PRELIMINARY REPORT

THE DOMINICAN RETREAT HOUSE (William L. Elkins Estate)

PRESERVATION BUSINESS MODELING, FEASIBILITY ASSESSMENT, & IMPLEMENTATION STRATEGY

COMMISSIONED BY:

White Pines Productions Benjamin Lloyd, Founding Producer

With generous support from the Wyncote Foundation

FROM:

CultureWorks Greater Philadelphia 2920 Cambridge Street Philadelphia, PA 19130-1116 Thaddeus Squire, Founder & Managing Director 267 597 3803 // [email protected]

WITH:

Atkin Olshin Schade Architects Michael Schade, AIA, LEED AP, Principal Sam Olshin, AIA, Principal Shawn Evans, AIA, Associate, Director of Preservation & Cultural Projects

Becker & Frondorf John R. Frondorf, Founding Principal Charles Moleski, Principal

Urban Partners James Hartling, Partner

WORKING DOCUMENT

DRAFT: September 15, 2012

NOTE ON USE OF THIS DOCUMENT

This report, commissioned by White Pines Productions with the support of the Wyncote Foundation, is a working “draft” document for the planning and implementation of a sustainable solution for the preservation of the Dominican Retreat House (William L. Elkins Estate). As such, we have eschewed elaborate graphics and layout to allow the organization and level of detail of the content to continue to evolve as the owners, the Dominican Sisters of St. Catherine De’Ricci, and other stakeholders of the property work to explore and implement solutions. This is not a final work product of CultureWorks Greater Philadelphia and its Consulting Team, as we will continue to support planning as it proceeds.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 2 CONTENTS

Executive Summary 4

Context for this Study 7

Historical Background & Signifi cance 9

Audiences, Goals, & Assumptions 11

Approach 13

Key Findings 14

Assessment Summary 35

Near-term Recommended Solution 37

Long-term Recommended Solutions 38

Appendices 50

3 Executive Summary

BACKGROUND

This Preliminary Report was commissioned by White Pines Productions (White Pines) with support from the Wyncote Foundation, as a means of providing a comprehensive overview, assessment, and analysis of the current situation at the 42-acre Dominican Retreat House (William L. Elkins Estate), which has been embroiled in various legal battles for the past two years. The Dominican Retreat House was established in 1890’s as the summer retreat for the family of William L. Elkins, who developed a breathtaking property with extensive gardens and landscapes, and nine major buildings, including two substantial houses, Elstowe Manor and Chelten House (designed by renowned Philadelphia architect Horace Trumbauer.) The property’s current highly preserved physical state and connection to Trumbauer make it of significant historical and preservation interest.

The Dominican Sisters of St. Catherine De’Ricci (Dominican Sisters) bought the property from the Elkins family in 1932, and operated it as a location for their Congregation to live out its mission and as a religious retreat for women, forging strong ties to the community of Cheltenham Township, in which the property is situated. After 75 years of stewardship, the Dominican Sisters sold the property in 2009 to a local nonprofit social service organization Food for All. Food for All quickly established the Land Conservancy of Elkins Park (Land Conservancy), another nonprofit corporation, to operate and maintain a preservation-oriented mission and programming profile for the property. In 2010, the Land Conservancy was found in default of its mortgage with the Congregation, and subsequently declared bankruptcy. The ensuing legal proceedings around the bankruptcy, as well as other litigation concerning the property’s tax status have strained community, local government, and other relations. Activity on the property ceased at the end of August 2012, leaving the property increasingly vulnerable from to lack of adequate financial and preservation capacity and stewardship.

During the Land Conservancy’s period of ownership, White Pines Productions, Philadelphia nonprofit arts organization founded and directed by Benjamin Lloyd, led efforts to establish the Dominican Retreat House as a premier location for a diverse array of arts programs. These included play readings; music, dance, and theatre performances, artist residencies, discursive events and public conversations, as well as other activities. White Pines’s work on the property brought the Dominican Retreat a great deal of exposure in the broader cultural and local community, and regard as both a cultural asset and place to nurture creativity. As a consequence of this work, White Pines and its Board of Directors decided to take a leadership role in facilitating a solution to the various threats and challenges that the Dominican Retreat House came to face over 2011 and early 2012. In April 2012 White Pines commissioned CultureWorks Greater Philadelphia, and a team assembled from Atkin Olshin Schade Architects, Becker & Frondorf, and Urban Partners to help analyze the situation and bring a neutral third-party view of the entire system of challenges that face this historic property today.

ANALYSIS

There is a need for more comprehensive and common understanding among all of the parties (individual and collective) of the opportunities and challenges that surround the Dominican Retreat House, its current situation and future potential.

Potential Solution: The broad-based inventory of Key Findings and this Preliminary Report itself is intended to offer some remedy for these deficits in understanding or awareness.

There is a need for collaboration and most likely some manner of compromise among multiple parties (chiefly the Dominican Sisters, Township Regulatory and Taxing Authorities, and the Land Conservancy) to find a positive resolution for the future of the Dominican Retreat House.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 4 Potential Solution: The Township (taxing authorities), the Dominican Sisters, and the Land Conservancy need to come to the negotiating table together, most likely with legal mediation and/or other third-party facilitators and planners, and reach an agreement as to how litigation can be de-escalated and acceptable resolutions reached for the claims on all sides.

Time is of the essence. Unlike in other instances of legal dispute where time is less “costly,” this dispute involves real property, which means that time is not a luxury the property can afford, let alone the human stakeholders.

As of September 1, 2012 the Dominican Retreat House is no longer generating revenue. Operating the programs and business of the property is the only activity that is bringing new money into the system that still must carry the costs of litigation and maintenance of the property. Even “mothballing” a property of this size and complexity leaves considerable costs still to be covered. Furthermore, if a solution that allows for the confident re-operation and re- marketing of the property isn’t reached by November 1, 2012, the critical booking season for weddings (the Dominican Retreat House’s principal revenue generator) will be missed, thereby effectively forfeiting a full year’s business.

Potential Solution: Because of the urgency, we need to approach the property with separate near-term and long-term strategies. Improving the general level of trust among the various stakeholders will be essential to the near-term efforts to stabilize the situation. As described below, we are recommending the procurement or formation of an interim fiduciary and management organization, a nonprofit controlled by the Dominican Sisters (as owners) or fiduciaries of their appointment, to take on both the management and operations of the property, as well as to serve potentially for some of the transition and work-out management with accepted creditors to the property.

We encountered wide concern over basic issues of trust and credibility among the various stakeholders involved. In addition, it was reported to us by the Land Conservancy that the ongoing litigation and uncertain future of the property has damaged the reputation of the property among the client market for weddings and retreats, the two main revenue drivers that have any promise of keeping the property operating and maintained.

Potential Solution: The Dominican Sisters should create or identify of a nonprofit organization that can serve as an interim management solution while a long-term solution is pursued. Initial support for this organization, in the form of an early leadership gift from a well-known foundation or individual philanthropist, would offer a greater sense of stability and public confidence moving forward.

RECOMMENDATIONS

A Public-Private Approach

We recommend that a long-term solution for the property should integrate a public (nonprofit preservation organization) and a private (for-profit housing developer) set of owners/operators for two principal reasons:

• There is a sustainable, earned revenue business model for a nonprofit, preservation-oriented organization to operate and program the majority of the property, but this business model will not sustain debt financing to purchase the property or tax costs to Cheltenham Township.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 5 • There is a preservation-sensitive for-profit housing development solution for a subdivision of the property that is likely to sustain the purchase costs desired by the Dominican Sisters and generate sufficient taxes for the local taxing authorities.

A Near-Term Solution

We also recommend putting in place an interim, near-term management company in the form of a nonprofit preservation entity established by the Dominican Sisters to operate and continue to the steward the Dominican Retreat House while a long-term solution is planned and implemented. This will be necessary as any long-term solution will require at least several years of planning, in addition to overcoming significant permitting, civil engineering, legal, and community hurtles. This interim organizational solution could also very well become the long-term solution for the nonprofit preservation entity for the Dominican Retreat House.

FINANCIAL FEASIBILITY

Nonprofit Preservation Organization & Near-Term/Interim Operations

We maintain that the nonprofit preservation organization can maintain itself and the basic operations of the property on a budget of ca. $1.2 million per annum, all of which could be supported by earned revenue streams related to weddings, events, office rental, and cultural, and interpretive programming (without contributed revenues). We also feel that a modest surplus of $150,000 to $200,000 per year is even possible following conservative revenue and more generous cost estimates. Achievement of these revenues will be predicated on some degree of capital investment in improvements to Elstowe Manor and Chelten House, including possible re-zoning and permitting. We estimate these capital costs to lie between $2 and $3 million. For a total upgrade and thorough preservation of the entire property ca. $24 million will be necessary, but this investment is not needed at once, nor is it needed to re- commence operations of the Dominican Retreat House.

For-Profit Housing Development

For-profit development of age restricted housing is recommended to sustain the ca. $7 to $8 million required by the Dominican Sisters for the sale of the property, as well as the ca. $400,000 in annual taxes currently assessed against the property. We explored five age restricted housing scenarios (Study Options), outlined in the chart below, which would generate between $33.5 and $64 million in market value, and yield between $1.1 and $2.1 million per year in estimated tax revenues.

Housing Development Study Summary Lot Coverage Units Avg Unit # of Bldgs (SF) Total SF Total Size (SF) Study Option A - Mid-Rise Buildings – WRT 3 45,000 291,000 200 1,460

Study Option B - Low-Rise, 8 & 16 unit 12 100,000 200,000 160 1,250 buildings - Mignatti Study Option C - Low-Rise 14 38,400 273,300 155 1,760

Study Option D - Low-Rise / Mid-Rise 12 49,400 223,800 190 1,180 Combo

Study Option E - Low-Rise / Mid-Rise 14 38,400 333,300 195 1,710 Combo 2

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 6 Context for this Study

Preceding Studies

This Preliminary Report is the first significant independent study of the Dominican Retreat following “The Historic Elkins Estate of Cheltenham Township: An Integrated Approach to Preservation” (University of Pennsylvania, 2008) (“2008 UPenn Report”), prepared by the Graduate Program in Historic Preservation of the University of Pennsylvania. Numerous formal and informal studies of the property have been done by the recent owner, Land Conservancy of Elkins Park, as well as by former prospective for-profit developers, such as Mignatti Companies and Westrum Development Company, following the departure of the Dominican Sisters of St. Catherine De’Ricci from the property in 2006.

The 2008 UPenn Report was focused predominantly on condition assessment of the estate’s buildings and landscapes, as well as broad preservation-oriented planning, with strong recommendations against subdivision of the property or any kind of further development. It includes a detailed inventory of physical conditions at the time of the report, and was prepared specifically to support anticipated programming envisioned by then-owner Food for Life/Land Conservancy of Elkins Park. The 2008 UPenn Report did not engage in any level of business or financial modeling, or market assessment related to the various for-profit and non-profit programmatic uses it presents.

While the 2008 UPenn Report focuses more on preservation strategies, physical conditions and “tolerances” of the estate’s buildings and landscapes, our Preliminary Report focuses on sustainable business modeling and initial market feasibility assessment for several proposed business models. We have thus focused less on historical and preservation/conditions assessment—deferring to the 2008 UPenn Report for that detail—and have endeavored to advance understanding of the financial and programming models that appear to support the highest and best uses of the property over the long- term. We feel financial stability is attainable while preserving most of the valuable historic fabric of the estate’s buildings and landscapes.

Urgency of a “Preliminary Report” & Need for a Dynamic Process

This Preliminary Report is the result of an adjusted scope and timeline after changes were deemed necessary to the original plan that CultureWorks and our Consulting Team proposed to White Pines Productions. Shortly after we commenced our research process in late June 2012, we ascertained that the bankruptcy and other legal proceedings between the Dominican Sisters and the Land Conservancy might benefit from some initial data and analysis earlier than the original six-month work plan would produce. This adjustment to both our work plan and deliverable timeline was motivated by two early findings and assessments:

1. The evolving legal and financial relationship between the Dominican Sisters and the Land Conservancy, and the Dominican Sisters’ re-establishment of ownership of the property would necessitate some critical, near-term action related to stewardship of the property.

2. For any long-term solution for the property to be realized, an interim operating and stewardship solution would be necessary and might need to be implemented by mid-fall 2012.

The Consulting Team felt that the need to develop some strategies and solutions around these forecast changes might benefit from some initial analysis. Hence, we adopted a more accelerated and responsive/dynamic approach to the project overall. In consultation with White Pines, we decided to develop a “Preliminary Report” as a means of providing some basic data, analyses, and recommendations to help move conversations forward between the Dominican Sisters and other critical stakeholders. As a result, we shortened our original discovery and deliverable timeline from six months to two months, and deferred some of the more comprehensive community engagement that we proposed to a later phase of work.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 7

Thus the Goals and Assumptions described below apply only to this Preliminary Report and reflect the current status of relationships and dynamics surrounding this complex historic property. These are likely to evolve and change rapidly as the conversations surrounding the Dominican Retreat unfold. It is also worth noting that this Preliminary Report does not provide in-depth analyses in such areas as market testing, preservation and conditions assessment, zoning and regulatory issues, and so on. It would be imprudent to conduct deeper analysis until there is agreement on overall direction (both interim and long-term) as well as potential stewards (nonprofit and/or for-profit) identified by the Dominican Sisters.

The critical milestones that impact the property’s operations and stewardship are:

• September 1, 2012: At this point all program activity on the property concluded, with little to no prospect of long-term or short-term bookings or activity, owing to the continued state of bankruptcy and legal disputes surrounding the estate. This is the first time since the property was purchased by the Land Conservancy in 2009 that revenue producing activity has ceased. With no revenue coming in, the property and its owners are placed in a state of greater financial stress and risk.

• November 1, 2012: If a stable interim operating solution for the Dominican Retreat is not achieved by this date, the property may miss the fall/winter booking cycle for weddings, which we feel are the chief form of income and potential revenue driver for the property. If this business development cycle is missed, the property might have to wait a full calendar year to re-market and re-build this business line.

While we believe the November milestone is critical to securing stable interim financial support for the Dominican Retreat, the ongoing legal disputes seem to have already diminished market confidence and perception of trust to a point that substantial outreach, targeted messaging, and public-trust building would likely be necessary over this coming fall and winter to restore client confidence. Even then, it is uncertain how quickly and to what degree business could be re-started for the 2013 booking cycle.

Client Context: The Benefit of a Neutral Commissioner

This report has been commissioned by the local nonprofit theatre organization White Pine Productions, with support from the Wyncote Foundation. White Pines is a stakeholder in the property, as it has been offering performing arts and education-based programming on the Elkins estate since 2009. White Pines, through its close relationship with the Wyncote Foundation, was also able to facilitate substantial preservation-based charitable investment in the property in 2010 and 2011. This preservation funding was granted by Wyncote directly to the nonprofit Land Conservancy of Elkins Park. The Dominican Sisters of St. Catherine De’Ricci have been the stewards of the estate for the longest period of its history, and are its current owners as of this writing.

Under more conventional circumstances, the Dominican Sisters would be the “client” for our work as they are the owners of the property. Since White Pines does not intend to own or operate the Dominican Retreat, however, it presents itself as a vested but relatively neutral stakeholder. Under the current circumstances, there may be a benefit in having White Pines as the commissioner of this study. The present state of legal dispute between the Dominican Sisters and the Land Conservancy, as well as the strained political and interpersonal relations surrounding the property, suggest that the source of information itself could provide a barrier to more collaborative dialogue and solution-making. Since one of the goals of our work and this Preliminary Report is to bring about more common and comprehensive understanding of the challenges and opportunities that the property represents, it may be better that this understanding be supported by data and analysis commissioned by a neutral party. The status of White Pines as the commissioner of this study, therefore, might be viewed as unorthodox, but it could prove beneficial to the overall endeavor to resolve the property’s situation positively.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 8 Historical Background & Significance

The Dominican Retreat (William L. Elkins Estate), located at 1750 Ashbourne Road in Cheltenham Township, Pennsylvania, is a property of substantial significance among Greater Philadelphia’s historic assets. The property, assembled by the Elkins family between 1893 and 1932, today encompasses 42 acres of land. The site is home to nine major buildings, including two historically significant houses, Chelten House (1896/1908) and Elstowe Manor (1898), both by renowned 19th-century Philadelphia architect Horace Trumbauer. While the land has an extensive history of ownership dating back to the early days of Cheltenham Township in the late 17th and 18th centuries, the ownership that has most shaped the landscape and its historic structures as they appear today can be described in two principal eras, the Elkins Family Era and the Dominican Retreat Era, followed by the more recent, but short- lived ownership of the estate by the Land Conservancy of Elkins Park from 2009 to 2011.

The Elkins Family Era – William L. Elkins & Horace Trumbauer

The Elkins family owned the property from 1893 to 1932, largely as a retreat from the bustle and industrial atmosphere of Philadelphia. During this time, they commissioned and built three country houses: Chelten House (1896, destroyed by fire and rebuilt in 1908), Elstowe Manor (1898) and Georgian Terrace (1905)—all designed by Philadelphia architect Horace Trumbauer.

William L. Elkins was born on May 2, 1832. Having never completed school, Elkins was a natural entrepreneur, eventually becoming one of the early pioneers of the petroleum industry, owning significant shares of Standard Oil Company. He was a business partner of Peter A.B. Widener, who was a leader in building the railroad and streetcar industries, which included the Pennsylvania Transportation Company, the forerunner of SEPTA. When Elkins died in 1903, his worth was estimated at $25,000,000.

Though not as well known as his father, George W. Elkins was equally successful, holding positions in several prominent Philadelphia manufacturers and financial institutions. William Elkins commissioned Trumbauer in 1896 to design Chelten House, a half-timber Elizabethan mansion. In 1898, shortly after completing the construction of Chelten House, William Elkins commissioned Trumbauer to design an Italian Renaissance-style mansion, Elstowe Manor, fashioned after the Villa Farnese in Caprarola, Italy. In 1905 the Elkins family again commissioned Trumbauer to design a home for George Elkins’ daughter, Stella Elkins Tyler. “Georgian Terrace,” along with a parcel of land was donated in 1932 by Stella Tyler to Temple University and later become the Tyler School of Art. In the same year, the Dominican Sisters of St. Catherine De’Ricci purchased the remaining Elkins property under the auspice of the Dominican House of Retreats and Catholic Guild.

Horace Trumbauer was born in 1868, and like William Elkins, quit school early to perform clerical work in an architecture firm. At 21, he opened his own firm, designing houses William Welsh Harrison, which led to both the Elkins and Widener family commissions, including Peter A.B. Widener’s summer home, Lynnewood Hall, located across the street from the Elkins Estate. Commissions to design the Free Library of Philadelphia in 1911 and the Philadelphia Museum of Art galvanized his position as the architect to the East Coast’s wealthiest families, earning him commissions as far as New York City and Newport, RI. Trumbauer’s practice is also noted for being the first firm in the United States to hire an African American architect, Julian Abele.

The historical significance of the property, from an architectural and design standpoint, was solidified during the Elkins Era. While neither the individual buildings nor the property as a whole has been nominated for designation as a State or National Historical Landmark, its significance—largely resulting from the connection to the architectural legacy of Trumbauer—is undisputed in the preservation and historical communities. Extensive analysis of its significance can be found in the 2008 UPenn Report.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 9 The Dominican Retreat Era – The Dominican Sisters of St. Catherine De’Ricci

Beginning in 1932, the Dominican Sisters of St. Catherine De’Ricci assumed ownership of the Elkins property (minus the property currently occupied by Temple University’s former Tyler School of Art). Under the legal entity the Dominican House of Retreats and Catholic Guild, the Sisters operated the site as a religious and spiritual retreat for women, as well as the location for their Congregation to live and grow as an intentional faith community. The property quickly became known as the “Dominican Retreat House” and the Dominican Sisters cultivated a strong, healthy relationship with the residents and governance of Cheltenham Township during more than seven decades of stewardship over the property. Indeed today, most of the local residents still know the property as the Dominican Retreat House; a legacy that was built over nearly twice the period of time that the Elkins family occupied the property.

The Dominican Sisters’ ownership of the estate brought few major changes to the Elkins landscape and its buildings. In 1940 a large chapel wing was added to Elstowe Manor, followed by a dormitory wing built off of the same house in 1961. Other than these and other minor alterations and renovations to interior and exterior finishes, the Dominican Sisters maintained the property in excellent and largely unaltered condition. By 2006, with their numbers dwindling and costs to maintain the estate rising, the Dominican Sisters decided to vacate the property and search for a buyer interested in continuing their commitment to preservation and mission-based use of the property. After several failed plans and purchase attempts by for-profit developers, the nonprofit social service organization Food for All came forward in 2008 with an interest in adding the property to its real estate portfolio.

The Land Conservancy of Elkins Park Period – Food For Life

In February of 2009 the Elkins Estate was purchased for $8.5 million by Food for All Inc. (which also does business as “Food for Life”) through a “deed in lieu of foreclosure” agreement with the Dominican House of Retreats and Catholic Guild. At around the same time a separate Pennsylvania nonprofit corporation, the Land Conservancy of Elkins Park Inc. (Land Conservancy) was formed to manage the property under a lease agreement with Food for All. Over 2009 and early 2010, the Land Conservancy, managed by Food for All, undertook extensive capital improvements on the property, and began operating a robust business focused on weddings, spiritual and corporate retreats, nonprofit arts and educational programming, and other related uses, such as photo and film shoots.

In summer of 2010, however, the Dominican Sisters deemed Food for All in default of its mortgage. Unable to resolve the issues surrounding the determination of default, Land Conservancy filed for Chapter 11 bankruptcy in November of 2010. Following months of legal dispute, United States Bankruptcy Court ruled in February, 2012 in favor of the Dominican Sisters’ position, and the Dominican Sisters’ repossession of the deed and ownership of the property were clearly affirmed. At the time of this writing, and as a result of their repossession of the property, the Dominican Sisters are in the process of undertaking a legal ejectment of Land Conservancy and Food for All, including its staff, sub- tenants, contractors, corporate possessions, and other assets. As of August 31, 2012 all events and programming at the property ceased, with no further bookings or scheduling proceeding until clear operating stewardship can be secured.

The Value of Retreat – A Consistent Theme

From the first days of the Elkins family’s design of the property as a summer getaway, through over 75 years of its establishment as the Dominican Retreat House, to the most recent incarnation of the estate as a location for spiritual/secular retreats, artist residencies, performances, and weddings under the Land Conservancy, the theme of retreat use has been a constant. The core function as a retreat will figure prominently in the proposed uses moving forward for the property.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 10 Audiences, Goals, & Assumptions

Core Audiences

This Preliminary Report has four main audiences, principal among which are the property’s owners:

1. The Dominican Sisters of St. Catherine De’Ricci – for potential use in finding a for-profit buyer to purchase the property and a nonprofit operator to steward the mission-based programs as well as the interpretation and preservation of its historic legacy and assets.

2. The Community and Government of Cheltenham Township – for potential use in understanding the complex dynamics and current financial limitations and potential of the property, along with possible long-term and near-term solutions.

3. Prospective Nonprofit Historic Preservation or Community Organizations – for potential use in understanding the depth and breadth of programming, as well as the key revenue drivers that could sustain a charitable, mission-driven operator for the historic buildings and landscapes of the property.

4. Prospective For-profit Developers – for potential use in understanding possible for-profit development scenarios for the property and the chief sensitivities and barriers that would need to be addressed for any such development to move forward.

Goals for this Report

1. To gather, collate, and analyze a preliminary set of facts and opinions and recommend potential long-term and near-term solutions that could lead to a sustainable, preservation- oriented adaptive re-use for the Dominican Retreat.

2. To attain common and comprehensive understanding of the issues, challenges, and opportunities surrounding the property among its many stakeholders and broader community.

3. To convey the criticality and urgency of constructive action toward finding a buyer and an operator, as well as returning the property to regular programming, use, and stewardship.

4. To describe a feasible business pro forma and program plan for the nonprofit historic preservation of the Dominican Retreat, focusing on Elstowe Manor and Chelten House.

a. To describe the near-term uses for the historic buildings and landscapes, including estimated near-term capital improvement needs, operating costs, and revenues.

b. To describe the long-terms uses of the historic buildings and landscapes, including estimated full capital improvements and preservation investments needed.

5. To describe the political and community as well as regulatory environment surrounding the property and the challenges and opportunities associated with these forces.

6. To describe the possible parameters of for-profit housing development on the Dominican Retreat House, including anticipated development costs and estimated municipal tax revenues.

7. To describe an implementation plan that includes an interim, near-term property management and organizational/stewardship change management solution.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 11

Assumptions for this Report

1. Preservation of the two main historic houses on the property, Elstowe Manor and Chelten House, and their surrounding landscapes is essential to any future use.

Cheltenham Township is currently developing a new historic preservation ordinance and set of regulatory measures, so the process of determining historic significance and approval for what may or may not be demolished for new development is evolving. It is clear that approval from a municipally appointed historic preservation body will be necessary for any future development. In the meantime, we are assuming that the two most significant historic buildings belonging to the Dominican Retreat House are Chelten House and Elstowe Manor. A few of the remaining outbuildings on the property have historic fabric still intact, but we are assuming that the remaining outbuildings may be expendable or compromised/altered in the interest of future for-profit development.

2. The property, or some portion thereof, must generate tax revenues for Cheltenham Township, the School District of Cheltenham Township, and Montgomery County.

We understand that the property has historically been exempt while under the stewardship of the Dominican Sisters. (The only exception is a reported $15,000/year in taxes paid by the Dominican Sisters on a portion of the property zoned for agricultural use that was not subject to their exemption.) We also understand that there is current litigation under way with various taxing authorities concerning current tax liens on and future taxability of the property. While we understand the arguments in favor of tax exemption for the property, we feel that the long- term positive relationship with the Township and taxing authorities, as well as the greater community will depend on the generation of meaningful tax revenues moving forward.

3. Any future use, for-profit or nonprofit, will need to meet with community approval and be compliant with zoning, land use regulations, and building code.

The speculative schemes for both for-profit development and non-profit programming use of the property have taken into consideration general facts of zoning and building code, but more detailed assessment (with the possibility of needing to secure variances) will be required of any future owner(s) or operator(s).

4. White Pines Productions is assuming a leadership and facilitative role in the longer-term adaptive re-use and preservation of the property.

Recognizing the need for a neutral assessment of future options for the Dominican Retreat House, White Pines Productions has taken a facilitative role in the current planning and feasibility assessment conducted by CultureWorks and its Consulting Team.

5. White Pines Production is not intending to assume an ownership or operating stake in the Dominican Retreat, but it does desire to remain as an arts leader in the community and to operate programming as a tenant on the property.

6. Current legal and operating circumstances surrounding the property will necessitate an interim property management and stewardship solution, in order to achieve any long-term, sustainable preservation and business solution.

Any long-term solution will likely take two or more years to realize, necessitating an interim management, fiduciary, and operating solution, so that the property may continue to generate revenue and benefit from proper stewardship.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 12 Approach

The data collection and analysis approach of the Consulting Team was fourfold:

1. General Data Request: We requested comprehensive documents from the Land Conservancy of Elkins Park, which has served as the operating entity for the property from 2009 to the present, despite the fact that ownership of the Dominican Retreat House reverted back to the Dominican Sisters in 2011. Documents were not requested from Food for Life, since the operating costs born by Food for Life were passed through the Land Conservancy and are reflected on the Land Conservancy’s books. A list of the data requested is included in the Appendices of this Report. It included principally the following:

• Financial Statements from 2009 – 2011 • Marketing and Sales Materials • Key Vendors and Tenant Relationships • Drawings and Plans for the Property and its Structures • Inventories of Capital Improvements & Funding

Finally, we obtained through the Land Conservancy and municipal representatives information concerning former prospective developers, largely generated following the Dominican Sisters’ decision in 2006 to relocate their Congregation and sell the Dominican Retreat House.

2. Market Research & Benchmarking: We conducted a preliminary investigation of nine distinct markets, encompassing both for-profit development and nonprofit cultural adaptive reuse and business development:

• Housing: Age Restricted (Rental/Sale) • Housing: Assisted Living (Rental/Sale) • Weddings & Gala Events • Institutional/Commercial: Professional Office • Institutional/Commercial: College Related Uses • Institutional/Commercial: Food Service/Restaurant • Conferences & Corporate Retreats • Individual & Group Spiritual Retreats • General Cultural Use (Arts & Heritage)

3. Stakeholder Interviews: The Consulting Team conducted sixteen interviews with the owners and other key stakeholders in the Dominican Retreat. A comprehensive list of interviewees is included in the Appendices of this Report.

4. Site Assessment: Lastly, we undertook a preliminary site assessment, including the following

• Site Observations – through multiple visits to the property, including inspections of the landscape, principal buildings, and about 90% of the rooms on site.

• Document Review – through reviewing architectural drawings, development plans, capital budgets and inventories of leasehold improvements.

• Zoning and Building Code Compliance – through reviewing municipal and regulatory materials, and other documentation.

• Land Use – through observation, research of public records, and interviews with selected Cheltenham Township staff members.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 13 Key Findings

The dynamics of interests, opportunities, and challenges surrounding the Dominican Retreat are complex and multi-layered. To unpack some of this complexity, we have sorted the findings into broad categories of stakeholders and other influences on the system of decisions and negotiations that could lead to a sustainable and preservation-oriented future for the property. Our findings range from facts, to reported opinions, to our own impressions, based on our interviews and discussions with many of the key players involved directly and indirectly in the future of the Dominican Retreat House.

CURRENT OWNER - DOMINICAN SISTERS OF ST. CATHERINE DE’RICCI

In addition to being the longest-running owners and stewards (1932 – 2009) of the property—giving it its most well-known name, the Dominican Retreat House—the Dominican Sisters resumed ownership of the property in 2011 and are thus the primary stakeholder in the current efforts to preserve the property’s rich heritage and value to the community. Key findings include:

• Motivation for Sale: Declining/changing demand in religious retreats for women, as well as dwindling numbers with the Dominican Sisters’ Congregation motivated a re-assessment of their ability (and need) to own and operate a facility the size of the Dominican Retreat House. While the Dominican Sisters have always cared deeply for the heritage of their retreat, they had to follow their own spiritual discernment process in 2006, deciding that to best way to fulfill their mission and sustain their Congregation would be to part with the retreat property.

• Appraisal Value: The Dominican Retreat House was reported to have been appraised at $10 million in 2006. This appraisal value was rendered around the time that Westrum Development looked at purchasing the property to develop more than 300 units of housing. The Dominican Sisters’ asking price started around $10 million and hovered just below that price for much of 2007 and 2008. The property was never re-appraised following the market crash in 2008.

• Prospective Buyer Criteria: While the Dominican Sisters are interested in realizing financial proceeds from the sale of the property for the ongoing financial health and security of their Congregation, they are equally, if not more concerned with the specific intentions of the future owners and stewards of the property. They are interested in preserving the architectural and landscape heritage and also their own history as the longest owners of the property, integral members of (and contributors to) the community in Cheltenham, as well as significant supporters of the Roman Catholic community of women who relied on the retreat house for spiritual renewal. Thus, creditworthiness and the size of the financial offer are as critical to the Dominican Sisters’ decision to accept an offer as the buyer’s mission, programming, and preservation intentions.

• For-Profit Developers: We are aware that at least two studies for development, one completed by Westrum Development, which included well over 300 housing units scattered about the property, necessitating the demolition of multiple outbuildings (but not the two main houses), and a good deal of the Tyler property as well. Mignotti Companies also conducted a study which encompassed fewer housing units (capped at 300), and occupied less of the land, disturbing less of the viewsheds and fewer historic buildings.

• Non-profit Buyer: In 2008, Food for All (Food for Life) made an offer of $8.5 million with $1.5 million down payment and the remainder mortgaged through a “deed in lieu of foreclosure” arrangement directly with the Dominican Sisters. This offer was accepted and Food for Life took title to the property, forming the nonprofit corporation Land Conservancy of Elkins Park at the same time as a preservation-oriented organization to operate the property.

• Current Legal Dispute: In 2010, the leadership at the Dominican Sisters shifted when Sister Carolyn Krebs, OP (who managed the sale of the property to the Land Conservancy of Elkins Park) was succeeded by Sister Anne Lythgoe, OP as President of the Congregation. At around the same time, a dispute arose between the Land Conservancy and the Dominican Sisters concerning Land Conservancy’s compliance with the terms of its mortgage. This dispute escalated, resulting in the Dominican Sisters pulling back the deed to the property in 2011 (effectively foreclosing on the mortgage), which forced the Land Conservancy into bankruptcy. Currently the Dominican Sisters are seeking to eject the Land Conservancy from the property.

Conclusion: It will be challenging to find a buyer (or group of buyers) for a property of this size, with enough capital or financing capabilities in a down market, who also shares enough mission/preservation interests with Dominican Sisters and who is willing to tackle the many community, regulatory, and financial challenges of balancing development with historic preservation. If the Dominican Sisters are open to realizing the financial gains on the property over a period of two or more years, we see potential for a public-private solution that balances capital needs, and taxation demands, and sustainable business goals with long-term, preservation-oriented, and mission-driven use.

MUNICIPALITY – CHELTENHAM TOWNSHIP

Founded in 1682 by Quakers, Cheltenham Township was originally predominantly dedicated to agricultural use. William Penn’s land grant, however, to the First Purchasers of Cheltenham also included land grants within the City of Philadelphia. This forged a close connection between the Township and Philadelphia. Later, in the 19th century, Cheltenham’s proximity to the City and bucolic characteristics made it a magnet as a “country retreat” for wealthy industrialists and merchants, such as William L. Elkins, John Wanamaker, Peter A.B. Widener, and others.

Today, the Township encompasses 9.03 square miles just north and east of the City of Philadelphia. According to the 2010 census, the Township has a population of 26,793 people, with the median age of 40. It is 57% white, 31% African American, 8% Asian and 4% Latino, with 14,468 households. Cheltenham has a total of 15,409 housing units (of which only 941 were reported vacant) with 9,106 owned and 5,362 rented. The country retreat legacy of Cheltenham has left the Township with a wealth of large historic houses and other architectural heritage sites and historic landscapes.

• Status of Overall Development and Location of the Dominican Retreat: The Township is currently 98% developed, and considering its relatively small size of 9.03 square miles, the 42 acres that constitute the Dominican Retreat equal .7% (or close to 1% of the 5,779 acres) of the total acreage of the Township. Considering the size of the Dominican Retreat parcel as close to 1% of a 98% developed municipality, it positions this property as a substantial asset to the Township, from the standpoint of potential development and tax revenue.

Also, the Dominican Retreat is geographically positioned next to the now-vacant Temple Tyler property and the vacant Lynnewood Hall (Peter A.B. Widener Residence) across Ashbourne Road from the Retreat property. These three essentially contiguous parcels constitute close to 80 acres in total and strongly suggest more comprehensive master planning, discussed below.

• Limited Commercial Tax Base & Highest Number of Tax-exempt Landowners: Many stakeholder expressed concerns over the “low” commercial tax base and the high number of tax-exempt organizations in the municipality, a perception that accounts for the scrutiny placed on any formerly (or historically) tax-exempt properties when they change ownership, zoning, or other uses. While the Dominican Retreat House has historically been tax-exempt, the Township views potential tax revenue from any future ownership or use as a high priority to ensure the overall financial health of the municipality.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 15 • Highly Taxed Residential Base: Stakeholders also expressed concern over the high taxes paid by residents of Cheltenham Township. Naturally, this compounds the political challenges surrounding taxation in general. Lots of exempt property and little commercial activity leaves the residents footing the majority of the costs. A property the size of the Dominican Retreat House thus becomes a subject of great interest (and a conundrum) when considering the tensions between the preservation interests/value of the property (which may not be able to sustain taxation) and the need to undertake some degree of for-profit development (which could sustain taxation). A critical balance lies in how to allow the property to be as much a financial contributor to the Township as it is a natural resource and historical asset to the area and its residents.

• Relationship among Taxing Authorities: Outside of Montgomery County, the two principal taxing authorities and financial stakeholders in tax status of the Dominican Retreat House are the Township, which receives 13% of all property taxes, and the School District of Cheltenham Township, which received 87% of all property taxes. Thus, the School District holds the principal tax stake in the property. Both the Township (through its Board of Commissioners) and the School District (through its Board of Commissioners) constitute independent taxing authorities, and can decide on matters related to delinquent taxes, tax status, and other matters. By and large, since the majority of the real estate taxes support the School District, the Township defers to the School District on taxation questions and decisions.

The School District by law must maintain a balanced budget, but it is currently burdened with aging infrastructure, deferred maintenance, schools at maximum capacity, and bond-financed debt, resulting from past need to invest in infrastructure. Therefore, the School District is very reticent to waive or otherwise give up tax revenues from a property the size of the Dominican Retreat House, even if much of the activity (current or envisioned) would qualify for tax exemption. School District leadership, however, is also practical and mindful of the financial challenges and preservation value of the property, and is willing to work with current and future owners of the Dominican Retreat concerning the resolution of existing delinquent taxes, as well as tax management moving forward. They are open to discussing a range of business options, provided a clear, credible, and mutually agreed upon long-term tax revenue scenario is also on the table.

• Dominican Retreat – Current Taxation Status & Litigation: For most of the history of the Dominican Retreat, the property was tax-exempt, with the exception of a parcel that had been formerly zoned for agricultural use, and was thus not deemed to fall under the tax-exempt status of the Dominican Sisters of St. Catherine De’Ricci. The annual tax cost for this parcel is reported to have been roughly $15,000.

Upon the sale of the property in 2009 to Food for Life, the tax status of the property was brought under scrutiny and reassessed, and new taxes were levied against it totaling $365,517 per year, of which $318,000 goes to the School District. Currently, the property owes roughly $1.4 million in delinquent taxes (which has resulted in subsequent liens). This tax debt remains perhaps the biggest barrier to any new owner seeking conventional financing to purchase the property. Food for Life and the Land Conservancy of Elkins Park are currently pursuing litigation against the taxing authorities, seeking relief from the tax debt and full exemption for the property. Litigation is ongoing with no legal resolutions at the time of this writing.

• Master Planning & Adjacent Properties: In our conversations with Township leaders, the need/desire for more comprehensive Master Planning around the three major and largely contiguous properties (the Dominican Retreat House, Lynnewood Hall, and the Temple-Tyler property) was a theme. The Township’s current (and aging) municipal governance and management facilities are already located not far from this collection of historic properties. All three properties have thus become of increasing interest to the Township as new locations for various municipal infrastructure, and as part of an emerging “town center” concept. Indeed,

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 16 there are existing plans for the Tyler property (not reviewed as part of the scope of this study) that are reported to include the relocation of the School District administration and other management to the Tyler property. Various barriers, including funding/financing, the relative stability and availability of the properties, changing ownership, and other factors seem to have prevented such larger Master Planning initiatives from taking place to date.

Though out of scope for our study, the future development of the Tyler and Lynnewood Hall properties will naturally have an impact on the future of the Dominican Retreat House. It is reported that Lynnewood Hall may potentially be turned into a boutique hotel, and as mentioned, there seems to be interest from Township leaders to make the Tyler property into a town center or facility. Our Consultant Team feels that the uses and future business scenarios we are recommending for the Dominican Retreat House should be largely non-conflicting with (and possibly complementary to) any future developments on these adjacent properties.

• Civil Engineering Issues: One of the most substantial barriers to for-profit development of the Dominican Retreat House (and possibly adaptive reuse of current structures) is the current lack of availability of Equivalent Dwelling Units (“EDU’s”) for the Township. These are essentially permit “credits” or units that relate to waste water management. One EDU is roughly equivalent to the water use of one, standard, single-family home, and is the credit that developers need to buy to secure the permits needed for sewer hookups for any development. More precisely: 1 EDU = 262.5 gallons/day of water use.

EDU’s are regulated and allocated to municipalities at the state level by the Commonwealth of Pennsylvania Department of Environmental Protection (DEP). The purpose of regulating EDU’s is to be able to control overall wastewater management across municipalities and counties. Cheltenham Township is in a difficult position as wastewater from three other municipalities flows through Cheltenham on its way to and through Philadelphia. This extra burden on a sewer system that is nearly a century old contributed to a major failure of Cheltenham’s system in 2008 following severe weather. This failure triggered fines from the DEP, and the revocation of existing EDU’s for Cheltenham, including some that had already been approved and purchased by developers.

Since 2008 Cheltenham has been under pressure from the state to repair and upgrade its sewer systems. This also means that any new development is severely hampered, if not stopped entirely, until more EDU’s can be secured. For instance, we estimated that the housing development scenarios for the Dominican Retreat House described later in this report will require roughly 135 to 150 EDU’s to gain approval. Currently, the Township is completing a $1.9 million upgrade to roughly one mile of sewer along Old York Road, which it hopes will satisfy the DEP to release 199 EDU’s that the Township has requested by the end of calendar 2012. The Township hopes that more EDU’s (number unknown) will be available in calendar 2013. The 199 EDU’s already requested for 2012, however, are largely already spoken for: an estimated 239 EDU’s have already been bought or applied for by development projects in progress, and it is a first-come-first-serve process. (Assuming the 199 EDU’s requested are approved, the Township is still about 40 EDU’s short of satisfying current demand.) So, any developer for the Dominican Retreat House would not be able to obtain sufficient EDU’s until sometime in late 2013 or 2014, to be conservative, assuming that the Township is successful in obtaining additional EDU’s.

• New Approach to Historical Oversight & Ordinance: It was reported that the Township is in the process of creating a new historical review process and ordinance that will be overseen by a municipal Historical Commission. The precise purview, guidelines, policies, and approval process for this new historical ordinance have not yet been officially released. It is likely to increase the level of scrutiny concerning the development or adaptive reuse of historic properties in the Township, which could present barriers (or opportunities for collaboration) to future developers of the Dominican Retreat House.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 17 Conclusions: The Township will need to balance its relationship with its residents and their concerns over the future of the Dominican Retreat House, with the municipality’s income needs, and the revenue limits and potential of the property, especially considering potential resident resistance to for- profit development on the property. The Township and the School District appear willing to negotiate concerning the tax status of the property (past and present), and if the Township’s regulatory agents can take a leadership role in helping to resolve future zoning, historical commission approval, civil engineering (EDU) matters, and other issues, meaningful municipal tax revenue could result from preservation-sensitive, for-profit development on the property in the long term.

PAST OWNER/OPERATOR – FOOD FOR LIFE/LAND CONSERVANCY OF ELKINS PARK

The Land Conservancy of Elkins Park Inc. is a Pennsylvania nonprofit corporation established in 2009 to purchase and steward the Dominican Retreat House. It manages, with its partner Food for All Inc. (which does business as “Food for Life”), the operations and preservation of the property. Site administration proceeds under the mission, “to preserve the historic integrity of the buildings and architectural elements, protect the open space, and promote sustainable and environmentally responsible business practices. Preserving and promoting the legacy of William L. Elkins and the tremendous impact he had on the City of Philadelphia is an integral part of Land Conservancy’s mission as well.” Food for All is a Pennsylvania nonprofit formed in 1984 for the purpose of “moving individuals in distressed populations to self-sufficiency and independent living.” It has exercised this mission through developing meal programs for indigent communities, half-way housing, low-income housing, rehabilitation centers, and other social welfare initiatives, most of which have been real estate-based (i.e., involved the development of facilities). This history of developing charitable projects through facilities—in some cases rehabilitating historic properties—provides the link to Food for All’s interest in the Dominican Retreat House as a center for spiritual and wellness retreats and related functions.

• Purchase of the Dominican Retreat: The Land Conservancy purchased the Dominican Retreat, which was renamed the “Elkins Estate” or “Seva Retreat,” in 2009 for $8.5 million, with a down payment of $1.5 million. The purchase structure was a “deed in lieu of foreclosure” mortgage directly with the Dominican Sisters of St. Catherine De’Ricci.

• Relationship between Land Conservancy & Food for All: From the beginning, the Land Conservancy was set up to be an umbrella for a wide variety of programs and to be the corporate vessel for an underlying preservation mission related to the property. Operationally, the Land Conservancy has acted as a pass-through for expenses and revenues related to operating the property. The “true” operator of the property (from the standpoint of staff, technology and other infrastructure) has been, and remains at the time of this writing, Food for All. The Land Conservancy has effectively no employees, and is in a management services and property management “contractor” relationship with the Food for All. David and Ettel Dobson together form the senior management of both the Land Conservancy and Food for All, though both are salaried through Food for All. This very close relationship has led to an active sharing of assets between both charitable entities, which has led to a debtor (Land Conservancy) and creditor (Food for All) status between the two nonprofits, both of which maintain very small boards with members in common. Food for All has been effectively financing aspects of the Land Conservancy over the start-up of its operations and programs, including “lending” the capital needed for the down payment for the purchase of the property. This has led the Land Conservancy to accumulate a debt to Food for All that Mr. Dobson claims is close to a total of $3.5 million as of this writing. The precise value of the debt to Food for All may be difficult to calculate, as it is likely that there are many “soft” or indirect costs (such as salaried staff time) that could be charged to the Land Conservancy, along with the many clear hard costs that Food for All has covered for the Land Conservancy. With the bankruptcy proceeding and various legal costs, the size of the true debt between the two nonprofits may be difficult to assess, and this overall debt continues to grow while the Land Conservancy still operates the property.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 18 • Programs & Operations: Over 2009 and 2010 the Land Conservancy successfully started up programs that included spiritual and wellbeing retreats, events such as weddings, galas, and receptions, as well as photo and film shoots and other media projects. The property has also been the location for performing arts residencies, performances, residencies, and other activities under the auspice of White Pines Productions, which has been one of the chief tenants of the Land Conservancy and the leader of arts and community programming. The principal and most robust area of business was the wedding business. Other programs, such as the development of a health spa, expanded healing arts, and the development of a HUD- financed age restricted housing development were also envisioned by the Land Conservancy, but were never realized before relationships with the Dominican Sisters began to destabilize. Mr. Dobson maintains that the revenue potential for the property under his programming approach has substantially more capacity than was realized in the short term of their operations. Since the bankruptcy, the client base and revenue sources for the Land Conservancy have been reduced, and as of September 1, 2012, all programming activity on the property has ceased.

• Capital Improvements: As part of the Land Conservancy’s stewardship of the Dominican Retreat, many capital improvements were made to the structures (building envelopes, major systems, cosmetic improvements, amenities, etc.) and grounds (landscaping, restoration of the water features, arbor work, etc.). The recommended capital improvements detailed in the Appendices of this report were based on site visits and a review of an inventory of capital improvements provided to us by the Land Conservancy.

• Current Legal Dispute & Operating Status: Starting in 2010, the relationship between the Dominican Sisters (as mortgage-holders) and the Land Conservancy began to deteriorate, owing to alleged defaults by the Land Conservancy on the mortgage agreement. The situation escalated until the Dominican Sisters were compelled to revoke the deed, effectively foreclosing on the mortgage, which sent the Land Conservancy into bankruptcy, where it remains today. In February 2012, the bankruptcy judge ruled in favor of the Sister as deed- holders the property, affirming their current ownership. Following that ruling, the Dominican Sisters began an ejectment proceeding against the Land Conservancy and all of its employees and tenants on the property. In the meantime, and as of this writing, the Land Conservancy/Food for All remain the on-site operators of the property, as it is Food for All staff, contractors, and technology/equipment that are maintaining the property. The Land Conservancy has voiced interest in transitioning away from the property, citing interests from the beginning in developing the property and its programs and then handing them over/selling to another operator, which has been Mr. Dobson’s approach to other projects. Concerning the debts owed to Food for All, Mr. Dobson has indicated that he is willing to incur some losses, but is unwilling to walk away from the property and situation and take a total loss on the cash investments that Food for All has made. He intends to continue litigation with the Dominican Sisters and with the various taxing authorities until a solution can be reached that mitigates some of the losses to Food for All.

Conclusions: The Land Conservancy is in a difficult position, as the Dominican Sisters have clear legal ownership of the property. Food for All is left with a debt that has few remedies, other than the Land Conservancy remaining the operator of the property, which seems to be no longer possible. The benefits to the preservation of the property and valuable programs that the Land Conservancy were able to realize have now, unfortunately, been eclipsed by a costly and emotionally fraught legal battle. One of the reported terms of the bankruptcy proceeding is that the Land Conservancy/Food for All will keep paying for the operating costs of the estate (and also will collect revenues to cover those costs, with any profits deposited in an escrow account). These terms have resulted in a kind of marriage of convenience, placing both the Land Conservancy (and by extension, Food for All) and the Dominican Sisters in a cycle of negative escalation of commitment with respect to each other, financially and operationally. In this cycle, the debts and deficits on both sides continue to mount, and the longer the relationship holds, the most costly it is to exit.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 19 SITE – BUILDINGS & LANDSCAPES

The investigative process concerning the buildings and landscapes of the Dominican Retreat assumed the following data gathering and assessment processes.

Site Observations: Members of the Consulting Team visited the site on several occasions in June, July, and August 2012. We were given access to all areas of all buildings and performed a visual inspection of approximately 90% of the rooms on site. Our observations were limited to existing uses and activities, conditions of architectural and landscape elements, and anecdotal evidence of necessary repairs and recent improvements.

Document Review: We had access to a wide variety of existing documents. Many of the documents were provided by the Land Conservancy of Elkins Park and included current operating budgets, business and marketing plans, financial data, lists of capital improvements both completed and in progress, floor plans of the major buildings, existing tenants and rental rates, marketing materials, and proposed development schemes. We also had access to several earlier reports on the property, the most comprehensive of which was the report prepared in 2008 by the University of Pennsylvania Graduate Program in Historic Preservation: The Historic Elkins Estate of Cheltenham Township: An Integrated Approach to Preservation.

Zoning and Building Code Compliance: The limited amount of zoning information contained in this report was obtained by accessing the public records related to the property. The Cheltenham Township Zoning Map, available on-line, indicates that the entire property is zoned R-2 which allows single family detached dwellings and row homes. Appeals to the Zoning Board of Adjustment in 1950 and again in 2008 have allowed the property to continue to operate as a retreat. An application in 2009 was made to designate an irregularly shaped 16-acre portion of the site as an Age Restricted Residential zone. A more thorough analysis of the current zoning regulations and necessary variances will be required by any future developer of the property. Our core findings from the above processes are as follows:

• Building Code Compliance: Building Code related recommendations included as part of the Renovation/Restoration of Existing Buildings are based on visual observation and cursory review of the relevant sections of the International Existing Building Code (IEBC.) These recommendations are therefore general in nature, and a thorough analysis will be required prior to implementing any of the suggested renovations and/or restorations. Accessibility requirements, as regulated by the Americans with Disabilities Act, the IEBC, and ANSI 117.1, are often subject to interpretation, and the recommendations included herein are also general in nature and will require a more thorough analysis.

• Renovations and Restoration of Existing Buildings: The majority of the buildings on the Elkins Estate have been very well cared for over the years and almost all of the important historic characteristics of the buildings are intact. In the last several years there have been improvements related to reducing energy costs including replacing lamps, and installing more efficient heating equipment. Nevertheless, many of the systems of the buildings are near the end of their life expectancy and any significant changes in use or modifications to the buildings will require significant upgrades and code-mandated improvements.

The renovations and restoration work is broken down into two main categories. The first category assumes that the buildings are used as they have in the recent past, as the “Seva Retreat” and as a wedding facility. The repair work listed in this category was provided by the Land Conservancy of Elkins Park and consists of repairs to building elements and systems where there are obvious problems, such as leaking roofs or clogged drains, along with renovations that would improve the marketability of the retreat function such as improved and additional bathrooms and additional air conditioning. One significant item included in this category is the replacement of the two large skylights in Elstowe Manor and restoration of the stained glass lay lights below the skylights.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 20

The second category of work assumes that the facilities are upgraded to a premium wedding and retreat facility, one that can command higher rates and usage fees. Due to the amount of renovation work that would be required, this level of improvement is assumed to trigger full compliance with accessibility and life safety codes. The addition of fire stairs, elevators, accessible restrooms, sprinklers, and fire alarm systems are included in this category of work. In some cases, these upgrades may not be required, but without a specific program and additional code analysis it is prudent to assume that that this work is necessary on a building by building basis. Please see the analysis of these costs and improvements in the Appendices.

• Site and Landscape Improvements: The grounds of the Elkins Estate are generally in very good condition and have been well maintained for many years. The landscape, as experienced while moving through it, and as viewed from the two main houses, is one of the main attractions of the site. There are some items that need to be addressed, however, to maintain the quality of the landscape. Many of the trees and shrubs are near the end of their life expectancy, and may pose a hazard in the future or need to be replaced for aesthetic reasons. The pond and stream system is also in need of continued maintenance to keep it healthy and visually appealing. Walks and roads need ongoing maintenance, and selected areas of the site, where visitors are most prone to take photographs, would benefit from additional plantings and maintenance.

The site is surrounded by stone walls of two varieties: along Juniper Street the wall is constructed of cut granite. Several pieces of stone in this wall need to be reset. The entire length of the coping should be re-pointed to slow further deterioration. The remainder of the site has a rubble schist wall that is generally in good condition with the exception of a large segment that fell over during a recent storm and associated flood. This stone of the damaged wall has been stored on-site and the wall needs to be rebuilt.

Conclusions: The Dominican Retreat—both its landscapes and buildings—is in very good to excellent condition, which is one of the key values of the property, as it is immediately usable and can function at a high level and capacity for a wide variety of programs. Recommended near-term renovations and needed upgrades for essentially “as-is” use (reflecting uses from the Dominican Retreat House Era and the more recent Land Conservancy Period) total about $1.7 million. For more complete restoration, preservation, and upgrading of the property to premium use it would cost about $24.7 million.

MARKET – FOR-PROFIT DEVELOPMENT

Residential - Age Restricted Housing

To assess the Dominican Retreat House’s potential for new, age restricted housing, we identified comparable developments in the Philadelphia region and analyzed the pricing. In particular, we closely examined the Villages at Pine Valley, which is an age restricted community in Northeast Philadelphia developed by the Holy Redeemer Health System.

The Villages at Pine Valley consists of three different types of homes. First, the Woods at Pine Valley is an 84-unit townhouse/cottage development that was completed in 2006 with original sale prices ranging from $255,985 to $414,445. Second, the Cedar Views Apartments consist of 89 two-bedroom rental homes ranging from 1,221 to 1,240 SF of living space. Third, the Pine Views Condominiums consist of 200 one and two-bedroom units intended to be constructed in five 40-unit buildings. One building is completed and units are currently on the market at advertized prices ranging from $229,900 to $329,900, or $232 to $292/SF (see Figure 1). A second 40-unit building is under construction.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 21

Figure 1: The Villages at Pine Valley

The Woods at Pine Valley Cedar Views Apartments

Pine Views Condominiums

The townhome/cottages sold at the peak of the market (2005-2006) with 81 units being absorbed in five months (note: we do not know how many were pre-sold). The sales pace of the Pine Views condominiums is much slower.

Figure 2, below, shows a summary of other age restricted for-sale developments in the Philadelphia area. Foxfield Villas is a two-story condo development in Garnet Valley, featuring two-bedroom homes with private garages. Within the community, there are various amenities such as a clubhouse, a pool, and a six-hole golf course. Current asking prices range from $170,000 to $350,000 (or $122 to $188/SF).

Carriage House Manor is a townhome development located in Horsham. Completed in 1998 by Fricker Development Company, the interior living spaces average around 2,000 SF, and each home features a garage and a walk-out basement. Currently, asking prices for the resale of these homes have ranged between $250,000 to $269,700 (or $121 to $157/SF).

Warminster’s Heritage Creek, completed in 2001, consists of 400 single family residences and an additional 120 condominiums. Interior living space varies from 1,217 SF to more than 2,100 SF, and the CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 22 community features indoor and outdoor swimming pools, a ballroom, meeting rooms, lounges, a billiard room, and a library. Currently, asking prices for the resale of these homes have ranged between $212,900 to $354,900 (or $169 to $175/SF).

Finally, Philomeno & Salamone Builders recently completed Sherwood Reserve and Jefferson Crossing, located in Conshohocken and East Norriton, respectively. Sherwood Reserve is a 44-unit townhome community and asking prices for these homes have ranged between $269,900 to $501,750 (or $136 to $217/SF). For homes at the 84-unit Jefferson Crossing development, asking prices have ranged between $249,900 to $269,900 (or $143 to $154/SF).

Figure 2: Age Restricted For-Sale Housing Foxfield Villas

Location: Garnet Valley, PA Type: Condominium Price $170,000 - $350,000 Unit Size: 1,568 SF - 2,910 SF Price/SF: $122/SF - $188/SF

Carriage House Manor

Location: Horsham, PA Type: Townhome Price $250,000 – $269,700 Unit Size: 1,682 SF - 2,073 SF Price/SF: $121/SF - $157/SF

Heritage Creek

Location: Warminster, PA Type: SFR & Condominium Price $212,900 – $354,900 Unit Size: 1,217 – 2,100 SF Price/SF: $169/SF – $175/SF

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 23

Sherwood Reserve

Location: Conshohocken, PA Type: Townhome Price $269,900 – $501,750 Unit Size: 1,760 SF – 3,402 SF Price/SF: $136/SF - $217/SF

Jefferson Crossing

Location: East Norriton, PA Type: Townhome Price $249,000 - $269,000 Unit Size: 1,746 SF Price/SF: $143/SF - $154/SF

In order to determine the potential for new age restricted rental housing development at the Elkins Estate, the Consultant Team examined three apartment complexes in the Philadelphia area (see Table 1). It should be noted that the following list contains only market-rate units and income-restricted senior housing complexes have been omitted. Also, any complexes offering supportive services, such as health and well being programming, have also been omitted.

The Tedwyn Apartments is a nine-story, high-rise apartment complex located in Bryn Mawr. The complex has 73 units with amenities such as an elevator, on-site management, wireless Internet, central air, hardwood floors, granite countertop, patio, and balcony. One-bedroom units range from $1,395 to $1,435 per month ($1.55 to $1.59 per SF); two-bedroom units range from $1,860 to $1,900 per month ($1.38 to $1.41 per SF); and three-bedroom units range from $2,350 to $2,390 per month ($1.41 to $1.57 per SF). These rents include cable, electric, gas, and water/sewer.

The Heathergate Apartments is a three-story, garden-style apartment complex located in Langhorne. The complex has 102 units with amenities such as central air, washer and dryer in unit, balcony, patio, CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 24 elevator, on-site management, fitness center, pool, and garage. One-bedroom units range from $1,225 to $1,491 per month ($1.67 to $3.09 per SF); and two-bedroom units rent for 1,720 per month ($1.62 per SF). These rents include trash removal.

The Center Square Towers Apartments is an eight-story, high-rise apartment complex located in Doylestown. The complex has 350 units with amenities such as security systems, walk-in closets, fully equipped kitchens, central air, elevator, and balcony. Studio units range from $743 to $1,090 per month ($1.42 to $2.09 per SF); and one-bedroom units range from $889 to $1,299 per month ($1.39 to $1.74 per SF). These rents include water and sewer.

Table 1: Age Restricted Rental Housing Name Type Price Size (SF) $/SF Utilities Amenities Tedwyn 1 bed $1,395 to $1,435 900 SF $1.55 to $1.59 Cable, Elevator, On‐site Apartments 2 bed $1,860 to $1,900 1,350 SF $1.38 to $1.41 Electric, Gas, Management, Bryn Mawr, PA 3 bed $2,350 to $2,390 1,500 to 1,700 SF $1.41 to $1.57 Water/Sewer Wireless Internet, (73 units) Trash Central Air, Hardwood Floors, Granite Countertop, Patio, Balcony

Heathergate 1 bed $1,225 to $1,491 396 to 892 SF $1.67 to $3.09 Trash Central Air, High at Oxford 2 bed $1,720 1,063 SF $1.62 Ceilings, Washer Valley and Dryer in Unit, Langhorne, PA Balcony, Patio, (102 units) Elevator, On‐site Management, Fitness Center, Pool, Garage

Center Square Studio $743 to $1,090 522 SF $1.42 to $2.09 Water/Sewer Security Systems, Towers 1 bed $889 to $1,299 638 to 748 SF $1.39 to $1.74 Walk‐in Closets, Doylestown, PA Fully‐equipped (350 units) Kitchens, Central Air, Elevator, Balcony

Source: Rent.com

Conclusion: Assuming a housing recovery within the next three to four years, pent-up demand for age restricted housing will likely rekindle developer interest in utilizing a portion of the site for 200 to 350 newly constructed units—either sales, rental or both—targeted to this housing segment.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 25 Residential - Assisted Living

To identify the Elkins Estate’s potential for new assisted living facilities, we have assessed occupancy rates for nearby assisted living and independent living facilities. Within a six-mile radius, there are 14 facilities with a total of 1,359 units. According to the Pennsylvania Department of Public Welfare, the average occupancy rate for these facilities is 77% (see Table 2).

Table 2: Assisted Living and Independent Living Facilities near Elkins Estate Facility Type Address Distance Capacit Occupancy Occupancy y (%) Philadelphia Protestant Independent 6500 Tabor Rd. 3.7 miles 188 158 84% Home Living Philadelphia, PA 19111 as of 7/2012 Holy Redeemer Independent 8580 Verree Rd. 5.1 miles 150 49 33% Lafayette Living Philadelphia, PA 19111 as of 7/2012 Bethesda Court Assisted 6200 Ardleigh St. 2.4 miles 144 117 81% Living Philadelphia, PA 19138 as of 8/2011 Sunrise of Abington Independent 1801 Susquehanna Rd. 3.6 miles 110 78 71% & Assisted Abington, PA 19001 as of 10/2011 Living St. Joseph Villa Assisted 110 W. Wissahickon Ave. 5.4 miles 104 95 91% Living Flourtown, PA 19031 as of 7/2012 Arbor Terrace at Independent 495 East Abington Ave. 4.0 miles 103 88 85% Chestnut Hill Living Philadelphia, PA 19118 as of 1/2011 Kaysim Court Manor Assisted 5909 Wayne Ave. 3.8 miles 81 81 100% Living Philadelphia, PA 19144 as of 10/2011 Rydal Park Continuing 1515 The Fairway 3.1 miles 80 60 75% Care Rydal, PA 19046 as of 6/2012 The Chelsea at Independent 440 Old York Rd. 2.2 miles 80 66 83% Jenkintown & Assisted Jenkintown, PA 19046 as of Mar. Living 2012 Wesley Enhanced Living Assisted 6300 Green St. 3.8 miles 79 59 75% ‐ Stapeley Living Philadelphia, PA as of 12/2011 Holy Redeemer St. Independent 1616 Huntingdon Pike 4.5 miles 69 63 91% Joseph Manor Living Meadowbrook, PA 19046 as of 6/2012 Wesley Enhanced Living Independent 7040 Oxford Ave. 3.8 miles 60 24 40% ‐ Burholme & Assisted Philadelphia, PA as of 7/2011 Living The Oaks (Genesis Assisted 240 Barker Rd. 2.1 miles 60 53 88% Healthcare) Living Wyncote, PA 19095 as of 8/2011 Tabor Manor Assisted 6730 Tabor Ave. 3.7 miles 51 51 100% Living Philadelphia, PA 19111 as of 3/2010 TOTAL 1,359 1,042 77% (AVG) Source: PA Department of Public Welfare

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 26

Table 3 shown below summarizes the occupancy rates for all assisted living facilities in Montgomery County. According to the Pennsylvania Department of Public Welfare, there are a total of 1,301 units in 14 facilities and the average occupancy rate is 78%.

Table 3: Assisted Living Facilities in Montgomery County Name and Address Address Capacity Occupancy Occupancy Rate Artman Lutheran Home 250 Bethlehem Pike 136 120 88% Ambler, PA 19002 Brandywine Senior Living at Dresher 1405 North Limekiln Pike 112 93 83% estates Dresher , PA 19025 Sunrise Senior Living of Abington 1801 Susquehanna Rd 110 78 71% Abington , PA 19001 Spring Mill Presbyterian Village 2002 Joshua Road 107 59 55% Lafayette Hill , PA 19444 Sunrise Senior Living of Dresher 1650 Susquehanna Road 105 67 64% Dresher , PA 19025 Sunrise Senior Living of Lafayette Hill 429 Ridge Pike 105 77 73% Lafayette Hill , PA 19444 St. Joseph Villa 110 West Wissahickon Avenue 104 95 91% Flourtown, PA 19031 Sunrise Senior Living of Blue Bell 795 Penllyn Pike 100 85 85% Blue Bell , PA 19422 Foulkeways at Gwynedd 1120 Meeting House Road 82 65 79% Gwynedd , PA 19436 Rydal Park Personal Care 1515 On The Fairway 80 60 75% Rydal , PA 19046 The Chelsea at Jenkintown 440 Old York Road 80 66 83% Jenkintown , PA 19046 Holy Redeemer St. Joseph Manor 1616 Huntingdon Pike 69 63 91% Meadowbrook , PA 19046 The Oaks Genesis Healthcare 240 Barker Road 60 53 88% Wyncote , PA 19095 Masonic Village at Lafayette Hill 801 Ridge Pike 51 37 73% Lafayette Hill , PA 19444 TOTAL 1,301 1,018 78% Source: PA Department of Public Welfare

Conclusion: There appears to be no current market for a new or refurbished assisted living facility in this portion of Montgomery County.

MARKET – NONPROFIT PRESERVATION & CULTURAL PROGRAMMING

Cultural Facility Utilization

Various locations and facilities on the campus could support historical and interpretive programs, as well as arts-related training, programming, and other events. These activities will likely supplement and be programmed within the constraints of wedding and corporate programming, since the latter are key revenue drivers for supporting the property’s operations. In addition, the quality of the Elkins Estate environment has proven attractive as a movie set and as the setting for advertising “shoots.” We anticipate that some supplemental use of the facility for these purposes will continue.

In Greater Philadelphia, according to research conducted by the Greater Philadelphia Cultural Alliance (GPCA), there are an estimated 3,000 arts and heritage organizations, of which roughly 70% are “small”

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 27 or “medium” in size and operate below $1 million in annual budget (with 40% operating below $250,000 per year.) In addition, there are countless unorganized arts projects, collaborations, and individual artists not counted in these statistics. We feel that all of these cohorts of smaller organizations represent a prime market for use of the Dominican Retreat. Next to human resource and personnel costs (which totaled about $331,900,000 in 2009), space costs are the largest cost for these organizations at roughly $250,000,000 per annum.

Between 2005 and 2010 expenses for small and medium-sized organizations rose 124%, outpacing cost increases for their larger peers. Affordable space for rehearsal, artistic retreat, public workshop and performance is thus at a market premium in Philadelphia. While most of the arts market focuses within the City of Philadelphia, recent marketing studies show a great deal of demand in suburban residential areas, as well as a reluctance to commute to Philadelphia for cultural experiences. Offerings in suburban areas, such as Cheltenham and its surrounding area therefore hold promise. Nonprofit arts organizations such as White Pines Productions and the International Youth Orchestra Study Group have led efforts to bring the arts community to the Dominican Retreat. Indeed, in our scan of facilities in Philadelphia, there are no established facilities dedicated to extended artistic retreat (or “residency”) or residential-based workshopping facilities. Both of these are in high demand as the fine and performing arts community moves more toward collaborative, multi-disciplinary modes of creation and performance that require intensive live workshopping processes. DanceUSA Philadelphia and the former Theatre Alliance for Greater Philadelphia also report increasing numbers of artists and collectives interested in “devised” performance practice—a highly collaborative and workshop-intensive approach to making new performance work. Philadelphia’s growing community of devised artists would greatly benefit from the retreat setting on par with such places as The Yard, Yaddo, the Mid Atlantic Center for the Arts, Djerassi Resident Artist Program, or the Vermont Performance Institute, all of which are leaders in offering residence-based artist retreat support.

Cultural programming could take the following forms and modes:

• Performing Arts (workshop, residency, public performance): Music, dance, and theatre of all genres and scales; this has been a recent mainstay of the Dominican Retreat House;

• Educational & Discursive Arts & Heritage Programs (public/non-public events): Educational seminars, nonprofit planning retreats, symposia and cultural conferences;

• Visual Arts (residency and temporary exhibition): Though not a major component in recent use of the property, visual arts residencies could afford a prime opportunity;

• Historical Interpretation (tours, permanent/temporary exhibition): The rich histories of both the Elkins Era and the Dominican Retreat House Era should be better represented and programmed;

• Media Arts (commercial and non-commercial): Film, video, and photography shoots have figured into recent activity, and could include both for-profit and non-profit activity;

• Horticulture & Agriculture (existing horticulture/small-scale agriculture and homesteading): Finally, the property’s greenhouses, outbuildings and un-landscaped or open spaces could be home to small-scale educational, experimental, or production-oriented horticultural and agricultural use.

Events - Wedding Venue

Experienced wedding caterers view Elstowe Manor as potentially the premier historic/cultural wedding venue in the Delaware Valley. Lake House Inn in Perkasie currently has that distinction, being hailed as one of the top wedding venues in Bucks County. The Consultant Team spoke with the operator at the

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 28 Lake House Inn, located on the scenic Lake Nockamixon. Lake House Inn boasts historic buildings, terraced landscaping, and a garden overlooking the lake where outdoor weddings occur (Figure 3).

Figure 3: Lake House Inn Facilities

Outdoor garden overlooking the lake Historic inn structure Bridal suite

The Lake House Inn schedules no more than one event per day, with private use of the entire facility. Rental rates during the peak season (May to October) are: Fridays at $6,500; Saturdays at $8,500; and Sundays at $3,500. The off peak rates (November to April) are: Fridays at $4,000; Saturdays at $4,500; and Sundays at $3,500. The overnight package, which consists of ten guest rooms, is an extra charge of $4,500 per night throughout the year.

By comparison, the published rates for the Elkins Estate were generally comparable to Lake House Inn in off-season and on Fridays and Sundays, but about 20% lower for peak Saturday events (see Table 4).

Table 4: Elkins Estate (Elstowe Manor) Months Fridays Saturdays Sundays

January thru March $3,500 $4,800 $3,500 April, July, August $5,200 $6,800 $5,200 May, June, September, October $5,200 $7,200 $5,200 November, December $3,750 $5,800 $3,750

In addition to the Lake House Inn and Elkins Estate, other mansions and historic facilities, positioned as top-tier wedding venues in the Philadelphia region, present the following facility rental fees:

Table 5: Appleford Estate (Villanova, PA) Months Fridays Saturdays Sundays

December thru March $2,700 $2,700 $2,700 April, November $4,200 $4,700 $4,700 May, June, September, October $5,400 $6,800 $6,800 July, August $4,700 $6,500 $4,700

Table 6: Merion Tribute House (Merion Station, PA) Months Fridays Saturday Saturday Sundays (All Day) (Ending by 5PM) April, November $2,800 $3,500 $2,100 $2,800 December thru March $2,400 $3,000 $1,800 $2,400 May thru October $4,000 $5,000 $3,000 $4,000

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 29 Table 7: The Manor House at Prophecy Creek Park (Ambler, PA) Months Weekday Fridays Saturday Saturday Sunday Sunday (Evening) (Afternoon) (Evening) (Afternoon 2013 Rates $2,000 $5,000 $5,500 $3,000 $4,500 $3,000

Table 8: The Willows (Villanova, PA) Months Weekday Fridays Saturdays Sundays March thru December (Radnor resident) $900 $3,225 $2,925 $3,225 January, February (Radnor on‐resident) N/A $1,500 $1,575 $1,500 March thru December (non‐resident) $1,200 $3,900 $4,300 $3,900 January, February (non‐resident) N/A $2,000 $2,100 $2,000

Table 9: Aldie Mansion (Doylestown, PA) Months Fridays Saturday Saturday Sundays (Evening) (Afternoon) January thru March $1,195 $1,595 $1,195 $1,195 April, November, December $1,595 $2,495 $1,895 $1,695 May, June, September, October $2,395 $3,595 $2,495 $2,595 July, August $1,995 $2,595 $1,895 $1,895

We should note that some limited investment in decoration and refurbishment of bedrooms will be necessary for Elstowe Manor to achieve its premier potential.

Conclusion: Assuming the completion of needed redecoration and a stable environment for marketing the site as a wedding venue, Elstowe Manor could anticipate becoming one of the premier wedding facilities in the Delaware Valley—if not the facility—and achieving rates similar to its current published levels, though peak season Saturday rates might increase to Lake House Inn’s $8,500 level. Elstowe Manor could anticipate 60 to 80 bookings for weddings annually, with at least half these at top-of-the- market in-season rates. At least partial rental of the potential 11 in-Manor bedrooms could be expected for most weddings and in many cases additional rooms could be rented out to wedding guests in Cedar Hall and/or Chelten House.

On some peak weekends, there may be demand for multiple wedding bookings offering the potential for smaller wedding groups to utilize Chelten House simultaneously with larger weddings at Elstowe Manor. Peak season Saturday rates for Chelten House might be in the $4,000 range.

Events - Conferences, Corporate Retreats

The ambience of Elstowe Manor would also attract weekday use for conferences, corporate retreats, corporate fundraisers, etc. These events would benefit from the same amenities as the wedding market and generally do not conflict time-wise with weddings. We have not examined this market in detail, but anticipate that it will provide a modest supplemental revenue stream for the facility.

Events - Individual, Group, Spiritual Retreats

Spiritual retreats were the mainstay of the operations of the facility for many decades and the current operator of the site has attempted to continue that approach with some success. It is difficult to estimate the overall potential for this market; but we must note that over the last few years maximum participation in retreats at this site appears to have been about 2,500 person-days annually. We also note that the religious congregation that previously operated retreats at this site continues to operate other east coast facilities and it has limited capacity to about 50 persons at each of these other sites.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 30

Based on these admittedly limited parameters and taking a conservative approach in anticipating contributions from this activity to property operations, we are for purposes of this market assessment assuming that retreat activity could and should continue on the site, that Chelten House could provide an appropriate focus for systematic retreat programming, and that for planning purposes, we estimate the size of this market at 1,300 to 1,700 participants annually for an average of two days. To support this market, we assume that the maximum retreat group will be 50 and that lodging will be provided in Chelten House and Cedar Hall.

Institutional/Commercial - Professional Office

To identify the Elkins Estate’s potential for new office development, as well as rents that could be commanded there, we have assessed current office market conditions and listings in the vicinity of the estate (see Table 9).

Table 9: Selected Multi-Tenant Office Supply in Elkins Park, Abington and Jenkintown Address Available Price/SF/ Lease Type Building Amenities SF Year Class 427 W. Cheltenham Ave. 1st FL 1,750 $21 NNN A Totally renovated with new Elkins Park, PA 19027 paint, windows. Parking lot. 427 W. Cheltenham Ave. 2nd FL 600 $16 NNN A Totally renovated with new Elkins Park, PA 19027 paint, windows. Parking lot. 261 Old York Road 15,000 $19.75 Full service A The Pavilion, a 310,000 SF Jenkintown, PA 19462 property. 801 Old York Road 13,019 $25 Full service A Noble Plaza. Entire 4th floor. Jenkintown, PA 19046 Six parking spots per 1,000 SF. 8031 Old York Road 2,624 $15 NNN B Medical office. Elkins Park, PA 19027 7848 Old York Road 7,300 $15 Tenant pays B Medical office. Elkins Park, PA 19027 electric 101 Greenwood Avenue 6,300 $18 Tenant pays B Large 100,000 SF building. Jenkintown , PA 19046 electric Near SEPTA train station. 501 Washington Lane 1,100 $15 Modified B Elevator services. Built in Jenkintown, PA 19046 gross 1983. 7425 Old York Road 3,950 $15 Full service Converted Tudor Mansion. Has a Elkins Park, PA 19027 Residential variance for office use. 101 Old York Road 2,700 $17 Modified Not Four story office. Currently Jenkintown, PA 19046 gross available being renovated. Built in 1950. Source: loopnet.com, showcase.com

As shown in Table 9, asking rents for available office space range from $15/SF to $25/SF. The highest rent of $25 per SF triple net is at the Noble Plaza, which is a 55,000 SF, four-story building located at 801 Old York Road in Jenkintown (see Figure 4). In addition to having six dedicated parking spots available per 1,000 SF, the building is immediately adjacent to the SEPTA Regional Rail station.

Smaller properties generally quote these rental rates based on usable area, while the larger properties typically add a floor factor of 1.15 to 1.25 as an adjustment to usable space.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 31 Figure 4: Available Office Complexes

Noble Plaza located at 801 Old York Road in Jenkintown. The Tudor Mansion at 7425 Old York Road.

Asking rents for Class B office spaces in the area range from $15/SF to $18/SF with the majority of the building offering to cover some facility expenses. The Tudor Mansion, located less than one mile from the Estate at 7425 Old York Road, has a variance for office use (see Figure 4). Currently, 3,950 SF of office space is being marketed at the Tudor Mansion at $15/SF full service. It should also be noted that the Tudor Mansion is listed for sale for $1,250,000.

Conclusion: There is an active professional office market in the vicinity of this site. Some appropriate spaces in the complex could be leased as professional office space (generally viewed as Class B to B-), though the location would require somewhat lower rental rates to be competitive. We anticipate that this office space would yield annual rental rates of $15 to $16 per SF (full service) or $13 to $14 per SF plus electric, measured on a usable basis.

Institutional/Commercial - College Related Uses

The Consultant Team spoke with officials at Salus University and Arcadia University to enquire about their interests in utilizing the Elkins Estate for their programs/operations. Specifically, we asked if they would be interested in new office space and/or residential facilities for their students.

Aside from Salus University’s desire to use the Estate for occasional social events such as banquets and conferences, both institutions stated that they had no permanent interest in the space.

Institutional/Commercial - Food Service/Restaurant

The extensive kitchen facilities in the basement of Elstowe Manor could be utilized by a caterer or other food service provider as the central food preparation site for dispersed off-site catering. This use for these facilities would need to be carefully coordinated with the on-site food preparation needs of weddings, conferences, and retreats. Once the detailed mechanics of operations for weddings, etc. have been developed, the potential for additional on-site revenue through lease of these kitchen facilities should be explored.

Similarly, some building on the estate grounds could provide the venue for a high-quality destination restaurant, perhaps similar to the Rat’s Restaurant on the Grounds for Sculpture near Trenton. Again, operational requirements for such a restaurant would need to be coordinated with wedding and conference utilization. The Carriage House may provide a restaurant venue that would avoid such conflicts.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 32

SUMMARY OF MARKET POTENTIAL

The Consultant Team’s canvas of potential market opportunities for the Dominican Retreat House site identified the following conditions:

Residential • Age restricted housing. Assuming that recent positive signs in the housing markets lead to a housing recovery within the next three to four years, pent-up demand for age restricted housing will likely rekindle developer interest in utilizing a portion of the site for newly constructed units targeted to this housing segment. Typically, sales units would be constructed in modules of up to 16 units to match the pace of marketing, but the Villages of Pine Valley development currently being marketed by Holy Redeemer has tested the potential for development in larger building types (40 unit buildings). That 373 unit complex includes an 89-unit rental apartment building, 84 units of low-rise cottages, and 200 condominium units in five four-story 40-unit buildings. Age restricted rental apartments will likely also find market acceptance and can be constructed in larger floor plate buildings.

For programming purposes, we anticipate that approximately 200 to 350 age restricted units can be supported by the market with absorption over a period of years. Development of such housing could provide a substantial contribution to site acquisition costs and would support growth in the tax base at this site. However, such housing cannot be developed until the Township sewer restrictions are lifted and additional EDUs can be allocated to this site.

• Assisted living facility. There appears to be no current market for a new or refurbished assisted living facility in this portion of Montgomery County.

Events • Wedding facility. With some limited investment in decoration and refurbishment of bedrooms, Elstowe Manor has the potential to be one of the premier wedding facilities in the Delaware Valley—if not the facility. Elkins Estate could anticipate 60 to 80 bookings for weddings annually, with at least half these at top-of-the-market in-season rates. At least partial rental of the potential 11 in-Manor bedrooms could be expected for most weddings and in many cases additional rooms could be rented out to wedding guests in Cedar Hall and/or Chelten House.

On some peak weekends, there may be demand for multiple wedding bookings offering the potential for smaller wedding groups to utilize Chelten House simultaneously with larger weddings at Elstowe Manor.

• Conferences, corporate retreats, etc. Some additional, generally weekday, utilization of Elstowe Manor could be anticipated for conferences, corporate retreats, corporate fundraisers, etc. These events would benefit from the same amenities as the wedding market and generally do not conflict time-wise with weddings given the weekday focus of these corporate activities versus weekend priority for weddings.

• Individual, social, spiritual retreats. Chelten House could provide an appropriate focus for systematic retreat programming; however, the magnitude of this potential is difficult to quantify. For planning purposes, we have conservatively estimated the size of this market at 1,300 to 1,700 participants annually for an average of two days. To support this market, we assume that the maximum retreat group will be 50 and that lodging will be provided in Chelten House and Cedar Hall.

• Arts-related programming and events. Various locations and facilities on the campus could support arts-related training, programming, and events. These activities will likely supplement and be programmed within the constraints of wedding and corporate programming.

• Setting for movies, advertising, etc. The quality of the Elkins Estate environment has proven attractive as a movie set and as the setting for advertising “shoots.” We anticipate that some supplemental use of the facility for these purposes will continue.

Institutional, Professional Office, Food Service/Restaurant • Institutional. Interviews with nearby colleges have found no market interest except as the location for occasional institutional events.

• Professional office. Some portions of the complex, including portions of Elstowe Manor, are not needed for events programming, have the potential for separate entrances, and are adjacent to parking areas. These spaces could be attractive for professional offices, particularly for smaller businesses with limited customer/client traffic or for whom the pastoral setting of the Elkins Estate campus is attractive to their customers. We anticipate that this office space would be viewed as Class B to B- within the eastern Montgomery County market and would yield annual rental rates of $15 to $16 per SF (full service) or $13 to $14 per SF plus electric, with space measured on a usable basis.

• Food Service/Restaurant. The extensive kitchen facilities in the basement of Elstowe Manor could be utilized by a caterer or other food service provider as the central food preparation site for dispersed off-site catering. This use for these facilities would need to be carefully coordinated with the on-site food preparation needs of weddings, conferences, and retreats. Once the detailed mechanics of operations for weddings, etc. have been developed, the potential for additional on- site revenue through lease of these kitchen facilities should be explored. However, for current planning purposes, we have not assumed any additional revenue from this approach.

Similarly, some building on the estate grounds could provide the venue for a high-quality destination restaurant, perhaps similar to the Rat’s Restaurant on the Grounds for Sculpture near Trenton. Again, operational requirements for such a restaurant would need to be coordinated with wedding and conference utilization. The Carriage House may provide a restaurant venue that would avoid such conflicts.

COMMUNITY – HISTORICAL LEGACY & LOCAL RESIDENT RELATIONS

The historical legacy of Cheltenham Township is rich, and includes two recognized historic districts: Wyncote, which was placed on the National Register of Historic Places in 1986 in recognition of the significant residential architecture in the area, and LaMott. LaMott Village, named after Lucretia Mott, is important as it was the site of the first national training camp for African and African American troops during the Civil War and is representative of an integrated community long before the formalization of desegregation. The LaMott community remains active today in preserving this heritage. These historic districts emphasize the importance placed on local history and illuminate the community’s goals to preserve these significant sites. Because the Elkins Estate occupies such a large proportion of Cheltenham Township’s acreage, any new owner must recognize the property’s relationship to the larger historic and community context.

Conclusion: While not an element of our study and process thus far, any future plans for for-profit development and/or nonprofit preservation and cultural programming would need to engage with the residents immediately surrounding the Dominican Retreat as well as the broader community, taking into consideration concerns of impact on quality of life for residents, as well as the rich cultural and social history that surrounds the property. Community engagement will need to be a major part of any sale or development project moving forward.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 34 ASSESSMENT SUMMARY

NEED FOR COMPREHENSIVE & COMMON UNDERSTANDING

There is a need for more comprehensive and common understanding among all of the parties (individual and collective) of the opportunities and challenges that surround the Dominican Retreat House, its current situation and future potential.

A consistent theme throughout our conversations and discovery process was the need for more comprehensive and common understanding of all of the issues, facts, opinions, and relationship dynamics among the various parties (both individual and collective) who need to align in order to realize a positive future for the Dominican Retreat House. While our purpose in conducting this study is not to render opinions concerning past actions, behaviors, or levels of understanding or information possessed by any individual party, we were able to make these general observations:

• There seemed to be general agreement (with some differences on details) among everyone we interviewed concerning the general scope of and approach to long-term, public-private (for-profit development/nonprofit preservation) solutions for the property.

• There was frequent disagreement on (or lack of information concerning) critical facts relevant to the challenges and opportunities surrounding the property, indicating a need for more common understanding of the systemic context for the Dominican Retreat House.

• There were also varying levels of systemic understanding (legal, regulatory, market, community, government, etc.) of the forces at hand affecting the future preservation and long-term operation of the property, indicating a need for more comprehensive understanding of these dynamics.

Potential Solution: The broad-based inventory of Key Findings and this Preliminary Report itself is intended to offer some remedy for these deficits in understanding or awareness.

NEED FOR COLLABORATION & COMPROMISE

There is a need for collaboration and most likely some manner of compromise among multiple parties (chiefly the Dominican Sisters, Township Regulatory and Taxing Authorities, and the Land Conservancy) to find a positive resolution for the future of the Dominican Retreat House.

The current state of litigation between the Land Conservancy and the Dominican Sisters, as well as between the taxing authorities and the Land Conservancy is expending enormous time, emotional energy, and financial resources. From all sides we heard openness and willingness to collaborate and compromise to find a resolution to the current impasse, provided clear and credible information and feasible plans are on the table. All parties we interviewed seemed to understand the criticality of the situation, and all recognized that flexibility and good-faith negotiation would be the swiftest path to resolution. Our Consulting Team feels that continued litigation will not provide a resolution quickly enough to head off greater damage to the organizations involved, as well as to prevent the property from falling into a state of disuse and lack of proper stewardship. The troubling examples of Lynnewood Hall across the street from the Dominican Retreat House, and the much-publicized situation of the Divine Lorraine Hotel in Center City Philadelphia (both of which have fallen into states of significant degradation) provide unfortunate lessons in how quickly large historic properties can fall into states from which rehabilitation is extremely difficult, if not impossible.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 35 Potential Solution: The Township (taxing authorities), the Dominican Sisters, and the Land Conservancy need to come to the negotiating table together, most likely with legal mediation and/or other third-party facilitators and planners, and reach an agreement as to how litigation can be de- escalated and acceptable resolutions reached for the liabilities and claims on all sides.

TIME IS OF THE ESSENCE

While we understand the origin of the litigation, we do not feel that the dispute between the Dominican Sisters and the Land Conservancy is ultimately “winnable”—in a broader sense—through litigation. The dispute’s financial, emotional, and time investments are currently threatening to exceed (if they haven’t already exceeded) the real financial and other assets at stake for each party. Also, time is of the essence. Unlike in other instances of legal dispute where time is less “costly,” this dispute involves real property, which means that time is not a luxury the property can afford, let alone the human stakeholders.

In the present case, physical degradation of the property is less the immediate risk or concern. The real liability and concern is over the fact that as of September 1, 2012 the Dominican Retreat House is no longer generating revenue. Operating the programs and business of the property is the only activity that is bringing new money into the system that still must carry the costs of litigation and maintenance of the property. Even “mothballing” a property of this size and complexity leaves considerable costs still to be covered. Furthermore, if a solution that allows for the confident re-operation and re- marketing of the property isn’t reached by November 1, 2012, the critical booking season for weddings (the Dominican Retreat House’s principal revenue generator) will be missed, thereby effectively forfeiting a full year’s business. As in the fictional case of Jarndyce v. Jarndyce from Charles Dickens’s Bleak House, we don’t want this dispute to end only because the coffers are empty.

Potential Solution: Because of the urgency, we need to approach the property with separate near- term and long-term strategies. Improving the general level of trust among the various stakeholders will be essential to the near-term efforts to stabilize the situation. As described below, we are recommending the procurement or formation of an interim fiduciary and management organization, a nonprofit controlled by the Dominican Sisters (as owners) or fiduciaries of their appointment, to take on both the management and operations of the property, as well as to serve potentially for some of the transition and work-out management with accepted creditors to the property.

NEED TO IMPROVE THE LEVEL OF PERCEIVED TRUST & CREDIBILITY

We encountered wide concern over basic issues of trust and credibility among the various stakeholders involved. In addition, it was reported to us by the Land Conservancy that the ongoing litigation and uncertain future of the property has damaged the reputation of the property among the client market for weddings and retreats, the two main revenue drivers that have any promise of keeping the property operating and maintained.

Potential Solution: The Dominican Sisters should create or identify of a nonprofit organization that can serve as an interim management solution while a long-term solution is pursued. Initial support for this organization, in the form of an early leadership gift from a well-known foundation or individual philanthropist, would offer a greater sense of stability and public confidence moving forward.

The involvement of a noted funder might enhance the sense of public trust and fiduciary oversight (especially if the role of the funder is publicized), and may not require substantial monetary support, though some would be necessary. Indeed, the presence of such a funder could be of more or equal value to the situation as its financial investment. Depending on the appetite of the funder, it could further improve trust perception by publicly recommending to the interim management organization reporting requirements, contracting standards, board composition, financial controls, and other measures of oversight, though this would not be absolutely necessary.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 36 RECOMMENDED NEAR-TERM SOLUTION

RATIONALE FOR A NONPROFIT INTERIM MANAGEMENT ORGANIZATION

Putting in place a nonprofit organization chosen and controlled by the Dominican Sisters as an interim management solution is recommended for the reasons below:

• Regardless of the outcome of the litigation and ejectment proceeding concerning the Land Conservancy, the need for an operator for the property is imminent from a basic preservation stewardship and business standpoint.

• Any long-term development or nonprofit operator solution (as described in subsequent sections) will take more than a year, possibly several years to realize, owing to the length of time development processes takes, and most significantly, the lack of available EDU’s for development and the uncertainty of the time needed to acquire additional inventory. Developing a detailed operating model for the nonprofit preservation is also necessary.

• There are potential business advantages for the Dominican Sisters in segregating revenues and expenses related to the Dominican Retreat House from those that concern the operations of their Congregation proper. The Dominican Sisters would likely lease the property to this interim organization.

• An interim operator is the only solution we can envision that might permit the property to resume operations and revenue generation quickly (by November 1), while allowing for the time for wind-down of litigation and continued work-out with creditors.

INTERIM GOVERNING & ADMINISTRATIVE ORGANIZATION

It is important to note that this interim organizational solution could indeed also become the nonprofit preservation organization in the long-term, recommended in the following section. This organization could be put into place through the following means:

• Find an existing nonprofit organization with a mission that encompasses community development, culture, or historic preservation.

• Form a new nonprofit with the intention of not taking it through the IRS 1023 tax-exempt application process (dissolving it once a long-term solution is achieved).

This nonprofit organization should be governed by representatives of the Dominican Sisters as well as members of the Cheltenham community, and thus will also serve as a liaison to the surrounding community as long-term solutions are explored.

Core management functions would include:

• Property Management & Operations – employing (or outsourcing) basic upkeep and maintenance of the property, paying operating bills, managing vendors, etc.

• Long-term Program/Solution Planning – working as the manager of proposals and continued planning toward a long-term solution.

• Program Marketing & Client Management – Marketing, client cultivation and customer relations management for garnering clients for retreats, weddings, as the two main revenue drivers. These functions could be done with key partners, possibly drawn from existing/recent relationships, in particular a Catering & Event Manager, an Arts & Culture Program Manager, and a Retreat Manager.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 37

RECOMMENDED LONG-TERM SOLUTIONS

RATIONALE FOR PUBLIC-PRIVATE INTEGRATED APPROACH

We are recommending that a long-term solution for the property should entail an approach that integrates a public (nonprofit preservation organization) and a private (for-profit housing developer) set of owners/operators for the following reasons:

• While tax-exempt status for the Dominican Retreat may be won through legal process with the taxing authorities, we feel that tax-exemption is not a viable long-term option, given the larger political, taxation, development, and revenue circumstances of Cheltenham Township. If the Dominican Retreat House is to be a “good neighbor” for years to come, the property needs to generate revenues for the Township.

• Our assessment is that philanthropic sources (foundation, government, individuals) interested in arts, historic preservation, education or other priority areas might play some role in the future of the Dominican Retreat House, but that these revenue sources are not feasible as structural revenues (ongoing, dependable support) for the property. Renewed interest at present in “creative placemaking” in the foundation/government funding sector could provide some project-based support, but there is little to no ongoing (or “responsive”) funding available to support general operations and programming from year to year for cultural and even educational organizations. The best use at present for philanthropy is as “venture philanthropy”—for initiating new programs or bringing existing ones to scale.

• In addition to our assessment that philanthropic sources are unlikely to be available to capitalize the purchase of the property or support a preservation mission, we also feel that any nonprofit preservation or cultural operator will not be able to sustain a substantial tax burden from year to year (based on the current tax of roughly $400,000/year), nor can a nonprofit operator reliably sustain the debt costs of any financed purchase of the property.

Based on these assessments: • We do feel that there is a viable operating model for an earned-revenue-based nonprofit preservation and cultural organization that relies on earned revenue lines from various special events, focusing on operating programs at Chelten House and Elstowe Manor (as well as possibly other buildings on the estate.) Its primary mission focus, however, would be to administer historical interpretive, arts, and other programming, with the special events business as a primary revenue driver, but a secondary mission focus. This has essentially been the model for the Dominican Retreat House under the Land Conservancy, and there are ample precedents for this type of approach among other historic house museums and sites.

• We feel that there is viable for-profit development potential for up to 200 units of age restricted low- to mid-rise housing on the south side of the property. While previous studies have discouraged development, we feel that development is the only feasible way in which the purchase of the property from the Dominican Sisters can be adequately capitalized and sufficient tax revenues generated in the long term. In our assessment, such development could be undertaken with acceptably low impact on the historic buildings and landscapes.

• Thus the Dominican Sisters need to find an experienced suburban housing developer, preferably one with experience in age restricted housing development. This developer would purchase the property, and most likely sub-divide it, leasing or gifting the portion containing the two historic Trumbauer homes, significant portions of the grounds (and possibly other outbuildings, such as Fanjeaux, the Stables, and the Gatehouse) to a nonprofit preservation, community or cultural organization as operator.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 38 PUBLIC: NONPROFIT PRESERVATION & CULTURAL USE

Primary Mission-Based Programs: These programs would lead the mission of the organization, but are likely to be more secondary revenue drivers for the overall financial profile.

• Performing Arts (workshop, residency, public performance): Music, dance, and theatre of all genres and scales; this has been a mainstay of the Dominican Retreat for the past three years;

• Educational & Discursive Arts & Heritage Programs (public/non-public events): Educational seminars, nonprofit planning retreats, symposia and cultural conferences;

• Visual Arts (residency and temporary exhibition): Though not a major component in recent use of the property, visual arts residencies afford a prime opportunity;

• Historical Interpretation (tours, permanent/temporary exhibition): The rich histories of both the Elkins Era and the Dominican Retreat House Era should be better represented;

• Media Arts (commercial and non-commercial): Film, video, and photography shoots have figured into recent activity, and could include both for-profit and non-profit activity;

• Horticulture & Agriculture (existing horticulture/small-scale agriculture and homesteading): Finally, the property with its greenhouses, outbuildings and un-landscaped or open spaces could be home to small-scale educational, experimental, or artisanal horticultural and agricultural production.

Secondary Mission-Based Programs: These programs would be secondary to the mission of the organization, but would likely be the primary revenue drivers subsidizing the operations of the property, as well as ongoing maintenance and preservation.

• Weddings & Gala Events: As we have identified, weddings and gala events (for-profit corporate events and nonprofit fundraisers) should be a mainstay income source for the property.

• Individual & Group Spiritual Retreats: Individual and group spiritual and healing retreats, much in line with the Dominican Sisters’ legacy on the property, could constitute a strong area of business and will elide the best with the primary mission-based uses described above. Indeed this area of earned revenue generation could be considered as either primary or secondary mission-based programming.

• Institutional/Commercial - Professional Office: Scattered throughout the property is space that could serve as B or C office space, which could be rented to organizations and businesses of various kinds, but most likely related to the primary mission use.

• Institutional/Commercial - Food Service/Restaurant: The potential exists for the kitchens of Chelten and Elstowe to serve as commercial catering kitchens, as well as for the Stables to be developed into a restaurant or larger catering enterprise.

• Conferences & Corporate Retreats: Corporate retreats and other kinds of conferences (driven by for-profit and nonprofit corporations) will be an easy parallel use to other secondary mission-based event programming.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 39 Business Pro Forma Assumptions

The following one-year Business Pro Forma for the Nonprofit Preservation & Cultural Organization describes what we feel to be a minimum feasible business scenario for sustaining the preservation aspects of the long-term solution for the property. This pro forma relies entirely on earned revenues from the secondary mission-related activities described above. Many of the assumptions below may require further testing, but are based either on recent actuals from the period of the Land Conservancy’s operations, or on general estimating standards.

It is important to note that this pro forma could serve as a reference for the near-term interim management period, as well as a reference from which to build the more long-term business pro forma for the Dominican Retreat House.

The core assumptions behind this pro forma are:

• Property taxes and purchase capitalization (debt maintenance) cannot be sustained with reliability on a purely nonprofit model, based on the above program centers and revenue streams. These costs must be born by the for-profit development of part of the property.

• We have been conservative on revenue projections and liberal on expense projections, for instance the costs of running events is 80% of the gross revenues from those programs. The remaining margin of only 20% could be higher.

• We have also been conservative on the volume of overall programming, including the number of clients and overall business centers/programs. For instance, the primary mission-based programs play a very minor revenue-generating role ($70,100 out of $1,376,400). These areas of activity could be expanded to generate significantly more revenue.

• While a “members” giving program, individual fundraising, and institutional grants could factor into the long-term operations of the nonprofit, there is no existing base of charitable relationships at present, so we are assuming a 100% earned revenue model.

• Potential capital improvement investments recommended to achieve this Pro Forma include: - $375,000: 15,000 SF @ $25/SF for office space. This could be born by the lessees, amortized into the lease cost, or fronted by the owner. - $2,981,000: Renovating the 2nd Floor of Elstowe to create 10 bedrooms and 10 private bathrooms for expanded accommodations for the wedding market. - $1,931,850: Renovating Cedar Hall’s 1st Floor, converting it into 20 bedrooms and 20 private bathrooms for expanded accommodations for the wedding market.

• Revenue Calculators: All of the principal revenue calculators are notated on the following pro forma. The Restaurant had been suggested as a solution for the Stables complex, and could be integrated into the catering operations for Elstowe/Chelten, like many catering operators, who maintain restaurants as well as catering. We are assuming that the fit-out and renovation costs of the building would be born by the restaurant operator, which is common in that business model.

• Expense Calculators: All of the principal expense calculators or benchmarks are notated in the pro forma. Instead of outsourcing property management, we are assuming a reliance on in- house staff, supported by some outside contracted services. As noted above incremental costs for events and is assumed to cost 80% of gross events events-related receipts.

• We have calibrated the pro forma to generate some margin of net income, which we envision serving as a cash reserve or contingency for operating and capital needs, including managing liability work-outs with the taxing authorities.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 40

Nonprofit Preservation Organization Operations 1-YEAR PRO FORMA

Quantity Rate Rooms Rate Caterer Revenue /Event TOTAL REVENUE

Events

Weddings

Elstowe Manor Peak Season Friday 15 $6,500 7 $200 $700 $8,600 $129,000 Saturday 25 $8,500 9 $225 $900 $11,425 $285,613 Sunday 10 $3,500 4 $175 $500 $4,700 $47,000 Off Season 20 $4,000 7 $175 $800 $6,025 $120,505

Chelten House Peak Season Friday 5 $3,000 6 $150 $500 $4,400 $21,998 Saturday 5 $4,000 8 $175 $600 $6,000 $29,998

Cedar Hall/Chelten House Peak Season Friday 15 10 $100 $1,000 $15,000 Saturday 25 12 $110 $1,320 $33,000 Sunday 10 8 $90 $720 $7,200 Off Season 20 10 $90 $900 $18,000

TOTAL Wedding Revenue $707,314

Conferences & Corporate Events 20 $3,500 $70,000

Individual/Group Retreats 1500 $160 $240,000

Arts Activities Performances (days/yr) 75 $500 $37,500 Residencies (weeks/yr) 10 $2,000 $20,000 Rehersal Space (hours/yr) 630 $20 $12,600

Movies/Shoots $50,000 $50,000

TOTAL Event Revenue $1,137,414

Space Rental Revenue

Offices ($14/SF @ 90% occupancy) 15000 $13 $189,000 Restaurant ($12/SF) 5000 $12 $60,000

TOTAL Space Rental Revenue $249,000

Total Revenue $1,386,414

Expense

Events Expense Facility Marketing/Events Personnel 2 $42,500 $85,000 Facility Cleaning 180 $300 $54,000 Guest Room Cleaning/Linen Service 3400 $10 $34,000 Retreat Food 3000 $15 $45,000 Retreat Food Service 30 $500 $15,000 Retreat Programming 30 $3,000 $90,000 Advertising/Website Maintenance $15,000 $15,000 TOTAL Events Expense $338,000

Office Space Expense Cleaning 15000 $1.60 $24,000 Leasing $189,000 6% $11,340 HVAC 15000 $2.00 $30,000 TOTAL Office Space Expense $65,340

Unallocated Property Expense Facilities Management Personnel $65,000 $65,000 Utilities 120000 $1.50 $180,000 Grounds Maintenance Personnel 2 $60,000 $120,000 Outside Contractors $50,000 $50,000 Insurance $70,000 $70,000 Building Repairs & Maintenance 120000 $1 $120,000 Routine Equipment Maintenance $30,000 $30,000 TOTAL Unallocated Property Expense $635,000

Organizational Expense Administration/Management 2 $77,500 $155,000 Accounting, Corporate Insurance & Legal $30,000 $30,000 TOTAL Organizational Expense $185,000

TOTAL Expense $1,223,340

NET OPERATING INCOME $163,074

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 41 PRIVATE: FOR-PROFIT RESIDENTIAL DEVELOPMENT

Housing Development Schemes

The project team reviewed previous development schemes that showed varied approaches to populating the open south end of the site with age restricted housing. All of the schemes were very rough and contained a minimum amount of detail. The zoning requirements for age restricted housing, as enacted by Cheltenham Township Ordinance 2236-12, significantly restrict the buildable area on the site due to the setback requirements. Given the unique aesthetic and historic qualities of this property, and the desire of the Township for taxable developments, we have assumed that the requirements for setbacks and other restrictions in the Ordinance can be negotiated with the Township officials and the neighbors.

Westrum Scheme One of the prior development options that we reviewed was proposed by Westrum and designed by Looney Ricks & Kiss. This scheme proposed development of the designated Age-Restricted zone, the entirety of the Temple Tyler campus on the north and south sides of Beech Ave, and an existing block of housing that includes the LaMott Community Garden. The scheme also called for the demolition of the historic Power House/Unity Temple complex and the adjacent buildings. It was concluded that this scheme would not be considered as it is not sufficiently considerate of the context and is too wide- sweeping in scope since the Tyler campus site is not part of this study.

Capitalization of Purchase

We are assuming that past development schemes to develop up to 300 units were deemed sufficient to generate the desired purchase price for the Dominican Sisters. We are aware, however, that with age restricted housing and the condition of the current markets, the biggest concern or risk for a developer will be the rate of absorption, which may necessitate a staged take-down (from a payment/purchase standpoint) of the property allocated to be developed.

Estimated Tax Generation

Housing Development Estimated Real Estate Tax Alternative Estimated Market Value Payments

Study Option A $36,500,000-$44,000,000 $1,200,000-$1,450,000 Study Option B $34,000,000-$40,000,000 $1,125,000-$1,325,000 Study Option C $35,000,000-$45,000,000 $1,150,000-$1,475,000 Study Option D $33,500,000-$43,000,000 $1,100,000-$1,425,000 Study Option E $51,000,000-$64,000,000 $1,675,000-$2,100,000

Community Process

Any of the above scenarios will require a “neutral” process to achieve agreement on a specific plan for housing development that balances community concerns with density, government concerns with tax base, the Dominican Sisters’ concerns with property value, and preservation concerns with the way the site is developed. From our research and discovery process, we are aware of strong community resistance to development of open land, in particular the Dominican Retreat. In sketching these study option, we have taken into consideration (at a very basic level) some of the past concerns reported to us about building height, density, location, and other factors.

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 42 Housing Development Study Summary Lot Coverage Units Avg Unit # of Bldgs (SF) Total SF Total Size (SF) Study Option A - Mid-Rise Buildings – WRT 3 45,000 291,000 200 1,460

Study Option B - Low-Rise, 8 & 16 unit 12 100,000 200,000 160 1,250 buildings - Mignatti Study Option C - Low-Rise 14 38,400 273,300 155 1,760

Study Option D - Low-Rise / Mid-Rise 12 49,400 223,800 190 1,180 Combo

Study Option E - Low-Rise / Mid-Rise 14 38,400 333,300 195 1,710 Combo 2

Study Option Cost Summary

CultureWorks Greater Philadelphia: The Dominican Retreat // Preliminary Report, page 43 STUDY OPTIONS

Study Option A The most recent scheme, by Wallace Roberts & Todd Architects, is a high-density approach to developing age restricted housing. The design calls for two mid-rise buildings of approximately six stories each within the limits of the Age-Restricted development zone. This scheme has been re-drawn using the WRT design and unit counts. This scheme does not propose alteration of any existing buildings on the estate and provides for 200 units of age-restricted housing. The development has little impact to Elstowe Manor and Chelton House on the northern end of the property, but will be very visible from the Power House/ Unity Hall complex and from the adjacent neighborhood.

Study Option B Another earlier design, by Mignatti, proposed an outline for an Age Restricted development and was submit- ted to Cheltenham Township for zoning approval in June of 2009. The scheme took a lower density approach and employs the strategy of several low-rise buildings. We were not provided with unit quantities for the buildings, but assumed that each building was two stories high and allocated approximately 1250 SF per unit. Our version of this scheme provides for 160 units of age-restricted housing. This scheme has been redrawn using the Mignatti layout with a total of 12 buildings, containing either 8 or 16 units each. The development has little impact to Elstowe Manor and Chelton House on the northern end of the property, but is close to three sides of the Power House/ Unity Hall complex and necessitates the demolition of all buildings to the west of the Power House/Unity Hall: the Postulant’s House, the Garages, and the Green Houses. The devel- opment is close to the immediate neighbors to the south and east, but the low-rise building proposed will not be very visible from across the street.

Study Option C The design of Scheme C is intended to fully explore a low-density option that matches the fabric of the surrounding neighborhoods. The intent was to not overwhelm the neighborhood by placing any long facades along the edges of the property facing the single family dwellings across Beech Avenue and Sycamore Lane. This scheme proposes a mix of four and six unit townhouse-type buildings (two stories per unit), four-story condo buildings set further back from the property lines, and conversion of the entire Unity Hall complex into residential units and amenities. This multi-strategy, low-density approach provides for 155 units. The development has little impact to Elstowe Manor and Chelton House on the northern end of the property. The Power House/Unity Hall complex and Postulant’s House are given over to the housing development and are converted to additional housing units.

Study Option D Scheme D also seeks to maintain a continuous neighborhood-scale fabric along Sycamore Avenue, but to use the rest of the open space on the south end of the Estate to locate larger, mid-rise buildings. This Scheme does not interfere with the functionality of the existing Unity Hall complex or any other existing buildings. Modeled after the WRT plans, but reduced in height to be four and fi ve stories rather than six, this scheme achieves 190 units.

Study Option E Scheme E also combines low-rise and mid-rise buildings, but proposes a greater interaction between new de- velopment and the existing buildings of the Estate. As in Scheme C, the currently designated Age-Restricted Zone is fi lled with low-density development and converts Power House/ Unity Hall complex into residences and community amenities. This scheme proposes an additional mid-rise building to the rear of the Carriage House. This four-story building would incorporate the existing Carriage House into its design as an entrance, forecourt, and amenity building for the condominium building, and is located in an area of the site where there is a minimum of impact on the surrounding neighborhood. This scheme also proposes the renovation and use of the existing rose garden as another amenity for the residential complex, and a new surface park- ing lot to the south of Fanjeaux Hall. By adding this mid-rise building and expanding the scope development, this approach provides for 190 units of age-restricted housing.

44 Study Option A - WRT Mid-Rise Buildings

45 Study Option B - McNaughton Low-Rise 8 & 16 Units

46 Study Option C Low-Rise Buildings

47 Study Option D Low-Rise / Mid-Rise Combo

48 Study Option E Low-Rise / Mid-Rise Combo 2

49

APPENDICES

50

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60 Existing Site Plan

61 Existing Buildings of the Elkins Estate

Existing Buildings of the Elkins Estate

N

(Map courtesy of Bing)

62 Existing Buildings of the Elkins Estate 1a - Elstowe Manor

Aerial view

Front Entrance Library Gardens 63 Existing Buildings of the Elkins Estate 1a - Elstowe Manor

First Floor grand Lobby and Staircase

Third Floor Bedroom, Second Floor Bedroom 64 Existing Buildings of the Elkins Estate 1b - Elstowe Chapel

Aerial View

Chapel Interior 65 Existing Buildings of the Elkins Estate 1c - Cedar Hall

Aerial View

Hallway Bedroom 66 Existing Buildings of the Elkins Estate 2 - Chelten House

Aerial View

Porch Breakfast Room 67 Existing Buildings of the Elkins Estate 2 - Chelten House

Main Hall

Second Floor bedroom Main Retreat Kitchen 68 Existing Buildings of the Elkins Estate 3 - Squash Courts aka Fanjeaux

Aerial View, showing adjacent Rose Garden

Exterior 69 Existing Buildings of the Elkins Estate 4 - Stables / Carriage House

Aerial View

Courtyard Interior, Carriage Elevator location 70 Existing Buildings of the Elkins Estate 5a - Power House (including Chapel)

Aerial View

First Floor Common Space Second Floor Bedroom 71 Existing Buildings of the Elkins Estate 5a - Power House (including Chapel)

Chapel Interior

Power House and Chapel Exterior 72 Existing Buildings of the Elkins Estate 5b - Unity Hall “T-Wing”

Aerial View

Typical Bedroom “Piano Room”, Basement Common Space 73 Existing Buildings of the Elkins Estate 5c - Postulant’s House (1 1/2 Story Building)

Aerial View

Exterior 74 Existing Buildings of the Elkins Estate 5d - Garages

Aerial View

Exterior 75 Existing Buildings of the Elkins Estate 5e - Greenhouses

Aerial View

Exterior 76 Existing Buildings of the Elkins Estate 6 - Gatehouse

Aerial View

Exterior 77 DATA REQUEST INVENTORY

The below data was requested from the Land Conservancy of Elkins Park and reviewed by the Consulting Team:

• Any past budgets, FYE/CYE budget-actual statements, business plans, financial pro formas for the estate developed since Land Conservancy’s operation of the property starting in 2009. A copy of the QuickBooks or accounting files for Land Conservancy since 2009 would be ideal.

• Complete financial statements (audited, reviewed, or compiled statements from a CPA) for the Land Conservancy since its formation and operation of the estate.

• Complete IRS Form 990 filings for the Land Conservancy since its formation and operation of the estate, and for Food for All (since 2008).

• Any records of capital improvements and/or significant preservation/restoration work that has been performed on the estate since 2008 (final estimates, billing statements, proposals, descriptions of work scope, etc.)

• Any assessments, master plans, historic structures reports that have been conducted. (We have already the report created in 2008 by the UPenn Design Studio.)

• Architectural renderings of the major buildings and/or surveys of the property. There is apparently a set of plans dating to 1937 for Elstowe Manor. It would also be good to have plans of the 1940 chapel addition and the 1961 dormitory addition to Elstowe, as well as plans for Chelten House.

• Comprehensive list of core tenants (caterers, cultural organizations, conference organizers, etc.) that have been central to the estate’s activities since 2008, in addition to a list of all of the one-off (or limited-use) renters and the fees they paid for the property.

• Any existing rate sheets, rental contracts, or other documents showing standard costs for rent and other attendant services (catering, cleaning, security, maintenance) charged to renters/tenants.

• Any marketing collateral (either produced by the Land Conservancy or principal tenants) describing the estate, its amenities, and the programs that are on offer to the public or potential tenants.

• Inventory of actively used spaces (by building, floor, room, whatever is most efficient), including outside areas (lawns, courts, gardens, etc.) by tenants and renters since 2008/2009.

• List of key stakeholders for the estate (local government, neighboring community, catering/event industry, arts and culture field, etc.). This does not have to be comprehensive, but just a representative list of people who have been engaged in conversation or expressed interest in the estate and its programming potential.

78 INTERVIEWEE LIST

The following individuals were interviewed, some multiple times, by the Consulting Team:

o David Cohen, Board Member, Cheltenham Township Community Development Corporation

o Lee Daney, President, North Star Strategies

o David Dobson, Executive Director, Land Conservancy of Elkins Park/Food for Life

o Patrick Duffy, Township Engineer, Cheltenham Township

o John Andrew Gallery, Executive Director, Preservation Alliance for Greater Philadelphia

o Bryan Havir, P.P., AICP, Acting Township Manager, Cheltenham Township

o Benjamin Lloyd, Founding Producer, White Pines Productions

o Sr. Anne Lythgoe, O.P., President, Dominican Sisters of St. Catherine De’Ricci

o Matthew J. Malinowski, Director of Business Affairs, School District of Cheltenham Township

o Sean McAnena, Owner, McAnena Electrical

o Jeffery Miller, Owner, Jeffrey Miller Catering

o Leza Perkins, Board Member, White Pines Productions

o Harvey Portner, Commissioner, Cheltenham Township Board of Commissioners

o Bradley Pransky, President, Cheltenham Township Community Development Corporation

o Morton Simon, Chair, Zoning Subcommittee, Cheltenham Township Board of Commissioners

o Tina Viletto, Chair, School District of Cheltenham Township Board of Commissioners

79 CONSULTING TEAM

CultureWorks Greater Philadelphia

THADDEUS SQUIRE, FOUNDER & MANAGING DIRECTOR (project principal and client manager), has been hailed as a “visionary” voice in the contemporary arts by David Patrick Stearns of The Philadelphia Inquirer and was named in 2011 one of Philadelphia’s “Top 76 Creative Connectors” by Leadership Philadelphia. He is a curator, consultant, writer, and producer. His diverse background has led him to a range of interests from contemporary curatorial practice, to business and entrepreneurship models for cultural enterprise. From 2000 to 2004, Thaddeus was artistic and executive director of the new music organization Relâche in Philadelphia, during which time he rebuilt the artistic profile of the twenty-year-old company. In 2005, he founded Peregrine Arts, which serves the fine and performing arts, and history/heritage fields with integrated creative, management, and marketing services. Thaddeus has served as a consultant, facilitator, and researcher on a wide variety of projects for such organizations as the Historical Society of Pennsylvania, Chamber Music Society of Lincoln Center (NYC), The SculptureCenter (NYC), Choral Arts Society of Philadelphia, Kennett Symphony of Chester County, Ars Nova Workshop, SquashSmarts, and the Greater Philadelphia Tourism and Marketing Corporation. Most recently he was the recipient of Philadelphia City Paper’s “Big Vision Issue Choice Awards ‘09” for his work as originator and producer of Hidden City Philadelphia, a new arts and heritage festival that was launched in May 2009 to wide critical and public appeal. The festival drew over 10,000 visitors to under-known heritage sites throughout the city, interpreted through installations by leading contemporary artists of multiple disciplines. It later won “Best Gathering of 2009” from Philebrity.com. In early 2010, he converted the organization of Peregrine Arts into Hidden City Philadelphia with the mission to continue the festival. At the same time, he formed a separate nonprofit management and facilitation company, CultureWorks Greater Philadelphia.

CULTUREWORKS FELLOW

LINDSAY TUCKER graduated with a Bachelor's Degree in Art History from New York University in 2008. During her time in New York, she volunteered with the University's Art Museum, working with the Director of Education and Programs on researching content for upcoming exhibition publications, and designing docent tours. The latter spurred her interest in audience engagement and inclusion, which she also worked on at the Philadelphia Museum of Art and their Summer Library Outreach Program.

A native Philadelphian, Lindsay wanted to make a difference in the city in which she was raised, and returned to Philadelphia after earning her degree to begin working in the City's Arts and Culture sector. She most recently served as the Manager of Business Development at The ROZ Group, refining her strategic marketing and project management skills for cultural and non-profit organizations. Lindsay is passionate about art and public service and most enjoys the opportunities to be part of the stewardship for creativity and culture in her hometown. She is currently a Master's Candidate for Arts Administration at Drexel University and a member of the Arts Administration Graduate Association.

Atkin Olshin Schade Architects

SAM OLSHIN, AIA, PRINCIPAL is responsible for the design of many of the firm’s historic renovation projects. He has completed a variety of projects for the University of Pennsylvania over the years, including renovations to College Hall and the Jaffe History of Art Building, as well as the new Mainwaring Wing addition to Penn Museum. Sam recently led the team for the renovations to a historic residence hall at Princeton University, and is currently leading projects at Episcopal Academy and Friends Select School. Sam has served as architectural critic at Temple University, Drexel University, Philadelphia University, and the University of Pennsylvania. Since 1989, Mr. Olshin has served as an Assistant Lecturer for the Growth & Structure of Cities Department at Bryn Mawr College. Mr. Olshin has been on the Board of Directors of the YouthBuild Philadelphia Charter School since 2007.

80 MICHAEL SCHADE, AIA, LEED AP oversees production management and quality control for the firm's projects. He was project manager for the renovation and new construction of St. David's Episcopal Church in Austin, TX; the Collis Student Center at Dartmouth College; St. David's Episcopal Church in Wayne, PA; Trinity Memorial Church in Philadelphia, and the Philadelphia Museum of Art Landscaped Parking Terrace and Sculpture Garden. Michael graduated from the University of Virginia and received a Master of Architecture degree from the University of Pennsylvania. He directs the office's sustainable design initiatives and is a LEED accredited professional.

SHAWN EVANS, AIA, ASSOCIATE, DIRECTOR OF PRESERVATION AND CULTURAL PROJECTS, leads the preservation practice of Atkin Olshin Schade Architects (Philadelphia and- Santa Fe). Significant relevant planning projects for evolving historic sites include Eastern State Penitentiary (PA), Cherokee Castle (CO), Arts in Sacred Places (PA), University of Pennsylvania Museum (PA), and Fort Apache (AZ). Shawn has spoken regional and national conferences on museums and preservation including Saving Places Colorado, Design on the Delaware, New Mexico Heritage Preservation, Mid-Atlantic Museums Assn., and Traditional Building. He is co-chair of AIA Philadelphia's Preservation Committee and sits on the Architectural Committee of the Philadelphia Historical Commission. Shawn is a recipient of AIA Philadelphia’s Young Architect Award and the 2011 James Marston Fitch Mid-Career Grant.

Becker & Frondorf

WILLIAM P. BECKER, FOUNDING PRINCIPAL. Mr. Becker received a B.A. from Yale College in 1966 and an M. Arch from the University of Pennsylvania in 1969. He worked in architectural practice for sixteen years, including two years with his own firm. He spent four years in real estate development and property management as president of Reading Real Estate. Most recently, he has spent the last twenty-three years providing professional project management of design and construction projects.

CHARLES E. MOLESKI, PRINCIPAL. In 2011, Mr. Moleski was named Principal at Becker & Frondorf. He serves as an Owner's Representative and Project Manager for the firm's institutional clientele, and his assignments have included: Bryn Mawr Presbyterian Church, Bryn Mawr, PA; National Museum of American Jewish History, Philadelphia, PA; The Shipley School, Bryn Mawr, PA; The Agnes Irwin School, Bryn Mawr, PA; Fleisher Art Memorial, Philadelphia, PA; Pennsylvania Academy of Fine Arts, Philadelphia, PA and others. Prior to B&F, Mr. Moleski served as a Program Manager for the Fairmount Park Art Association.

Urban Partners

JAMES E. HARTLING, PRINCIPAL. Mr. Hartling has served as partner-in-charge for most of Urban Partners’ economic development projects. He has directed the firm’s downtown revitalization efforts in Asbury Park, Atlantic City, Allentown, Danville, Dover, Durham, Montclair and Swarthmore and led the effort to create the Pottstown Community and Economic Development Action Strategy. Mr. Hartling has prepared and helped implement neighborhood housing and commercial revitalization strategies in Philadelphia, Hartford, Trenton, Camden, Pittsburgh, Baltimore, Cleveland, Miami, Newark and a number of other smaller communities. He has led the firm’s efforts for the Hoboken, NJ Waterfront, the Piedmont Mall in Danville, VA; the Society Hill Sheraton Hotel and the Strawberry Square Shopping Center in Philadelphia. Mr. Hartling has been responsible for much of Urban Partners’ work involving the planning and development of new village centers and transit-oriented developments, including projects in Towamencin Township and Kennett Township, PA and Jersey City, Dover, and Woolwich and Washington Townships, NJ. Mr. Hartling participated in the firm’s evaluation of mature community development corporations undertaken for the Ford Foundation and has led the firm’s work in organizational assessments and strategic plans completed for the Philadelphia Neighborhood Development Collaborative, the Community Development Support Collaborative in Washington, D.C. and the Hartford Neighborhood Support Collaborative

81 Mr. Hartling had over ten years of experience as an economic and social planner prior to founding Urban Partners in 1980. From 1977 to 1980, he administered $15 million annually of CDBG and EDA funds as Deputy Director for Economic Development of Philadelphia’s Community Development program. Previously, Mr. Hartling was on the faculty of the University of Texas teaching in both the graduate planning and public affairs programs. There he conducted research and training projects on economic and community development and human services delivery. He served as co-principal investigator on the initial evaluation of the Community Development Block Grant program, a comparative case study of Baltimore, San Francisco, Kansas City, Houston, Birmingham, and Hartford. He has also held staff positions with planning and development agencies in Texas, California, and New Jersey.

SPECIAL ADVISOR

JASON FRIEDLAND, Iron Stone Strategic Capital Partners (Development & Adaptive Reuse) is the Director of Operations and Investments for Iron Stone. He has over 8 years of experience as a developer in commercial and residential real estate projects, with a focus on the acquisition, construction management, financing, zoning, historic tax credits, and portfolio and asset management. He is the co- sponsor of Falls Center, the 800,000 square foot redevelopment of MCP Hospital, one of the largest active historic redevelopment in the Northeastern United States. Since 2008, in his capacity as Director of Operations for Iron Stone Real Estate Fund II, Jason has helped negotiate and acquire more than 15 non-performing commercial mortgage liens from financial institutions. Jason is also a partner of Friedland Capital Inc., a US-based merchant bank with offices in New York City, Denver, and Beijing. He provides corporate financial advisory services to domestic and foreign publicly traded and privately held emerging growth companies. Jason founded the financial and investment event division of Friedland Capital Inc., which sponsored over 280 events annually in 31 cities in the US and Europe. Born in Denver, CO, Jason received a B.A from Washington University in St. Louis, MO. He is a Trustee of The Clarke Schools For Hearing and Speech in Northampton, MA and spearheads grass roots initiatives to broaden educational choices for children with hearing loss in Pennsylvania. He was instrumental in the introduction of legislation in Harrisburg in 2010. Jason is a Trustee and Chair of the Building and Grounds Committee of Woodmere Art Museum, A member of the Prints, Drawings and Photographs Committee at the Philadelphia Museum of Art, a member of the Friends of Alfred Stieglitz Center and the member of the Childhood Friends of The Children's Hospital of Philadelphia.

About CultureWorks Greater Philadelphia

CultureWorks Greater Philadelphia grew out of the consulting practice that Peregrine Arts built between 2005 and 2010. It serves clients of all sizes and disciplines active in the arts and heritage fields within Greater Philadelphia. Past and current clients include the Asian Arts Initiative, Slought Foundation, the Cultural & Heritage Tourism Alliance, Historical Society of Pennsylvania, Greater Philadelphia Tourism Marketing Corporation, Kennett Symphony of Chester County, Borough of Lansdowne, The Bach Festival of Philadelphia, Choral Arts Philadelphia, SoundField NFP, Ars Nova Workshop, Elfreth’s Alley Association, Scrap Performance Group, Carbon Dance Theatre, White Box Theatre, the American Composers Forum, and Partners for Sacred Places, among others.

Our work focuses on a whole systems approach to addressing the challenges that organizations face today. Much of our practice is engaged with exploring new approaches to increasing earned revenue, redistributing labor and operations costs, and developing entrepreneurship within the cultural sector. In 2008, CultureWorks (then Peregrine Arts) founded its Management Services program, the first outsourced management service for small nonprofit cultural organizations to be established in Philadelphia. In addition to its work serving large organizations, the company is currently preparing to launch a coworking space to serve as an incubator for individual artists, curators, small organizations, and new cultural enterprises.

82 About Atkin Olshin Schade Architects

Atkin Olshin Schade Architects works with institutions and communities across the country to lead the planning, design, and construction of significant new facilities, and also to give new life and purpose to existing structures. Our work strives to engage the culture and history of our project sites, as well as their contemporary uses and contexts. We have worked on over 75 historic sites on national, state, and local historic registers, including 21 National Historic Landmarks and 36 National Register buildings. We celebrate the diversity of our clients and find inspiration in the specific goals and conditions of each project we undertake. Our work has won many national, state, and local awards for design and preservation. We have a deep commitment to environmental and cultural sustainability including urban and rural, historic and contemporary projects. We work with Native American communities, small towns and historic sites, as well as important museums and universities in major cities. Our three principals, three associates, and project teams are closely involved with our clients and committed to meeting the budget, environmental, and scheduling goals of every project, while making places that enrich and sustain the lives of their users. Founded in 1979, our twenty-person firm has offices in Philadelphia and Santa Fe.

About Becker & Frondorf

Becker & Frondorf provides construction consulting services, including cost estimating, scheduling, building inspections, expert testimony, and bid/change order review. Assignments consist of such project types as medical facilities, educational buildings, laboratories, hotels, offices, garages, historic restoration, and site work projects, at all phases, including feasibility, master plan, schematic, design development, construction documents, and post construction. Clients include architects, engineers, institutional and corporate owners, developers, real estate appraisers, and governmental agencies.

About Urban Partners

Urban Partners is a professional consulting firm serving public, non-profit and private clients in the planning and implementation of urban development projects. Our primary focus is on the implementation of development projects. Our goal is to produce visible results in the form of completed real estate projects or development programs. This attitude toward implementation influences all of our work, including our work in the area of policy and program evaluation. Because of Urban Partners’ broad knowledge of urban development issues and mechanisms, we often undertake specialized development strategies for unusual properties or policy issues. We have a particular interest in the non-profit development sector and have also worked frequently with institutions concerned with the development of their surrounding neighborhood or the reuse of difficult properties.

83