Official Minutes of the Manassas Park Governing Body Meeting Held on Tuesday May 8, 2007

OFFICIAL MINUTES OF THE SPECIAL MEETING OF THE MANASSAS PARK GOVERNING BODY HELD ON TUESDAY, JULY 31, 2012 AT 7:00 PM AT MANASSAS PARK CITY HALL, ONE PARK CENTER COURT, MANASSAS PARK, VIRGINIA

1. Roll Call: Frank Jones, Mayor Bryan E. Polk, Vice Mayor Keith Miller William J. Treuting, Jr. Suhas Naddoni Preston Banks Brian Leeper

Absent: None

Staff Present: Lana A. Conner, City Clerk Dean Crowhurst, City Attorney James Zumwalt, City Manager

1. Approval of Agenda:

MOTION: Councilmember Treuting moved to approve the amended Agenda. SECOND: Councilmember Miller VOTE: Unanimously passed

2. Moment of Silence/Pledge of Allegiance

3. Consent Agenda: 3a Approval of July 17, 2012 Minutes

MOTION: Councilmember Treuting moved to approve the Consent Agenda as presented. SECOND: Councilmember Miller VOTE: Unanimously passed

4. Rezoning REZ#12-06, Park Place – Digital Park: Public Hearing held July 17 2012:

City Manager: This is property between Railroad Drive and Digital Drive along Manassas Drive. This rezoning will allow residential development of 305 apartment units and two phases of commercial development; 20,000 square feet of commercial and retail on the corner of Railroad Drive and Manassas Drive facing Railroad Drive and across the street on two parcels a projected 38,000 sq. ft of subsequent commercial. City Attorney: The revised proffers are dated July 31, 2012. There is one change that has to do with timelines. These timelines start once closing on residential is completed. The retail component depends on certain element being done specifically the entrance way into the site, and the retaining walls. Proffer 5.2: Phase I Commercial Commitment: shall be completed within thirty (30) months (increased from 24 months). The city has $1,000,000 instead of $500,000 in escrow to ensure construction of commercial building. The applicant has proffered to pay the entire $4.56 million dollars in cash proffers up front. The proffers are no longer contingent on certificate of occupancy. They have agreed to give up to a fifteen (15) foot conservation easement between Haverhill Apartments and the retaining walls for the Oxford Residential component and retail component. All of this is contingent upon closing. All proffers should come into the city within 2013.

MOTION: Councilmember Treuting moved to approve Rezoning 12-06 with revised proffer statement dated July 31, 2012. SECOND: Councilmember Miller Councilmember Polk stated he would not support this project. The proposed zoning and suitability for City Center and the fact there is a specified type and there are some allowances for PUD and he does not feel it needs those allowances.

Councilmember Naddoni stated he would not support this project. Except for the proffers increasing to $1,000,000, his other concerns have not been addressed. A big concern is traffic. He feels that traffic issues will get worse on Manassas Drive and Route 28. With these projects we are adding more and more traffic.

Page Two Governing Body Meeting July 31, 2012

We have four signals between Andrew Drive and Euclid Avenue not including railroad crossing which tonight broke and caused a traffic nightmare. He believes the left turn onto Manassas Drive is unsafe. The schools projected a capacity of 3,565 and fall enrollment of 3,120 a capacity availability of about 440 students. We are not taking into account the organic growth from 2012 fall enrollment until these three projects are completed which is estimated to be 200 additional children. We have added about 72 children each year. We need a better timeline. B-2 zoning, MU-D, and PUD zoning differences: Proffer statement (July 31, 2012) lists prohibited uses on the property. Councilmember Naddoni read some businesses that can be on that property under current zoning. The City Attorney stated PUD District allows anything in the B-2 or B-1 except for the uses they proffered out. Anything you can do there now you could do there with this approval except those things proffered out. You now have control over the architecture, and unified development. Councilmember Naddoni would like to see this postponed. We don’t have any more land available for commercial.

2013 Budget: Page 7: We adopted a financial plan through 2020 which defined projected tax rate and how we build our fund balance. This project will give the city a temporary infusion of cash no long term sustainable source of revenue. The mayor disagreed and stated there is long term sustainable income from the fact the property is developed. There is long term income from additional residents and all Governing Body members agree that the 2013 budget is a barebones budget.

Councilmember Banks stated he would not support this project: We have a relationship issue between Governing Body and residents. The water rate issue was harmful. They think the Governing Body neglects them. He has heard the residents don’t want this project. They reminded him why he was elected and that was to bring business into the city. Approval would disconnect the citizens even more. Listen to the citizens.

Councilmember Leeper will not support this project. We have two approved projects that have not broken ground. We need to wait to see the effects of those two projects. These projects may start at same time and what effect will that have on traffic.

Mayor Jones stated we have several issues. He has talked with several hundred residents over the past couple of weeks and they are concerned about the water rates. Our lack of action on approving a project like this with the impact that it will bring will assure we sustain high water rates instead of being able to take the tap fees to offset the capital projects that we have to fund and be able to bring that water rate down. We have a looming debt service as we move into out years and the impact to our cash flow situation that the cash infusion brings and what this can mean in terms for potential for tax rate reduction going forward. That land has set vacant for many years without a viable alternative and now we have a strong viable alternative. We have met with the developers and heard the various aspects. It means we go back to ground zero. Consider what it does to city reputation as we go forward in terms of any future development. The Mayor stated there are some equally unattractive things that could be built on this property as a by right use such as warehouses. He is asking the Governing Body to consider some of the long term other impact that nobody has talked about. According to the City Engineer, the Manassas Drive roadscape is able to handle the associated traffic flow of the three developments. The intersection at Euclid Drive is set for re-engineering and Manassas Drive/Route 28 intersection is not a city problem but a countywide problem. Projects don’t stop because of traffic on Route 28. You are denying the revenue and set the city back and cost the taxpayers in terms of future opportunities for tax income and not to draw down water bill. VOTE ROLL CALL: Yes, Miller, Treuting, Jones No: Polk, Leeper, Naddoni and Banks

Page Three Governing Body Meeting July 31, 2012

5. Vacation of Right-of-Way along apportion of Manassas Drive: Public Hearing Held July 17 2012:

Consensus of Governing Body to strike from the agenda pending further information from applicant.

6. WAI#12-07, Height Waiver for Park Place @ The Station: Public Hearing held July 17 2012:

Consensus of Governing Body to strike from the agenda pending further information from applicant.

7. Ordinance 12-1700-931 Amend City Code Sec 31-31, Fence & Visual Obstructions: Public Hearing held July 17 2012:

MOTION: Councilmember Miller moved to approve Ordinance amending Section 31-31 as presented. SECOND: Councilmember Treuting VOTE ROLL CALL: Unanimously passed

8. PPEA (Virginia Public-Private Education Facilities and Infrastructure Act of 2002) Negotiations: Public Hearing held July 17, 2012:

The City Attorney stated they are recommending to the Governing Body that they accept the EPI Partner proposal and authorize City Staff to negotiate an Interim Agreement to be brought back in August. This proposes to give city a new city hall in the railroad professional building plus $4,000,000 in return for land that the city owns. It is a barebones concept at this time. If approved staff would move forward with an interim agreement to be brought back to the August 21, 2012 agenda. If Governing Body approved the Interim Agreement, they would negotiate for the Comprehensive Agreement. The only thing you are committing to tonight is continuing discussion with the proposer. The City Attorney stated the proposal is a grand scheme of what they want to do but staff will start working out the details when they get to the Comprehensive Agreement. The Mayor stated if we move forward from the Interim to the Comprehensive Agreement we will need Worksessions to get to the detailed agreement.

MOTION: Councilmember Miller moved to authorize Staff to move forward to work on the Interim Agreement negotiations. SECOND: Councilmember Banks VOTE: Unanimously passed

9. Sale: Parcel A1-1 (2.56703 acres), Park Center and Parcel B (5.56618 acres): City Attorney: Public Hearing held on July 17, 2012:

The City Attorney has submitted a redline version (that compares the latest version to what the City Attorney sent to Governing Body yesterday) of the proposed purchase and sales agreement presented by EMSI Engineering, Inc., for $354,283.00. EMSI is a partner with EPI Partners. EMSI would like to move forward with this part of the PPEA proposal. This would be a stand alone contract although it was conceived as part of the PPEA proposal. They had a real concern with the re-purchase rights (Section 13). The maximum amount of time is seven years assuming the lender conditions start to apply with the project. The owner needs about thirty six months from building permit approval to guarantee the building is up and running. In order for them to get a loan we have to make it palpable to potential lenders. They have a strong incentive to move forward and complete this project. The parcel he wants to build on first is at the end of Market Street. They will make a determination on what they want to build on the land that abuts Euclid Avenue. This agreement is very workable. The owners were present to answer any questions. The EMSI Attorney has not reviewed this agreement and City Attorney is asking for approval subject to final changes that might be made and if any substantive changes are made will come back to Governing Body for approval but allow the City Attorney to make minor changes as EMSI attorney requests. The applicant accepts this change. 20952

Page Four Governing Body Meeting July 31, 2012

The City Manager stated that in communities where the goal is to bring jobs to the community particularly in southeastern states it is very common to use public funds to buy land turn it into thing like an industrial park with all of the amenities and then sell that asset at less than market value and sometimes less than what the public entity put into it to acquire it and prepare it for settlement. This usually built the economic base of the community. You have to be aware that this is not always successful but in most cases it works for the entity.

Councilmember Naddoni stated he took the information that staff provided and has concluded he will not support the proposal to sell this land. The two parcels are about eight acres of land and are assessed at $5.5 million dollars. We are selling it for less than ten percent. We will not see this building come on line at least until 2016. The revenue projection adds up to about $600,000 to 2020. The future cash value of this for its life is approximately $1,035 million dollars. The city will not recoup the $5.5 million dollar assessed value. We are giving away this land hoping it will bring in jobs to the city spurring economic development. Back in 2007/2008 we went through foreclosures. All the properties that were sold for a less amount of money depreciated the value of all the properties, and all the homes in the city. By selling this property, we are decreasing the property value of all the other lands. We put together an incentive plan for real estate tax exemption but have not advertised it. He believes if it is advertised you might have more interest.

Councilmember Miller thanked EMSI Partners for the interest in Manassas Park and what they presented. If we had a booming economy and people were vying for it he would take it to the highest bidder with the best project. It is not where we are today. He thinks this project will be a win/win for both of us and we keep it open and honest and do the things we are talking about. We show the outside world what a great group of developers and partners can do inside the city and why Manassas Park is a great place to come and thrive with your business and development; residential or commercial. He hopes he gets the opportunity to work with this business.

Councilmember Treuting stated there are parts of this proposal we need to stimulate the economic development of the city. The owners of downtown City Center indicated they needed additional parking spaces. This proposal provided a parking structure for the proposed building as well as providing 40 additional parking spaces for downtown. This will be a first class building and will bring in new businesses. He supports this project. He finds it ironic that we are criticizing the rules that we put in place for economic development as taking away from what we are doing when in reality what we are looking at doing was this type of project as a long term investment and long term contribution to the city. We keep talking about the value of the property but the value is only as good as what the buyer is. We did not spend $5 million for that property nor will we ever get close to that amount.

Councilmember Banks stated he concurs with Councilmember Miller and Councilmember Treuting. It sets the right tone that we want business here.

Councilmember Polk stated he concurs as well. He acknowledged Councilmember Naddoni points. Councilmember Miller stated those numbers wouldn’t pencil out in a great environment. This is a commitment to the vision that the city has in terms of mixed use downtown. It is an appropriate use in that environment that is actually speced out as far as how it will be used. The timelines and commitments seem reasonable.

Mayor Jones stated while this is a separate action it is a part of what could be depending on how we move forward with the PPEA the larger component of the PPEA. There are values that are associated with that which will address the difference between the sale value today and what could be the value as we move forward with PPEA and offerings of cash proceeds as we go past interim agreement into comprehensive agreement if we get to that point.

Page Five Governing Body Meeting July31, 2012

In reference to Councilmember Naddoni comments, the time point of money was based on the value of the property as the property stood. There are considerations associated with not only time value of money but time value of equity and appreciation value of equity that are not in the math that talks about value as the property is developed and structures are in place and there are businesses in place that are generating revenue and proceeds that are not in the computation. He supports this project.

MOTION: Councilmember Miller moved to approve contract subject to final changes that might be made and if any substantive changes are made will come back to Governing Body for approval but allow the City Attorney to make minor changes as EMSI attorney requests subject to final review and approval by City Attorney. SECOND: Councilmember Polk VOTE ROLL CALL: Yes: Polk, Leeper, Miller, Banks, Treuting, Jones No: Naddoni

The joint meeting with School Board scheduled for August 6, 2012 has been deferred to September because some of the issues to be discussed are no longer on the table.

9. Manager Report: a. National Night out will be held August 7, 2012 b. 2013 budget has been published and provided to Governing Body c. Contract with HDR has expired. If we proceed with PPEA we will need to go out for a RFPs on a consultant. Advertisement for the RFP will go out this week

10. Closed Meeting State Code of VA Freedom of Information Act: Sec 2.2- 3711a: NO CLOSED MEETING 11. Return to Open Session 12. Certification & Action out of Closed Meeting if Necessary

No closed meeting held.

13. Adjournment:

The Mayor adjourned the meeting at 7:48 pm.

Approved August 21, 2012

______Frank Jones, Mayor

______Lana A Conner