MANISTEE CITY BROWNFIELD REDEVELOPMENT AUTHORITY May 11, 2021 2:30 Pm – Virtual Via Zoom

MANISTEE CITY BROWNFIELD REDEVELOPMENT AUTHORITY May 11, 2021 2:30 pm – Virtual via Zoom

Meeting ID: 825 3984 7352 Passcode: 906916 Phone Numbers: +1 312 626 6799 US (Chicago) +1 646 558 8656 US (New York)

AGENDA

1. CALL TO ORDER

2. ROLL CALL

3. APPROVAL OF AGENDA At this time the Brownfield Redevelopment Authority can act to approve the agenda.

4. PUBLIC HEARING None

5. PUBLIC COMMENTS At this time the Chair will ask if there are any public comments.

6. CORRESPONDENCE At this time the Chair will ask if any correspondence has been received to be included in the record.

7. APPROVAL OF MINUTES At this time the Brownfield Redevelopment Authority can act to approve the November 17, 2021 meeting minutes.

8. FINANCIAL REPORTS At this time the Brownfield Redevelopment Authority can act to approve the financial reports. • Balance Sheet • Revenue & Expense • Bills

9. OLD BUSINESS None

10. NEW BUSINESS

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Consideration of the FY 2022 Budget Staff has prepared a budget for the upcoming fiscal year and will discuss it with the Brownfield Authority. At this time, The Brownfield Authority could act to approve the FY 2022 budget

11. STAFF REPORTS Staff will update the Brownfield Redevelopment Authority on the status of current projects and any other information the Commissioners should be aware of. • Gateway • Hampton Inn

12. NEXT MEETING DATE(S)

13. MEMBERS DISCUSSION At this time the Chair will ask members of the Brownfield Redevelopment Authority if they have any items they want to discuss.

14. ADJOURN

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MANISTEE CITY BROWNFIELD REDEVELOPMENT AUTHORITY November 17, 2020 2:00 pm - Council Chambers, City Hall

MINUTES

1. CALL TO ORDER Vice Chair Kempf called the meeting to order at 2:20 PM

2. ROLL CALL Present: Kempf, McBride, Memberto, Pomranky Absent: Yoder Other: Ed Bradford, Administrator; Roman Wilson, Consultant (Virtual)

3. APPROVAL OF AGENDA Motion by Pomranky, support by McBride to approve the agenda. Motion approved.

4. PUBLIC HEARING None

5. PUBLIC COMMENTS No public comments.

6. CORRESPONDENCE No correspondence received.

7. APPROVAL OF MINUTES Motion by Pomranky, support by McBride to approve the July 14, 2020 meeting minutes. Motion approved.

8. FINANCIAL REPORTS Motion by Pomranky, support by McBride to approve the Balance Sheet and Revenue & Expense report. Motion approved.

9. OLD BUSINESS None

10. NEW BUSINESS

Consideration of Application for Redevelopment Project Funding – Manistee Gateway Project

Motion by Pomranky, support by McBride to approve the Step 2 - Application for Redevelopment Funding from CL Real Estate and Little River Holdings, LLC.; and authorize staff to proceed with the developer to Step 3 - Brownfield Plan, Act 381 Workplan and Development & Reimbursement Agreement preparation & processing; for future consideration by the Board. Motion approved.

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11. STAFF REPORTS Bradford informed the Board that meetings for the foreseeable future would be held virtually via Zoom.

12. NEXT MEETING DATE(S) To be scheduled as needed. Regular meeting date is first Tuesday of the month, if scheduled.

13. MEMBERS DISCUSSION No discussion.

14. ADJOURN Meeting adjourned at 3:15 PM

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05/10/2021 01:14 PM BALANCE SHEET FOR MANISTEE CITY Page: 1/1 User: ebradford Period Ending 04/30/2021 DB: Manistee Fund 243 BROWNFIELD REDEVELOPMENT AUTHO Current Year GL Number Description Beg. Balance Balance

*** Assets ***

243-000-001.000 CASH - CHECKING 95,800.49 113,666.54 243-000-017.000 INV - MI CLASS 0.00 0.00 243-000-040.000 AR - INVOICES 0.00 22,000.00 243-000-084.000 DUE FROM OTHER FUNDS 0.00 0.00 243-000-123.000 PREPAID EXPENSES 254.17 0.00

Total Assets 96,054.66 135,666.54

*** Liabilities ***

243-000-202.000 ACCOUNTS PAYABLE 69,777.15 305.00 243-000-204.000 ACCRUED PAYABLES 0.00 0.00 243-000-210.000 TAX CAPTURE PAYABLE 4,195.35 89,838.55 243-000-214.000 DUE TO OTHER FUNDS 0.00 0.00 243-000-214.100 DUE TO A\P PAYING FUND 0.00 0.00

Total Liabilities 73,972.50 90,143.55

*** Fund Balance ***

243-000-390.000 FUND BALANCE 22,082.16 22,082.16

Total Fund Balance 22,082.16 22,082.16

Beginning Fund Balance 22,082.16 Net of Revenues VS Expenditures 23,440.83 Ending Fund Balance 45,522.99 Total Liabilities And Fund Balance 135,666.54 05/10/2021 01:13 PM REVENUE AND EXPENDITURE REPORT FOR MANISTEE CITY Page: 1/1 User: ebradford DB: Manistee PERIOD ENDING 04/30/2021 YTD BALANCE ACTIVITY FOR AVAILABLE 2020-21 04/30/2021 MONTH 04/30/2021 BALANCE % BDGT GL NUMBER DESCRIPTION AMENDED BUDGET NORMAL (ABNORMAL) INCREASE (DECREASE) NORMAL (ABNORMAL) USED Fund 243 - BROWNFIELD REDEVELOPMENT AUTHO Revenues Dept 000 243-000-540.000 STATE GRANT - OTHER 0.00 0.00 0.00 0.00 0.00 243-000-626.000 CHARGE FOR SERVICE 24,000.00 24,000.00 22,000.00 0.00 100.00 243-000-626.001 BROWNFIELD ADMINISTRATION SERVICES 4,000.00 0.00 0.00 4,000.00 0.00 243-000-665.000 INVESTMENT - INTEREST 100.00 0.00 0.00 100.00 0.00 243-000-676.000 REIMBURSEMENT 0.00 0.00 0.00 0.00 0.00 243-000-699.000 TRANSFERS IN 0.00 0.00 0.00 0.00 0.00

Total Dept 000 28,100.00 24,000.00 22,000.00 4,100.00 85.41

TOTAL REVENUES 28,100.00 24,000.00 22,000.00 4,100.00 85.41

Expenditures Dept 000 243-000-752.000 SUPPLIES - OPERATING 500.00 0.00 0.00 500.00 0.00 243-000-801.000 PROFESSIONAL & CONSULTING SER 22,000.00 0.00 0.00 22,000.00 0.00 243-000-803.000 ADMINISTRATION 0.00 0.00 0.00 0.00 0.00 243-000-820.000 ADMINISTRATION 3,000.00 0.00 0.00 3,000.00 0.00 243-000-900.000 PRINTING & PUBLISHING 100.00 0.00 0.00 100.00 0.00 243-000-913.000 TRAVEL & TRAINING 500.00 0.00 0.00 500.00 0.00 243-000-915.000 MEMBERSHIPS & DUES 300.00 559.17 305.00 (259.17) 186.39 243-000-955.000 MISCELLANEOUS EXPENSE 0.00 0.00 0.00 0.00 0.00 243-000-995.000 TRANSFERS OUT 0.00 0.00 0.00 0.00 0.00

Total Dept 000 26,400.00 559.17 305.00 25,840.83 2.12

TOTAL EXPENDITURES 26,400.00 559.17 305.00 25,840.83 2.12

Fund 243 - BROWNFIELD REDEVELOPMENT AUTHO: TOTAL REVENUES 28,100.00 24,000.00 22,000.00 4,100.00 85.41 TOTAL EXPENDITURES 26,400.00 559.17 305.00 25,840.83 2.12 NET OF REVENUES & EXPENDITURES 1,700.00 23,440.83 21,695.00 (21,740.83) 1,378.87 Bill Style : STD02

Attention: Edward Bradford Invoice : Prebill City of Manistee Invoice Date : 4/20/2021 70 Maple Street Project : 190899 Manistee, MI 49660 Project Name : Manistee/BRA Consulting United States Bill Term : BT1

For Professional Services Rendered Through 4/16/2021

Brownfield Consulting Services Email Setup Ok 9/1/2020 [email protected] Email Directly to Client

Billings Fee Available To Date Previous Current BC - Brownfield Consulting 3,000.00 1,356.20 2,018.80 1,643.80 375.00 Add Description Rate Labor 375.00 BP - Brownfield Plan 9,000.00 9,000.00 8,785.20 0.00 8,785.20 Add Description Rate Labor 8,375.00 Unit Rate Expense 410.20 PP - Brownfield Project Proposal 2,000.00 2,000.00 1,750.00 0.00 1,750.00 Add Description Rate Labor 1,750.00

Current Billings 10,910.20 Less Retainage 0.00 Amount Due This Bill 10,910.20

Total Fee : 14,000.00 To Date Billings : 12,554.00 Total Remaining : 1,446.00 Project: 190899 - Manistee/BRA Consulting Invoice: Prebill

BC - Brownfield Consulting Rate Labor Class / Employee Date Hours Rate Amount Senior Environmental Specialist Susan Wenzlick 5/29/2020 0.00 125.0000 0.00 Review existing brownfield application forms and develop proposal for updated brownfield incentive policy/fee structure 6/1/2020 0.00 125.0000 0.00 Review and propose changes to CMBRA process. 6/2/2020 0.00 125.0000 0.00 Finish proposed changes to CMBRA process and fees. 6/3/2020 0.00 125.0000 0.00 Final edits to process recommendations; email to Roman. 6/23/2020 0.00 128.0000 0.00 Conversation with R. Wilson, final review of EGLE pre-proposal, email to J. Lowe 2/15/2021 0.00 128.0000 0.00 Project proposal for Manistee Gateway Total Susan Wenzlick 0.00 0.00 Roman Wilson 5/11/2020 0.50 125.0000 62.50 BRA policy review and discuss w/ E. Bradford 6/4/2020 0.50 125.0000 62.50 Review draft policy, process and fee recommendations for BRA 7/8/2020 0.50 125.0000 62.50 Call w/ E. Bradford re: BRA meeting 7/13/2020 0.50 125.0000 62.50 BRA Mtg Prep Call w/ E. Bradford 7/14/2020 1.00 125.0000 125.00 BRA Zoom Mtg Kirk Perschbacher 6/2/2020 0.00 131.0000 0.00 Review proposed changes to Manistee BRA procedures Total Senior Environmental Specialist 3.00 375.00 Total Rate Labor 375.00 Total Bill Task: BC - Brownfield Consulting 375.00

BP - Brownfield Plan Rate Labor Class / Employee Date Hours Rate Amount Senior Environmental Specialist Roman Wilson 6/19/2020 5.00 125.0000 625.00 Manistee Gateway brownfield planning mtg w/ City and developers 6/24/2020 3.00 125.0000 375.00 Brownfield plan non-environmental prep; Call w/ MEDC 8/7/2020 4.00 125.0000 500.00 Brownfield mtg w/ developers and city 8/12/2020 0.50 125.0000 62.50 TIF tables 8/14/2020 0.50 125.0000 62.50 Review TIF table 8/19/2020 0.50 125.0000 62.50 Draft TIF tables to City of Manistee 8/25/2020 1.50 125.0000 187.50 TIF table discussion w/ City of Manistee; Brownfield status call w/ CL

Page: 1 Project: 190899 - Manistee/BRA Consulting Invoice: Prebill

BP - Brownfield Plan Rate Labor Class / Employee Date Hours Rate Amount Senior Environmental Specialist Roman Wilson 9/1/2020 1.00 125.0000 125.00 Call w/ E. Bradford; Email w/ B. Cohen 9/11/2020 0.50 125.0000 62.50 Call w/ developer re: eligible costs 9/14/2020 0.50 125.0000 62.50 Environmental doc review for plan prep 9/18/2020 2.00 125.0000 250.00 Brownfield plan eligible activity summary 9/21/2020 1.50 125.0000 187.50 Mtg w/ City and developer; Brownfield plan prep 9/22/2020 0.50 125.0000 62.50 TIF table review 9/25/2020 1.00 125.0000 125.00 Assemble eligible activity costs for Brownfield Plan 9/30/2020 2.50 125.0000 312.50 Brownfield plan eligible costs; TIF tables; narrative; Call w/ T. Leppanen 10/1/2020 3.00 125.0000 375.00 Brownfield eligible activity costs; planning docs 10/2/2020 2.50 125.0000 312.50 Eligible activity costs; brownfield planning 10/6/2020 0.50 125.0000 62.50 CL Real Estate correspondence; Brownfield Planning 10/8/2020 0.50 125.0000 62.50 Call w/ T. Leppanen; Brownfield planning 10/13/2020 2.00 125.0000 250.00 Brownfield planning for BRA application 10/21/2020 4.00 125.0000 500.00 Brownfield planning meeting w/ the City and DDA 10/26/2020 1.00 125.0000 125.00 Call w/ Manistee Chamber and development team 11/2/2020 0.50 125.0000 62.50 Call w/ E. Bradford re: BRA mtg 11/10/2020 0.50 125.0000 62.50 Call w/ E. Bradford 11/12/2020 4.50 125.0000 562.50 City meeting w/ developer, DDA, and Chamber 11/17/2020 1.00 125.0000 125.00 BRA teams mtg 11/19/2020 1.00 125.0000 125.00 Call w/ T. Leppanen and B. Cohen; Emails to same and E. Bradford 11/24/2020 1.00 125.0000 125.00 City/Chamber/DDA subcommittee mtg 12/3/2020 1.50 125.0000 187.50 Teams mtg w/ developer team; Teams mtg w/ E. Bradford 12/4/2020 3.00 125.0000 375.00 DDA, City, Developer mtg; Eligible activity cost summary 12/10/2020 1.50 125.0000 187.50 Call w/ development team; call w/ T. Leppanen 12/11/2020 2.50 125.0000 312.50 Developer team call; City/developer call

Page: 2 Project: 190899 - Manistee/BRA Consulting Invoice: Prebill

BP - Brownfield Plan Rate Labor Class / Employee Date Hours Rate Amount Senior Environmental Specialist Roman Wilson 12/17/2020 1.00 125.0000 125.00 Developer calls 12/18/2020 1.00 125.0000 125.00 Developer call; City/developer call 1/6/2021 0.50 125.0000 62.50 Call w/ E. Bradford 1/7/2021 0.50 125.0000 62.50 Conf. call w/ T. Leppanen and B. Cohen 1/14/2021 1.00 125.0000 125.00 Call w/ E. Bradford; call w/ B. Cohen & T. Leppanen; review updated TIF tables 1/15/2021 0.50 125.0000 62.50 Review TIF tables and send email to E. Bradford 1/18/2021 0.50 125.0000 62.50 Call w/ E. Bradford re: TIF tables 1/22/2021 1.00 125.0000 125.00 Call w/ T. St. Dennis; Call w/ T. Leppanen; email summary for T. Leppanen 1/28/2021 1.00 125.0000 125.00 T. Leppanen call; coordinate incentives summary 1/29/2021 1.50 125.0000 187.50 Calls w/ EGLE and development team; incentives correspondence 2/4/2021 0.50 125.0000 62.50 Call w/ B. Cohen re: brownfield plan; email summary to B. Cohen 2/5/2021 0.50 125.0000 62.50 Call w/ E. Bradford re: brownfield incentives 2/25/2021 0.50 125.0000 62.50 Call w/ B. Cohen; Email correspondence 3/12/2021 1.00 125.0000 125.00 Conf. mtg w/ City, Chamber, and LRH 3/19/2021 1.00 125.0000 125.00 Project mtg w/ EGLE, City, and Little River Kirk Perschbacher 8/26/2020 0.00 135.0000 0.00 Review environmental docs for the Gateway project and conversation with RAW 9/30/2020 0.00 135.0000 0.00 start working on Brownfield Plan and communication with RAW 10/1/2020 0.00 135.0000 0.00 Put together tables for BPA 10/2/2020 0.00 135.0000 0.00 TIF Tables 10/29/2020 0.00 135.0000 0.00 Revision to brownfield tables 1/19/2021 0.00 135.0000 0.00 Site inspection 1/20/2021 0.00 135.0000 0.00 Site inspection Total Senior Environmental Specialist 67.00 8,375.00 Total Rate Labor 8,375.00

Page: 3 Project: 190899 - Manistee/BRA Consulting Invoice: Prebill

BP - Brownfield Plan Unit Rate Expenses Account / Unit Quantity Rate Amount Mileage Mileage - Employee Vehicle 586.00 0.7000 410.20 Total Mileage 410.20 Total Unit Rate Expenses 410.20 Total Bill Task: BP - Brownfield Plan 8,785.20

PP - Brownfield Project Proposal Rate Labor Class / Employee Date Hours Rate Amount Senior Environmental Specialist Roman Wilson 2/8/2021 0.50 125.0000 62.50 Correspondence w/ T. Taylor; proj. proposal doc prep 2/10/2021 1.00 125.0000 125.00 Calls w/ E. Bradford & J. Lowe (EGLE); project proposal doc prep 2/11/2021 0.50 125.0000 62.50 Call w/ B. Cohen re: grant project proposal 2/15/2021 5.00 125.0000 625.00 EGLE project proposal prep 2/16/2021 3.00 125.0000 375.00 EGLE project proposal prep 2/17/2021 3.00 125.0000 375.00 EGLE project proposal prep and submittal 2/18/2021 0.50 125.0000 62.50 Call w/ E. Bradford re: EGLE project proposal tax info; supplemental info prep 2/19/2021 0.50 125.0000 62.50 EGLE supplemental project proposal info to J. Lowe Total Senior Environmental Specialist 14.00 1,750.00 Total Rate Labor 1,750.00 Total Bill Task: PP - Brownfield Project Proposal 1,750.00

Total Project: 190899 - Manistee/BRA Consulting 10,910.20

Page: 4 City of Manistee Brownfield Redevelopment Authority Proposed FY 2022 Budget

243 Brownfield Authority Actual Actual Actual Budget Projected Budget 2018 2019 2020 2021 2021 2022 Notes

501.000 Federal Grant $0 $0 $0 $0 $0 $0 539.000 State Grants 0 0 0 0 0 0 626.000 Charge for Service 0 0 0 24,000 24,000 20,000 Application & processing fees 626.001 BRA Administration Fee 4,438 0 8,129 4,000 4,000 4,000 Brownfield plan administrative fees 665.000 Interest 0 0 80 100 0 0 676.000 Reimbursement 0 0 0 0 0 0 699.000 Operating Transfer In 0 0 0 0 0 0

Total Revenues $4,438 $0 $8,209 $28,100 $28,000 $24,000

752.000 Operating Supplies $0 $0 $0 $500 $0 $150 801.000 Professional & Consulting Services 563 2,363 1,390 22,000 24,000 20,000 Consultant 820.000 Administration 0 0 0 3,000 1,000 3,000 City staff time 913.000 Travel & Training Expense 0 242 0 500 0 500 MEDA Conferences\Workshops 915.000 Memberships & Dues 48 291 551 300 500 350 MEDA 900.000 Printing & Publishing 0 60 0 100 0 0 970.000 Capital Outlay 0 0 0 0 0 0

Total Expenses $611 $2,955 $1,940 $26,400 $25,500 $24,000

Net Income\Loss $3,827 -$2,955 $6,269 $1,700 $2,500 $0

Beginning Fund Balance $ 14,941 $ 18,768 $ 15,813 $ 22,082 $ 23,782 $ 26,282

Ending Fund Balance $ 18,768 $ 15,813 $ 22,082 $ 23,782 $ 26,282 $ 26,282

I. PROJECT NAME AND LOCATION Project Name: Manistee Gateway Redevelopment 284, 285, 289, 294, 295, 305 River Street; one parcel on River Street without Project Address: an address Project City: Manistee Project County: Manistee Project Zip Code: 49660

State Senate District: 35 State House District: 101

II. APPLICANT INFORMATION Applicant Name: City of Manistee Brownfield Redevelopment Authority (CMBRA) Applicant Address: 70 Maple Street

Applicant City: Manistee Applicant Zip Code: 49660 APPLICANT CONTACT INFORMATION

Applicant Project Contact Project Consultant (if applicable)

Name: Edward Bradford Roman Wilson

Title: Chief Financial Officer Brownfield Consultant, Fishbeck

Phone: 231-398-2804 616-638-1457

Email: [email protected] [email protected]

III. FUNDING REQUEST Amount Requested: $1,401,492 ($607,225 from Part 213, $794,267 from Part 201)

Funding Source: ☒ ☒ RPF 201 ☐ Site Assessment Funding Type: ☒ Grant ☒ Loan ☒ Either

IV. GENERAL PROJECT INFORMATION 284-294 River Street: House of Flavors restaurant; various commercial uses; gasoline station 285-289 River Street: Dry-cleaner and laundromat (American Cleaners); bait Previous use(s): and tackle shop 295 River Street: Cadillac Plumbing and Heating 305 River Street: Gasoline station, auto repair and detailing Manistee Gateway Redevelopment DRAFT

284-294 River Street: vacant and some commercial office space 285-289 River Street: vacant Current use(s): 295 River Street: Cadillac Plumbing and Heating 305 River Street: Auto repair and detailing Mixed-use development with a boutique hotel, restaurant, conference center, Proposed new use(s): public parking deck, and boardwalk enhancements. 284-294 River Street: Petroleum constituents (known facility) 285-289 River Street: Metals and chlorinated solvents (known facility) Known or suspected 295 River Street: Petroleum constituents (known facility) contaminants: 305 River Street: Closed LUST site

See attachment XX for details. PROJECT SUMMARY

Provide one paragraph below that summarizes the redevelopment, the environmental challenge that needs to be addressed, and how the brownfield funding will be used to address that challenge:

Little River Holdings LLC has assembled seven adjacent / contiguous properties at the US-31 and River Street gateway entrance to downtown Manistee for redevelopment. This transformative 2.2-acre project will replace dilapidated buildings and vacant, contaminated properties with a new hotel and commercial development to welcome visitors to Manistee’s historic, walkable downtown and riverfront. Some of the parcels targeted for redevelopment are contaminated with fill material and from prior uses as a dry cleaner, gas station, and car repair. Little River Holdings LLC and a partner will construct a 97,000-square foot, 100-room, “boutique” hotel. A public parking deck and conference center are also proposed. As part of this project, the City will undertake necessary infrastructure improvements along River Street, starting at Division Street and extending east to US-31. Additional public infrastructure enhancements are anticipated to occur along Riverwalk, bordering the project to the north. Proper management and disposal of contaminated soil and groundwater will be necessary to safely redevelop these properties. Vapor intrusion mitigation systems will be required beneath new structures. Blighted and functionally obsolete buildings will be demolished. Brownfield funding is critical to facilitate these activities.

It is anticipated that construction activities will commence in Fall/Winter 2021 and end in late 2023. Private investment is projected at $20 – 25 million.

Does the property have any of the following: ☒ A liable party known to have caused or contributed to a release at the site? ☐ Yes No Known environmental actions or enforcements by a regulatory agency? ☐ Yes ☒ No ☒ A liable party undertaking corrective actions at the site? ☐ Yes No ☒ Known environmental liens? ☐ Yes No ☒ Known legal, access, or title issues? ☐ Yes No ☒ Deed restriction, land, or resource use restriction? ☐ Yes No Provide a detailed explanation for any Yes answers above:

Provide any other relevant information regarding property ownership and operations, if applicable:

V. PROPERTY AND OWNERSHIP INFORMATION

Manistee Gateway Redevelopment DRAFT

Parcel ID#: 51-448-731-01 51-448-731-03 51-448-712-01 51-448-712-04 Property Address: River Street (no 284 River Street 285 River Street 289 River Street number assigned) Latitude & Longitude 44.250230, - 44.249420 - 44.249149, - 44.249050, (to 8 digits): 86.315890 86.318604 86.318268 -86.318370 Current Zoning: Commercial Commercial Commercial Commercial Improved Improved Improved Improved Proposed Zoning: Same Same Same Same Acreage: 0.3859 0.31322 0.1967 0.095 Property Acquisition Type (inheritance, Purchase Purchase Purchase Purchase purchase, tax reversion, other): Date of Acquisition: 9/29/2020 9/29/2020 3/3/2020 3/3/2020 Did the Current Owner Complete a Baseline ☒ Yes No ☒ Yes No ☒ Yes ☐ No ☒ Yes No Environmental ☐ ☐ ☐ Assessment (BEA)? Current Owner Name: Little River Little River Little River Holdings Little River Holdings LLC Holdings LLC LLC Holdings LLC 2608 Current Owner 2608 Government 2608 Government 2608 Government Government Address: Center Dr Center Dr Center Dr Center Dr Manistee, MI Manistee, MI Manistee, MI Manistee, MI 49660 49660 49660 49660 Current Owner Email tomstdennis@lrboi- tomstdennis@lrboi- tomstdennis@lrboi- tomstdennis@lrb and Phone: nsn.gov nsn.gov nsn.gov oi-nsn.gov 248-318-1222 248-318-1222 248-318-1222 248-318-1222

Name and Address of Vacant Vacant Vacant Vacant Occupant: Operations at the Vacant Vacant Vacant Vacant Property: Date Operations NA NA NA NA Began:

Parcel ID#: 51-448-731-05 51-448-712-05 51-448-712-11 Property Address: 294 River Street 295 River Street 305 River Street

Latitude & Longitude 44.249310, - 44.2490524, - 44.249256, - (to 8 digits): 86.318740 86.3186231 86.318094

Manistee Gateway Redevelopment DRAFT

Current Zoning: Commercial Commercial Commercial Improved Improved Improved Proposed Zoning: Same Same Same Acreage: 0.3939 0.5455 0.2753 Property Acquisition Type (inheritance, Purchase Purchase Purchase purchase, tax reversion, other): Date of Acquisition: 9/29/2020 8/28/20 3/3/2020 Did the Current Owner Complete a Baseline ☒ Yes No ☒ Yes ☐ No ☒ Yes No Environmental ☐ ☐ Assessment (BEA)? Current Owner Name: Little River Little River Little River Holdings

Holdings LLC Holdings LLC LLC 2608 Government 2608 Government Current Owner 2608 Government Address: Center Dr Center Dr Center Dr Manistee, MI Manistee, MI Manistee, MI 49660 49660 49660 Current Owner Email tomstdennis@lrboi- tomstdennis@lrboi- tomstdennis@lrboi- and Phone: nsn.gov nsn.gov nsn.gov 248-318-1222 248-318-1222 248-318-1222

Name and Address of Medical offices, Cadillac Heating Memory Lane Occupant: investment and Plumbing Detailing company Operations at the Offices Retail Automotive Property: Date Operations

Began:

FUTURE OWNER ☒ N/A - Ownership will not change

Parcel ID#: Future Owner Name: Future Owner Address,

City, State, Zip: Future Owner Email and

Phone: How will the property be acquired? (purchase, tax

inversion, inheritance, other)

Manistee Gateway Redevelopment DRAFT

VI. PROPERTY USE AND ENVIRONMENTAL CONDITIONS PROPERTY HISTORY List the current and former uses of the property below, including dates, owners (if known), and potential contaminants associated with each property use. Parcel Date Range (Year) Potential Contaminants and/or ID / Recognized Environmental Property Use Property Owner Property From To Conditions (RECs) Address

All seven parcels in the project area are currently owned by Little River Holdings LLC. Property history is described in Attachment XX.

Manistee Gateway Redevelopment DRAFT

ENVIRONMENTAL RISKS

Known Contaminants: See Attachment XX.

☐ Groundwater/Surface Water Interface (GSI) Pathways of Concern: ☐ Drinking Water ☒ Volatilization to Indoor Air ☐ Ambient Air ☒ Direct Contact ☐ Unknown PETROLEUM INFORMATION Were underground storage tanks (USTs) ever ☒ located on the property? Yes ☐ No ☐ Suspected Are USTs currently present on the property? ☒ ☐ Yes No ☐ Suspected Has a UST release been reported for the ☒ Yes No property? ☐ Summarize known UST information below. Status Tank ID Installation Removal (active, Size Contents Release ID # # Date Date removed, etc.) UST releases are listed in Attachment XX.

HAZARDOUS SUBSTANCE INFORMATION Was there ever a non-UST related release of a hazardous substance on the ☒ ☐ Yes ☐ No Unknown property? Summarize known hazardous substance release information below. Date of Release Description of Release Status Release ID #

To the best of your knowledge, did the ☐ Yes applicant cause or contribute to ☒ No, did NOT cause or contribute to contamination contamination that is known or may be discovered at the project site? ☐ May have caused or contributed to contamination To the best of your knowledge did the ☐ Yes developer cause or contribute to ☒ contamination that is known or may be No, did NOT cause or contribute to contamination discovered at the project site?

Manistee Gateway Redevelopment DRAFT

☐ May have caused or contributed to contamination ☐ Not Applicable/No developer ENVIRONMENTAL CONDITION OF THE PROPERTY Provide below a brief description of what is known about the environmental condition of the property. Describe known and/or suspected contamination and the risk that needs to be mitigated/addressed to safely reuse the property. Provide maps and figures showing contaminant exceedances (see checklist in Section XII): • 284-294 River Street (former House of Flavors and office building): Petroleum contaminated soil and groundwater has been identified on the central portion of this property. The contamination extends north toward the Manistee River. Proposed redevelopment requires the removal of soil off-site to facilitate the construction of a hotel and restaurant. Contaminated soil must be properly disposed. A vapor mitigation system is necessary beneath the new structure. • 285-289 River Street (former American Cleaners and tackle shop): This property has been impacted by past dry-cleaning operations. Soil and groundwater have been contaminated with chlorinated hydrocarbons. The contamination extends north toward River Street and the Manistee River. Proposed redevelopment requires the removal of soil off-site to facilitate the construction of a conference center. Contaminated soil must be properly disposed. A vapor mitigation system is necessary beneath the new structure. • 295 River Street (Cadillac Heating and Plumbing): Two USTs were recently removed from this property. The UST removed from the east edge of the existing building historically released petroleum compounds to the subsurface. This property is the location of the proposed parking deck. Prior to constructing the parking deck, contaminated fill soil must be removed from the site and properly disposed. • 305 River Street (Memory Lane Detailing): Closed LUST site.

PROPOSED ENVIRONMENTAL ACTIONS WITH GRANT/LOAN FUNDING Check all that apply. ☒ ☒ Assessment/Investigation Hazardous Material Survey UST Removal ☒ Due Care Planning ☐ ☒ BEA ☒ Demolition ☒ Soil Transport/Disposal ☒ Vapor Mitigation ☐ Excavation ☐ Other (please describe): Describe the proposed actions that will be undertaken with grant and loan funds to address the environmental conditions and make the property safe for the proposed reuse. Please explain reasons why the proposed eligible activities should be funded. • Hazardous material surveys: Prior to demolition of the six structures within the development footprint, hazardous material surveys must be completed. For purposes of splitting funding between Part 213 and Part 201 resources, the former House of Flavors, adjoining office building, Cadillac Heating and Plumbing, and the former Memory Lane sites have been placed under Part 213 with the remainder under Part 201. • BEA: It is anticipated that new entities operating and/or taking ownership of restaurant space or offices will need to complete BEAs (including Phase I ESAs). Two BEAs (including Phase I ESAs) have been assumed. This funding request is evenly split between Part 213 and Part 201. • Assessment/Investigation: Former House of Flavors (284 River Street) – Assessment/investigation of soil to further characterize site conditions is needed to evaluate relevant vapor intrusion exposure risks associated with future development of the property as a hotel. Since groundwater contaminated with petroleum constituents and PCE is greater than 20

Manistee Gateway Redevelopment DRAFT

feet below grade, it is possible that removal of similarly contaminated soil could significantly improve the risk of vapor intrusion exposures and greatly reduce vapor intrusion mitigation costs. Following demolition of the site structure, test pits and soil borings will be completed to evaluate soil conditions within the footprint of the former structure, as no assessment has previously occurred. The test pits will confirm the absence/presence of underground storage tanks related to past filling station operations. Data obtained from the soil sampling will be used to define the suspect petroleum impacted source area conditions and verify soil excavation volumes. Soil sampling will also be conducted to delineate the extent of PCE impacted soil. Based on information generated, it is possible that PCE impacted soil may be removed and properly disposed, perhaps eliminating the need to implement a vapor intrusion mitigation system. Former American Cleaners (285 River Street) – Mercury concentrations in the soil represent vapor intrusion exposure risks. Removal of this soil from the property may eliminate the need for an active vapor intrusion mitigation system. Soil sampling is necessary to define the extent of mercury impacted soil so that a potential soil removal plan can be developed. Other – 1) Construction of a parking deck on the former Cadillac Heating and Plumbing site (295 River Street) will require offsite soil disposal. Additional assessment may be necessary prior to export and disposal to ensure compliance with due care obligations. 2) Utility corridors along River Street between the former American Cleaners and former House of Flavors sites may require soil sampling to ensure no construction worker exposure risks exist. 3) Verification sampling will be conducted, as appropriate, to confirm removal of impacted soil from source area locations on the former House of Flavors and former American Cleaners sites. 4) As applicable, sampling will be conducted to ensure successful implementation of vapor intrusion mitigation systems. Assessment/investigation is evenly split between Part 213 and Part 201 funding sources. • Due care planning: Due care planning and compliance documents will be required concerning known contamination and proposed redevelopment and end use operations. These documents will be prepared in close consultation with EGLE to prevent exacerbation concerns and ensure no acceptable exposures will occur. This task is evenly split between Part 213 and Part 201 funding sources. • Soil transport/disposal: Contaminated soil excavated for construction of the hotel, conference center, parking deck, and utility corridors must be properly transported and disposed offsite. Estimated disposal quantities include the following: 3,000 tons of non-hazardous soil from the former House of Flavors site; 700 tons of hazardous soil from the former American Cleaners site; and 750 tons of non-hazardous fill soil from the former Cadillac Plumbing & Heating site. Non-hazardous soil transportation and disposal fees are estimated at $40/ton. Hazardous soil transportation and disposal fees are estimated at $500/ton. The requested breakdown for this task is 30% Part 213, 70% Part 201 funding sources. • Vapor mitigation: Former House of Flavors (284 River Street) – Benzene and tetrachloroethylene (PCE) concentrations have been identified in the shallow soil at levels posing vapor intrusion concerns within the footprint of the proposed hotel. While contaminated soil will be removed (and properly disposed offsite) to facilitate construction of the hotel footings/utility corridors/paved areas, vapor intrusion concerns will remain. To mitigate this exposure risk, a vapor intrusion barrier/venting system is required. The proposed hotel will be approximately 97,000 sf in size. Considering that the contaminants of concern include benzene and PCE, a 50/50 split between the RPF and Part 201 funding sources is requested. Former American Cleaners (285 River Street) – PCE and mercury concentrations exist in the soil at levels posing vapor intrusion concerns within the footprint of the proposed conference center. Further soil assessment will be conducted to delineate mercury impacted soil. If feasible, all mercury impacted soil will be removed offsite for proper disposal to potentially eliminate the need for an active vapor intrusion mitigation system. Although

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contaminated soil will be removed (and properly disposed offsite) to enable construction of footings/utility corridors/paved areas, vapor intrusion concerns will remain. To mitigate these concerns, a vapor intrusion barrier and venting system is proposed. The proposed conference center will be approximately 8,000 sf in size. Based on PCE as the primary contaminant of concern, Part 201 funding is the sole source requested for this task.

Provide maps showing contamination relative to the building footprint and/or the development plan (see checklist in Section XII) DEMOLITION

If a grant or loan will be used for demolition (buildings, site features, etc.), answer the following questions: Does the structure impede the proposed environmental response activities? ☐ Yes ☐ No ☒ Unknown ☒ Does the structure present a health or safety threat? Yes ☐ No ☒ Does the structure impede the reuse of the property? Yes ☐ No ☒ Do the environmental activities exceed the cost of demolition? Yes ☐ No Further explanation, if necessary: All six structures within the development footprint must be demolished to facilitate redevelopment. Hazardous materials specialists will conduct surveys of the six structures prior to demolition. Based on preliminary building observations, a certified contractor estimates $100,000 in asbestos abatement costs for the six buildings. The funding request allocation is 70% RPF and 30% Part 201 based on the following: - 284 River Street, Former House of Flavors Building (Part 213) - 294 River Street, Office building (Part 213) - 285 River Street, American Cleaners (Part 201) - 289 River Street, Tackle shop (Part 201) - 295 River Street, Cadillac Plumbing and Heating (Part 213) - 305 River Street, Memory Lane Detailing (Part 213)

VII. ECONOMIC AND REDEVELOPMENT INFORMATION

Capital Investment: Permanent Jobs Created: Full Time = 100 $20-25 Million Part Time = 45 Current State Anticipated post redevelopment SEV: $10 – 12 Million Equalization Value (SEV): $1,189,500 ☒ Is there a developer committed to the project? Yes ☐ No Developer’s Name: Little River Holdings LLC Provide a brief summary of how the redevelopment project will provide an economic benefit to the community: The intersection of River Street and US-31 (Cypress Street) is the gateway to Manistee’s historic, traditional downtown. River Street is Manistee’s main downtown commercial and retail corridor, featuring original brick Victorian storefronts, small locally-owned shops and restaurants, a historic theater, and access points to the city’s Riverwalk. River Street is parallel to the Manistee River, which bisects the city. US-31 is the main north-south route to and through Manistee. Every day, thousands of residents and visitors drive through the intersection at River Street and US-31.

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The intersection is ready for a transformation. An abandoned dry cleaner is on the southwest corner. A blighted, abandoned gas station stands at the northeast corner. At least three properties on either side of US-31, including two riverfront parcels, are known to be contaminated. It is visually uninviting, contaminated, and dilapidated – a classic brownfield. Downtown Manistee can’t truly be a vibrant destination until this gateway intersection is improved.

The proposed Manistee Gateway mixed-use brownfield redevelopment is a transformational downtown project comprised of seven commercial parcels located west of the US-31 and River Street intersection. These contiguous parcels are situated on the north and south sides of River Street between US-31 and Division Street to the west. Little River Holdings LLC owns all seven parcels and is seeking a development partner that shares its vision. Little River Holdings LLC plans to demolish existing structures and construct a 97,000-square foot, 100- room, “boutique” hotel; a conference center; and a marketplace/business incubator with space for food trucks. As part of this project, the City will undertake necessary infrastructure improvements along River Street between Division Street and US-31. Additional public infrastructure enhancements are anticipated to occur along Riverwalk, bordering the project to the north.

Construction will begin in late 2021 and end in early 2023. Redevelopment of this corridor will:

• Create an inviting entrance to the traditional downtown • Offer new lodging, event, office space, and parking • Provide an alluring business incubator setting • Enhance public access to Riverwalk • Improve environmental conditions • Generate $10-12,000,000 in new taxable value upon completion • Create 145 new full- and part-time jobs

DEVELOPER’S EXPERIENCE Provide a brief summary of the developer’s business experience, including any other businesses, terms and conditions of their participation in the project, bankruptcies, and civil or criminal enforcement actions related to environmental violations: The developer is securing a development partner experienced in hotel/event space development. Recent development projects undertaken by Little River Holdings are highlighted below: • Odeno, Fruitport, MI: This is a 300 single family home subdivision development by Little River Holdings. Estimated $60M investment upon final completion. Odeno features miles of nature trails, small parks, gazebos, extra-wide pedestrian-friendly roads, and honors the natural and woodsy overall feel of the land. Little River Holdings worked with Fruitport Schools to acquire the land that was mutually beneficial for the school and Little River Holdings. To date this project has been self-financed by Little River Holdings. • Hillcrest, Manistee, MI: Little River Holdings has a partnership with Hollander Development to create 45 rental apartment units. This is a Low Income Housing Tax Credit project and the Little River Band of Ottawa Indians is the first Tribe in Michigan to win a LIHTC award in the rural set-asides. The Hillcrest project is an estimated $12M investment. The developer has not filed for bankruptcy and has not been subject to environmental enforcement actions.

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DEVELOPER’S PROJECT FINANCING Summarize the sources of your total capital investment and the status of the financing.

☐ N/A – Project does not have a developer Source of Funding Estimated Amount Status of Approval Lending institution - TBD $15,000,000 - $20,000,000 In process Other sources - TBD $5,000,000 In process

TOTAL = $20,000,000 TAX INCREMENT FINANCING (TIF) Will the project use Brownfield TIF? ☒ Yes ☐ No If Yes, identify all sources that apply: ☒ EGLE ☒ MEDC ☒ Local PURCHASE AND DEVELOPMENT AGREEMENTS

Is there a purchase agreement in Yes No ☒ N/A place? ☐ ☐ Status of purchase agreement: The developer owns all the parcels in the development area. Status of development agreement: In process. As a requirement of EGLE funding, is the developer willing to enter into a ☒ Yes No NA development agreement with the ☐ ☐ applicant? ☒ Has the project received site plan ☐ Yes No approval? If no, explain: The development team will pursue local site plan approval upon completion of development plans. SCHEDULE Provide a summary schedule for the completion of the proposed eligible activities: • HMI/Demolition: Fall 2021 to Winter 2022 • Assessment Activities: Fall 2021 to Winter 2022 • Soil transport & disposal: Fall 2021 to Winter 2022 • Vapor mitigation system installations: Summer-Fall 2022 Identify the dates redevelopment is expected to begin and be completed: Estimated Start Date: Fall 2021 Estimated Completion Date: Winter 2023

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VIII. COMMUNITY OUTCOMES

☒ Will existing infrastructure be reused? Yes ☐ No Please describe: Infrastructure will be reused to the extent possible. However, infrastructure improvements will be necessary to facilitate the increased demand for utilities once the development is completed.

Is the community in which the project is located economically ☒ disadvantaged, depressed, or facing other significant challenges? Yes ☐ No If yes, explain: Blight and environmentally-challenged properties at downtown Manistee’s gateway have discouraged developers from investing significant dollars into redevelopment initiatives. The lack of investment and visual condition of the main route into downtown has negatively impacted downtown development beyond these seven properties. The project is also located in an Opportunity Zone, which was created to incentivize investment in low-income communities. Manistee is a Redevelopment Ready Community (the 10th in the state) and a Qualified Local Unit of Government (Core Community).

☒ Does the project fit into the community’s development plans? Yes ☐ No Please explain: The proposed redevelopment will revitalize this corridor with new commercial uses that attract local visitors and tourists. The visual impact alone will help revitalize the entire downtown corridor. The anticipated uses, including a boutique hotel, restaurant, and convention center with event space serve to meet local needs and align with local community planning efforts.

COMMUNITY BENEFITS Provide a brief summary of how the redevelopment project will result in social or other community benefits, including job creation, increased tax base, blight removal, addressing dangerous conditions, placemaking, impact on surrounding properties, etc: The redevelopment will improve the aesthetic and environmental conditions at the entrance to the downtown through blight elimination, elimination of environmental exposure concerns, and enhancement of walkable corridors leading to downtown and along the Manistee River. Equally important, the project will substantially increase the City’s tax base and serve as a catalyst for new investment in neighboring properties. The redevelopment will involve 300 construction jobs. Once complete, the project is anticipated to create approximately 145 new jobs across all the properties. Sixty-seven percent of hotel jobs will be accessible to people with a GED or equivalent. The aim is to provide higher than minimum wage for employees with job and leadership training and advancement opportunities. The developers will work with local and regional educational institutions to provide additional job training, continuing education programs, and hands-on learning and internships. More indirect jobs will be created from increased tourism and year-round activity among the other restaurants and retail.

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IX. LOCAL COMMITMENT

LOCAL CONTRIBUTIONS TO THE PROJECT Describe the local contributions to the project, including but not limited to; other funding sources provided or supported, use of TIF, tax abatements, other grants and incentives, land contribution, reduced purchase price, utility or right-of way work, staff time committed to the project: • Local TIF will be captured for reimbursement of eligible activity costs, including but not limited to assessment, demolition, due care, public infrastructure, and site preparation. A Brownfield Plan will be prepared for approval. • A local bond may be considered to support the project. • The City has invested and will continue to invest staff time to the successful redevelopment of this project.

X. CERTIFICATION

The undersigned, as the representative of the applicant, certifies that the information provided in this application and its attachments is true and complete to the best knowledge and belief of the applicant and the undersigned.

Typed name of Applicant’s Representative Signature

Title Date

Please submit the proposal electronically to

[email protected]

Please call 517-242-9276 with questions.

#mibrownfields

www.michigan.gov/eglebrownfields

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REQUIRED ATTACHMENTS Please complete the following checklist and attach the supporting documentation.

# DESCRIPTION ATTACHED? COMMENTS

1 Budget Table ☒ Yes ☐ No 2 Site Maps: Map(s) showing the location of the project ☒ Yes N/A area, site boundaries, existing structures, ☐ etc. Map(s) showing the location of known Roman: excavation and contaminants, recognized environmental sampling points concerns [including contaminant ☒ Yes ☐ N/A boundaries (when known)], and contaminant concentrations.

Map(s) showing proposed development in ☒ Yes N/A relation to contaminants. ☐ Save to application folder Map(s) showing site development plans. ☒ Yes ☐ N/A

3 Analytical data summary tables. ☒ Yes ☐ N/A

Agreements 4 Yes ☒ N/A Purchase Agreement ☐

Development Agreement Draft in process. ☐ Yes ☐ N/A

Site Photos 5 High quality, publishable digital photos of ☒ Yes N/A the site. Please also provide these ☐ electronically in jpg format. Describe other attachments provided: 6 Attachment XX is a summary of each site organized by development area, and includes ownership history and UST information per the application questions IV and VI.

BUDGET TABLE Provide the project budget in the table below. Change, add, or delete activities as appropriate for the project. Column specific notes provided below table. Column Specific Notes:

EGLE RPF Grant: This funding can only be used for Refined Petroleum Fund related contamination. Talk to your brownfield coordinator to confirm appropriate funding source.

EGLE 201 Grant: This funding can be used for non-petroleum sites. Talk to your brownfield coordinator to confirm appropriate funding source. EGLE Loan: This funding can be used for refined petroleum or non-petroleum sites with redevelopment potential. Tax Increment Financing (TIF) tied to EGLE Loan: If TIF is proposed to reimburse the loan, that portion of the TIF will also be reflected in the loan amount. Other TIF: Any TIF dollars that will NOT be used to reimburse the EGLE loan, including non-EGLE TIF would be reflected here. Local Funds: Any funding the community is contributing to the project. Developer Funds: Funds the developer is investing into the project. Other: Include other federal, state, private, etc. dollars that are not already reflected. Proposed Funding Mechanism

TOTAL Other TIF (not TASK (Activity) EGLE RPF EGLE 201 TIF tied to Local DDA Developer Funds Other Funds Expected Cost EGLE Loan tied to EGLE Grant Grant EGLE Loan Funds (public) (private) (list sources) Loan) Assessment/Investigation

Site assessment (Phase I/II) $ 6,000 $ 3,000 $ 3,000 $ 40,000

Baseline environmental assessment (BEA) $ 10,000 $ 5,000 $ 5,000 $ 10,000

Hazardoud materials survey $ 10,000 $ 7,000 $ 3,000

Due Care Planning $ 25,000 $ 12,500 $ 12,500

Other assessment activity $ 100,000 $ 50,000 $ 50,000 $ 50,000

Demolition/Abatement

Demolition $ 200,000 $ 140,000 $ 60,000

Abatement $ 100,000 $ 70,000 $ 30,000

Other demolition/abatement activity

Due Care

Transport/disposal of contaminated soils $ 500,000 $ 150,000 $ 350,000

Vapor mitigation system $ 175,000 $ 50,000 $ 125,000

Other due care activity - dewatering

Response Activity Excavation/transportation/ disposal of contaminated soils

Other response activity

Subtotal $ 1,126,000 $ 487,500 $ - $ 638,500

Contingency (up to 15% of grant/loan) $ 168,900 $ 73,125 $ - $ 95,775

3rd Party Environmental Oversight (up to 5% $ 64,745 $ 28,031 $ - $ 36,714 of grant/loan)

Administration (up to 3% of grant/loan) $ 38,847 $ 16,819 $ - $ 22,028

EGLE Project Sign (grant/loan requirement) $ 500 $ 500

Grant Closeout Report (grant/loan $ 2,500 $ 1,250 $ 1,250 requirement)

Remaining project costs: Site preparation, $ 6,000,000 $ 3,000,000 $ 20,000,000 infrastructure, streetscaping, construction

TOTAL $ 1,401,492 $ 607,225 $ - $ 794,267 $ - $ 6,000,000 $ 3,000,000 $ 20,100,000 $ -

NOTE: If grant/loan funded activities are planned to be performed by the project developer’s consulting firm, EGLE expects that the applicant will hire its own environmental oversight professional. Exceptions will be considered in low-risk situations on a case-by-case basis. The environmental oversight professional’s fees are eligible for reimbursement with the proposed grant or loan. Please include an environmental oversight professional in the budget if applicable. SITE OVERVIEW