaluate how the Phase 1 retail development program might impact the Downtown Core, existing businesses in the Core were grouped into three major categories. The purpose of the groupings was to provide a measure of Downtown Core sales to compare with the proposed Phase 1 retail and to allow for a discussion of the Core retail environment while protecting the confidentiality of individual businesses. As agreed upon with the Town , the groupings of retailers in the Core are: • Comparison goods retail (apparel, home furnishings, and other specialty retail) • Food and beverage • Grocery (including food, wine and liquor stores) Within the three groupings, the Downtown Core is comprised of approximately 24 7 businesses, which generate approximately $181 million in annual taxable sales. Taxable sales were provided by the Town's sales tax consultant for each of the categories . Sales by retail category are summarized in the table below. Table 1: Retail Sales in the Downtown Core-Select Categories (2014) Downtown Core Comparison Retail <1> Food and Beverage Grocery/Specialty Food <2> Source: Town of Los Gatos 2015 Figures rounded Total Establishments 2014 172 62 13 Taxable Sales 2014 $96,942,000 $76,878 ,200 $7,777,400 Gross Sales 2014 $96 ,942 ,000 $76 ,878 ,200 $12,962,400 < 1 > Includes apparel , home furnishings, electronics a nd appliance stores; miscellaneous stores; sporting goods, hobby, book, and music stores. 12 > Includes grocery stores, specialty food stores, and liquor/wine stores. Conversion to gross sales assumes 60% of category sales are ta xa ble . See appendix table A-1 . The above table demonstrates that the Downtown Core's strengths are in the comparison retail and food and beverage categories , which together contribute more than 90% of sales in the selected categories. High volumes of comparison and food and beverage sales substantiate the common perception of the Downtown Core as a regional-serving retail destination . Approaching $100 million in sales, the comparison retail offer is comprised of destination retailers with a high image. Primary tenant types include clothing, jewelry, sportswear, and specialty gifts, many of which are local boutiques . Formula retail tenants include Anthropologie , Chico's, Gap/Banana Republic , J . Crew, Apple Store , Restoration Hardware, Sur La Table , and Williams Sonoma. The food and beverage offer in the Core is also significant, with close to $80 million in sales. The Core features a wide selection of restaurants, bars, and cafes, a number of which appear in surveys of the top dining establishments in the South Bay. Keyser Marston Associates, Inc. \\Sf-fs2\wp\13\13890\001-001 .docx PageS In contrast with the above retail categories , the specialty food offered in the Downtown Core is limited. Estimated gross sales between $10 million and $15 million ($8 million taxable) are distributed across 13 establishments, including three wine shops/liquor stores and ten food/ convenience stores, with one-third to half of sales deriving from the wine/liquor shops. The foregoing sales figures indicate that the majority of demand for food products is being met outside the Downtown Core, even for residents living within 1 mile of the Downtown Core , where resident expenditure potential for grocery goods is estimated to be $46 m illion (ESRI Business Analyst 2015). As highlighted by the market and urban decay studies for the North 40 Specific Plan , there are no reported sales in the Core for meat, fish and produce markets, all of which are tenant categories targeted by the Phase 1 market hall (BAE 2011, 67). While the Downtown Core's grocery and specialty food offer is limited, the prior market study indicates that on the whole , the Town of Los Gatos has a substantial surplus of grocery sales. Downtown Safeway is reported to be the closest supermarket to Monte Sereno and portions of Saratoga (BAE 2011 , 67), and sales figures indicate that the cluster of grocery stores along Los Gatos Boulevard draws customers from far beyond the Town 's boundaries . For a map of grocery stores within 1 mile of the Downtown Core and North 40 , see appendix Figure A-1 . Keyser Marston Associ ates, Inc . \\Sf-fs2\wp\13\13890\001-001 .docx Page 9 PROJECTED SALES FOR NORTH 40 PHASE 1 Projected Sales KMA estimates that North 40 Phase 1 will achieve approximately $45.6 million in gross (taxable and non-taxable) annual sales by its build-out in 2020 . Gross annual sales were calculated by applying estimates of sales per square foot for newly constructed space to the anticipated development program. Sales benchmarks are derived from a variety of public and confidential sources , including surveys of shopping centers published by the International Council of Shopping Centers, annual financial reports of representative tenants , and feedback from the applicant. Table 2: Estimated Gross Sales at North 40 Phase 1 Project (2020) North 40 Phase 1 at Build-Out (2020) Estimated Sales Est. Gross North 40 Phase 1 Sq. Ft. (1l Per Sq. Ft. (2) Annual Sales Comparison Retail 26 ,000 $600 $15 ,600 ,000 Food and Beverage 20 ,000 $750 $15 ,000 ,000 Grocery/Specialty Foods (3) 20,000 $750 $15,000,000 Source: Grosvenor 2015, KMA 2015. (1) Current development Phase 1 development program includes 60,000 sq ft of retail. At the direction of the applicant, the retail GLA was increased by 10% to account for any subsequent increase once the program is finalized . (2) Based on industry benchmarks for newly constructed space. (3) Includes both taxable and non-taxable sales . Comparison with Downtown Core Sales by category within Phase 1 are projected to be significantly less than existing sales in the Downtown Core for comparison and food and beverage categories, but greater than Downtown Core food stores, where the Downtown Core's offer is more limited . Comparison goods sales in Phase 1 are projected to be $15.6 million versus $97 million in the Core. Food and beverage sales are projected to total $15 million by 2020 in Phase 1, compared to existing sales the Core of $77 million . On the other hand, grocery and specialty food store sales in Phase 1 are projected to be greater than existing sales for the same categories in the Core. Table 3: Downtown Core Sales (2014) and North 40 Phase 1 Projected Sales {2020) Downtown Core 111 North 40 Phase 1 (Z) Gross Sales Comparison Retail Food and Beverage Food Stores (1) See Table 1. (2 ) See Table 2 . Keyser Marston Associates, Inc. \\Sf-fs 2\wp\ 13\13890\001-001 .docx 2014 2020-Projection $96,900,000 $15,600 ,000 $76,900,000 $15,000 ,000 $13 ,000,000 $15,000 ,000 Page 10 Figure 3: Downtown Core Sales (2014) and No rth 40 Phase 1 Projected Sales (2020) "' $1 20 c: ~ $100 ~ $80 $60 $40 $20 $- Comparison Retail Food and Beverage Food Stores 0 Downtown Core lSI North 40 Phase 1 Source: Town of Los Gatos 2015 , California Board of Equalization, Grosvenor 2015. Includes taxable and non-taxable sales . Keyser Marston Associates, Inc. \\Sf-fs2\wp\13\13890\001-001 .docx Page 11 TRADE AREA EXPENDITURE POTENTIAL Definition of Residential Trade Area The residential trade has been defined to encompass the project's primary customer base for comparison and food and beverage categories upon full build-out of the Phase 1 retail program . KMA determined the residential retail trade area for the project in consideration of (a) the likely drawing-power of comparison and food and beverage retailers anticipated at the project, (b) regional access, and (c) the location and nature of existing and planned competition. The residential trade area is shown in the figure below. The trade area is primarily contained within a five mile radius of the subject site, and includes the communities of Los Gatos, Saratoga, Monte Sereno, Cambrian Park, Fruitdale, and Lexington Hills, as well as portions of San Jose and Cupertino. As illustrated below, the trade area extends beyond five miles along key transportation corridors including Highway 85, Highway 17, Route 9 and the Almaden Expressway, where superior access is likely to draw customers living farther from the project site. Figure 4: Map of Residential Trade Area ~ Source: Google Maps Keyser Marston Associates , Inc. \\Sf-fs2\wp\ 13\13890\001-00 1.docx t -~ I ,.., Page 12 Trade Area Demographics As of 2015, the residential trade area contains a population of nearly 400,000. The trade area population is greater than the population livi ng within five miles of the subject site , due to the modifications to the five-mile ring primarily along Highway 85, described above . While median household incomes of the residential trade area ($104,000) are below those of the Town of Los Gatos ($139,000), trade area incomes are higher than the county and region overall. Aggregate income of trade area residents is estimated to exceed $20 billion, of which the Town of Los Gatos contributes approximately 1 0%. Table 4: Trade Area Demographics in Comparison With Town, Standard Rings (2015) Population HH Median HH Income Per Capita Income Aggregate Income($ million) Town of Los Gatos 30,301 12,701 $138,557 $71 ,308 $2,161 Rings from North 40 3miles 132,192 50 ,957 $107,782 $54,647 $7,224 Smiles 342,647 129,482 $101,792 $51,463 $17,634 Residential Trade Area 111 396,120 147,368 $103,669 $51,660 $20,464 Source : ESRI Busine ss Analyst 2015 t,> Residential trade area consists of a modified 5-mile radius from the site, with the trade area extending along key transportation corridors including High way 85, Highway 17, Route 9, and the Almaden Expressway. (See Figure 2 .) Expenditure Potential Over the next five years, the trade area is projected to grow by nearly 19,000 residents, while per capita income is projected to increase at 1% per year (in real terms), based on projections published by ESRI Business Analyst, a private demographic firm . Population and income growth in the trade area will add approximately $1.8 bill ion to aggregate income (Table 5). KMA calculated growth in the trade area expenditure potential for comparison and food and beverage retail categories between 2015 and 2020, when the project is anticipated to be built- out. The likely share of aggregate income to be spent on comparison and food and beverage categories was determined using data from the California Board of Equalization and the US Census. It is estimated that residents have the potential to spend 7.6% of their incomes on comparison retail and 4.9% on food and beverage . Applying these factors to growth in aggregate income, KMA estimates that comparison retail expenditure potential will increase by $139 million and food and beverage expenditure potential will increase by $90 million over the next five years (Table 5). This increment represents expenditure potential not currently captured by retailers in the Downtown Core or elsewhere in the residential trade area . Keyser Marston Associates. Inc . \\Sf-fs2\wp\ 13\13890\001-001.docx Page 13 Table 5: Residential Trade Area Expenditure Potential through 2020 Residential Trade Area (1) 2015 2020 Growth 2015 -2020 I. Trade Area Demographics Trade Area Residents Households Per Capita Income Aggregate Inc ome <2> II. Retail Expenditure Potential Comparison Retail 7.6% of income <3> Food and Beverage 4 .9% of income <3> 396,120 147,368 $51,700 $20 ,479,404,000 $1 ,550 ,128,000 $998,832,000 414,832 154,682 $53,800 $22 ,317,962,000 $1,689,292,000 $1,088,503,000 Source: ESRI Business Analyst 2015, California Board of Equalization (BOE) 2013 <1 ) Refer to Map of Trade Area . 18,712 7,314 $2,100 $1,838,558,000 $139,164,000 $89 ,671 ,000 (2) 2020 income projections prepared by ESRI adjusted for inflation assuming 1.9% per year. <~)Share of aggregate income spent on goods within each category, based on a comparison of taxable sales reported by the California Board of Equalization (BOE) for the county and aggregate income reported by the US Census. Shares reflect gross sales. Keyser Marston Associates, Inc. \\Sf-fs2\wp\ 13\13890\001-001 .docx Page 14 COMPARISON RETAIL ASSESSMENT Expenditure Potential Residential expenditure potential on comparison goods is projected to increase by $139 million between 2015 and 2020 (Table 5, above). The comparison reta il category includes apparel, home furnishings, electronics and appliance stores, miscellaneous stores, and other specialty stores including sporting goods, hobby, book, and music stores. Assuming that 15% of trade area sales derive from visitors living beyond the trade area, total trade expenditure potential is estimated to increase by approximately $164 million over the next five years {Table 6). Phase 1 Projected Sales and Capture Rate With up to 26 ,000 square feet of space dedicated to comparison retail , Phase 1 comparison retail sales are anticipated to be $15.6 M (Table 2). This level of sales would requ ire a capture rate of approximately 10% of the growth in comparison goods expenditure potential, including trade area res idents and visitors from beyond the trade area, and less than 1% of the total trade area comparison goods expenditure potential projected in 2020 (Table 6). In other words, projected sales in Phase 1 can be achieved without having an adverse impact on the sales of the existing Downtown Core businesses. Furthermore, by 2020, roughly $150 in comparison retail expenditure growth would remain available to support other shopping districts in the trade area, after accounting for Phase 1 sales at build-out. Table 6: North 40 Phase 1 Share of Comparison Retail Trade Area (2015-2020) North 40 Phase 1 -Comparison Retail Est. Gross Annual Comparison Retail Sales at North 40 Phase 1 111 Comparison Retail Expenditure Potential Residential Trade Area Growth (2015-2020) (Z) Sales Inflow 131 Trade Area Expenditure Potential Including Visitors North 40 Phase 1 Share of Comparison Retail Exp. Potential I l l Table 2 . 12' See Table 5 . 1~1 Refers to sales to customers from outside the trade area. Keyser Marston Associates, Inc. \\Sf-fs2\wp\13\13890\001-001 .docx 15% 2015-2020 $15,600,000 $139 ,1 64,000 $24,555,000 $163 ,700 ,000 10% Page 15 Comparison Retail Conclusions KMA concludes that 2 6,000 square feet of comparison retail at North 40 Phase 1 would have no impact on the Downtown Core : • The Downtown Core is a well-established , pedestrian friendly shopping district, whic h draws customers f rom a regional trade area , • Current Downtown Core sales volumes in comparison retail categories ($97 million) significantly exceed what is anticipated to be generated by North 40 Phase 1, • There is sufficient growth projected within the trade area to support comparison retail development in Phase 1 without having an adverse impact on the sales of existing Downtown Core businesses . Keyser Marston Associates, Inc . \\Sf-f s2\wp\ 13\13890\001-001 .docx Page 16 FOOD AND BEVERAGE ASSESSMENT Expenditure Potential Residential expenditure potential on food and beverage is projected to increase by approximately $90 million between 2015 and 2020 (Table 5). Factoring in expenditure potential by visitors from beyond the trade area (assumed to comprise 15% of sales), trade area expenditure potential by residents and visitors is estimated to increase by approximately $106 million over the next five years . In addition to trade area residents and visitors, the project is likely to draw customers from the sizable daytime population working near the project. More than 10 ,000 workers are employed within 1 mile of the project, anticipated to increase to approximately 12,000 by 2020. Major employers include Netflix, Roku , and Good Samaritan Hospital. Based on food and beverage spending patterns of office and clerical workers, KMA estimates that local workers have the potential to contribute an additional $10M million in annual expenditure potential (see detailed analysis in appendix Table A-2), Including growth in resident and visitor expenditures, detailed above, combined trade area expenditure potential is estimated to be $116 million {Table 7). Expenditure potential for workers is defined in terms of total expenditures, as opposed to growth, considering that North 40 is a more convenient destination than the Downtown Core for workers within the daytime trade area. Additionally, it unlikely that workers within one mile of North 40 represent a significant share of the approximately $80 million in existing sales for restaurants in the Downtown Core, given that the Core is two or more miles from most employers within the Phase 1 daytime trade area, and office workers, more so than residents, are likely to prioritize convenience in their dining choices. Phase 1 Projected Sales and Capture Rate Food and beverage sales are anticipated to reach $15 million upon build out of Phase 1, which includes 20,000 square feet of food and beverage uses (Table 2, above). This level of sales represents approximately 13% of the combined residential and worker trade area expenditure potential as defined above . As with comparison retail, projected food and beverage sales at Phase 1 can be achieved without having an adverse impact on the sales of the existing Downtown Core businesses. Furthermore, by 2020, roughly $100 million in food and beverage expenditure potential within the trade area would remain available to support other shopping districts in the trade area, after accounting for new sales in Phase 1. Keyser Marston Associates, Inc. \\Sf-fs2\wp\13\13890\001-001 .docx Page 17 Table 7: North 40 Phase 1 Share of Food and Beverage Trade Area (2015 -2020) North 40 Phase 1 -Food and Beverage 2015-2020 Estimated Gross Annual F&B Sales at North 40 Phase 1 < 1 > $15,000,000 Food and Beverage Exp . Potential Res identi a l Trade Area Growth (2 01 5-2020 ) <2> $8 9,67 1,000 Sales Inflow (J) 15% $15,82 5 ,000 $105 ,500,000 Office Employee E xpenditure Potential (2020) <41 $10,271 ,000 $11 5,771,000 North 40 Phase 1 Share of F&B Expenditure Potential 13% <1>T a bl e 2 . < 2> See Table 5. (JJ Refers to sales to c ustomers f rom o uts id e th e trade are a . <4 > Accounts for expenditure potential from local offic e w orkers. See Table A -2 . Food and Beverage Conclusions The Phase 1 food and beverage retail program can be achieved without having an adverse impact on sales on the ex isting Downtown Core businesses: • Downtown Core food and beverage establishments currently achieve strong sales of almost $80 million • Phase 1 projected sales of $15 M can be achieved while only capturing a small share of the trade area expenditure potential. Keyser Marston A ssociates, In c. \\Sf-fs2\wp\ 13\ 13890\001 -001 .docx Pa g e 18 MARKETHALL/GROCERYASSESSMENT Grocery is the only retail category in which sales at Phase 1 are projected to exceed the Downtown Core . Given the limited offer and neighborhood orientation of food stores in the Downtown Core, however, KMA has concluded that projected sales at the Phase 1 market hall can be achieved without having an adverse impact on sales of the existing Downtown Core. In large part, the Phase 1 market hall concept is not anticipated to be competitive with nor comparable to the specialty food store offer in the Downtown Core . The proposed market hall has the potential to bolster the Town's position as a regiona l food destination by complementing existing supermarkets clustered along Los Gatos Boulevard. Market Hall Conclusions The Phase 1 grocery/specialty foods retail program can be achieved without having an adverse impact on sales on the exi sting Downtown Core businesses : • The Core 's food store offer is limited. The above analysis of Downtown Core sales demonstrates that the Core's strength lies in food and beverage and comparison retail categories , whereas its specialty food store offer is limited . Many of the common market hall tenants, such as fish, meat and produce markets, are not found in the Core. The nearest grocery store, Safeway, is located just outside the Core, while the majority of grocery stores in Town are clustered along Los Gatos Boulevard (see Appendix Fig. A-1). • The Core 's food store offer is neighborhood-oriented. The volume of sales at existing Downtown Core food stores suggests an orientation toward a neighborhood trade area . If defined traditio nally as a 1 mile radius from each site, neighborhood trade areas of the Downtown Core and Phase 1 do not overlap; in other words, primary customer bases for neighborhood-serving food stores in the Core and Phase 1 are distinct. Moreover, most of the $46 M in expenditure potential of residents living within 1 mile of the Core is currently spent outside the district. Beyond the Downtown Core, an urban market could strengthen Los Gatos Boulevard's position as a grocery destination and thus attract additional shoppers to Los Gatos. As highlighted in the market study and urban decay studies prepared for the North 40 Specific Plan , the lack of specialty food stores in Town represents "an opportunity to broaden the retailing mix and enhance the Town's strong position in this category" (BAE 2011 , 76). Grocery stores clustered along Los Gatos Boulevard are reported to draw from a regional customer base. By offering unique , specialty foods not found in traditional grocery stores, the market hall planned for Phase 1 can complement the existing supply, as is seen with similar market halls located elsewhere in the Bay Area . For example, Rockridge Market Hall in Oakland is located several blocks from a Trader Joe's and within a half-mile of two Safeway supermarkets. Keyser Marston A sso ciates. In c . \\Sf-fs2\wp\ 13\13890\001-001 .docx Page 19 DOCUMENTS REFERENCED The following technical reports previously prepared for the North 40 Specific Plan are referenced in this report: BAE Urban Economics. Market Study & Business Opportunities Assessment Town of Los Gatos . August 12, 2011 . BAE Urban Economics. Urban Decay Analysis North 40 Specific Plan. November 20 , 2013 Mclaughlin, Ralph . Retail Resilience in Downtown Los Gatos: Potential Impact of Alternative North 40 Development Scenarios. 2014. Keyser Marston Associates , Inc . \\Sf-fs2\wp\13\13890\001-001 .docx Page 20 APPENDIX Table A-1: Taxable to Gross Sales Conversion for Sales in the Downtown Core Downtown Core Comparison Retail Food and Beverage Grocery/Specialty Food 12l Taxable Sales 2014 $96,941 ,974 $76 ,8 78 ,230 $7 ,777,431 Conversion Factor11 l 100% 100% 60% Gross Sales $96,941,974 $76,878,230 $12,962 ,385 Source : Town of Los Gatos 2015, KMA 2015, California Board of Equalization 2012, US Business Census 2012 PI Based on a comparison of taxa ble sales reported by the Board of Equalization for Santa Clara County and corresponding gross sales reported by the US Census . 121 Sales factor determined based on weighted average of specialty food and beer/ wine/liquor store factors . Table A-2: Expenditure Potential of Workforce within 1 Mile of North 40 Food and Beverage Expenditure Potential Workforce Within 1 Mi. of North 40 2015 Estimate~'' 2020 Projection 111 Total Workers, 1 mile from site 10,710 12,190 Bachelor's or Higher 4,859 6,269 Remaining Workers 5,851 5,921 Commute Adjustment 121 @ 12% 9,425 10,727 Bachelor's or Higher 4,276 5,517 Remaining Workers 5,149 5,210 Per Capita Food & Beverage Spending 131 Bachelor's Or Higher $1,250 $1,380 Remain ing Workers $460 $510 Expenditure Potential by Nearby Workers Food and Beverage $7 ,714,000 $10 ,271 ,000 Source: US Census, /CSC 111 Estimates and projections based on 2013 data reported by Census adjusted using historical2002-2013 growth rate . 2020 projection also incorporates estimate of expected growth at Netflix and Roku campuses . <~>Based on share of local workforce living in communities contained by the trade area (US Census). P> Based on employee food and beverage spending in the vicinity of the office, as reported in the ICSC report, "Office-Worker Retail Spending in a Digital Age" (2012), for suburban workers . It has been assumed that employees with less than a bachelor's degree will spend in the same range as clerical office workers. Keyser Marston Associates, Inc. \\Sf-fs2\wp \ 13\13890\00 1-001 .docx Page 21 [A] Trader Joe's [B) Nob Hill Foods [C) Whole Foods Market [D) Lunardi's [E) Safeway Source : Google Earth, Database USA 2015 Keyser Marston Associates, Inc. \\Sf -fs2\wp\ 13\13890\00 1-001 .docx Page 22