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HomeMy WebLinkAboutPC 09-03-14 Meeting AgendaCOUNTY of FREDERICK Department of Planning and Development 540/ 665-5651 Fax: 540/ 665-6395 Eric R. Lawrence, AICP Director 107 North Kent Street  Winchester, Virginia 22601-5000 MEMORANDUM    TO:  Board of Supervisors members    Planning Commission members    County Administrator    FROM:  Eric R. Lawrence, AICP, Planning Director    SUBJECT: September 3, 2014 Application Briefing/Work Session        DATE:  August 22, 2014      The Planning Commission will hold a Staff Application Briefing/Work Session on  Wednesday, September 3, 2014 at 7:00PM in the Board of Supervisors Meeting Room, 107  N. Kent Street, Winchester, Virginia.  The Board of Supervisor members are encouraged to  attend and participate.    The Application Briefing is an opportunity for the Planning Commission and Board of  Supervisors to learn about an application deemed complicated and warranting detailed  explanations.  Enabled per the Planning Commission’s Roles and Responsibilities, the  briefing is to apprise the Commissioners and Board members regarding the details of the  application, both those items that meet the ordinance and those that do not.  This provides  the opportunity for the Commission and Board to have a common understanding of the  application prior to public hearing.    The application that will be discussed during this staff application briefing is the recently  submitted Heritage Commons rezoning application.  An overview and evaluation of the  application and agency comments is attached.     Please contact staff should you have any questions.  Thank you.        Attachment: Heritage Commons Application Briefing Package  Contents on pages to follow: Staff Application Briefing – Heritage Commons rezoning application overview Location Map Staff Briefing Report content Current Zoning of Site Comprehensive Policy Plan Potential Impacts Fiscal Impacts Transportation Impacts Agency Review Comments Proffer Statement review Design Modifications Document Use, Density, Mix Capital Facility Impacts Multi-Modal Transportation Improvements Stormwater Quality Measures Recreational amenities Comprehensive Plan Conformity Phasing Heritage Commons Application content Application Proffer Statement Market and Fiscal Impact Analysis Russell 150 proffers (proffers of record, approved in 2005) Comparison Table STAFF APPLICATION BRIEFING – HERITAGE COMMONS Staff Contacts: Candice E. Perkins, AICP, Senior Planner John Bishop, AICP, Deputy Director - Transportation Prepared: August 21, 2014 The Staff Briefing, scheduled for September 3, 2014, offers an opportunity for staff to review with the Planning Commission and the Board of Supervisors the details of a complex application. This briefing benefits the Board, Commission, and applicant, as details of the complex application may be reviewed and clarified, and concerns expressed. Unresolved issues concerning this application are noted throughout this report. Overview The Heritage Commons rezoning is a complicated application involving commercial, residential, and an extensive proffer/modification document. In keeping with the Planning Commission’s Roles and Responsibilities, the Staff Application Briefing has been utilized to apprise the Commissioners regarding the details of the application, including those items that meet the Comprehensive Plan and associated ordinances, and those items that do not. The Heritage Commons rezoning application is a request to use the R4 zoning district, with modifications and proffers, to achieve a mixed use development of 1,200 residential units and 700,000 square feet of commercial uses. The project is located on the 150 acre property commonly known as Russell 150, located west of the intersection of Front Royal Pike (Route 522) and Airport Road (Route 645). The 1,200 residential units include 1,050 multifamily units and 150 townhomes. The 700,000 square feet of commercial uses include 100,000 retail and 600,000 square feet office. Through the application’s design modification document, efforts are being made to enable the project to be an urban center-type development with mixed uses in single buildings, higher residential densities, reduced setbacks, and no buffers between uses. While the land uses shown with Heritage Commons rezoning application are generally consistent with the 2030 Comprehensive Plan (with the exception of landbay 3), the application does not adequately address the impacts associated with this request; in particular, the transportation and fiscal impacts. The following items warrant discussion during the Staff Application Briefing, and ultimately should be addressed to the satisfaction of the Planning Commission and Board of Supervisors: 1) Many of the Review Agency concerns and comments remain unaddressed. 2) The fiscal impacts associated with the residential uses proposed on the property have not been satisfactorily addressed. 3) It should be evaluated whether the transportation improvements proffered by the Applicant are adequate to address the impacts generated by this rezoning request and will facilitate the long range transportation goals of the Comprehensive Plan. 4) The lack of proffered phasing of the commercial land uses with the residential uses results in limited if any revenue to offset the residential impacts. 5) The Comprehensive Plan designates the area in landbay 3 with employment land uses not residential uses as proposed by the rezoning application. CITY OFWINCHESTERSubdivision WINCHESTERREGIONAL AIRPORTSubdivision AIRPORTBUSINESS CENTERSubdivision PRESTONBUSINESS PARKSubdivision PRESTONPLACESubdivision WINDY HILLSubdivision 01522 §¨¦81 §¨¦81 ST645 ST645 ST645 ST644 MUSK O K A C T SULGRAVE CT LONGVI E WAVE BRO A D V I E W S T CAST L E B R I D G E C T AVI A T O R P L LEAFIELD CT ROYA L S T PREMIE R P L NETHERFIELD CT ROY A L A V E CIRC L E D R AIRPORT RD FRON T D R WIN C R E S T D R IMPE R I A L S T BRIG S T O C K D R LONGCROFT RD ELMWOOD RD SUPE R I O R A V E P A P E R M I L L R D BUFFL I C K R D F R O N T R O Y A L P I K E REZ0214 REZ0214 REZ0214 63 A116C 63 A116C63 A 118 63 A126A 63 A 124 63 A116A 64 A 18 64 A 18A 64 A 17 64C 2 3 64 A 4464 A 44 64C 2 45 64 A 40P 64C 2 4964C 2 5064C 2 5164C 2 52 63 3 B 64 A 16 64C 2 6 64C 2 464C 2 5 64C 2 11 64C 2 3364C 2 3464C 2 36 64C 2 3764C 2 38 64C 2 4164C 2 42 63 A 120 63 A 121 63 A 125 64C 2 764C 2 8 64C2 12 64C 2 13 64C 2 2664C 2 27 64C 2 2964C 2 3064C 2 31 64C2 32 63 A121A 63 A 119 64C A 1664C A16A 64C2 14 64C 2 15 64C 2 16 64C 216A 64C 2 1764C 2 1864C 2 1964C2 20 64C 2 2164C 2 22 64C2 23 64C2 24 63 A 122 63 A 123 64C A13A 64C A 14 64C A 15 63 A122A 63 A123A 64 A 15 64 A 45 64 A 45N 64 A 12 64 A 14 64C A 13 64C A 11 64 A45B 64 A 45B 64CA 10 64CA 9 64C 1 15 64 A45K1 64 A 45F 64 A45K8 64 A45K4 64C A 7 64 A45K11A 64 A45K12 64 A45K7 64 A 45H 64 A 45H 64 A 45C 64 A 45D 64C A 364C A 4 64BA 9064B A 9264C A 164C A 2 63 A 150 64 A 10 64B 4 39 64 A 45E 64B A 8964B A4 91 64B A 8664BA 85 64B A54A 64B A 54 64B 4 3564B 4 3764B 4 38 64B 4 1164B 4 13 64BA 87 64B A87A 64B A 88 64B A 84 64B A1 58 64B A 56 64BA 57 64B A54B 64B A 55 64B 4 2964B 4 30 64B 4 32 64B 4 264B 4 14 64B 4 1 64B A 83 64B A 6364B A 61 64B A 5964B A 60 64B A 4664B A 47 64B A 49 64 A 1164B 4 F 64B A 73 64B 4 H64B 425J64B 4 26 64B 4 A 64B 4 2064B 4 22 64B A 81 64B A 78 64B A 8264B A 3 79 64BA 68 64B A 6664B A 67 64B A 64 64B A 65 64B A 40 64B A 4164B A 43 64B A 44 64B A 4564B A 4864B 4 D64B 4 E 64B A 80 64B A 7564B A 7664B A 77 64B A 38 64B A41A 64 A10A 64B A 74 64B A 3664B A 37 64B A33B 64B A 39 64 A 9 64 A 9D 64 A 9C 64BA 72 64B A33A 64B A 34 64 A 88 64B A73B 64 A 9B 64 A 9E 64B A 31 64B A 32 64B A 30 64B 2 164B 2 264B 2 3 64 A 5 64 A 7 64 A 8 64B A 21 64B A 2364B A 24 64B A 2564B A 28 64B A 22 64 1 A2 64 A A464 1 A164B A 20 64B A 26 64 A 4H 64 A A Applications Parcels Building FootprintsB1 (Business, Neighborhood District) B2 (Business, General Distrist) B3 (Business, Industrial Transition District)EM (Extractive Manufacturing District)HE (Higher Education District) M1 (Industrial, Light District) M2 (Industrial, General District)MH1 (Mobile Home Community District) MS (Medical Support District) OM (Office - Manufacturing Park) R4 (Residential Planned Community District) R5 (Residential Recreational Community District) RA (Rural Area District) RP (Residential Performance District) I Note:Frederick County Dept ofPlanning & Development107 N Kent StSuite 202Winchester, VA 22601540 - 665 - 5651Map Created: August 15, 2014Staff: cperkins F R O N T R O Y A L P I K E P A P E R M I L L R D AIRPORT RD BUFF L I C K R D SHAWN E E D R TEVIS ST SUMMI T A V E SUPE R I O R A V E FRONT D R LONG V I E W A V E PLE A S A N T V A L L E Y R D FR O N T R O Y A L P I K E BATTAI L E D R GRA C E S T SEC O N D S T LONGCROFT RD IMPERI A L S T COVE R S T O N E D R FIRST S T ROYAL ST BALD W I N S T AD M I R A L B Y R D D R ELMWO O D R D BROA D V I E W S T JU D Y D R BRUC E D R CI R C L E D R WINDY HILL LN PREMIER PL RO Y A L A V E R U S S E L C R O F T R D BRA D F O R D C T ME W S L N A L L S T O N C I R P A P E R M I L L R D REZ # 02 - 14Heritage Commons, LLCPINs:63 - A - 150, 64 - A - 10,64 - A - 12 REZ # 02 - 14Heritage Commons, LLCPINs:63 - A - 150, 64 - A - 10,64 - A - 12 0 840 1,680420 Feet Staff Application Briefing – Heritage Commons August 21, 2014 Page 2 Current Zoning of the Site The 150 acre site is composed of 3 parcels (64-A-10, 64-A-12, and 64-A-150) which were rezoned in 2005 from the RA District to the B2 and RP Districts with Rezoning Application #01- 05 for Russell 150 with proffers. The proffers approved with Rezoning #01-05 are attached. The application seeks to rezone the site to the R4 (Residential Planned Community) Zoning District. Comprehensive Policy Plan Land Use The parcels comprising this rezoning application are located within the County’s Urban Development Area (UDA) and Sewer and Water Service Area (SWSA). The Urban Development Area defines the general area in which more intensive forms of residential development will occur. In addition, The Heritage Commons property is located within the Senseny/Eastern Frederick Urban Area Plan. The Land Use Plan calls for the area north of Buffalo Lick Run and between I-81 and the future Warrior Drive to be developed with Employment land uses and the area south Buffalo Lick Run for High-Density Residential. Areas planned for Employment land uses area are envisioned to allow for intensive Retail, Office, Flex-Tech, and/or Light Industrial Land Use in planned business park settings. The Heritage Commons rezoning allows for commercial uses within all seven land bays: Landbay 1 – 7.51 acres – 100% Commercial Landbay 2 – 8.03 acres – 100% Commercial Landbay 3 – 9.73 acres – 5%-95% Commercial (remainder residential) Landbay 4 – 21.91 acres – 100% Commercial Landbay 5 – 29.91 acres – 10%-20% Commercial (remainder residential) Landbay 6 – 6.83 acres – 100% Commercial Landbay 7 – 59.95 acres – 10%-20% Commercial (remainder residential) It should be noted that landbay 3 is the area located between I-81 and the future Warrior Drive. The Comprehensive Plan calls for employment land uses within this area, and therefore the designation of this area for mixed use and up to 95% residential uses is inconsistent with the Comprehensive Plan. Areas planned for higher density residential development are slated to develop with 12-16 units per acre and would generally consist of a mix of multifamily and a mix of other housing types. This density is necessary to accommodate the anticipated growth of the County within the urban areas and is essential to support the urban center concept identified in the Comprehensive Plan. The Heritage Commons rezoning is proposing to develop up to 1,200 residential units (maximum of 150 townhouse units, 1,050 multifamily units) on approximately 93.59 acres of the property which would equate to 12.8 units per acre within the residential land bays. The types of Rezoning #02-14 – Heritage Commons August 21, 2014 Page 3 residential units and the proposed densities within the project are consistent with the goals of the 2030 Comprehensive Plan and specifically the Senseny/Eastern Frederick Urban Area Plan. Zoning Ordinance – R4 District The R4 (Residential Planned Community) District is a district that allows for a mix of commercial and residential land uses. The district is intended to create new neighborhoods with an appropriate balance between residential, employment and service uses. Innovative design is encouraged. Special care is taken in the approval of R4 developments to ensure that necessary facilities, roads and improvements are available or provided to support the R4 development. Planned community developments shall only be approved in conformance with the policies in the Comprehensive Plan. The R4 District is a flexible district that allows for an applicant to request a number of modifications to the Zoning Ordinance to tailor the requirements to meet the needs of their development. Done properly and in conformance with the Comprehensive Plan, the R4 District can produce a unique and beneficial development for the community. As stated in the intent of the district “special care is taken in the approval of R4 developments to ensure that necessary facilities, roads and improvements are available or provided to support the R4 development”. As currently submitted, the Heritage Commons rezoning application does not provide for the necessary facilities or roads to support the development. Transportation The Frederick County Eastern Road Plan provides the guidance regarding future arterial and collector road connections in the eastern portion of the County by identifying needed connections and locations. Plans for new development should provide for the right-of-ways necessary to implement planned road improvements and new roads shown on the road plan should be constructed by the developer when warranted by the scale, intensity, or impacts of the development. Existing roads should be improved as necessary by adjacent development to implement the intentions of the plan. Warrior Drive and the extension of Airport Road from its current terminus, over Interstate 81, into the City of Winchester are road improvement needs that are identified in the Eastern Road Plan that directly relate to the Russell 150 property. Both are important improvements for the County and the City of Winchester collectively. Warrior Drive in projects to the south of the subject rezoning have provided for a four lane divided/raised median road section. Accommodations for construction of these new major collector roads should be incorporated into the project. Corridor Appearance Buffers The Senseny/Eastern Frederick Urban Area Plan calls for a significant corridor appearance buffer along Route 522 similar to that established for the Route 50 West corridor in the Round Hill Land Use Plan, which consisted of a 50 foot buffer area, landscaping, and bike path. Rezoning #02-14 – Heritage Commons August 21, 2014 Page 4 The Heritage Commons rezoning has not addressed this corridor enhancement. Rezoning #02-14 – Heritage Commons August 21, 2014 Page 5 Potential Impacts Fiscal Impacts The application’s proposed development of 1,200 residential dwellings and 700,000 square feet of office/retail space may have a negative fiscal impact on the county. The proffer statement has not placed any commitments on when the commercial landbays will be constructed. The project could potentially build out the residential landbays without constructing any commercial uses. Therefore utilizing the future potential tax contributions of the commercial landbays to offset the residential landbays without phasing the commercial to be built in conjunction with the residential should carefully be evaluated. This reinforces the Board’s policy of not considering credits as part of the capital facilities evaluation processes. County Development Impact Model The County’s Development Impact Model (DIM) is utilized to project the capital fiscal impacts that a residential development will place on the county over a 20-year period. Through an extensive review in 2013/2014, the DIM policy was reaffirmed that the DIM projection would consider residential capital fiscal impacts and would not consider credits for commercial components of a development proposal. On June 25, 2014, the Board of Supervisors adopted the update DIM for use in FY2014. The following is a breakdown of the projected impacts per dwelling unit for each capital facility. When applied to the proffered residential mix (1,050 apartments and 150 townhouses), the DIM projects negative capital fiscal impacts of $15,347,400. The application does not contain a proffered mitigation proposal to address these impacts. This projection solely considers capital fiscal impacts; operational fiscal impacts are generally much greater (recent analysis indicates expenses of a residential use exceed $100,000 over 20 years). Capital facility Town h Apartment Fire and Rescue $412 $418 General Government $33 $33 Public Safety $0 $0 Library $379 $379 Parks and Recreation $1,332 $1,332 School Construction $11,281 $10,535 Total $13,437 $12,697 Rezoning #02-14 – Heritage Commons August 21, 2014 Page 6 Applicant’s Market and Fiscal Impacts Analysis (MFIA) The applicant has submitted a Market and Fiscal Impacts Analysis (MFIA), authored by S. Patz and Associates, dated October 2013 (copy is attached to this Staff Report). The applicant’s MFIA is based on the development’s proposal of 1,200 housing units and 700,000 square feet of commercial development, including a new Frederick County office building. The 1,200 housing units include 1,050 apartments and 150 townhouses. The commercial space is modeled based on: 220,000 square feet (county office and developer sponsored building); 380,000 square feet office; and 100,000 square feet retail. The applicant’s MFIA evaluates on-site and off-site revenue and expenses at build-out; build-out is projected to occur over a 15 year period. The applicant’s MFIA projects an annual net fiscal benefit of $4,300,000 at build-out. There are a number of concerns with the applicant’s MFIA that should be considered when digesting the applicant’s MFIA’s conclusions. Many of the MFIA’s assumptions are not directly tied to a proffered commitment and therefore do not directly relate to the development proposal. Some of the concerns associated with the applicant’s MFIA include: • The applicant’s MFIA presumes the establishment of a new county office building on site, and associated positive synergies that would be catalysts for on-site commercial and residential demands. This county office building concept would represent 1/3 of the proposed commercial use. A new county office building envisioned for the site is a speculative venture on the part of the applicant. If the county building does not materialize, the demand for office and retail will be significantly hindered. • The applicant’s MFIA models a development scenario that is not proffered. The proffer does not guarantee that any taxable commercial land uses will be constructed, yet the MFIA projects significant revenue generation from these commercial uses. • The applicant’s MFIA states that “At best, Heritage Commons can attract 25,000 square feet of office space per year”, which results in a 15+ year build out (page 37 of MFIA). This statement further clarifies that the commercial land use is speculative, and therefore may take over 15 years to be fully realized. • The applicant’s MFIA states that apartment unit rents would target household incomes of $40,000 (page 27 of MFIA). Yet, the MFIA calculates off-site revenues reflective of on- site residents earning an average of $65,000 (page 38 of MFIA). It might also be noted that the US Census indicates that the average wage in Frederick County in 2014 was $40,117. • The MFIA projects that the residential component of the project could be developed and occupied before 2018 (page 30 of MFIA). The MFIA states that the commercial land use would take more than 15 years to achieve build out. Therefore, residential uses would dominate the site for many years prior to commercial build out and revenue recovery. • The applicant’s MFIA is based on a phasing plan, including 3 5-year phases to add residential and commercial in a fiscally balanced approach over a 15 year period. The proffer does not adhere to this MFIA modeled 3 phase approach. In fact, the proffer enables all residential units to be constructed within the first 6 years, regardless of a lack of commercial development. • The fiscal values are based on build-out, which is projected to be in 15 years. The MFIA fails to discuss the negative fiscal realities if the housing units are front loaded (proffer Rezoning #02-14 – Heritage Commons August 21, 2014 Page 7 indicates a residential build-out within no sooner than 6 years), and commercial fails to materialize. The proffer does not link residential and commercial development; one can occur without the other. • The MFIA uses an apartment Student Generation Ratio (SGR) of .1, while the County’s DIM uses a SGR of .242. The DIM uses the county’s average SGR for new apartments over the past 8 years. • The MFIA utilizes a Cost Per Pupil value of $5,767, while the Frederick County Public School’s budget is based on a Cost Per Pupil value of $9,773. Presuming the applicant’s MFIA revenue projections are accurate, updating the MFIA to reflect more realistic residential costs (SGR and Cost Per Pupil) results in a Net Fiscal Benefit of $2,335,866 at buildout, but this projection would only be achieved when the site was fully developed (1,050 apartments, 150 townhouses, and 700,000 square feet commercial uses). The failure of the proffer to phase the development process as described in the MFIA, and outlined below, will result in significant negative fiscal impacts until such time as the site is fully developed. Traffic Impact Analysis The Traffic Impact Analysis (TIA) on file from the previously approved application projects that the development of 294 single family attached residential units, 264,000 square feet of office use, and 440,450 square feet of retail use would generate 23,177 vehicle trips per day. The report was developed with primary access to the project to be via the proposed western extension of Airport Road which would extend into the City of Winchester via East Tevis Street extended. A secondary access point was modeled from the project onto Route 522. However, the applicant has proffered this second point of access as a potential temporary connection with an interparcel connection to the adjoining property to the south being preferred and ultimate solution. The continuation of East Tevis Street from the property to Route 522 was not modeled in the TIA. The TIA concludes that the traffic impacts associated with the Russell 150 application are from MFIA page 70 Phasing By Use 1st 5 Yrs. 2nd 5 Yrs. 3rd 5 Yrs. Total Apartment Units 300 375 375 1,050 Townhouse Units 100 50 150 Commercial Square Feet 50,000 25,000 25,000 100,000 Office Square Feet 100,000 175,000 175,000 450,000 Rezoning #02-14 – Heritage Commons August 21, 2014 Page 8 acceptable and manageable. It should be recognized that with the exception of the Route 522/50/17 intersection with the Interstate 81 ramp, a level of service “C” is achieved. The above noted intersection is currently operating at a level of service C(F). When the 2010 background is added this intersection is projected to operate at a level of service D(F). The inclusion of the 2010 build-out information results in a level of service D(F). *(*) represents AM(PM) LOS. While the new rezoning application currently being considered did not appear to contemplate a mix of uses that would increase the previously modeled traffic sufficiently to require a new TIA, the numerous additional entrances on the proffered GDP have not been vetted through VDOT and could be cause for concern. Transportation Approach The previous application, as noted on the companion document which compares the two proffer packages, included detailed proffers which dedicated right of way and fully constructed Warrior Drive, Airport Drive Extended, East Tevis Street Extended, and the Flyover Bridge on I-81. These items were funded through the creation of a Community Development Association or CDA. Staff Note: In the time since the previously approved development began to experience difficulty, the County has (of its own volition), secured in excess of $8,000,000 in state funds to match with private dollars to aid in meeting these proffered obligations. The applicant’s proposed proffer package relies upon the GDP graphic to identify the road network that is being committed to and states that the applicant will participate in revenue sharing while noting that the match commitment could be met with a donation of real property. In addition, the detail shown on the GDP image is insufficient to determine what is being committed to or the timelines of said obligations unlike the previous proffer. The GDP also introduces a number of entrances that have not been previously discussed. In addition the commitment of capital in the amount of $3,500 per residential unit, for an approximate total of $1,000,000, has been removed along with the commitment to bicycle facilities along the roadways. Finally, based on the GDP and the new written proffers it would appear that the applicant’s commitment to connecting Warrior Drive to the south as called for in the Comprehensive Plan is much reduced from the previously approved proffer package. In summary, while we acknowledge that with the failure of the CDA, some form of update in the proffer language is likely needed, the current proffers are inadequate and quite vague compared to the previous package which was very specific in the commitments being made and the triggers for implementation of those improvements as well as including significant capital contributions. In addition the proffers specifically state the County acknowledges that the current proposed road network is ‘substantially similar’ to the one approved in the previous package. With the reduced Rezoning #02-14 – Heritage Commons August 21, 2014 Page 9 commitment to Warrior Drive and the lack of detail on the GDP, this determination cannot be made at this time. AGENCY REVIEW COMMENTS: Virginia Dept. of Transportation (Dated September 18, 2013): The documentation within the application to rezone this property appears to have significant measurable impact on Route 522. This route is the VDOT roadway which has been considered as the access to the property referenced. VDOT is NOT satisfied that the transportation proffers offered in the Heritage Commons Rezoning Application dated September 5, 2013 address transportation concerns associated with this request. The lack of detail in this rezoning request raises numerous questions that will need to be addressed prior to VDOT support of this rezoning request: The request fails to mention how the proposed development trip generation compares to the previous Russell 150 TIA. There is not a clear detail (trip counts or approved site plans, etc.) as to when road facilities are to be constructed. The proposed bridge over Interstate 81, signals, as well as other on-site/off-site traffic facilities are not clearly identified as being a responsibility of the developer. Are the roadway typical cross-sections/right-of-way widths to remain as detailed in the original Russell 150 MDP? Constructed Warrior Drive needs to be shown extended all the way to the southern property line. Warrior Drive is a critical part of the Frederick County Transportation Plan. The developer could build it in phases, but it is a requirement for the streets to be eligible for acceptance into the Secondary System. The location shown in Exhibit “A” for Warrior Drive would cause the most damage to the Buffalo Lick Run wetlands when the road is extended as it is shown crossing the widest section of the wetlands. The current Exhibit “A” lacks the details of how Land Bay VII & VIII are to access a public highway. There is no mention of an inter-parcel connections with the adjacent property owners/developments. Rezoning #02-14 – Heritage Commons August 21, 2014 Page 10 Fire Marshal: Plans approved dated 9/20/13 Frederick-Winchester Service Authority (Dated September 9, 2013): No comments Public Works Department (Dated September 20, 2013): We have completed our review of the proposed rezoning application for Heritage Commons and offer the follow comments: Refer to the amended proffer statement, page 4, and paragraph 4, multi-modal transportation improvements: Expand the narrative to adequately describe the road network that will be installed by the owner. Also, revised the Generalized Development Plan included as proffer Exhibit “A” to adequately depict the road network that will be responsibility of the owner outlined on this rezoning application. For example, the GDP does not clearly indicate that the bridge over I-81 is the total responsibility of the owner. The amended proffer indicates that there will be a new design and installation that will occur as a result of a Revenue Sharing Agreement entered into by and between the Virginia Department of Transportation (VDOT) and Frederick County. This statement should be revised to indicate that this opportunity may be a potential possibility, but does not relieve the owner of the ultimate responsibility for installing the road network ultimately approved in this rezoning application. Refer to Modification #8, Phasing: Phasing will be critical to the impact of this development on the services provided by Frederick County. Without phasing accountability, the actual financial impact cannot be realistically modeled. It could conceivably be possible to develop the entire residential component of 1,200 units without developing any of the commercial development. This occurrence would have a significant negative impact on Frederick County. Refer to Impact Analysis, Assumption for Development Program, Item #1: the tabulation of assumptions indicates that table #1 was based on 1,000 housing units. The narrative furnished with the revised proffer statement indicates that the proposed development will included 1,200 units. Rectify the conflict in the number of residential units. Sanitation Authority (Dated September 16, 2013): Per your request, a review of the proposed rezoning has been performed. The Frederick County Sanitation Authority offers comments limited to the anticipated impact/effect upon the authority’s public water and sanitary sewer system and the demands thereon. The parcel is in the water and sanitary sewer area served by the authority. Based on the location both water service and sanitary sewer service is available. Sanitary sewer treatment capacity at the waste water treatment plant is also presently available. Sanitary sewer conveyance capacity and layout will be contingent on the applicant performing a technical analysis of the existing sanitary sewer system within the area to be served and the ability of the existing conveyance system to accept additional load. Likewise, water distribution capacity will require the applicant to perform a technical analysis of the existing system within the area to be served to determine Rezoning #02-14 – Heritage Commons August 21, 2014 Page 11 available capacity. Both water and sanitary sewer facilities are located within a reasonable distance from this site. Since certain easements have already been filed, any modifications to the previous existing layout will need to modify the FCSA easement for both water and sanitary sewer. In addition, any material exposed to weather and contemplated to be used will require manufacturer certification as integrity of the material to be used in constructing either the water or sanitary sewer system. Please be aware that the Authority does not review or comment upon proffers and/or conditions proposed or submitted by the applicant in support of or in conjunction with this application for rezoning, nor does the Authority assume or undertake any responsibility to review or comment upon any amended proffer and/or conditions which the Applicant may hereafter provide to Frederick County. Frederick County Department of Parks & Recreation (Dated September 30. 2013): Park and Recreation would prefer trail along Buffalo Lick Run to have a public easement with the Home Owners Association responsible for care/maintenance rather than county ownership. The trail would appear to just serve residents of development. Proffer alludes to recreation amenities presumably to be built as required by ordinance. Recreation amenities to be proffered as part of the rezoning should be stated as such. The 2005 proffer currently in force indicated “10-foot wide asphalt lanes separate from the vehicular travel lane” (p.4) on all interior roads. This has been dropped in the current proffer statement. Separate 10’ shared-use paths should be constructed along all interior roads and on Rt. 522 property frontage. It is unclear if applicant is proffering “pedestrian trails and/or sidewalk system” beyond those required by ordinance. Multi-modal connectivity between residential, recreation, and commercial areas should be constructed. All multi-modal transportation accommodation should meet VDOT standards for construction. Multi-modal accommodation should be incorporated into I-81 flyover bridge construction. The development does not appear to offer the monetary resources needed to offset the impact the residents of this development will have on the Parks and Recreations services provided by the County. Staff Note: The trails along Buffalo Lick Run are now intended to be owned by the HOA and have public access. Recreational amenities are already an ordinance requirement because of the housing type and lot size. Sidewalks are currently required along both sides of all streets. Only the inclusion of the trail goes beyond ordinance requirement. Monetary contributions have not been addressed. Winchester Regional Airport: Please see attached letter dated October 10, 2013 Serena Rezoning #02-14 – Heritage Commons August 21, 2014 Page 12 Manuel. Frederick County Public Schools (Dated: October 4, 2014): Frederick County Public Schools has review the Heritage Commons rezoning application submitted to us on September 9, 2013. We offer the following comments: It is noted that there are no cash proffers and that the applicant’s consultant used and impact calculation different from the County’s Development Impact Model. This calculation used student generation rates that do not match our data and financial information regarding FCPS that is incorrect. Please refer to the County’s Development Impact Model for student generation rates based on our data. The FCPS budget document is available online for correct financial information. The FCPS budget for fiscal year 2013, total for all accounts, was $160,949,463. We spent $9,773 per student in FY2011. The cumulative impact of this development and other developments in Frederick County will require construction of new schools and support facilities to accommodate increase student enrollment. We estimate that the 100 single-family attached units and 900 multi-family units in this development will house 246 students: 64 high school student, 54 middle school students, and 128 elementary school students. In order to properly serve these additional students Frederick County Public Schools would spend an estimated $2,568,000 more per year in operation costs(or $2,568 average per unit per year) and an estimated $9,055,000 in one-times capital expenditures (or $9,055 average per unit). You will find, enclosed with this letter, a more detailed assessment of the estimated impact of Heritage Commons on FCPS, including attendance zone information. Staff Comment: The applicant’s economic analysis utilized a student generation rate of 0.1 for the multifamily units and 0.3 for the townhouse units. This is contrary to student generation rates utilized in the County’s adopted fiscal impact model. The applicant is also showing that the School system spends $5,767 in general fund taxes per pupil which would equate to a total impact of $0.8 million per year for their projected 147 pupils. The adopted fiscal impact model shows the following student generation rates: Single Family-Attached (175) Student Generation Total Students Elementary 0.125 22 Middle 0.070 12 High 0.070 12 Multifamily (1,016) Elementary 0.134 136 Middle 0.055 56 High 0.067 68 Rezoning #02-14 – Heritage Commons August 21, 2014 Page 13 Therefore utilizing the County’s adopted numbers, this development would generate a total of 306 students and a yearly impact of $2,770,830 (306 students x $9,055 per student). Frederick County Attorney: Please see attached letter dated September 20, 2013 from Roderick B. Williams, County Attorney. City of Winchester : Does the proposed height modification affect, in any way, the future growth of the Winchester Regional Airport. Proffer #4 on P. 4 of the Amended Proffer Statement is titled “Multi-Modal Transportation Improvements,” but it only mentions one mode of transportation. Is public transportation service contemplated given the very dense urban development proposed? Please consider naming the roadway from the roundabout west as “E. Tevis Street”. Rezoning #02-14 – Heritage Commons August 21, 2014 Page 14 Proffer Statement – Dated September 6, 2013; revised August 7, 2014. Proffer statements are tools that enable an applicant to tailor a development proposal to address use and design intentions as well as mitigate impacts. Executive Summary The applicant has proffered a Generalized Development Plan (Exhibit A) for the purpose of identifying the general road layout and landbays within the development. 1. The applicant has proffered a number of ordinance modifications with this rezoning application. The R4 Zoning District allows an applicant to modify Zoning Ordinance requirements so that they may tailor the development to meet their needs. Below is a outline of the requested modifications contained within “Exhibit B” with staff’s comments: Design Modification Document • Modification #1 – Proffered Master Development Plan. The applicant is requesting to provide a Generalized Development Plan in lieu of a Master Development Plan. The MDP would come before the Planning Commission and the Board of Supervisors as an informational item at a later time. • Modification #2 – Permitted Uses. The applicant is requesting to mix commercial and residential land uses within the same structure and prohibit all M1 (Light Industrial) District Uses. Currently the R4 may contain RP, B1, B2, B3 and M1 District uses. The applicant should also consider removing the B3 District from the permitted uses due to the industrial uses associated with this district. • Modification #3 – Mixture of Housing Types Required. The applicant is requesting a modification from the requirement that no more than 40% of the residential areas may be used for housing other than single family (multifamily, townhouses, etc). The applicant is requesting to utilize 100% of the residential area for single family attached (town houses) and multifamily residential units. • Modification #4 – Residential Density. The applicant is requesting a modification from the maximum residential density of 4 units per acre. The applicant is requesting to utilize the densities specified in RP District for townhouses (10 units/acre) and multifamily residential (20 units/acre). This area is slated for high density residential land uses in the Comprehensive Plan with a density of 12-16 units/acre, therefore the requested modification is in conformance with the Comprehensive Plan. • Modification #5 – Commercial & Industrial Areas. The applicant is requesting a modification from the requirement that commercial or industrial uses may not exceed 50% of the gross area of the total planned community. The applicant would like the ability to exceed the commercial area beyond 50% of the project. The need for this modification is unclear, 50% of the project would be 75.2 acres, the maximum commercial acreage shown under the applicant’s proffered table is 70.3 acres. • Modification #6 – Open Space. The applicant is requesting a modification from the minimum 30% open space requirement. They are requesting that a minimum of 15% of the gross area of the development and 100% of the Buffalo Lick Run Stream Valley area Rezoning #02-14 – Heritage Commons August 21, 2014 Page 15 be designated as open space. The decrease of open space from 30 to 10% seems excessive. The minimum open space for B2 zoned developments is 15% and the minimum for mixed residential development is 30%. The justification for the modification states that rooftop green spaces and amenities could be provided, however there are no proffers or guarantees that these types of amenities will be provided. This modification has the potential to create a community with no outdoor areas for recreation, which is contrary to the intent of the R4 residential planned community. • Modification #7 – Buffers and Screening. The applicant is requesting a modification/elimination from the requirement for buffers between the internal uses (uses within the commercial and residential landbays). The applicant is proposing to provide perimeter zoning district buffers where required. The elimination of buffers enables residential uses (i.e. apartment building) to be fronted on a street directly across from a commercial use, which creates more of an urban setting. • Modification #8 – Road Access. The applicant is requesting a modification from the requirement that all streets within the planned community shall be provided with a complete system of public streets. The applicant is requesting that all major collector road systems identified in the Comprehensive Plan shall be public streets but that all other streets within the development may be private. They are also requesting a modification to allow them to exceed the maximum distance a residential structure may be located from a public road. Applicant should provide commitment that the Major Collector Roads will be constructed by the applicant reflective and consistent with the MCR design as a complete street. • Modification #9 – Phasing. The applicant is requesting a modification/elimination from the requirement that a schedule of phases be submitted. The ordinance requires an applicant to specify the year the phase will be completely developed. The applicant is not phasing the commercial portions of the development and has a proffered per year cap for residential phasing. The lack of a proffered phasing plan would enable all residential units to be constructed without any commercial land use. This results in significant negative fiscal impacts to the county but also undermines the mixed use development concept and possibly more significant creates a large, intensive residential development. • Modification #10 – Height Limitation and Dimensional and Intensity Requirements. The applicant requesting a modification of the maximum height of office buildings and hotel buildings. The current height maximum for those structures is 60’. The applicant is requesting that commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial/residential buildings may be constructed up to 80’ in height, not to include architectural features and antenna structures. The applicant is also proposing a modification from the current floor to area ratio of 1.0 to 2.0. • Modification #11 – Multifamily Residential Buildings. The applicant is requesting a modification from the setback requirement for multifamily buildings. The ordinance currently requires that buildings over 60’ be setback one foot for every foot over 60 up to Rezoning #02-14 – Heritage Commons August 21, 2014 Page 16 the maximum height of 80’. The applicant is proposing that all buildings may be constructed within 20’ of public or private street systems serving the community. This results in a more urban setting which is consistent with that envisioned in Comprehensive Plan. • Modification #12 – Modified Apartment Building. The applicant is requesting a modification to the dimensional requirements for Garden Apartments (165-402.09I). The garden apartment housing type has a maximum of 16 units per structure, a height of 55’ and setbacks of 35’ from public roads, 20’ from private roads, 20’ side and 25’ rear. Building separation per ordinance is 20’ or 35’ depending on the orientation. The applicant is proposing a modification that would allow for up to 64 units per structure, a height of up to 80’ and setbacks of 20’ from public roads, 10’ from private roads, 15’ side and rear setbacks. Proposed building separation is 15’. This results in more urban standards (density and setbacks) similar to those envisioned for UDA Centers. 2. The applicant has proffered a mix of residential types (single family attached, multifamily, gated single family attached, gated multifamily), shared residential and commercial structures, office and retail. There are seven land bays and a Buffalo Lick Run landbay. Land bays 3, 5 and 7 total 93.59 acres and permit 90-95% of the total landbay to be utilized for residential purposes. Landbays 1, 2, 4 and 6 total 44.31 acres and consist of 100% commercial uses. The Buffalo Lick Run landbay consist of 12.35 acres of preserved environmental features. Uses, Density and Mix: Based on the proffered density mix table, it is reasonable to expect that over 60 % of the land area will be residential land uses. The previously approved proffers for Russell 150 proffers (which are the approved proffers for the site) limited residential uses to 35% of the site. The proffers place a cap of 1,200 residential units on the development. There will be a maximum of 184 townhouse units within the development and townhouses are only permitted within landbay 7. The remaining units will consist of multifamily units. There is no cap or triggers on the commercial square footage. This area is proposed to consist of business/commercial and residential land uses and therefore B3 (Industrial Transition) uses should be prohibited on the site. 3. The applicant has submitted an economic analysis preformed by S. Patz & Associates. The applicant states “the capital benefits of the proposed uses on the Property more than compensate Frederick County for any anticipated impact”. Capital Facility Impacts: The 2005 rezoning a proffered a monetary contribution in the amount of $3,000 per residential unit for the public school system, a lump sum contribution in the amount of $10,000 for Fire and Rescue Services, a $2,500 HOA startup fund and Rezoning #02-14 – Heritage Commons August 21, 2014 Page 17 one million for the general transportation fund ($3,500 per unit); the previous proffer included over $1.8 million in cash contributions. These monetary contributions have all been removed from the new rezoning application. 4. The applicant agrees to install the road network that is depicted on the GDP and in an alignment and a form that meets VDOT geometric design standards. The applicant further states that they will participate in a Revenue Sharing Agreement and that the funding for the installation of the road network “shall be paid by Applicant in cash contributions or cash equivalent contributions through the donation of real property”. Multi-Modal Transportation Improvements: Warrior Drive is depicted on the GDP as a future road and the Applicant proffers to dedicate ROW at the time and exact alignment of Warrior Drive has been established. This dedication will occur when the connecting section of Warrior Drive has been dedicated by the owner of the property to the south. The previous application, as noted on the companion document which compares the two proffer packages, included detailed proffers which dedicated right of way and fully constructed Warrior Drive, Airport Drive Extended, East Tevis Street Extended, and the Flyover Bridge on I-81. These items were funded through the creation of a Community Development Association or CDA. The new rezoning proposes to remove the commitments for the construction of these roadways. 5. The applicant will be utilizing Low Impact Development (LID) and Best Management Practices (BMP). A no disturbance easement will also be provided within the Buffalo Lick Run stream Valley. Stormwater Quality Measures: 6. Recreational amenities will be provided within Landbays 5 and 7 and identified on the MDP. The applicant will provide walking trails and sidewalks within the community and a 10’ wide path along the Buffalo Lick run stream Valley. The applicant may also install an additional 10’ wide path along Buffalo Lick Run which if constructed would be owned and maintained by the HOA but available for public access. Recreational amenities: Recreational amenities are already an ordinance requirement because of the housing type and lot size. Sidewalks are currently required along both sides of all streets. Only the inclusion of the trail goes beyond ordinance requirement. 7. The generalized development plan shows the general area and location of the roads to serve the property, exact locations will be based on final engineering. Acceptance of the proffer statement constitutes approval of the public uses, facilities, and utilities and their ability to e developed within the landbays. Comprehensive Plan Conformity: Rezoning #02-14 – Heritage Commons August 21, 2014 Page 18 8. No more than 400 units can be built within the first two years of the development (first year commencing on the date of the rezoning if approved). The remaining residential units will be installed with no more than 400 within the following two year term, and the remaining residential units commencing no earlier than two years after the completion of the 800th unit. Phasing: The lack of proffered phasing which assures commercial land uses will be constructed prior to residential uses, result in limited revenues and a potential for a significant negative fiscal impact on the county. 7. Adjoining Property: PARCEL ID NUMBER USE ZONING 63-A-123A Vacant land RA 64-A-9 Vacant land B2 64-A-10A Vacant land for Church RA 64-A-11 Residential RP 64-A-14 Vacant land B2 64-A-18 Vacant land B2/RP 64B-A-4-91 Residential RP 64B-A-73 Church B2 64B-A-73B Vacant land RP 64B-A-89 Residential RP 64B-A-92 Residential RP 64B-4-E Vacant land RP 64B-4-F Residential RP 64B-4-H Residential RP 64B-4-8 Residential RP 64B-4-9A Residential RP 64B-4-10A Residential RP 64B-4-25J Residential RP 64B-4-26 Vacant land RP 64B-4-27 Vacant land RP 64B-4-28 Residential RP 64B-4-29 Vacant land RP 64B-4-30 Residential RP 64B-4-31 Vacant land RP 64B-4-32 Vacant land RP 64B-4-33 Residential RP 64B-4-34 Residential RP 64B-4-35 Vacant land RP 64B-4-36 Vacant land RP 64B-4-37 Residential RP 64B-4-38 Residential RP 64B-4-39 Vacant land RP 64C-A-1 Residential RP 64C-A-2 Residential RP 64C-A-3 Residential RP 64C-A-4 Residential RP 64C-A-7 Residential RP 64C-A-9 Vacant land RP 64C-A-11 Residential RP 64C-A-13 Residential RP 64C-A-13A Residential RP 64C-1-15 Residential RP 15 Owners of property adjoining the land will be notified of the Planning Commission and the Board of Supervisors meetings. For the purpose of this application, adjoining property is any property abutting the requested property on the side or rear or any property directly across a public right-of-way, a private right-of-way, or a watercourse from the requested property. The applicant is required to obtain the following information on each adjoining property including the parcel identification number which may be obtained from the office of the Commissioner of Revenue.The Commissioner of the Revenue is located on the 2nd floor of the Frederick County Administrative Building, 107 North Kent Street. Name and Property Identification Number Address Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # ADJOINING PROPERTY OWNERS 340 W. Parkins Mill RoadEFG Investments, LLC Winchester, VA 2260263-A-123A Madison II, LLC 64-A-18 Michael and Cheryl Shepard 64-A-14 Montie Gibson, Jr. 64C-A-13 and 64C-A-13A 558 Bennys Beach Road Front Royal, VA 22630 179 George Drive Winchester, VA 22602 867 Front Royal Pike Winchester, VA 22602 William and Krista Lucas 64C-A-11 Winchester Outdoor 355 S. Potomac Street 64C-A-9 Cornerstone LP, LLP 64C-1-15 Elwood H. Whitacre, Sr. 64C-A-7 Charles and Darlene Barnard 64C-A-4 831 Front Royal Pike Winchester, VA 22602 Hagerstown, MD 21740 PO Box 2497 Winchester, VA 22604 721 Front Royal Pike Winchester, VA 22602 PO Box 4585 Winchester, VA 22604 16 Name and Property Identification Number Address Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Joseph and Lynnette Embree 687 Front Royal Pike 64C-A-2 and 64C-A-3 Ronald and Monica Grim 64C-A-1 Shelton and Geneve Conway 64B-A-92 Philip and Judy Young 655 Front Royal Pike 64B-A-4-91 Scottie D. Dotson 64B-A-89 Barbara Ann Hott, et al. c/o Wayne Godlove 64B-4-8 Winchester, VA 22602 673 Front Royal Pike Winchester, VA 22602 667 Front Royal Pike Winchester, VA 22602 Winchester, VA 22602 Winchester, VA 22601 116 Royal Avenue 131 Royal Avenue 371 Chimney Circle Middletown, VA 22645 325 Tevis Street Charles and Elener McFarland and Charles C. McFarland, Jr. 64B-4-9A and 64B-4-10A Calvin and Dorothy Hott Winchester, VA 22602 64B-4-38 and 64B-4-39 Winchester, VA 22602 John and Marsha Kelly 64B-4-36 and 64B-4-37 Eric P. Yowell 64B-4-34 and 64B-4-35 The Brincefield Group, LLC 64B-4-32 and 64B-4-33 Bonnie Jean Oates and Misty Dawn Miller 64B-4-30 and 64B-4-31 Charles and Betty Courtney 64B-4-26, 64B-4-27, 64B-4-28 and 64B-4-29 Thomas S. Mudd 64B-4-25J 137 Royal Avenue Winchester, VA 22602 149 Royal Avenue Winchester, VA 22602 PO Box 337 Ashton, MD 20861 151 Front Drive Winchester, VA 22602 161 Front Drive Winchester, VA 22602 179 Front Drive Winchester, VA 22602 16 Name and Property Identification Number Address Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Name Property # Robert and Patricia Shank 185 Front Drive 64B-4-H Tara M. Crosen 64B-4-F Arthur and Juanita Belt 64-A-11 Daniel and Angela Hepner 256 Devland Drive 64B-4-E Calvary Church of the Brethren 64-A-10A and 64B-A-73 FLG Residual Trust Properties, LLC 64-A-9 Winchester, VA 22602 189 Front Drive Winchester, VA 22602 201 Front Drive Winchester, VA 22602 Winchester, VA 22603 Winchester, VA 22604 PO Box 888 578 Front Royal Pike Winchester, VA 22602 PO Box 888 FLG Residual Trust Properties, LLC and Campfield, LLC 64B-A-73B Winchester, VA 22604 HERITAGE COMMONS PROFFER STATEMENT REZONING: RZ# 01-05 Rural Areas (RA), Business General (B2), and Residential Performance (RP) to Residential Planned Community District (R4) PROPERTY: 150.59 acres +/-; Tax Map Parcels #63-A-150, 64-A-10 and 64-A-12 (collectively the “Property”) RECORD OWNER: R 150 SPE, LLC APPLICANT: Heritage Commons, LLC (“Applicant”) PROJECT NAME: Heritage Commons ORIGINAL DATE OF PROFFERS: September 6, 2013 REVISION DATE(S): August 7, 2014 Executive Summary The Property was originally rezoned in September 2005 under the name of Russell 150. The Property has since changed ownership and the new owner wishes to rezone the Property to Residential Planned Community District (R4). The undersigned, Heritage Commons, LLC, its successors and assigns, hereby proffers that the use and development of the subject property shall be in strict accordance with the following conditions and shall supersede and replace all other proffers made prior hereto. It is further the statement and intent that with the acceptance of the proffers contained herein any and all prior proffers affecting this Property shall be deemed null, void, and terminated. In the event the above-referenced amendments are not granted as applied for by Applicant, the below described proffers shall be withdrawn and be null and void. The headings of the proffers set forth below have been prepared for convenience or reference only and shall not control or affect the meaning or be taken as an interpretation of any provision of the proffers. The improvements proffered herein shall be provided at the time of development of that portion of the site adjacent to the improvement, unless otherwise specified herein. References made to the Master Development Plan, hereinafter referred to as the Generalized Development Plan dated August 7, 2014, as required by the Frederick County Zoning Ordinance, are to be interpreted to be references to the specific Generalized Development Plan sheets attached hereto and incorporated herein by reference as “Exhibit A.” 2 The exact boundary and acreage of each land bay may be shifted to a reasonable degree at the time of site plan submission for each land bay in order to accommodate engineering or design considerations. Applicant is submitting a Generalized Development Plan, Exhibit A, as part of a rezoning application. The Generalized Development Plan is provided in lieu of a Master Development Plan and contains all information deemed appropriate by the Frederick County Planning Department. The Generalized Development Plan does not eliminate the requirement for a Master Development Plan for the portion of the site to be developed, which will be provided following rezoning approval of the 150.59 +/- acre site. 1. DESIGN MODIFICATION DOCUMENT: In order for Applicant and Frederick County to implement this Residential Planned Community District, it will be important for Applicant and Frederick County Planning Staff to have the opportunity to anticipate incorporate and develop new design types and configurations that may be suitable. This is to include the allowance for the installation of multi-family immediately adjacent and in some cases in the same structure as business (commercial) uses. A. Pursuant to Article II, Amendments of the Frederick County Zoning Ordinance, the approval of this Amended Proffer Statement constitutes an amendment to the zoning ordinance, which will allow for the implementation of the Residential Planned Community District. B. Applicant has proffered a Design Modification Document dated July 30, 2014, that is attached and incorporated hereto as “Exhibit B.” In addition to the above, by approving the Amended Proffer Statement, the Frederick County Board of Supervisors agrees without need of any further Board of Supervisors or Planning Department approval to any modifications of any matter which has been previously agreed to and therefore approved by Frederick County. Further still, any submitted revisions to the approved Generalized Development Plan, and/or any of its requirements for any development zoned R4 which affect the perimeter of the development or which would increase the overall density of the development shall require the Board of Supervisors’ approval. If, in the reasonable discretion of the Frederick County Planning Department, the Planning Department decides any requested modification should be reviewed by the Frederick County Board of Supervisors, it may secure said approval by placing this matter before the Frederick County Board of Supervisors at its next regularly scheduled meeting. However, and not withstanding what is stated above, once a modification has been approved administratively, Applicant shall not be required to seek approval for any subsequent similar modification. 2. USES, DENSITY AND MIX: A. (1) Applicant shall develop a mix of unit types that may include single-family attached, multi-family, gated single-family attached, gated multi-family, shared residential and commercial structures, office and retail. The following list in (2) below contains those uses which could exist within the Property. 3 (2) The following list of Land Bays within the Land Bay Breakdown Table sets forth the general development parameters on the Property and is consistent with the proffered Generalized Development Plan identified as Exhibit A. The development will adhere to the land bay breakdown depicted in the GDP and the Land Bay Breakdown Table. LAND BAY BREAKDOWN LAND BAY POTENTIAL LAND USE APPROX. ACREAGE RESIDENTIAL MIN/MAX ACREAGE % COMMERCIAL MIN/MAX ACREAGE % 1 Uses allowed in B-1; B-2; B-3 Districts and Design Modification Document 7.51 acres 0% MIN. AC. 0% MAX. AC 100% MIN. AC. 100% MAX. AC 2 Uses allowed in B-1; B-2; B-3 Districts and Design Modification Document 8.03 acres 0% MIN. AC. 0% MAX. AC 100% MIN. AC. 100% MAX. AC 3 Uses allowed in B-1; B-2; B-3; RP Districts and Design Modification Document 9.73 acres 5% MIN. AC. 95% MAX. AC 5% MIN. AC. 95% MAX. AC 4 Uses allowed in B-1; B-2; B-3 Districts and Design Modification Document 21.94 acres 0% MIN. AC. 0% MAX. AC 100% MIN. AC. 100% MAX. AC 5 Uses allowed in B-1; B-2; B-3; RP Districts and Design Modification Document 29.91 acres 80% MIN. AC. 90% MAX. AC 10% MIN. AC. 20% MAX. AC 6 Uses allowed in B-1; B-2; B-3 Districts and Design Modification Document 6.83 acres 0% MIN. AC. 0% MAX. AC 100% MIN. AC. 100% MAX. AC 7 Uses allowed in B-1; B-2; B-3; RP Districts and Design Modification Document 53.95 acres 80% MIN. AC. 90% MAX. AC 10% MIN. AC. 20% MAX. AC Buffalo Lick Run Open Space; Trail System; Utilities; Road Crossings 12.35 acres N/A N/A The actual acreage identified for each Land Bay is based on the bubble diagram calculated on the proffered Generalized Development Plan and may fluctuate based on final survey work. 4 B. For purposes of calculating density pursuant to the Frederick County Zoning Ordinance, all dedications and conveyances of land for public use and/or for the use of the development or any Homeowners Association shall be credited in said calculations. C. There shall be a unit cap of 1,200 residential units within Land Bays 3, 5, and 7. Applicant may develop and build between one hundred fifty (150) and one hundred eighty-four (184) townhouses on the Property and that any townhouses will only be built in Land Bay 7. There are no limits on the percentage or square feet of business, commercial, office and/or retail development as referenced above. 3. CAPITAL FACILITY IMPACTS: Applicant acknowledges that Frederick County has adopted a fiscal impact model. Applicant has attached an economic analysis, which has been performed by S. Patz & Associates, Inc. (“S. Patz”). This analysis confirms that the proposed uses within Heritage Commons will generate a net positive benefit to Frederick County. As a result there will not be a need to make any payments towards Frederick County services. The specifics of the capital benefit to Frederick County are $4,300,000.00 annually. In the event of any suggestion that a payment ought to be made towards the impacts when factored in with the capital benefits to Frederick County as a result of the installation of the proposed uses, it should be treated as an offset. As stated in the S. Patz analysis the capital benefits of the proposed uses on the Property more than compensate Frederick County for any anticipated impact. 4. MULTI-MODAL TRANSPORTATION IMPROVEMENTS: Applicant agrees to install the road network that is depicted on the Generalized Development Plan and in an alignment and a form that meets Virginia Department of Transportation (“VDOT”) geometric design standards. Both Frederick County and Applicant acknowledge that the road network shown on the Generalized Development Plan, Exhibit A, is substantially similar to the road alignment that was approved in the original rezoning. The parties recognize that there will be a new design and installation that will occur as a result of a Revenue Sharing Agreement entered into by and between VDOT and Frederick County and also a separate agreement entered into by and between Frederick County and Applicant. Applicant does agree to participate, pursuant to the terms of said agreements, in the design and funding of the installation of the road network, which shall be in substantial conformance with the designs set forth in Exhibit A. The funding for the installation of the road network shall be paid by Applicant in cash contributions or cash equivalent contributions through the donation of real property. It should be noted that Warrior Drive is depicted on the Generalized Development Plan as a future road to be dedicated and installed to provide access to Land Bays 3 and 5. Applicant proffers to dedicate a right-of-way at the time the exact alignment of Warrior Drive has been established. Warrior Drive will be installed under the current Revenue Sharing Agreement in accordance with this exact alignment to a point no less than five hundred fifty feet (550’) from the traffic circle. Applicant further proffers to dedicate a right of way sufficient for at least a four-lane section of Warrior Drive at a time when it is deemed appropriate by Applicant to connect with a four-lane section of Warrior Drive crossing the property to the south (Tax Map 5 No. 63-A-123A). Such dedication will occur when the connecting section of Warrior Drive has been dedicated by the owner of the property to the south (Tax Map No. 63-A-123A). Such dedication shall substantially conform to the general location of Warrior Drive shown on the GDP. Applicant further proffers that it will reasonably cooperate with Frederick County and VDOT to obtain a revenue sharing agreement for the road. 5. STORMWATER QUALITY MEASURES: Applicant hereby proffers that all business (commercial) and residential site plans submitted to Frederick County will be designed to implement Low Impact Development (LID) and/or Best Management Practices (BMP) to promote stormwater quality measures. A statement will be provided on each business (commercial) and residential site plan identifying the party or parties responsible for maintaining these LID and/or BMP facilities as a condition of site plan approval. Applicant hereby proffers to establish a no disturbance easement within the Buffalo Lick Run Stream Valley that is depicted on the Generalized Development Plan. The purpose of this no disturbance easement is to prohibit development activities within the business (commercial) and residential land bays that are located within the defined area. The only improvements that may occur within this no disturbance easement will include road crossings, utility installations, stormwater management facilities, landscaping and walking trails. 6. RECREATIONAL AMENITIES: Applicant proffers that recreational amenities will be provided within Land Bays 5 and 7. The exact amenities will be identified on the Master Development Plan to ensure conformity with ordinance requirements. Applicant also proffers to install walking trails and sidewalks within the community and to install a ten-foot (10’) wide asphalt or concrete trail along the Buffalo Lick Run Stream Valley depicted on Exhibit A, of which, the location will be identified on the Master Development Plan. In addition, and at Applicant’s discretion, Applicant may install a second ten-foot (10’) wide asphalt or concrete trail (on the other side of Buffalo Lick Run Stream). In the event the Applicant does construct a second trail, it is intended that the ten- foot (10’) wide asphalt or concrete trail(s) will be owned and maintained by the Heritage Commons HOA and will be available for public access. Applicant shall construct pedestrian trails and/or sidewalk systems, which connect each recreation area to the residential land uses within the defined Land Bay. The final location and the granting of any such easements and/or trails shall be at the subdivision design plan stage. Such trails or sidewalk system shall be constructed of materials selected by Applicant provided they are not part of the sidewalk system within the public right-of-way. 7. COMPREHENSIVE PLAN CONFORMITY: By accepting and approving this rezoning application, the Frederick County Board of Supervisors authorizes the location and provision of those public uses, facilities, and utilities specifically referenced on the Generalized Development Plan, in this Amended Proffer Statement, and on design plans; as well as the extension and construction of water and sewer 6 lines and facilities and roads necessary to serve this Property pursuant to Virginia Code Section 15.2-2232 and the Frederick County Code. The general area of location for roads necessary to serve this Property are as shown on the Generalized Development Plan with the exact locations to be determined based on final engineering and as approved by Frederick County. Acceptance of this Amended Proffer Statement constitutes approval of the public uses, facilities, and utilities and their ability to be developed within the Land Bays identified on Exhibit A, and thereby excepts said public uses, facilities, and utilities from further Comprehensive Plan conformity review. 8. PHASING Applicant states and acknowledges that the uses proffered to be installed on the Heritage Commons’ Property are significant and will take a considerable amount of time to develop and install on the Property. It is anticipated that the initial uses installed will be of a commercial use and nature, and Applicant is committed to attempting to develop a multi-family component at the initial commencement of development and construction. In response to comments received from the County agencies, Applicant is prepared to commit that no more than four hundred (400) residential units will be developed and built within the first two (2) years of development, with the first year commencing on the date of the approval of the rezoning. The remaining residential units will be proffered to be installed with no more than four hundred (400) residential units within the next two (2) year term following, and the remaining residential units commencing no earlier than two (2) years after the completion of the eight hundredth (800th) residential unit. [remainder of page intentionally left blank] HERITAGE COMMONS DESIGN MODIFICATION DOCUMENT - PROFFER EXHIBIT B July 30, 2014 MODIFICATION #1 § 165-501.02 Rezoning Procedure Ordinance Requirement: In order to have land rezoned to the R4 District, a master development plan meeting all requirements of this chapter, shall be submitted with rezoning application. Alternative Design Standard: In order to have land rezoned to the R4 District, a proffered Generalized Development Plan identifying the concept of the overall acreage and its relationship to adjoining properties and adjoining roadways shall be submitted with rezoning application. The Generalized Development Plan for Heritage Commons will provide Land Bays to demonstrate the proposed general land use plan layout for the entire acreage. The Proffer Statement for Heritage Commons will also provide a matrix identifying the residential and non-residential land uses within each Land Bay, the projected acreage of each Land Bay and the percentage of residential and commercial land use within each Land Bay classified as Mixed-Use Commercial/Residential. Justification for Modification: A densely planned community on 150.28 +- acres of land cannot be completely master planned as a condition of rezoning approval. These communities are dynamic due to the market; therefore, the exact location of residential units, internal roads, neighborhood commercial, recreational amenities, open space and significant environmental features are difficult to identify at this stage in the process. The Applicant should be prepared to identify basic information pertaining to the overall development of the planned community to inform decision makers and interested citizens how the general land use patterns and major road systems will be developed should a rezoning be approved. The use of a Generalized Development Plan and Proffer Statement as a tool for this purpose is reasonable, as it contains illustrative and general development information that can assist in understanding the basic concepts of a planned community and guide the more formalized Master Development Plan process following rezoning approval. Therefore, it is requested that a Generalized Development Plan be permitted to function in the place of a detailed Master Development Plan during the rezoning process. A Master Development Plan will be provided subsequent to the rezoning approval process to ensure consistency with subdivision design plans and site design plans within the project. MODIFICATION #2 §165-501.03 Permitted Uses Ordinance Requirement: All uses are allowed in the R4 Residential Planned Community District that are allowed in the following zoning districts: RP Residential Performance District B1 Neighborhood Business District B2 Business General District B3 Industrial Transition District M1 Light Industrial District Alternative Design Standard: The Mixed-Use Commercial/Residential Land Bays identified on the proffered Generalized Development Plan are slated for dense urban commercial and residential land use, which may include commercial and residential land uses that are located within the same structure, or within connected structures. No M1 (light industrial) uses will be permitted. Justification for Modification: Heritage Commons is planned as an urban center design form that will contain single-family attached, multi-family units, commercial, retail and office structures, and structures that may comprise a combination of these land uses. The ability to provide for mixed-use residential and commercial, retail and/or office land use within the same structure or within connected structures is in keeping with urban form design, which provides a very efficient use of land and provides opportunities for residents to live, shop, and work within the same area of their community. MODIFICATION #3 §165-501.05 Mixture of Housing Types Required Ordinance Requirement: Each planned community shall be expected to contain a mixture of housing types that is typical for existing and planned residential neighborhoods in Frederick County. No more than 40% of the area of portions of the planned community designated for residential uses shall be used for any of the following housing types: duplexes, multiplexes, atrium houses, weak-link townhouses, townhouses or garden apartments or any combination of those housing types. Alternative Design Standard: The Mixed-Use Commercial/Residential Land Bays identified on the proffered Generalized Development Plan are slated for dense urban residential housing types. To achieve this type of urban residential development, single-family detached residential units will not be required as a component of the residential mix, and single-family attached and multi-family residential units will be allowed to comprise 100% of the residential housing units within the Heritage Commons project. Justification for Modification: Heritage Commons is planned as an urban center design form that will contain single-family attached and multi-family housing units within a mixed-use commercial, retail and office development. The Residential Planned Community District promotes suburban residential design form that is predominately residential with a minimum percentage of non-residential land use. The implementation of significant percentages of non-residential land use within Heritage Commons dictates the need for higher density residential land use to facilitate this form of development. MODIFICATION #4 §165-501.06(C) Residential Density Ordinance Requirement: Residential Density. The maximum allowed gross density for residences in the planned community development shall be four units per acre. Alternative Design Standard: The Mixed-Use Commercial/Residential Land Bays identified on the proffered Generalized Development Plan are slated for dense urban residential housing types. To achieve this type of urban residential development, the gross densities specified in Section 165-402.05B for multi- family and single-family attached residential land use shall be permitted. Justification for Modification: Heritage Commons is planned as an urban center design form that will contain single-family attached and multi-family housing units within a mixed-use commercial, retail and office development. The Board of Supervisors recently approved increased densities for residential development within the Urban Development Area (UDA) to maximize the residential development potential within this portion of the County. The 2030 Comprehensive Plan identifies this property as being planned for employment and high-density residential (12-16 units/acre) land use; therefore, it is appropriate to allow this type of residential density within the Heritage Commons development. MODIFICATION #5 §165-501.06(D) Commercial & Industrial Areas Ordinance Requirement: Commercial and industrial areas. The areas for commercial or industrial uses shall not exceed 50% of the gross area of the total planned community. Sufficient commercial and industrial areas shall be provided to meet the needs of the planned community, to provide an appropriate balance of uses and to lessen the overall impact of the planned community on Frederick County. A minimum of 10% of the gross area of the project shall be used for business and industrial uses. Alternative Design Standard: Given the dense planning for the Heritage Commons Land Bays, the areas for commercial areas may exceed, and should be encouraged to, exceed 50% of the gross area. Further, to be consistent with the Comprehensive Plan, industrial uses should not be encouraged, and therefore, not allowed in the Heritage Commons Land Bays. By doing this, the balance in the dense areas will allow for higher density residential uses and will create Land Bays that lend themselves to creating a community where residents can truly live, work and play all in the same immediate community. A Land Bay Breakdown Table has been incorporated into the Heritage Commons Proffer Statement to demonstrate the minimum and maximum acreages for commercial and residential development throughout the project. Justification for Modification: A densely planned community in an area that is designated under the Comprehensive Plan as such should provide for a higher percentage mix of commercial uses. Given the intensity and extent of commercial uses they would be more harmonious if they were mixed in with or adjacent to higher density residential development. The Generalized Development Plan will depict the Land Bays where it is anticipated that the higher density residential and commercial uses will be mixed and also areas that will be designated purely for commercial. With the transportation networks and connectivity of all the Land Bays, however, it is anticipated that the activity level of residences, commercial shopping, dining and work will be laid out so that the residents will be able to walk back and forth between these uses and not need use their automobiles to access these facilities and amenities. MODIFICATION #6 §165-501.06(E) Open Space Ordinance Requirement: Open Space. A minimum of 30% of the gross area of any proposed development shall be designated as common open space. Alternative Design Standard: A minimum of 15% of the gross area of the Mixed-Use Commercial/Residential Land Bays, and 100% of the gross area of the Buffalo Lick Run Stream Valley Land Bay identified on the proffered Generalized Development Plan shall be designated as common open space. Justification for Modification: Heritage Commons is planned as an urban center design form that will contain single-family attached and multi-family housing units within a mixed-use commercial, retail and office development. This type of urban center design provides opportunities for indoor and outdoor recreational amenities and facilities, pedestrian sidewalk and trail systems, central plazas and squares, small exterior urban-scale green-space areas, and rooftop green-space or rooftop amenity areas; therefore, vast expanses of green space area are not conducive for this type of development. The location of open space areas and the types of recreational amenities will be identified on the Master Development Plan to ensure conformity with ordinance requirements. MODIFICATION #7 §165-501.06(G) Buffers and Screening Ordinance Requirement: Buffers and Screening. Buffers and screening shall be provided between various uses and housing types as if the uses were located within the RP, B1, B2, or M1 Zoning District according to the uses allowed in those districts. Buffers and screening shall be provided accordingly as specified in Section 165-203.02 of this Chapter. Road efficiency buffers shall be provided according to the requirements of that section. In addition, along the perimeter boundary of the Residential Planned Community District, buffers and screens shall be provided in relation to adjoining properties as if the uses in the planned community were located in the RP, B1, B2, or M1 Zoning Districts. Alternative Design Standard: Buffers and screening shall be provided along the perimeter boundary of the Residential Planned Community District where proposed Commercial Retail and Office Land Bays adjoin existing residential land use, or where single-family attached and multifamily residential units adjoin existing single-family detached residential land use. Buffers and screening shall be provided accordingly as specified in Section 165-203.02(C), Section 165-203.02(D), and Section 165- 203.02(E) of this Chapter. Justification for Modification: Heritage Commons is planned as an urban center design form that will incorporate mixed-use commercial and residential land use immediately adjacent to each other. Land uses within this form of development are intended to be integrated, and in some instances located within the same structures; therefore, the requirement for internal buffers and screening are not practical in achieving this type of urban design. The alternative design standard provides for adequate buffers and screening along the perimeter of the Heritage Commons project to protect existing residential land uses. This buffer and screening standard is consistent with applicable residential separation buffers and zoning district buffers utilized in other portions of the Urban Development Area. MODIFICATION #8 §165-501.06(I) Road Access Ordinance Requirement: Road Access. All planned community developments shall have direct access to an arterial or collector road or to roads improved to arterial or collector standards. The planned community development shall be provided with a complete system of public streets dedicated to the Virginia Department of Transportation. Alternative Design Standard: The proffered Generalized Development Plan shall provide for major collector road systems identified in the Comprehensive Policy Plan, which will be public streets dedicated to the Virginia Department of Transportation. All other street systems located within the Heritage Commons development may be designed and constructed as private streets, which will be maintained by a master association or sub-associations created during the subdivision design and site plan design process. All private streets shall be designed in general to meet vertical base design standards utilized by the Virginia Department of Transportation based on projected traffic volumes for the identified land uses within the project. All lots created within the Heritage Commons development may be located on private streets, which shall not be subject to distance limitations from planned public streets within the project. Justification for Modification: Heritage Commons is planned as an urban center design form that will contain a variety of street systems that are designed in general to meet vertical base design standards utilized by the Virginia Department of Transportation based on projected traffic volumes for the identified land uses within the project. The ability to utilize private street design will provide design flexibility throughout the project that would otherwise not be practical due to rigid Virginia Department of Transportation street design standards. The ability to utilize private street design will also allow for innovative storm water management low-impact design and landscaping design to assist in meeting water quality measures for the project. MODIFICATION #9 §165-501.06(M) Phasing Ordinance Requirement: Phasing. A schedule of phases shall be submitted with each proposed planned community. The schedule shall specify the year in which each phase will be completely developed. No subdivision or site plans shall be approved in the planned community unless they are in accordance with the approved schedule. Alternative Design Standard: A Phasing Plan and Phasing Schedule shall not be required for the Heritage Commons project. Justification for Modification: Heritage Commons is planned as an urban center design form that will contain mixed land use including commercial, retail, office, single-family attached and multi-family housing units within a master planned project. Heritage Commons exceeds the commercial, retail and office land use percentages from conventional residential planned community projects, and may incorporate mixed commercial and residential land use within the same structure. Therefore, it is not practical to require a phasing schedule and time line that limits the ability for the project to develop, as this will be dictated by market conditions. MODIFICATION #10 §165-201.03(B)(6) Height Limitations §165-601.02 Dimensional and Intensity Requirements Ordinance Requirement: General office buildings in the B2 and B3 Districts and hotel and motel buildings in the B2 Zoning District shall be exempt from the maximum height requirements of those zoning districts. In no case shall the height of such buildings exceed 60 feet. When such exemptions are proposed adjacent to existing residential uses, the Board of Supervisors shall review the site development plan pursuant to the provisions of Section 165-203.02A(3). Alternative Design Standard: Commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial and residential buildings may be constructed up to 80 feet in height, not to include architectural screening features and antenna structures. Additionally, commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial and residential buildings may be developed with a floor area to lot area ratio (FAR) of 2.0. Justification for Modification: Heritage Commons is planned as a dense urban center design form that will promote vertical construction throughout the project. The ability to construct buildings to 80 feet in height is consistent with the height allowance for multifamily residential buildings, which will be developed within the project. Other zoning districts within the County allow for office buildings and other structures to be constructed up to 90 feet in height and allow for a floor area to lot area ratio of 2.0; therefore, the Heritage Commons urban center design form is consistent with these more intensive types of development currently permitted by County Code. MODIFICATION #11 §165-402.09(J)(D1) Multifamily Residential Buildings Ordinance Requirement: Principal building (max): 60 feet, provided that a multifamily residential building may be erected to a maximum of 80 feet if it is set back from road right-of-ways and from lot lines in addition to each of the required minimum yard dimensions, a distance of not less than one foot for each one foot of height that it exceeds the sixty-foot limit. Alternative Design Standard: Commercial buildings, retail buildings, office buildings, hotel buildings, and shared commercial and residential buildings may be constructed within 20 feet of public or private street systems serving the community. Justification for Modification: Heritage Commons is planned as a dense urban center design form that will promote vertical construction throughout the project. This design form should provide flexibility to promote building construction that abuts wide pedestrian walkway areas that adjoin public and private street systems. Urban center design promotes build-to setback lines, which are not proposed as a requirement for Heritage Commons; however, this alternative design standard will allow for this form of design should it be desired by the developer of the project. MODIFICATION #12 §165-4002.09(I) Modified Apartment Building Ordinance Requirement: This housing type consists of buildings that contain multiple dwelling units that share a common yard area. The entire dwelling unit does not necessarily have to be on the same floor. Garden apartments shall be at least two stories high but no more than four stories and shall contain six or more units in a single structure, not to exceed 16 units within a single structure. Dimensional requirements shall be as follows: A. Lot Dimensions A1 Maximum site impervious surface ratio 0.60 B. Building Setbacks B1 From public road right-of-way 35 feet B2 From private road right-of-way, off-street parking lot or driveway 20 feet B3 Side (perimeter) 20 feet B4 Rear (perimeter) 25 feet B5 Rear for balconies and decks 20 feet B6 Minimum on-site building spacing: Buildings placed side to side shall have a minimum distance of 20 feet between buildings; buildings placed side to back shall have a minimum distance of 35 feet between buildings. Buildings back to back shall have a minimum distance of 50 feet between buildings. C. Minimum Parking C1 Required off-street parking 2 per unit D. Height D1 Principal building (max): 55 feet D2 Accessory building (max) 20 feet Alternative Design Standard: This housing type consists of buildings that contain multiple dwelling units that share a common outdoor area. Dwellings can be on multiple floors with buildings being at least two stories but not more than six stories. Dwellings can have internal or external corridors at the discretion of the developer. Modified apartment buildings shall contain a minimum of 16 dwelling units but may not exceed more than 64 dwelling units within a single structure. Dimensional requirements shall be as follows: A. Lot Dimensions A1 Maximum site impervious surface ratio 0.60 B. Building Setbacks B1 From public road right-of-way 20 feet B2 From private road right-of-way, off-street parking lot or driveway 10 feet B3 Side (perimeter) 15 feet B4 Rear (perimeter) 15 feet B5 Rear for balconies and decks 20 feet B6 Minimum on-site building spacing: 15 feet side to side; 15 feet side to back; 15 feet back to back C. Minimum Parking C1 Required off-street parking 2 per unit, inclusive of garage D. Height D1 Principal building (max): 80 feet D2 Accessory building (max): 50 feet D3 Maintenance buildings (max): 20 feet Justification for Modification: Heritage Commons is planned as a dense urban center design form that will promote massing of dwelling units throughout the project. This design form should provide flexibility to promote building construction that accommodates an appropriate number of dwelling units within a single structure. The dimensional requirements provided for the Modified Apartment Building achieve appropriate setbacks for siting of buildings and protection of adjoining properties, while providing densities more in keeping with a dense urban center design form. DRAFT Market and Fiscal Impacts Analyses Heritage Commons Frederick County, Virginia Prepared for: Mr. Bruce A. Griffin & Mr. Matt Millstead Frederick County Center, LLC October, 2013 S. Patz and Associates, Inc. 46175 Westlake Drive, Suite 400 Potomac Falls, Virginia 20165 2 Introduction The following is the market study and Fiscal Impacts Analysis (FIA) in support of the proposed mixed-use development of the 150.6-acre Heritage Commons development proposal (formerly Russell 150, LLC) located along the west side of Front Royal Pike (U.S. Route 522), south of the I-81/U.S. Route 50 interchange and opposite Airport Road. The site extends approximately 1,250 feet along Route 522 and has frontage (1,300 feet) on the east side of I-81, at a location where a new overpass is planned that will extend East Tevis Street in the City of Winchester east into the Heritage Commons site and ultimately to an intersection with U.S. Route 522 at two locations. The following report is prepared in two sections. The first section presents the market analysis in support of the mixed-use development proposal for Heritage Commons. The market analysis demonstrates that market support for the Heritage Commons proposal exists and is based on evolving market trends in a market area that consists of the City of Winchester and Frederick County. The expected development period for this 150± acre property, based on the development proposal, is approximately 15 years, from the projected start of building development in 2015. The second section of the report is the Fiscal Impacts Analysis, which shows the net revenues projected from project build-out compared with increased expenses to the County from the proposed on-site development. Given the fact that the development proposal has considerable commercial space planned within the 40± acres of commercially zoned area, or 30.0% of the total developable acreage, Heritage Commons will generate a positive FIA and will provide considerable new net tax revenue to Frederick County over the 2015 to 2030 period and beyond. The FIA is prepared in three five-year development phases to illustrate that net revenues will accrue to the County during the entire 15+ year development period. All revenue and expense data are presented in constant 2013 dollar values. The phasing of new development is based, in part, on the sponsor’s existing commitments for site 3 development at the time of the start of development, and in part, on the evolving development trends within the market area as calculated by the market analysis. The following chart summarizes the overall development plan for Heritage Commons. It shows a master plan for 1,200 housing units on 75.3 acres of residential zoned land and 700,000 square feet of commercial development, including the new Frederick County office building. The planned development program will be more fully expanded upon in the following analysis. Housing Units and Square Footage of Commercial Space • Market Rate Apartments 1,050 • For-Sale Townhomes (subtotal residential) 150 (1,200) • Office Space, excluding County Bldg. 450,000 • County Office Building 150,000 • Retail & Service Commercial 100,000 (Subtotal) (700,000) The site setting map of the Heritage Commons site is shown next. The site is adjacent to the City of Winchester along I-81 and just over one mile south of the Route 50/17 interchange with I-81 near the Shenandoah University Campus. Number 5 on the map shows the location to the primary site entrance to Heritage Commons across from Airport Road. Number 6 is the location of the proposed new bridge over I-81. The Shenandoah University Campus is shown by Number 7. The site frontage runs north from just south of Buffalo Lick Run (No. 8) to the small residential subdivision along Front Royal Avenue on the north. Map A also shows the site’s close proximity to several of the Winchester area’s regional highways. The Winchester Regional Airport, Shenandoah University Campus, historic downtown Winchester and Apple Blossom Mall (Number 9) are all within close proximity to the site. The new bridge over I-81, along with the extension of East Tevis Street, will provide direct access to the Pleasant Valley Road corridor and to Jubal Early 4 Drive, both area roadways with an abundance of retail space, medical office space and employment centers. Map A – Heritage Commons Site Location Map 5 Site Description and Development Proposal Site Description The Heritage Commons site is a slightly rolling, irregularly shaped, 150-acre property located between Interstate 81 on the west and Front Royal Pike (U.S. 522) on the east at a location directly across from the entrance to Airport Road. The property is vacant and partially covered with small trees and bushes, but the property is predominantly meadowland. Part of the Buffalo Run stream runs through the property in an east-west direction and will be retained as open space and an amenity featuere for the development. Following are photos of the site and it’s setting along U.S. Route 522. The photos show views into the property from U.S. Route 522 West into the site and photos of the Route 522 corridor. At present, this is an undeveloped section of Front Royal Pike, but a second development proposal, adjacent to Heritage Commons, called Madison Village, is also being studied for new development, as described below. View Into Site Showing Topography and Tree Coverage 6 Photos of Heritage Commons & Route 522 Corridor View West From U.S. Route 522 Expanded View of Site View North Along U.S. Route 522 View South From U.S. Route 522/Airport Road Intersection Adjacent land uses consist of residential developments and vacant land. Development north of the site consists of the 40± unit Funkhouser single-family subdivision, which was developed in the mid-1990s. East of the site, along Front Royal Pike, are mature single-family homes in the Miller Heights subdivision. Land south of the Heritage Commons site is largely vacant, but with the adjacent parcel of 51.3 acres planned for a mixed-use development with a mix of towns and 7 apartments, called Madison Village (see Number 10). The developers of Madison Village is currently in the early stages of rezoning from RA (Rural Area) to 46.26 acres of RP (Residential Performance) and 5 acres to B2 (General Business). Collectively, this rezoning application is planned to accommodate 480 apartment units, 160 townhomes and 107,000 square feet of retail space. The application was tabled by the Planning Commission in August, 2013 to allow the applicant to work out issues required by County staff. The Planning Commission could revisit the application by the end of 2013. A northern aerial view of the Heritage Commons site is shown below. Aerial of Heritage Commons The Heritage Commons site is presently only accessible via Front Royal Pike (Route 522). Route 522 is a regional arterial that runs north-south from the Frederick County line into the City of Winchester and then north somewhat circulating into West Virginia. Relevant for the Heritage Commons proposal is its interchange with Route 50 and close proximity to the Route 50/17 interchange with I-81. In front of the subject, Route 522 is a four lane, undivided roadway that runs in a generally north-south direction parallel to Interstate 81. Route 522 provides quick access 8 to Millwood Pike (U.S. Route 68), about one mile north, which accesses Interstate 81’s Exit 313 and the City of Winchester. Route 522 also provides direct access to a 150,000± square foot Walmart south at its intersection with Tasker Road that opened in early- 2012. About 300 full-time employees work at the retailer, which includes a full grocery store, garden center and pharmacy. Heritage Commons Site Setting Adjacent to the Walmart are two small industrial parks: Eastgate Industrial Park and Jouan Global Center, which collectively include four tenants. The largest tenants in the industrial park are the FBI Records Management Division, which occupies 160,300± square feet at 170 Marcel Drive, and Home Depot Distribution Center, which occupies 9 755,860± square feet of space at 201 Rainville Road. Tenants in these parks are detailed in the table below. Developments at Eastgate Industrial Park and Jouan Global Center Industrial Park Building Size (Sq Ft) Years Built Tenant Eastgate Industrial Park 195 Rainville Rd 20,453 2003 Comcast Cable Communications 201 Rainville Rd 755,855 2003 Home Depot Distribution Center (Subtotal) (776,308) Jouan Global Center 141 Marcel Dr 70,000 1998 SpecialMade Goods & Services 170 Marcel Dr 106,296 1997 FBI Records Management Division (Subtotal) (176,296) Total 238,151 The next important development area near Heritage Commons is located along and off of Airport Road, immediately east of the Heritage Commons site. Developments along Airport Road, which include residential, office and industrial uses, are detailed in the paragraphs below. Preston Place. East of the single-family homes that front Front Royal Pike is Preston Place, a 236-unit affordable apartment complex that was built in three phases under the federal LIHTC program during the 1992 to 1997 period. This property is typically fully occupied and was recently renovated. Winchester Regional Airport, a public use airport owned by the Winchester Regional Airport Authority, is located along this roadway. The airport covers 375 acres and has one asphalt paved runway. Approximately 45 people work at the airport. Airport Business Park is located across the street from the Winchester Regional Airport along Airport Road. The park consists of a total of nine structures on Aviation Drive, Airport Road, Admiral Byrd Drive and Muskoka Court. Collectively, development in this park contains 724,760± square feet of office and industrial space on 110± acres, though much of this space is flex space with office and industrial use. The largest tenant in the industrial park is Kohl’s, which operates a 422,660± square foot distribution center that opened on a 64.27-acre parcel in 1997 and 10 employs 300± people. M.I.C. Industries, a company that manufactures machines that build steel buildings, operates its International Manufacturing Facility in a 150,000± square foot facility at 390 Airport Road. The company opened with 100 employees and added an additional 139 employees in 2004. The most recent building to open in the industrial park is a 17,340± square foot structure at 170 Muskoka Court, a service center operated by Averitt Express, a provider of freight transportation and supply chain management. Westview Business Centre is located east of the Winchester Regional Airport along Millwood Pike’s intersections with Arbor Court and Victory Lane. This industrial park consists of 27 structures. Collectively, Westview Business Centre includes 802,310± square feet of space. The average structure size in this industrial park is 29,720± square feet. Several tenants in Westview Business Centre are not industrial in nature such as Valley Cycle Center and Grove’s Winchester Harley-Davidson, two auto dealers that occupy over 50,000 square feet in the park. The largest structure in the park is a 100,000± square foot warehouse owned by Virginia Storage Services. Larger tenants in the park include: Blue Ridge Industries is a Winchester-based company that specialize in manufacturing custom injecting molding. Blue Ridge Industries employs 60± people. Annandale Millwork and Allied Systems Corporation is a Winchester- based manufacturer of wall panels, hand rails and stairs. The company employs 100± people on 40,000 square foot facility. Clariant Corporation, a 30-employee chemical merchant wholesaler, occupies 30,000 square feet. Winchester Woodworking Corporation, a manufacturer of custom millwork, employs 30 people and occupies 56,920 square feet. Probuild, a manufacturer of wall panels, roof and floor trusses, employs over 100 people and occupies 28,320 square feet. Creative Urethanes, a manufacturer of castable and reaction injecting molding and stamping, employs 30 people and occupies 30,000 square feet. 11 A Prolawn Service Corp., a 15-employee Winchester-based landscaping company that occupies 12,150 square feet. Action Concrete Supplies, a 15-employee material merchant wholesaler that occupies 24,000 square feet. Navy Federal Credit Union, which operates in a 109,300 square foot office structure on Security Drive, where it employees 900± people. These area industrial and manufacturing firms employ approximately 3,000 people and represent a ready market for new retail space at Heritage Commons. There are also five modest sized office buildings along Airport Road with a total of nearly 70,000 square feet. These likely have 150+ employees. The paragraphs to follow describe the developments north of Heritage Commons along Front Royal Pike and Millwood Pike, east of Interstate 81. Included in this area are structures occupied by FedEx Freight and Wilson Trucking Corporation, among others. This area consists primarily of hotels, retailers, and offices. There are older facilities but, in addition to the 3,000± employees at the industrial and office buildings along Airport Road, another 1,500± employees are located here in the following businesses. Costco Warehouse. The Costco store is 129,220± square feet with 200± employee. Delco Plaza is a 162,630± square foot retail center with a 52,690± square foot Gabriel Brothers, a 29,000± square foot Food Lion, a 24,480± square foot Room Store and a 14,400± square foot Body Renew. Horizon Development Shopping Center has a 34,150± square foot Big Lots Store and a 13,440± square foot Jo-Anne Fabrics & Crafts. Restaurants in this area include: Cracker Barrel, IHOP, Texas Steakhouse & Saloon, Hibachi Grill & Supreme Buffet, Golden Coral, Blue Fox Billiards Bar and Grill Waffle House, Subway and Los Toltecos Mexican Restaurant. Gas Stations in this area include: Citgo, Exxon, Shell and BP. Office. The newest office developments built in this area were constructed in the late-1980s and account for 73,100± square feet. The offices of the Middle East District, U.S. Army Corps of Engineers, has 600± people employed here. 12 Hotels. Eight hotels consisting of a total of 808 rooms are located within this area. Four were built during the 1980s, none were built in the 1990s and four were built during the 2000s decade. The newest of these hotels is the 70-room, six- story Aloft Winchester, which opened in June, 2010. In summary, approximately 4,500± people are employed near the Heritage Commons property in the locations described above. The larger County employers close to the Heritage Commons site are shown in the map below. The purpose of the detailed analysis of area employment is for the evaluation of one sours of demand for market support for the retail space planned for Heritage Commons. 13 Several retailers are located west of Interstate 81 along S Pleasant Valley Road and Millwood Pike, south of Shenandoah University and near the Heritage Commons site. Retailers in this area are shown in the aerial below. The above retailers consist of a mix of the large enclosed Apple Blossom Mall, several retail strip centers (Winchester Commons, Winchester Station, Apple Blossom Corners), and several large free-standing retailers such as K-Mart, Wal-Mart, Lowe’s, and Best Buy. Major retailers in this area are listed in the chart below. Retailers Along S. Pleasant Valley Road Name Size Anchors Apple Blossom Corners 240,560 Martin’s, Office Max, Kohl’s, Books-A-Million Apple Blossom Mall 440,600 Belk, JCPenney, Sears Delco Plaza 162,630 Gabriel Brothers, Food Lion, Room Store, Body Renew Free Standing -- K-Mart, Lowe’s, Walmart, Best Buy Pleasant Valley Marketplace 120,000 Staples, Dollar Tree Winchester Commons 173,790 Target, T.J. Maxx, PetSmart, Home Depot, Pier 1 Imports, Winchester Station 167,000 hhgregg, Ross, Bed Bath & Beyond, Michaels, Old Navy Source: S. Patz & Associates field survey Shenandoah University. The only university in Winchester-Frederick County is Shenandoah University, a comprehensive private university, located approximately two 14 miles north of the Heritage Commons site. The university currently employs 229 full- time and 171-part time employees for a total of 400 employees. Enrollment trends are presented in the table below and show a Fall, 2012 enrollment of 4,176 students, of which 58% are undergraduate students and 42% are graduate students in master’s or doctoral-degree programs. In terms of projected enrollment, Shenandoah University officials anticipate a rough enrollment growth of about 5 percent by Fall 2017. This would push the enrollment headcount to 4,380± students by Fall 2017. Most of this growth will be realized in the undergraduate population. Shenandoah University currently has 840 on-campus dorm beds for undergraduates, which are typically fully occupied, with the remaining non-commuting undergraduate and graduate students residing in off-campus, non-institutional supported housing. No exclusive graduate housing is provided at the University. Seventy-six percent of all First Year students (including transfer students) have lived on- campus in recent years. 15 Shenandoah University has early plans to increase their on-campus bed count from 840 to a target of 1,300 beds, which would allow the University to increase enrollment. New construction in a phased-approach is planned to achieve this goal. With the net gain of beds, several existing residence halls will be phased out while the 115-bed Parker Residence Hall will be remodeled for first year students and reduced to 95 beds. Due to planned expansion at the university, the existing 840 beds could increase to 950 beds by 2017, 1,190 beds by 2022 and 1,310 beds by 2027. This expansion plan could be speculative, but will clearly be set in place well after Heritage Commons is started and the addition of on-campus beds will be modest in the early stages of expansion. Data indicates that about 3,400± university students currently live off-campus, primarily in private apartments with some students living at their family home. Even with the expansion of on-campus beds to 1,300± in the future, there will be at least 3,000± students living off-campus not including increases in enrollment over the next 5+ years (e.g. a five percent growth is anticipated by 2017). The presence of these students creates a strong market for apartments at nearby locations. Summary. The above analysis has a three-fold purpose. First and foremost is to identify the site location and determine whether the setting is marketable for the types of land uses proposed. The site has excellent highway access, proximity to employment centers and commercial facilities and no nearby blighting land uses. It is an ideal location for students and staff from Shenandoah University. Second, Heritage Commons will have 100,000+ square feet of retail space at build out. The 4,500± employees working in the immediate area, along Airport Road and Millwood Avenue, and 2,500± new employees in office and retail space to be built on site, represent a ready market for new retail tenants. 16 The third issue is to establish that, along with the new County courthouse that is planned for the site, this location will be competitive for new office space development. The data presented above shows that between office space and flex industrial space, the Route 522/Airport Road corridor, have an abundance of office and flex space, albeit primarily mature space. Heritage Commons Development Plan The proposed Generalized Development Plan (GDP) for Heritage Commons is presented below. It shows five commercial land bays with a total of 45± acres. These are located on the north side of the property. Two have frontage along Front Royal Pike and two have frontage on the new bridge that is planned for a I-81 crossing. The new 150,000 square foot county administration building is to be located in Land Bay IV at the corner of Freedom Plaza and Front Royal Drive. The residential area consists of two large land bays with about 75 acres. These are designated for apartment unit development and townhome development, as shown on page 3 above. The GDP has 12.12 acres set aside for open space and an internal site trail system. The open space area includes the attractive Buffalo Lick Run Stream Valley. There are 23.42 acres of road network planned within the 150-acre property, including the traffic circle that connects Freedom Plaza Boulevard, Warrior Drive and Center Boulevard. 17 The GDP is prepared in a general format at this time, as the site requires rezoning with Frederick County staff input to the plan. A more detailed development plan will be prepared as the planning process progresses. However, at this time, 1,050 market rate, upscale apartment units are planned and these will likely be built in several phases of 150 units per phase. This, of course, can change based on market trends, but a phased development is likely. The following elevations represent a design concept under study for the first phase of the apartment unit development. It is possible that several apartment developers will be involved so that other designs are likely for future phases. 18 The townhomes are to be priced at approximately $240,000, including any “add- ons” to the base price. These will also be built in phases, with an expectation of 30± home sales per year, with the development pace dependent on the expected sales pace. (Townhome Prototype Elevation Here) TBD 19 Frederick County officials have selected the Heritage Commons property for the location of a new County administration building, which will be relocated from downtown Winchester. The County’s current 65,000+ square foot office building at 107 No. Kent Street and other County occupied buildings contain approximately 100,000 square feet. The new building at Heritage Commons will have 150,000 square feet and may include employees of the County’s School Board. In total, at least 300 people are expected to work at the building. Project opening is likely in 2015/16. Following is the conceptual rendering for the building with an exterior that is designed to resemble a historic textile mill. County Office Building Elevation With the County office building on site, the sponsors of Heritage Commons have committed to construct an adjacent 70,000± square foot office building to have offices for companies that do business with County government staff. This building is planned to be built at the same time frame as the County office building. These two buildings will account for 220,000 square feet of the proposed 600,000 square foot office space. The remaining 380,000 square feet will be built over the 20 following 15± years, at a rate of 25,000 square feet per year on average, based on market trends, as presented in the paragraphs which follow. Heritage Commons will also have 100,000± square feet of retail space. At this time, the Heritage Commons sponsor has verbal commitments for at least 30,000 square feet, including: A convenience center Two restaurants Bank Child day care center This total is likely to be expanded to at least 50,000 square feet by project opening. Retail/Commercial space includes a wide range of uses for both residential consumers and area businesses. Thus, at project opening, Heritage Commons is likely to have: 150± apartment units available for lease 30± townhomes for sale 220,000± square feet of office space built 50,000 square feet of retail space within a small center, on pad sites or as ground floor space within office buildings The remaining portions of the development will be built over time, as described in the market analysis for each land use. East Tevis Street/Freedom Plaza Bridge. In addition to the new County office building on site, Winchester City officials and Frederick County officials have approved the construction of the East Tevis Street extension through the Glaize Property in Winchester east and on to the Heritage Commons property via a new bridge over I-81, as shown in the aerial to follow. The road alignment through the Heritage Commons property is also noted. It is possible that the roadway improvements will start in 2014 and be completed in 2017. 21 The Glaize Property is a proposed commercial site that will likely be developed with new retail space in time. The original site proposal for the Glaize Property was a project named The Shoppes at Tevis, but this is no longer active. The connection of the bridge to East Tevis Street at Legge Boulevard provides a direct connection to the Apple Blossom Mall area and the adjacent retail centers along Legge Boulevard and Pleasant Valley Road. The bridge connection at Freedom Plaza Boulevard through Heritage Commons extends to the primary site entrance at Front Royal Pike. Center Boulevard is another major arterial through Heritage Commons and could be extended past the site to Front Royal Pike near Patsy Cline Boulevard as part of this project, but that section is not part of the bridge funding. This will be a major roadway improvement for the Heritage Commons site and is likely to be greatly used in time due to the planned replacement of the I-81 bridge at Exit 313 at the Route 50/522 interchange, as the current bridge requires replacement. This construction project could take 10 years before construction begins. Alignment of East Tevis Street Extension and New I-81 Overpass 22 Section I Market Analysis This section of the report is a summary market analysis in support of the four land uses proposed for Heritage Commons, including apartment unit development, for- sale townhome sales, office space and retail space. The analysis of each land use follows a demographic and economic analysis of the market area of Winchester and Frederick County. Demographic Analysis The Census total population count for 2010 for the two jurisdictions of the market area is a combined 104,510. The 2010 market area census is nearly 22,000 above the 2000 count, which is an average net population growth of 2,000 per year. The majority of the market area population, and most of the growth over the past 30± years, has been in the County. The population forecast of 118,800 by 2018 is based on a lower growth rate in the market area compared with the 2000 decade. The growth during the 2010 to 2013 period has been slower due to the past recession and the effects of expected continued modest growth in the new home sales market. This trend is reflected in the American Community Survey (ACS) by the Census, which shows a 2012 population of 107,200. However, jobs and employment are now increasing and the FBI, in particular, is expected to bring in 1,200 employees to the market area by 2016. While that is not a “hard and fast” date, many of the new employees are likely to move to the market area by 2018. We used a five-year projection period, as that is likely the maximum period for a comfort level in forecasting for real estate development. The first phase of development at Heritage Commons will occur during this period. Thus, for housing, in particular, current trends are used for the post-2018 time frame. 23 Additionally, the comparison between at-place jobs and employment is modest in terms of out-commuting. The higher gas prices are a deterrent for market area workers to commute to Northern Virginia. All of these factors were taken into account for our forecast population of 118,800 by 2018. Table 1: Trends and Projections of Population and Households by Tenure and Income, Heritage Commons, VA Market Area, 1990-2018 (Constant 2013 Dollars) 1990 2000 2010 2018 Market Area Population 67,670 82,790 104,510 118,800 Winchester City 21,950 23,590 26,200 -- Frederick County 45,720 59,210 78,310 -- Group Quarters Population 1,220 1,570 1,940 2,100 Household Population 66,450 81,220 102,570 116,700 Persons Per Household 2.60 2.53 2.60 2.53 Households 25,550 32,100 39,470 46,130 Percent Renters 32.9% 30.5% 30.2% 30.7% Renter Households 8,500 9,780 11,940 14,160 Renters Within Income Category 1/ 4,220 4,530 5,140 6,070 Percent Within Income Category 1/ 49.6% 46.4% 43.1% 42.9% Note: 1/ Renter households with incomes exceeding $40,000. Source: 1990, 2000 and 2010 U.S. Department of Commerce, Bureau of the Census; and S. Patz and Associates, Inc. Half of the market area’s Group Quarters population consists of students in on- campus dorms at Shenandoah University. The other part of the Group Quarters population is persons in hospitals, assisted living facilities and institutions. The growth in Group Quarters shown in Table 1 is based on the new dorm rooms expected to be built by Shenandoah University by 2018. The subtraction of Group Quarters population from total population is Household Population, which are the basis for the projection new housing unit demand. Household Trends. In 2010, the market area had 39,470 households based on the census count. This total is 7,400± more than in 2010. A key point in the growth of households is that the average household size increased considerably during the 2000 decade from 2.53 to 2.60 in 2010. This is the result of persons doubling up during the recession due to job losses and/or salary deductions. It is also the result of persons not 24 forming their own household due to the overall economy. The increase in the average household size meant that growth in 2010 was below the level normally created by population growth. For 2018, a reversal of the increase in the average household size is expected to decrease to 2.53, the same rate as in 2000. At this rate, households are expected to increase to 46,130 by 2018, a net growth of nearly 6,700 households. Renter Households. In 2010, the census count showed that 30.2 percent of all market area households were renters. That percentage would include Shenandoah University students who live off campus. The percentage of renters in the market area declined over the past 20+ years. It has continuously been below the state and national averages. However, based on the data to be presented below on new apartment unit additions to the market area since 2010, and for the post-2013 period, a slight increase in the percentage of renters is expected. The market area is projected to have 30.6 percent renter households by 2018, or 14,110 renters. Higher-Income Renter Households. We used $40,000 as the minimum household income for renters who can afford the rents at new apartment developments. Those rents are approximately $950 to $1,000 net for a new one-bedroom unit and $1,100 to $1,150 net for a two-bedroom with two full baths. At 30% of income allocated to net rent, a household with an income of $40,000 can afford a net rent of approximately $1,000. That is currently the market for new apartment units. The 2010 Census did not provide income data. The ACS data are not fully usable related to household income calculation, as they are not consistent with past biannual census counts. Thus, the 2010 estimate for renters with incomes of $40,000, when incomes are reported in 2013 dollars, is based on a calculation of trend data from the 1990 and 2000 census by the staff of SPA. 25 Our estimates show that the market area has 5,100+ renters in the income category under study in 2010 and that total is expected to expand to 6,070 renters by 2018. The percentage of higher income renters is likely to continue to decline, due to the expected increase in the for-sale home market, but the absolute totals are expanding. Overall, there has been steady demographic growth in the market area and that trend should continue. There has been a sizable growth in renters during the 2000 decade, with approximately 30 percent of net household growth renter households. These data show a continued need for new rental housing. In the paragraphs below, the rental household data and trends will be compared with past apartment unit development and active proposals to calculate net apartment unit demand over the forecast period. Owner Households. As of 2010, the market area had 15,000± owner households with incomes, reported in constant 2013 dollars, of $75,000 and above. That is the income range identified as the target market for new home sales in the market area, including the type of for-sale housing proposed at Heritage Commons. By 2018, the number of home owners with incomes of $75,000 and above is expected to increase by 3,500. Base Economic Trends. At-place jobs in the market area increased in 2010, 2011 and 2012, after a decline in 2009 during the recession. The 2013 data, not yet published, are likely to show the market area’s at-place jobs are at or above the peak year of 2008 and are likely to continue to expand with an improving national economy. This trend is also true for employment, which differs from at-place jobs and refers to the number of market area residents who are employed. Market area employment is increasing and unemployment is decreasing. There are a few large developments in the market area that are expected to generate net population, employment and job growth, including: 26 FEMA. The federal government presence is growing in the Winchester Region. The Federal Emergency Management Agency opened an operation headquarters at 430 Market Street in 2008. The facility houses more than 600 FEMA staff and is the agency’s Disaster Operations Center. Army Corps of Engineers. Also in the area is the US Army Corps of Engineers located at 255 Fort Collier Road. The industrial site houses office, printing, warehouse and secured facilities for headquarters of the agency’s Transatlantic Division. The FBI is currently planning on building a 256,430± square foot facility in Frederick County, called the Records Management Facility. The facility will consolidate FBI’s paper records and also provides storage for National Archives and Records Administration’s (NARA) compliant records in an environmentally conditioned, fire-protected space. The proposed facility will include a record management building. This facility is anticipated to open in 2016 and could employ as many as 1,200 people. McKesson Corp., a health care services and information technology company, is building a new distribution center in 2013 that will employ 205 people. The company will distribute medical and surgical supplies to physician offices, surgery centers, long-term care facilities and home care businesses. Navy Federal Credit Union is building another facility on its Winchester campus to add 400 jobs. The credit union currently has about 500 workers at its site on Security Drive in Winchester. Most of the new jobs will be customer-support positions with salaries above $40,000. The facility is scheduled to open in late- 2013. Rubbermaid Commercial Products Inc. announced that it would expand its operations in Winchester in 2011 and establish a distribution center in Frederick County as the company invests in high-technology, energy-efficient injection molding machines to upgrade the Winchester facility’s production capability into a state-of-the-art logistics center. The result will be the creation of 71 new jobs. HP Hood operates a 375,080± square foot milk plant at 160 Hood Way where it employs over 420 people. The company announced that it would expand the facility to increase ultra-high temperature production capacity, creating 75 new jobs. Apartment Market Analysis Following is a summary market analysis for new apartment unit development in the market area. For this analysis, we studied the market for 150-200 new units for 27 initial project development at Heritage Commons. The study is for a new modern apartment complex with only one- and two-bedroom units. The forecast date for unit delivery is 2016/17. Current market area net rents (2013 dollars) for new units are $950 to $1,000 for a one-bedroom and $1,100+ net for a two-bedroom with two full baths. We also assume an apartment complex with a competitive mix of on-site amenities. Within these parameters, market support is analyzed for renter households with incomes of $40,000 and above. A $950 net rent will require an income of $38,000 and above, based on 2013 dollars. Thus, to be somewhat conservative, we used $40,000 as the minimum household income for the target market. The demographic analysis is presented in Table 1 on page 23. The key demographic factor under study for new apartment unit development is the magnitude and growth of renters with incomes of $40,000 and above. Our analysis shows that the market area had approximately 5,100 renter households with incomes of $40,000+ in 2010, at the time of the Census count. By 2018, this total is expected to increase to about 6,100, or a growth of 900+ renters for the 2010 to 2018 period, or 100+ households per year on average. Competitive Apartment Market. The following table shows a list of existing rental housing units that would be competitive, or somewhat competitive, with new units at Heritage Commons, once built. Except for twelve (out of 48 total) apartments at Cedar hill that were just leased in August, 2013, the market area has only three apartment complexes that were built since 2003 and none since 2005. Summerfield and Stuart Hill are the two newer and better apartment properties in the market area. In studying the Winchester area apartment market, only 40± percent of the identified better rental units are in defined apartment complexes. There are condos for rent, a sizable number of towns for rent by professional real estate companies, and currently 80 rentals in adaptive reuse buildings in Old Town. 28 This list does not include rentals by individual owners – we found very few available units on Craig’s List – and does not include single-family rentals. Some of the units are rented by university students, but that is a small total of the occupancy shown in Table 2. There are five key points shown by the data in Table 2 in regard to the magnitude and quality of the Winchester apartment market: 1. For a marketplace with 5,400+ renters (in 2013) with incomes of $40,000+, the total competitive apartment unit count is modest, at 1,360±, particularly given the fact that many of the apartment units listed in Table 2 are below the rents proposed for new apartment unit development and will not compete for the $40,000+ income renter; 2. The vacancy rate is near zero for the identified higher rent properties; 3. Most of the new apartment units being placed on the market at this time are one-bedroom units in upper floors of renovated Old Town buildings; (except for the units coming on line at Cedar Hill as noted below); 4. Nearly 60 percent of the apartment units that are listed in Table 2 were built prior to 2000; and 5. Tasker Village, with 64 units, is the only market rent newer apartment complex in the market area. Many of the other rental units in the County are at towns and condos for rent. 29 Table 2 Characteristics of Competitive Apartment Complexes and Other Higher End Rentals, Heritage Commons Market Area, September, 2013 Date Built Total Units Vacant Units Apartment Complexes Summerfield 2005 64 Treetops 1995 52 Stuart Hill 2003 180 Tasker Village 2005 64 Pemberton 1998 120 Peppertree 1987/89 194 ____ (Subtotal) (672) (0) Other Rentals 1/ Lakeside Condo Mid-2000’s 50 Tevis St. Apartments 1997 20 Fox Court 2002/03 25 Windstone TH’s 2003 75 Limestone TH’s Mid-2000’s 20 Old Town Rentals 2006/13 45 Saunders Construction Rentals NA 120 Oakcrest Realtors NA 130 Hables Real Estate NA 210 (Subtotal) (695) (10) Total 1,359 10 Notes: 1/ Totals include rentals that are managed by these companies. Source: Field and telephone survey by S. Patz & Associates, Inc. Pipeline Proposals. At this time, there are four active proposals for new apartment unit development in the market area: 1. Jubal Square is a 140-unit apartment proposal that has been approved by City officials for rezoning. Jubal Square is expected to attract Shenandoah University students for at least 40 of the 140 planned units. This proposal will likely be ready for occupancy by sometime in 2016. It includes 28 three-bedroom units and 20 two-bedroom units with dens. The remainder are one- and two-bedroom units. 2. Old town Properties. City officials have approved the addition of 80 apartment units in adaptive reuse buildings in Old Town. These will open for lease-up over the next year or so. 3. Cedar Creek Place is a 132-unit apartment proposal for a site along Cedar Creek Grade at the western side of the City. It is in a preliminary study phase at this time with a requirement for rezoning. The rezoning application will be reviewed by the City planning commission in early- 30 October. It is likely that Cedar Creek Place will be approved and open by early-2016. 4. Cedar Hill is a new construction 48-unit apartment building opening in 12-unit phases. The first building is now open and at least seven of 12 units are occupied. The second building is under construction and will likely be ready for occupancy prior to the end of 2013. Site work has started for the last two buildings. This is a non-amenitized property and likely an attractive property for university students given its location. The units are two- and three-bedroom. These pipeline proposal data are summarized in the chart to follow with an adjustment for apartment units expected to have some units occupied by Shenandoah University students. These data show, if Jubal Square is built and Cedar Creek Place are approved, the number of competitive market area apartment units for families will be increased by 350 units. Within the County, there are two active development proposals with apartment units as plan components. One is Heritage Commons, the other is Madison Village, which is located adjacent to the south side of Heritage Commons. Madison Village is planned for 640 housing units, of which 250± units will be apartment units. The plan, as reported to us, is for the apartment unit development to be the last phase of the development. Number of Planned Apartment Units (2013-2018) Jubal Square 100 1/ Cedar Hill 30 1/ Old Town Properties 80 Cedar Creek Place 132 Total 340 (rounded) Note: 1/ Adjusted to exclude college student occupancy. Conclusions. Our demand analysis shows market support for 800± new apartment units for the 2010 to 2018 period, excluding units to be occupied by area college students. This projection could be conservative, given the large number of rental units in investor-owned units and the recent increase and success of new apartment 31 complexes. The chart on page 30 shows that 340± units are likely to be built in the near future, with the small Cedar Hill Apartment currently under construction and continued addition of the 80 units planned in adaptive reuse buildings in Old Town Winchester. The net demand for new units by 2018 is 460 units. Jubal Square will be an attractive apartment property, but will have a large percentage of large two’s and three’s. Cedar Creek Place is located on the west side of the City and will contain all one’s and two’s in a mixture of four-story elevator buildings and three-story gardens. Both will have a full range of amenities. Both are likely to be in marketing in 2016 and 2017. Prototype for Jubal Square Cedar Creek Place Cedar Hill is a small, modest, non-amenitized apartment complex with a mix of two’s and three’s. These units should be fully occupied by mid-2014. 32 Cedar Hill Completed Building Building Under Construction Madison Village, if approved by County officials, will have apartment unit components, but likely the apartment units will not be developed for several years and likely after the initial phases of development at Heritage Commons. The city of Winchester has a future apartment site at Ward Plaza, if that site is redeveloped, and another further site exists along the north end of Meadow Branch Avenue, but only after Meadow Branch Avenue is extended to Route 50 in 2016 or after. Thus, our analysis shows both a pent-up demand for new apartment units currently and a net demand for 460± units over the next five years. There are no active apartment proposals for new development at this time other than the apartment projects listed above. The future apartment proposals – Madison Village, Ward Plaza and Meadow Branch Avenue – are not yet ready to start and all of the pipeline proposals are still several years in the future. Thus, if the first 150 to 200 units are built at Heritage Commons in 2015/16 and availability for occupancy by 2017, market support will clearly exist. The market for better apartment units should continue to increase and a successful phase one of apartment unit development should be a catalyst for future phases, as the market for quality rental housing expands. 33 Townhouse Market Analysis Heritage Commons will also have 150 townhomes that will be priced in the $240,000 range, as an average, with upgrades to the base price, and reported in constant 2013 dollars. The chart below shows that there are four active new townhome subdivisions in the market area at this time, and one, Orchard Hill, that was closed out earlier this year. The average sales price for these homes is $225,700, but $236,300 without the lower priced Brookland Manor. These represent recorded sales prices with current prices somewhat higher. These prices are in the same price range planned for Heritage Commons. Current Townhome Sale Prices at Active Subdivisions 2013 Average Sales Price Autumn Glen $244,690 Brookland Manor $182,800 Fieldstone $240,000 Orchard Hill $240,000 2/ Snowden Bridge $234,540 (Average) 1/ ($236,300) Note: 1/ Excludes Brookland Manor 2/ Currently sold out There are only 100± lots available at these townhouse subdivisions at this time, with another 200 or so lots with approvals that could be developed in time. The Madison Village proposal has a mix of singles and towns and could add more townhomes lots to this total, if approved, and a second rezoning proposal, Willow Run, will add 1,390 homes on nearly 360 acres at build out, with approximately 400 of these homes planned for townhomes. The owner of Willow Run has proffered that no more than 200 homes would be built annually, so with other housing types planned, only a limited number of townhomes can be added annually at this subdivision, which is located on the west side of the market area near the SR 37 bypass near the Crest Hill neighborhood of the County. The rezoning application was approved in Fall, 2012. 34 Following are photos of townhomes at four of the active subdivisions. Autumn Glen is not included, as it is marketed as age-restricted housing. Orchard Hill is now sold out and Autumn Glen is at near build out, as is Brookland Manor. Current competition for towns at Heritage Commons will come from Fieldstone and Snowden Bridge. Madison Village is approved and should be in marketing at the same time as Heritage Commons. Brookland Manor Fieldstone 35 Orchard Hill Snowden Bridge The sales pace for new townhome sales in the market area was 72 in 2012 and 50± to date in 2013. The 2013 total will be near the 2012 figure, when reported on an annualized basis. These two years represent start-up years for new home sales after the recent recession. The market area annual average sale total should increase as buyer confidence improves. These data and analyses show full market support for the proposed price range for towns at Heritage Commons. Data also show that 25 home sales annually during the first year or two of marketing at Heritage Commons is likely the potential market, indicating that a five to six year marketing period will be required for sell out of 150 townhomes, at the sale prices projected. The market area will have increased competition for new townhome sales in 2014 and after. However, none of the competitive sites have the locational advantages of Heritage Commons. Attractive and well priced homes on Heritage Commons should be fully competitive, but within an increasing competitive market. 36 Office Space Heritage Commons is planned for 600,000 square feet of office space. That total includes the proposed 150,000 square foot County Office Building and a 70,000 square foot building planned for development by the sponsor of Heritage Commons as new space for business that need close proximity to County government offices. The County office building is likely to open in 2015/16. The sponsor’s planned building will open at the same time. In addition to the 220,000 square feet of office space in these two buildings, Heritage Commons will have land and approved master plan for 380,000 square feet of additional space. Excluding some of the older office buildings in the historic downtown of Winchester, and elsewhere in the region, and the buildings occupied by City agencies, the market area has approximately 1.3 million square feet of newer office space, with “newer” defined as space built since 1988. This total also excludes the existing 65,300 square foot County office building. The following paragraphs summarize the findings of our research on the market area office space: Of the 1.3± million square feet of office space in the market area, 400,000 square feet (35%) is medical office space. These buildings are clustered near the hospital on Amherst Street and along Jubal Early Drive. Both are locations in the City. The Heritage Commons site is not likely to be a competitive location for medical office space. One condo medical building of 85,000 square feet is now under construction for early-2014 opening and is nearly full. The medical office space is at a near 100% occupancy rate. Excluding the large government buildings, such as FEMA and USACE, the market area has 650,000± square feet of newer space. These are building buildings of mostly 10,000 to 50,000 square feet. For the 2000 to 2009 period, 12 non-medial related, general purpose office buildings were built with a total of 280,000 square feet. For the 2000 decade, the average annual building pace for general purpose office space 37 was 28,000 square feet per year. This space has a 13± percent vacancy rate. The 501-519 Jubal Early Drive building with 39,500 square feet is the newest office building in the market area. The building was started during the recession and completed in 2012. It was recently purchased by a tenant who will occupy the majority of the building. The office space market in the market area “stopped” during the post- 2008 recession period. At present, there are no active proposals for new space. Along Airport Road are several “flex” office buildings with a mix of office and industrial space. These buildings include 120,000 square feet of space, plus the 110,000 square foot Navy Federal Credit Union. Overall, the general purpose office space market is somewhat stagnant with only the 39,000+ building on Jubal Early Drive built since 2009. The vacancy rate is high. However, there are three positive issues to reemphasize: 1. The Federal Government is increasing its “pressure” in the area and expanding the amount of office space that it requires; 2. Over half of the general office space in the market area is mature; and 3. The County’s mature market area flex space represents an expansion market for new office space. The Heritage Commons site is well located for office space development, particularly with the new County office building on site. Thus, Heritage Commons will likely be competitive for new office space after the new County office building is open. At best, Heritage Commons can attract 25,000 square feet of office space per year, with expected additional County space and possibly a large federal government space. This pace of development would require 15± year for full build out of the “available” sites for 380,000 square feet of office space over and above the 220,000 committed square feet. Retail Space Heritage Commons will have approximately 100,000 square feet of retail/commercial space. This will be primarily restaurant space, personnel service 38 space and non-retail space such as banks, child day care center, business service space, coffee shops, computer store, etc. Only half of the space is expected to be classified as retail space for resident expenditure potential. As shown on page 19, the sponsor already has discussions with businesses that would occupy 30,000 square feet, of which 20,000 square feet will compete for expenditure potential for consumer goods. At build out, Heritage Commons will have 1,200 homes occupied by households with an average income (2013 dollars) of $65,000. These households have a combined household income of $78 million. Households in this income category will spend 15 percent of their income for: (1) food consumed away from home; (2) some food for home preparation; (3) miscellaneous purchases; (4) personal services; etc. That total is $11.7 million, of which 20 percent can be “captured” by on-site retailers, if retail space is available, or about $2.34 million. On-Site Residential Retail Sales Analysis at Buildout (2013 dollars) Number On-Site Households 1,200 Average Household Income $65,000 Total Household Income $7,800,000 Convenience Purchases (at 15%) $11,700,000 On-Site Capture (20%) $2,340,000 There will be 2,000 on-site employees at the 600,000 square feet of on-site office space, if built, and 5,000± employees in area businesses. These employees will likely spend an average of $10 per day for 260 work days for lunch and other local purchases, for a total of $18.2 million. If attractive retail stores are available on site at Heritage Commons, 20 percent of this expenditure potential, or $3.6 million can be captured by on-site retail stores. 39 On-Site and Area Employee Retail Lunch Time Expenditure Potential (2013 dollars) Number On-Site and Area Employees 7,000 Lunchtime Daily Expenditure Potential (260 days) $10.00 Annual Lunchtime Expenditure Potential $18,200,000 Heritage Commons Retail Store Capture (at 20%) $3,600,000 These two sources of retail sales expenditure, plus a 20% inflow sales from other area households will generate total retail sales of $7.13 million. At an average sales per square foot of $200, this annual sales potential will support 35,600 square feet of retail space. Thus, to support 100,000 square feet of commercial space on Heritage Commons, the majority of the space needs to be service and business related. This could be feasible with quality office tenants on site. Market Study Conclusion The projection of real estate development over a 15+ year period is speculative, at best. However, there are sufficient data to provide a comfort level that full market support exists for the Heritage Commons proposal, as presented, with the following qualifications: Even with increased competition, the apartment unit and townhome totals are marketable within a 15-year development period at Heritage Commons. To achieve 600,000 square feet of office space, in or beyond the 15± year development period, will require one or more sizable users. The site setting and new bridge over I-81 should allow for that. 40 To achieve 100,000 square feet of retail space, given the nearby competition, at least one sizable tenant of 15,000+ square feet will be required. We used the proposed land use totals for the FIA to follow. Adjustments can be made to this calculation, if required. 41 Section II Fiscal and Economic Impacts Analysis The fiscal and economic impacts analysis to follow is presented in two ways: first, those impacts which occur directly from activities on-site at Heritage Commons; and, second, those impacts which occur off-cite due to multiplier or spin-off effects of resident and business expenditures in the County. The off-site impacts will be explained further on in this report; the present section deals with the on-site impacts. The on-site impacts include taxes generated by the development that will accrue to the County, such as the real property and personal property taxes for the development and its residents and businesses. The fiscal impacts analysis also projects the public service and facility costs to be incurred by Frederick County by development on-site and for off-site spin-off effects. The results of the fiscal impacts analysis will be to compare the tax revenues generated by property development with the tax-supported costs incurred by the County to determine the net fiscal impacts in terms of a revenue surplus or deficit over costs. This is done for both on-site and off-site impacts. Total annual impacts for the property at buildout of the project will be projected at the outset, to be followed by impacts by five- year phases over the 15-year course of development of the site. Results are given in constant year 2013 dollars, rounded to the nearest ten dollars. Summary of Fiscal Impacts This section of the report for Heritage Commons will detail the economic and fiscal impacts of the development over its 15-year development period, with the recognition that the off-site impacts may lag somewhat behind development and on-site impacts as the market responds to changes in demand for goods and services. Table 3 presents a summary of the fiscal impacts that will be derived in this section of the report. It shows the sources of net fiscal benefits, being the difference between tax revenues generated and tax-supported costs incurred by the County to serve Heritage Commons. These are annual impacts, expressed in constant 2013 dollars, to avoid projecting inflation rates. The overall yearly impact of Heritage Commons after buildout and full 42 response by the local economy would be $4.3 million in net revenue surplus for Frederick County. The paragraphs to follow present the derivations of these figures. Table 3. Summary of Tax Revenues, Tax-supported Costs, and Net Fiscal Benefits, On-site and Off-site, by Development Components at Buildout, Heritage Commons, Frederick County, Virginia (constant $2013) Development Component Tax Revenue Tax-supported Costs Net Fiscal Benefit Apartments On-site Impacts $1,840,540 -$1,264,880 $575,660 Off-site Impacts $454,600 -$118,750 $335,850 Total Impact $2,295,140 -$1,383,630 $911,510 Townhouses On-site Impacts $389,750 -$427,670 -$37,920 Off-site Impacts $130,920 -$31,380 $99,540 Total Impact $520,670 -$459,050 $61,620 Commercial Floor Space On-site Impacts $445,240 -$66,280 $378,960 Off-site Impacts $637,270 -$118,750 $518,520 Total Impact $1,082,510 -$185,030 $897,480 Office Floor Space On-site Impacts $1,421,610 -$451,930 $969,680 Off-site Impacts $1,887,940 -$399,700 $1,488,240 Total Impact $3,309,550 -$851,630 $2,457,920 Total Heritage Commons On-site Impacts $4,097,140 -$2,210,760 $1,886,380 Off-site Impacts $3,110,730 -$668,580 $2,442,150 Total Impact $7,207,870 -$2,879,340 $4,328,530 Sources: FY2014 Adopted Budget of Frederick County, Virginia; U.S. Department of Commerce; and S. Patz & Associates, Inc. 43 On-site Impacts: Tax Revenues The revenues to be considered in this report are taxes collected by Frederick County for General Fund use. These include the property taxes, utility tax, and other smaller taxes. The paragraphs to follow document the derivation of the tax amounts for the on-site development at the property. Real Property Tax. For convenience, the real property (or real estate) tax is treated, first, for the residential development on-site, and then for the non-residential development on-site. This separation is done to simplify the presentation. Total taxes for residential and non-residential will then be combined to give total on-site taxes. Table 4 presents the findings for the real property tax for the residential units to be built at Heritage Commons, which include both rental apartments and for-sale townhouses. The table is straightforward: numbers of units are multiplied by average market value per unit, and the result is taxes at the County tax rate of $0.585 per $100 of value. Market values per unit were confirmed by field research on competitive projects. The total tax from residential units at the property would be almost $920,000 at buildout. Table 4. Derivation of Real Property Tax for Residential Units On-site at Heritage Commons, at Buildout, Frederick County, Virginia (constant $2013) Apartments Townhouses Subtotal Value Per Unit $115,000 $240,000 $130.620 Number of Units 1,050 150 1,200 Total Market Value $120,750,000 $36,000,000 $156,750,000 Real Estate Tax Per $100 $0.585 $0.585 $0.585 Total Real Estate Tax $706,390 $210,600 $919,990 Tax Per Unit $673 $1,404 $764 Sources: FY 2014 Adopted Budget for Frederick County, Virginia, and S. Patz & Assoc., Inc. 44 Market value for the non-residential (commercial and office) uses on site are based on developer hard costs, plus soft costs, land costs and site work. The commercial space includes both retail and services space. For the office space, only the taxable amount is included, which is 450,000 square feet out of the total of 600,000 square feet to be built on site. The remaining 150,000 square feet will be in public use and will be non- taxable. The methodology follows that for the commercial uses, with unit costs multiplied by number of square feet, and the resulting value multiplied by the real property tax rate. Together, the non-residential uses would produce almost $555,000 in taxes per year. Table 5. Derivation of Real Property Tax for Non-residential Units On-site at Heritage Commons at Buildout (constant $2013) Commercial Office Subtotal Cost Per Square foot $122.00 $183.50 $172.32 Number of Square Feet 100,000 450,000 550,000 Total Market Value $12,200,000 $82,575,000 $94,775,000 Real Estate Tax Per $100 $0.585 $0.585 $0.585 Total Real Estate Tax $71,370 $483,060 $554,430 Tax Per Square Foot $0.71 $1.07 $1.01 Sources: FY 2014 Adopted Budget for Frederick County, Virginia, and S. Patz & Assoc., Inc. The chart below summarizes real property taxes at the property for all residential and non-residential uses. The total real property taxes from on-site development equals approximately $1.5 million at buildout. Residential Non-residential Total Total Market Value $156,750,000 $94,775,000 $251,525,000 Real Estate Tax Per $100 $0.585 $0.585 $0.585 Total Real Estate Tax $916,990 $554,430 $1,471,420 45 Personal Property Taxes. Both residents and businesses are assessed personal (business) property taxes. For residents, this is a tax on motor vehicles; for businesses it is a tax on furniture, fixtures, and equipment (FF&E). To address residential personal property taxes, the first step is to estimate the average depreciated value per vehicle in the County. The sequence of calculation to achieve this are shown in Table 6 and summarized as follows: • The FY 2014 Adopted Budget for Frederick County gives an allocation of $41 million for expected personal property taxes. • Based on the percent of real estate assessments that are residential – 69 percent – it is estimated that residential personal property taxes are $28 million. • To this base is added the amount of Personal Property Tax Relief Act (PPTRA) funding the County is expected to receive from the State of Virginia, at 48 percent of residential property taxes, or about $14 million, bringing the total to $42 million. • Dividing the total residential personal property tax by the tax rate produces the total assessed value of vehicles in the County, $864 million. • According to the statistics section of the current budget, there are almost 30,000 households (occupied housing units) in the County, each having an average of 2.3 vehicles, for a County total of almost 69,000 vehicles. • Dividing the number of vehicles into the total assessed value of vehicles gives an average assessed value per vehicle of $12,600. 46 Table 6. Estimation of the Average Depreciated Value of Residential Vehicles, Frederick County, Virginia (constant $2013) Amount Personal Property Tax FY 2014 $41,143,379 Percent Residential 0.69 Residential Prop. Tax $28,388,932 PPTRA @48% $13,626,687 Total Residential Tax $42,015,619 Residential Depreciated Value $864,518,902 Number of Households 29,858 Ave Vehicles Per Household 2.3 Number of Vehicles 68,673 Depreciated Value per Vehicle $12,589 Sources: FY 2014 Adopted Budget and Statistical Section for Frederick County, Virginia, and Frederick County Department of Revenue Table 7 applies the average assessed value per vehicle and the personal tax rate in the County to the numbers of apartments and townhouses to be built at Heritage Commons. This yields a personal property tax of $796,000 for the apartments and $166,000 for the townhouses, for a residential total of $1.1 million. In the analysis, an occupancy rate of 95 percent is assumed to account for normal vacancy and turnover. This is a conservative figure, as actual occupancies may be higher. 47 Table 7. Personal Property Taxes For Residential Uses at Heritage Commons at Buildout (constant $2013) Apartments Townhouses Subtotal Number of Households @95% 998 143 1,141 Vehicles Per Household 1.60 1.90 1.64 Number of Vehicles 1,596 271 1,867 Value Per Vehicle $12,589 $12,589 $12,589 Total Depreciated Value $20,091,799 $3,408,430 $23,500,229 Tax @ $4.86/$100 $976,460 $165,650 $1,142,110 Tax Per Unit $930 $1,104 $1,002 Sources: S. Patz & Associates, Inc. For non-residential floor space, an average and total FF&E cost is shown in Table 8. This is depreciated to an average of 40. Multiplying by the tax rate yields the projected business property tax for the proposed development, a total of $248,000 for the non-residential properties. Table 8. Personal Property Taxes For Non-residential Uses at Heritage Commons, at Buildout (constant $2013) Commercial Office Subtotal Total Floor Space (Sq. Ft.) 100,000 450,000 550,000 FF&E/Square Foot $15 $25 $23 Total FF&E $1,500,000 $11,250,000 $12,750,000 Depreciated to 40% $600,000 $4,500,000 $5,100,000 Tax @ $4.86/$100 $29,160 $218,700 $247,860 Tax Per Square Foot $0.29 $0.49 $0.45 Sources: S. Patz & Assoc., Inc. 48 In the chart below, the on-site residential and non-residential personal property taxes at Heritage Commons are added to give $1.3 million in annual taxes after buildout. Residential Non-residential Total Total Depreciated Taxable Value $23,500,229 $5,100,000 $28,600,229 Tax at $4.86 Per $100 $1,142,110 $247,860 $1,389,970 Tax Per Unit/Square Foot $1,002 $0.45 Retail Sales Tax. Of the 100,000 square feet of commercial space, at Heritage Commons it is estimated that 80 percent will be in convenience retail or restaurant space, both subject to the retail sales tax. The remaining 20 percent would be comprised of non-taxable personal and business services. This is a “best guess” est9mate at this time. However, for the fiscal impacts analysis, it is a small tax and any changes will not greatly affect the overall net tax revenue analysis. With sales at buildout of $200 per square foot (an estimate that may change over time depending on the retail/service space mix), sales receipts for the retail and restaurant space would come to $16 million annually. These are modest levels of business receipts because this center will not have an anchor tenant such as a big box store or supermarket. These taxable sales yield $160,000 at 1.0 percent tax rate. 49 Table 9. Retail Sales Tax for the Commercial Space at Heritage Commons at Buildout (constant $2013) Amount Commercial Floor Space 100,000 Percent Retail/Restaurant 0.80 Retail/Restaurant Sq. Feet 80,000 Sales Per Square Foot $200 Total Taxable Sales $16,000,000 Sales Tax Rate 0.01 Total Sales Tax $160,000 Sales Tax Per Gross SF $1.60 Source: S/ Patz & Assoc., Inc. Business License Taxes. Certain businesses are taxed in the County under the Business, Professional, and Occupational License (BPOL) tax. The two cases in effect here are taxes on retail sales and professional services, which include all private office space. The commercial space is limited to retail space, and the office space excludes government space. In Table 10, the respective BPOL tax rates are applied to the taxable receipts in commercial and private office space, yielding a total of $685,000 in BPOL taxes annually. 50 Table 10. Business, Professional, and Occupational (BPOL) Tax at the Non- residential Uses at Heritage Commons at Buildout (constant $2013) Commercial Office Total Taxable Floor Space 80,000 450,000 530,000 Receipts Per Square Foot $300 $250 Total Receipts $24,000,000 $112,500,000 $136,500,000 Tax Rate Per $100 $0.20 $0.58 BPOL Tax $32,000 $652,500 $684,500 Tax Per Gross Square Foot $0.32 $1.45 $1.29 Source: S. Patz & Assoc., Inc. Consumer Utility Taxes. Expenditures on utilities are typically taxed in Virginia municipalities on at least three of the following utilities: electric, gas, water, land line, cell phone, and internet. For households most utility taxes are approximately $3.00 per month per utility; for three utilities this is $108 per household per year. For the approximately 1,000 households in apartments, this comes to a tax of $107,730, and for the approximately 140 households in townhouses this tax comes to $15,390, for a total in residential units of $123,120. Non-residential utility taxes are determined by backing residential utility taxes out of the total County FY 2014 budget for utilities of $4.25 million. This is done in Table 11, resulting in an estimate of $40 in utility taxes per employee per year. With an estimated 200 employees in commercial space, the utility tax for that space would come to $8,060. Similarly, with 1,500 employees in private office space, the utility taxes in offices would come to $60,470, for total non-residential utility taxes of $68,530. 51 Table 11. Utility Taxes Per Employee, Frederick County, Virginia (constant $2013) Amount County Utility Taxes FY 2014 $4,250,000 Number of Households 29,858 Utility Taxes Per Household $108 Residential Utility Taxes $3,224,664 Non-Residential Utility Taxes $1,025,336 Employment 25,433 Taxes Per Employee $40 Sources: FY 2014 Adopted Budget and Statistical Section for Frederick County, Virginia Total residential and non-residential utility taxes would total $191,660 annually after buildout in constant year 2013 dollars. Meals Tax. Of the 100,000 square feet of commercial space at the site, up to 80,000 square feet could be convenience retail or restaurants, the latter comprising 10,000 square approximately. Restaurants are fairly receipts intensive, here assumed at $300 per square foot, for sales(receipts) of $3.0 million. Tax on $3.0 million of sales at four percent gives an amount of $120,000, as Table 12 shows. 52 Table 12. Meal Taxes at Heritage Commons at Buildout (constant $2013) Amount Restaurant Floor Space Sq. Feet 10,000 Sales Per Square Foot $300 Total Sales $3,000,000 Tax at 4.0% $120,000 Tax Per Gross SF $1.20 Sources: S. Patz & Assoc., Inc. Motor Vehicle Licenses. The analysis for personal property taxes estimated 1,596 vehicles at the apartments, and 271 at the townhouses. The license fee is $25 per vehicle, giving total fees of $39,900 at the apartments and $6,770 at the townhouses. Total fees would be $46,670. Recordation Tax. Real estate ownership transfers are taxes at the state level at the rate of $0.25 per $100 of value. One third of this is returned to the municipality, a rate of $.0833 per $100. Assuming that townhouse units are registered for recordation three times in 20 years – initial recordation plus resales every 10 years – and apartments and non-residential are recorded twice in 20 years, the following annual average recordation taxes would accrue (see Table 13). 53 Table 13. Annual Average Recordation Tax at Heritage Commons, at Buildout (constant $2013) Taxable Value Total 20- YearTax Annual Ave. Tax. Apartments $241,500,000 $201,250 $10,060 Townhouses $108,000,000 $90,000 $4,500 Residential $349,500,000 $291,250 $14,560 Commercial $24,400,000 $20,330 $1,020 Office $165,150,000 $137,630 $6,880 Non-residential $189,550,000 $157,960 $7,900 Total Recordation Tax $539,050,000 $449,219 $22,460 Source: S. Patz & Assoc., Inc. Summary of On-site Tax Revenues. Table 14 summarizes the taxes by type for residential uses at the site, and Table 15 presents those taxes for non-residential uses. Both tables are for project buildout. Residential taxes total $2.2 million and non- residential taxes total $1.8 million. As Table 16 shows, the total tax revenue to accrue to Frederick County at buildout of the site would come to $4.1 million annually, in constant year 2013 dollars. Among the residential taxes, the major source is the apartments, as they comprise many more units than do the townhouses. 54 Table 14. Summary of Taxes Residential Uses at Heritage Commons, at Buildout, Frederick County, Virginia (constant $2013) Apartments Townhouses Residential Real Estate Tax $706,390 $197,440 $903,830 Personal Property Tax $976,460 $165,650 $1,142,110 Retail Sales Tax $0 $0 $0 BPOL Tax $0 $0 $0 Consumer Utility Tax $107,730 $15,390 $123,120 Meals Tax $0 $0 $0 Motor Vehicle Lic. Fee $39,900 $6,770 $46,670 Recordation Tax $10,060 $4,500 $14,560 Total Annual Taxes $1,840,540 $389,750 $2,230,290 Taxes Per Unit $1,753 $2,598 $1,989 Sources: S. Patz & Assoc., Inc. Commercial space, being much less than office space, contributes a much smaller portion of the non-residential tax revenue, just less than 25 percent. The total non- residential tax of $1.8 million averages $3.35 per square foot in taxes. 55 Table 15. Summary of Taxes Non-residential Uses at Heritage Commons, at Buildout, Frederick County, Virginia (constant $2013) Commercial Office Non-resid. Real Estate Tax $71,370 $483,060 $554,430 Personal Property Tax $29,160 $218,700 $247,860 Retail Sales Tax $160,000 $0 $160,000 BPOL Tax $32,000 $652,500 $684,500 Consumer Utility Tax $8,060 $60,470 $68,540 Meals Tax $120,000 $0 $120,000 Motor Vehicle Lic. Fee $0 $0 $0 Recordation Tax $1,020 $6,880 $7,900 Total Annual Taxes $421,610 $1,421,610 $1,843,230 Taxes Per Sq. Foot $4.22 $3.16 $3.35 Sources: S. Patz & Assoc., Inc. Among all taxes from the site, the two predominant ones are the two property taxes, with approximately $1.4 million in tax receipts each for the County. This is about 35 percent of the taxes in each case, meaning that the property taxes account for almost 70 percent of total taxes. The BPOL tax is third in size, and $0.7 million, or 17 percent of the total. This tax derives primarily from the office space. 56 Table 16. Summary of Taxes From Residential and Non-residential Uses at Heritage Commons, at Buildout (constant $2013) Residential Non-Resid. Total Amount Real Estate Tax $903,830 $554,430 $1,458,260 Personal Property Tax $1,142,110 $247,860 $1,389,970 Retail Sales Tax $0 $160,000 $160,000 BPOL Tax $0 $684,500 $684,500 Consumer Utility Tax $123,120 $68,540 $191,660 Meals Tax $0 $120,000 $120,000 Motor Vehicle Lic. Fee $46,670 $0 $46,670 Recordation Tax $14,560 $7,900 $22,460 Total Annual Taxes $2,230,290 $1,843,230 $4,073,520 Sources: S. Patz & Assoc., Inc. Costs to the County The previous section has derived the major tax revenues that would accrue to Frederick County from the on-site development at Heritage Commons. The fiscal impacts analysis compares revenues with costs. In this case, since taxes are deposited in the County’s General Fund, those revenues for the site are compared with the tax- supported costs that the County would incur in serving the residents and businesses at the site. Other sources of revenue and costs are excluded, since they accrue to separate funds in which expenditures generally equal revenues. The source for the tax-supported costs the County would incur for service to the residences and businesses at Heritage Commons is the County’s FY 2014 Adopted Budget. In the succeeding paragraphs the budget is presented both in terms of budgeted revenues and budgeted expenses. The tax-supported portion of the budgeted expenditures is derived and expressed on a per capita basis – for population (representing residents), employment (representing businesses), and pupils 57 (representing costs of public education. The per capita costs to the County will be applied to the population, employment and pupils at the site to determine the overall costs to the County from the development of the site. County Budget Expenditures. The recent history of expenditures in the Frederick County budget is presented in Table 17. FY 2012 is the actual audited expenditure, FY 2013 is the estimated expenditure, and FY 2014 is the current adopted budget for the County. The total budget for FY 2014 of $133 million shows a small but steady progression from FY 2012 through FY 2013. Of the total in FY 2014, the transfer to the School Fund of $75 million represents 56 percent of the General Fund budget. The School Fund has other sources of funding besides these tax transfers, such as state and federal grants. 58 Table 17. Trends Annual General Fund Budgets, Frederick County, Virginia, FY2012 to FY2014 FY2012 FY2013 FY2014 Actual Estimated Adopted Functional Areas Administration $7,807,957 $8,616,459 $8,394,217 Judicial Administration $1,909,957 $1,961,826 $2,124,752 Public Safety $23,653,636 $24,924,782 $25,469,242 Public Works $3,518,554 $3,405,482 $3,940,814 Health and Welfare $6,690,169 $6,411,108 $6,935,132 Community College $56,493 $56,493 $56,493 Parks, Rec. & Cultural $5,918,974 $4,690,909 $5,107,445 Community Development $1,680,290 $1,676,928 $1,818,346 Subtotal $50,235,750 $51,653,587 $53,846,441 Non-departmental Transfers School $71,021,559 $72,024,613 $75,353,472 Other $2,514,594 $2,561,645 $2,561,645 Subtotal $73,536,153 $74,586,258 $77,915,117 Other $335,501 $1,601,128 $1,262,849 Subtotal Non-departmental $73,871,654 $76,187,386 $79,177,966 Total General Fund $124,107,404 $127,840,973 $133,024,407 Sources: FY 2014 Adopted Budget for Frederick County, Virginia County Budget Revenues. The purpose of presenting a summary of County revenues in Table 18 is to show what portion is from by taxes. This proportion represents the “tax burden” for the budget, representing the amount of the County’s revenues that County residents and businesses must make up in taxes. Table 18 shows that of the budgeted revenues for the last three fiscal years, taxes comprise 69 percent to 70 percent of the revenues for non-school expenditures. This is the non-school tax burden. The transfer to the schools is 100 percent tax-supported 59 Table 18. Summary of General Fund Revenues, Frederick County, Virginia, FY2014 Actual Estimated Adopted Revenue Source FY2012 FY2013 FY2014 General Property Taxes $86,822,543 $87,253,512 $87,168,379 Other Local Taxes $28,344,455 $30,134,962 $28,429,460 Total Taxes $115,166,998 $117,388,474 $115,597,839 Other Local Revenue $5,950,460 $7,078,590 $4,824,957 Total Local Revenue $121,117,458 $124,467,064 $120,422,796 Non-local Revenue $13,498,942 $13,215,840 $12,601,611 Total General Fund $134,616,400 $137,682,904 $133,024,407 Local Taxes $115,166,998 $117,388,474 $115,597,839 Less: School Transfer -$71,021,559 -$72,024,613 -$75,353,472 Taxes Except School $44,145,439 $45,363,861 $40,244,367 Total General Fund $134,616,400 $137,682,904 $133,024,407 Less: School Transfer -$71,021,559 -$72,024,613 -$75,353,472 Non-School Expenditures $63,594,841 $65,658,291 $57,670,935 Tax Burden Except Schools 69.4% 69.1% 69.8% Sources: FY 2014 Adopted Budget for Frederick County, Virginia Per Capita County Costs. In Table 19 budgeted General Fund expenditures for FY 2014 are allocated to population, employment, and public school pupils. One hundred percent of the General Fund transfer to the School Fund is tax supported, meaning that General Fund tax-supported costs per pupil are $5,767 based on recent enrollment of 13,066 pupils in the County school system. Non-school expenditures are allocated by department to the two other classes of users, population and employment. For most functional non-school departments, total FY 2014 expenditures are allocated to the users in proportion to their numbers, 76 percent population and 24 percent employment. The exceptions are health and welfare, community college, and parks, recreation and culture, which are allocated in their entirety to population. The table 60 shows that the per capita cost of services and facilities for the population average $407 per capita; for employees, the amount is $301 per capita. Table 20. General Fund Expenditures for Population and Employment, Frederick County, Virginia, FY2014 Population Employment Total Gen. Fund Administration $6,371,592 $2,022,625 $8,394,217 Judicial Administration $1,612,783 $511,969 $2,124,752 Public Safety $19,332,311 $6,136,931 $25,469,242 Public Works $2,991,257 $949,557 $3,940,814 Health and Welfare $6,935,132 $0 $6,935,132 Community College $56,493 $0 $56,493 Parks, Rec. & Cultural $5,107,445 $0 $5,107,445 Community Development $1,380,207 $438,139 $1,818,346 Other $2,902,965 $921,529 $3,824,494 Subtotal $46,690,184 $10,980,751 $57,670,935 Percent Tax Burden 69.8% 69.8% 69.8% Total Tax Burden $32,581,697 $7,662,670 $40,244,367 Number of Persons 80,118 25,433 105,551 Per Capita $407 $301 $381 Schools Transfer $75,353,472 $0 $75,353,472 Percent Tax Burden 100.0% 0.0% 100.0% Total Tax Burden $75,353,472 $0 $75,353,472 Number of Pupils 13,066 0 13,066 Per Capita $5,767 $0 $5,767 Total General Fund $122,043,656 $10,980,751 $133,024,407 Sources: FY 2014 Adopted General Fund Budget and Statistical Section, Frederick County, Virginia, and S. Patz & Assoc., Inc. On-site Costs to the County. Per capita costs for the County are multiplied by population, employees and pupils at Heritage Commons to estimate the costs that Frederick County will incur in serving the Heritage Commons development at buildout. The following paragraphs derive the estimated costs to the County from the development, first population, next pupils, and finally employment. Data in Table 21 show the number of households at 95 percent of all residential units, which it has been 61 shown is conservative. At $407 per capita, the apartments entail County population costs of $690,000 annually, in constant year 2013 dollars. By comparison, the townhouses entail $156,000 in population costs. Table 21. General Fund Costs for Frederick County Allocated to Residents at Heritage Commons,(constant $2013) Apartments Townhouses Total No. of Households 998 143 1140 Population/Household 1.7 2.7 1.83 Total Population 1,696 385 2,081 Cost Per Capita $407 $407 $407 Population Costs $689,610 $156,470 $846,080 Costs Per Unit $657 $1,043 Sources: FY 2014 Adopted General Fund Budget and Statistical Section, Frederick County, Virginia, and S. Patz & Assoc., Inc. School costs have the greatest cost impact from the site on the County. The key to school costs is the pupil generation rate, that is, the number of public school pupils that can be expected, on average, from each housing unit. The pupil generation rate for apartments is based on the area’s two better and most comparable apartments. Both happen to be in Winchester; there is only one non-subsidized apartment complex in the County, and it is not of the quality that will be developed at the Heritage Commons site. There are few decent apartment comparables to evaluate student generation rates for the study of Heritage Commons, as most area apartment communities are at lower rents. Pepper Tree and Stuart Hill are the two best examples of comparables to Heritage Commons. Pupil generation rates for those two apartments are shown in the chart below and used for the analysis of apartment unit pupil generation at Heritage Commons. 62 Apartments Pupils Units Rate Pepper Tree 20 194 0.103 Stuart Hill 9 180 0.050 Total 29 374 0.078 To be more conservative, a pupil generation rate of 0.1 pupils per apartment unit is assumed. For townhouses, the rate for better properties is 0.3 pupils per unit. For the townhouses, a similar approach had been taken, in the survey of existing new, active comparable townhouse developments to assess their pupil generation rates. Overall, these are 0.33 pupils per townhouse, as follows (these data are from the Frederick County School District). Townhouses Pupils Units Rate Brookland Manor 20 68 0.294 Snowden Bridge 20 44 0.455 Fieldstone 8 34 0.235 Total 48 146 0.329 At $5,767 in General Fund taxes per pupil, the 147 pupils expected at the site would generate $0.8 million in tax-supported school costs for the County, $0.6 million from the apartments and $0.2 million for the townhouses. 63 Table 22. Costs to Support Public School Pupils at Heritage Commons by Housing Type (constant $2013) Apartments Townhouses Total No. of Households 998 143 1,140 Pupils Per H'Hold 0.100 0.330 0.129 No. of Pupils 100 47 147 Cost Per Pupil $5,767 $5,767 $5,767 School Costs $575,270 $271,200 $846,470 Cost Per Unit $548 $1,808 $705 Sources: FY 2014 Adopted General Fund Budget and Statistical Section, Frederick County, Virginia, Frederick County School District, and S. Patz & Assoc., Inc. The following chart summarizes the costs to the County from the residential development proposed for the site: Apartments Townhouses Total Population Costs $689,610 $156,470 $846,080 School Costs $575,270 $271,200 $846,470 Total Costs $1,264,880 $427,670 $1,692,550 Costs from the businesses at Heritage Commons come from the number of employees at the establishments. Costs are relatively small from the commercial space since it is of limited extent, at $60,000 annually. Costs attributed to employees in office space would come to $450,000 for 1,500 employees. 64 Table 23. Costs for to Support Employees at Heritage Commons (constant $2013) Commercial Office (Taxable) Total Floor Space SF 100,000 450,000 550,000 Sq. Ft./Employee 500 300 324 Employees 200 1,500 1,700 Cost Per Employee $301 $301 $301 Employment Costs $60,260 $451,930 $512,190 Costs Per Sq. Ft. $0.60 $1.00 $0.93 Sources: FY 2014 Adopted General Fund Budget and Statistical Section, Frederick County, Virginia, and S. Patz & Assoc., Inc. Net Fiscal Impact. The net fiscal impact is the net benefit in terms of the surplus (or deficit) of tax revenues compared to tax-supported costs for Frederick County from Heritage Commons, as planned. At buildout Heritage Commons would produce a total net surplus revenue of $1.9 million, as shown in Table 24. This is the difference between revenue of $4.1 million and costs of $2.2 million annually. Over 70 percent of the net benefit would come from the non-residential components of the development because of the high costs of public school education for the residential components. 65 Table 24. Summary of On-site Tax Revenues, County Costs, and Net Fiscal Benefit, by Type of Development at Heritage Commons at Buildout (constant $2013) Apartments Townhouses Residential Total Tax Revenue $1,840,540 $389,750 $2,230,290 Tax-supported Costs -$1,264,880 -$427,670 -$1,692,550 Net Fiscal Benefit $575,660 -$37,920 $537,740 Number of Units 1,050 150 1,200 Net Benefit Per Unit $548 -$253 Commercial Office Non-residential Total Tax Revenue $421,610 $1,421,610 $1,843,220 Tax-supported Costs $60,260 -$451,930 -$512,190 Net Fiscal Benefit $361,350 $969,680 $1,331,030 Number of Sq. Feet 100,000 450,000 550,000 Net Benefit Per S.F. $3.61 $2.15 Residential Non-residential Total Total Tax Revenue $2,230,290 $1,843,220 $4,073,510 Tax-supported Costs -$1,692,550 -$512,190 -$2,204,740 Net Fiscal Benefit $537,740 $1,331,030 $1,868,770 Source: S. Patz & Associates, Inc. Off-site Impacts: Economic and Fiscal In addition to the revenues and costs that accrue to Frederick County from the development “on-site,” as described above, there are also off-site impacts that occur as a result of residents, employees and businesses expenditures throughout the County County, and as other businesses re-spend the business receipts off-site for the purchase of goods and services from other vendors in the County. The multipliers used in this analysis are specific to Frederick County, Virginia. Consumer budgets are identified by the U.S. Bureau of Labor Statistics by area and income level. There is no direct budget information for Frederick County, and the income level for the Washington, D.C. area is 66 too high to be applicable here. Instead, national data for a budget for household income in the $50,000’s has been chosen for the apartments, and household incomes of $90,000 for residents in the townhouses. About 77 percent of this income is spent, other uses being taxes, savings and transfers to others not living in the household. It is assumed that 40 percent of all consumer and businesses expenditures from the on-site development are made outside of Frederick County, and 60 percent are retained within the County. Among the larger expenditures by consumers are 19 percent for shelter and 27 percent for retail trade, including automobiles. Consumer expenditures made off-site in the County are translated into economic impacts in the County using multiplier matrices provided for the local area by the U.S. Bureau of Economic Analysis. These multipliers capture the round-by-round flows of expenditures in the County initiated by residents and businesses from on-site. There are separate matrices for business receipts, employment and employee earnings. The items in the consumer budget are multiplied in turn by these expenditure-specific categories in each matrix and summed to give the “ripple effect,” “spin-off,” or “multiplier effect” of circulation of money through the economy. The ripple effects, plus the original consumer expenditures, equal the total economic impacts of apartment residents on the City economy. Business Receipts The chart below sets forth the economic dollar flows set in motion by expenditures off-site by residents and businesses at the Heritage Commons. The direct expenditures represent the expenditures by on-site residents and businesses off-site directly. They total $170 million when housing units are occupied and businesses in operation. The largest component would come from the 450,000 square feet of privately- occupied office space. 67 This $170 million in expenditures for goods and services would be expected to comprise 60 percent in-county dollar flows, which would create another $220 million in ripple effects or spin-off within the County. The ripple effect would be two to three times direct expenditures. The exception is commercial, where retail trade can be expected to make most of its wholesale purchases of goods and services from sources outside the County. Residents of townhouses create relatively greater impacts than do apartment renters because of higher income of households in townhouses. Altogether, the business impact in Frederick County would come to $390 million. These off-site impacts also create tax receipts and costs to the County as do on-site impacts (see above). Off-site Impacts by Land Use Apartments Townhouses Commercial Office Direct Expenditures $23,207,000 $5,967,000 $28,000,000 $112,500,000 Indirect Spin-off Effect $47,255,000 $16,564,000 $8,026,000 $147,938,000 Total Business Receipts $70,462,000 $22,531,000 $36,026,000 $260,438,000 Employment and Earnings Previous analysis identified 1,700 employees that would be on-site at the property, most being occupants of office space. Another 2,240 jobs would be created off- site by the spin-off from the on-site development. The office space on-site at Heritage Commons would have the greatest impact, creating over 1,300 off-site jobs off-site in the County. These off-site employment impacts would generate $149 million in employee earnings in the County. This would be an average of about $67,000 per employee. This is heavily influenced by the higher income jobs spun-off from the offices on site. Off-site Fiscal Impacts The methodology used in projecting fiscal impacts off-site mirror those used to project fiscal impacts on-site. As before, revenues will be limited to taxes, and costs will be those that must be tax-supported, as based on employment. The RIMS II multipliers 68 from the Bureau of Economic Analysis break receipts, employment and earnings impacts down into 21 different sectors, and the impact dollar amounts (business revenues) in the sectors form the basis for determining taxes. Many taxes can be calculated directly from these receipts, or from employment created off-site in the same fashion as for on-site taxes. Costs to the County can likewise be calculated from off-site employment created. Because of their commercial nature, the non-residential components at Heritage Commons would be expected to yield considerably greater off-site impacts than would the off-site expenditures of residents at the site. This is the case, with the non-residential components having a net fiscal benefit of $2.0 million annually, compared to $0.5 million for the residential components, for a total of $2.4 million annually after buildout in constant 2013 dollars. Table 25 below summarizes the off-site fiscal impacts by type of use. Appendix Tables A-4, A-5 and A-6 give the individual tax sources for each type of use. 69 Table 25. Summary of Off-site Spin-off Impacts for Heritage Commons, at Buildout, by Type of Use (constant $2013) Type of Use Tax Revenue Tax-supported Costs Net Fiscal Benefit Apartments $454,600 -$118,750 $335,850 Townhouses $130,920 -$31,380 $99,540 Commercial $637,270 -$118,750 $518,520 Office $1,887,940 -$399,700 $1,488,240 Total Off-site Impacts $3,110,730 -$668,580 $2,442,150 Sources: Bureau of Economic Development and Bureau of Labor Statistics, U.S. Department of Commerce, Adopted FY2014 Budget for Frederick County, Virginia, and S. Patz & Associates, Inc. Summary of On- and Off-site Impacts The overall annual impacts, both on-site and off-site spinoff, would be substantial from Heritage Commons for Frederick County. Total tax revenue each year would be $7.2 million, compared to costs to the County of $2.9 million. This would leave a net fiscal benefit of $4.3 million annually for the County. These overall impacts are summarized in Table 26 by type of use on-site at Heritage Commons. Table 3, above in the introduction to this section, and Appendix Table A-7 provide detail on both the on- site and off-site impacts from the development. 70 Table 26. Summary of Total On-site andOff-site Impacts for Heritage Commons, at Buildout, by Type of Use (constant $2013) Tax Revenue Tax-supported Costs Net Fiscal Benefit Apartments $2,295,140 -$1,383,630 $911,510 Townhouses $520,670 -$459,050 $61,620 Commercial $1,058,880 -$179,010 $879,870 Office $3,309,550 -$851,630 $2,457,920 Total Off-site Impacts $7,184,240 -$2,873,320 $4,310,920 Sources: Bureau of Economic Development and Bureau of Labor Statistics, U.S. Department of Commerce, Adopted FY2014 Budget for Frederick County, Virginia, and S. Patz & Associates, Inc. Phasing of Heritage Commons The development of Heritage Commons is planned for three five-year phases, for a buildout period of 15 years. The chart below sets forth the phasing scheme for Heritage Commons, and the discussion following the chart addresses the net fiscal benefit to accrue to the County for each type of use for each phase. Phasing By Use 1st 5 yrs 2nd 5 Yrs 3rd 5 Yrs Total Apartment Units 300 375 375 1,050 Townhouse Units 100 50 150 Commercial Square Feet 50,000 25,000 25,000 100,000 Office Square Feet 100,000 175,000 175,000 450,000 The net fiscal benefits for each phase are calculated by multiplying the number of units or square feet of development for each development component times the net benefit per unit (for residential) or square foot (for non –residential). All of these benefit parameters have been derived and set forth in previous tables in this economic and fiscal 71 impacts section of the report, or in Appendix tables in the case of off-site benefits. The calculations are summarized in Appendix Tables A-8 and A-9. Heritage Commons would generate on-site net benefits of $500,000 to $700,000 during each phase of the three five-year phases in the 15-year development program. Only the townhouses show any deficits, as has been shown previously, due to the high cost of educating public school students living in townhouses. These are annual amounts, in constant 2013 dollars. Total on-site benefits over the 15-year development program would come to $1.9 million each year. Off-site net fiscal benefits average about $800,000 each year, for a total of $2.4 million over the 15-year buildout period. It should be reiterated actual off-site benefits may lag behind on-site development and impacts due to give the market time to respond to increased demand in the County from Heritage Commons. Total net fiscal benefits – on-site and off-site – would be in the $1.3 million to $1.5 million range for each five year development phase in the 15-year development program. The apartments and the commercial space would contribute about $900,000 in benefits over buildout, with the office space contributing $2.5 million. The total annual net fiscal benefit for Heritage Commons would be $4.3 million. Total on-site and off-site net fiscal benefits are summarized in Table 33 by type of development component and five-year phase (see Appendix Table A-8 and A-9 for details). 72 Table 27. Total On-site and Off-site Net Fiscal Benefits for Heritage Commons, By Five-Year Phase, at Buildout, Frederick County, Virginia (constant $2013) Phases 1st 5 yrs 2nd 5 Yrs 3rd 5 Yrs Total Apartments $260,430 $325,540 $325,540 $911,510 Townhouses $41,080 $20,540 $61,620 Commercial Floor Space $439,935 $219,968 $219,968 $879,870 Office Floor Space $546,200 $955,860 $955,860 $2,457,920 Total Net Benefit $1,287,645 $1,521,908 $1,501,368 $4,310,920 Source: S. Patz & Associates, Inc. 73 APPENDIX TABLES 74 Table A-1. Annual General Fund Expenditure Budgets, by Department or Function, Frederick County, Virginia, FY2012-FY2014 FY2012 FY2013 FY2014 Actual Estimated Adopted Functional Areas Administration $7,807,957 $8,616,459 $8,394,217 Judicial Administration $1,909,957 $1,961,826 $2,124,752 Public Safety $23,653,636 $24,924,782 $25,469,242 Public Works $3,518,554 $3,405,482 $3,940,814 Health and Welfare $6,690,169 $6,411,108 $6,935,132 Community College $56,493 $56,493 $56,493 Parks, Rec. & Cultural $5,918,974 $4,690,909 $5,107,445 Community Development $1,680,290 $1,676,928 $1,818,346 Subtotal $50,235,750 $51,653,587 $53,846,441 Non-departmental Transfers School Operating Fund $55,456,793 $57,398,462 $60,727,321 School Debt Svc. Fund $14,626,151 $14,626,151 $14,626,151 School Construction $600,000 $0 $0 School Special Grants $41,499 $0 $0 School Capital Fund $297,116 $0 $0 Subtotal School $71,021,559 $72,024,613 $75,353,472 Other Transfers Unemployment Fund $15,473 $0 $0 Co. Debt Svc. Fund $2,499,121 $2,561,645 $2,561,645 Subtotal Other Trans. $2,514,594 $2,561,645 $2,561,645 Subtotal Transfers $73,536,153 $74,586,258 $77,915,117 Other Expenditures Merit/Fringe/COLA $335,501 $1,301,128 $606,507 Operating Contingency $0 $300,000 $656,342 Subtotal Other $335,501 $1,601,128 $1,262,849 Subtotal Non-depart. $73,871,654 $76,187,386 $79,177,966 Total General Fund $124,107,404 $127,840,973 $133,024,407 Source: Adopted FY2014 Budget, Frederick County, Virginia 75 Table A-2. General Fund Budgeted Revenues and Expenditures by Source, Frederick County, Virginia, FY2012-FY2014 Actual Estimated Adopted Revenue Source FY2012 FY2013 FY2014 General Property Taxes $86,822,543 $87,253,512 $87,168,379 Other Local Taxes $28,344,455 $30,134,962 $28,429,460 Total Taxes $115,166,998 $117,388,474 $115,597,839 Other Local Revenue $5,950,460 $7,078,590 $4,824,957 Total Local Revenue $121,117,458 $124,467,064 $120,422,796 Non-local Revenue $13,498,942 $13,215,840 $12,601,611 Total General Fund Revenue $134,616,400 $137,682,904 $133,024,407 Local Taxes $115,166,998 $117,388,474 $115,597,839 Less: School Transfer -$71,021,559 -$72,024,613 -$75,353,472 Taxes Except School $44,145,439 $45,363,861 $40,244,367 Expenditures Total General Fund $134,616,400 $137,682,904 $133,024,407 Less: School Transfer $71,021,559 $72,024,613 $75,353,472 Non-School Expenditures $63,594,841 $65,658,291 $57,670,935 Tax Burden Except Schools 69.4% 69.1% 69.8% Source: Adopted FY2014 Budget, Frederick County, Virginia 76 Table A-3. Allocation of General Fund Expenditures to Population (residents) and Employment (Businesses), Frederick County, Virginia, FY2014 Department or Function Population Employment Total Gen. Fund Administration $6,371,592 $2,022,625 $8,394,217 Judicial Administration $1,612,783 $511,969 $2,124,752 Public Safety $19,332,311 $6,136,931 $25,469,242 Public Works $2,991,257 $949,557 $3,940,814 Health and Welfare $6,935,132 $0 $6,935,132 Community College $56,493 $0 $56,493 Parks, Rec. & Cultural $5,107,445 $0 $5,107,445 Community Development $1,380,207 $438,139 $1,818,346 Other $2,902,965 $921,529 $3,824,494 Subtotal $46,690,184 $10,980,751 $57,670,935 Percent Tax Burden 69.8% 69.8% 69.8% Total Tax Burden $32,581,697 $7,662,670 $40,244,367 Number of Persons 80,118 25,433 105,551 Per Capita $407 $301 $381 Schools Transfer $75,353,472 $0 $75,353,472 Percent Tax Burden 100.0% 0.0% 100.0% Total Tax Burden $75,353,472 $0 $75,353,472 Number of Pupils 13,066 0 13,066 Per Capita $5,767 $0 $5,767 Total General Fund $122,043,656 $10,980,751 $133,024,407 Source: Adopted FY2014 Budget and Statistical Section, Frederick County, Virginia 77 Table A-4. Summary of Annual Tax Revenues, County Costs, and Net Fiscal Benefit Created Off-site by the Residential Units at Heritage Commons, at Buildout (constant $2013) Apartments Impacts Townhouses Impacts Residential Impacts Real Estate Tax $103,750 $28,820 $132,570 Business Property Tax $86,200 $23,950 $110,150 BPOL Tax $81,440 $21,370 $102,810 Retail Sales Tax $73,020 $23,350 $96,370 Motel Tax $12,810 $4,100 $16,910 Meals Tax $64,740 $20,700 $85,440 Motor Vehicle Licenses $16,750 $4,430 $21,180 Utility Tax $15,890 $4,200 $20,090 Total Revenue $454,600 $130,920 $585,520 Less Costs -$118,750 -$31,380 -$150,130 Net Fiscal Benefit $335,850 $99,540 $435,390 Number Of Units 1,050 150 1,200 Net Benefit Per Unit $320 $664 $363 Sources: Bureau of Economic Development and Bureau of Labor Statistics, U.S. Department of Commerce, Adopted FY2014 Budget for Frederick County, Virginia, and S. Patz & Associates, Inc. 78 Table A-5. Summary of Annual Tax Revenues, County Costs, and Net Fiscal Benefit Created Off-site by the Non-residential Components at Heritage Commons, at Buildout (constant $2013) Commercial Impacts Office Impacts Non-residential Impacts Real Estate Tax $103,750 $349,240 $452,990 Business Property Tax $86,200 $290,140 $376,340 BPOL Tax $10,900 $961,280 $972,180 Retail Sales Tax $241,290 $21,040 $262,330 Motel Tax $4,220 $71,780 $76,000 Meals Tax $170,590 $84,600 $255,190 Motor Vehicle Licenses $4,430 $56,380 $60,810 Utility Tax $15,890 $53,480 $69,370 Total Revenue $637,270 $1,887,940 $2,525,210 $0 $0 Less Costs -$118,750 -$399,700 -$518,450 $0 $0 Net Fiscal Benefit $518,520 $1,488,240 $2,006,760 Number of Sq. Feet 100,000 450,000 550,000 Net Benefit Per S.F. $5.19 $3.31 $3.65 Sources: Bureau of Economic Development and Bureau of Labor Statistics, U.S. Department of Commerce, Adopted FY2014 Budget for Frederick County, Virginia, and S. Patz & Associates, Inc. 79 Table A-6. Summary of Annual Tax Revenues, County Costs, and Net Fiscal Benefit Created Off-site by the Residential and Non- residential Components at Heritage Commons, at Buildout, Frederick County, Virginia (constant $2013) Residential Impacts Non-residential Impacts Total Impacts Real Estate Tax $132,570 $452,990 $585,560 Business Property Tax $110,150 $376,340 $486,490 BPOL Tax $102,810 $972,180 $1,074,990 Retail Sales Tax $96,370 $262,330 $358,700 Motel Tax $16,910 $76,000 $92,910 Meals Tax $85,440 $255,190 $340,630 Motor Vehicle Licenses $21,180 $60,810 $81,990 Utility Tax $20,090 $69,370 $89,460 Total Revenue $585,520 $2,525,210 $3,110,730 Less Costs -$150,130 -$518,450 -$668,580 Net Fiscal Benefit $435,390 $2,006,760 $2,442,150 Sources: Bureau of Economic Development and Bureau of Labor Statistics, U.S. Department of Commerce, Adopted FY2014 Budget for Frederick County, Virginia, and S. Patz & Associates, Inc. 80 Table A-7. Summary of All Annual On-site and Off-site Impacts of Heritage Commons by Type of Use on Site, at Buildout, Frederick County, Virginia (constant $2013) Apartments Townhouses Residential Total Tax Revenue $2,295,140 $520,670 $2,815,810 Tax-supported Costs -$1,383,630 -$459,050 -$1,842,680 Net Fiscal Benefit $911,510 $61,620 $973,130 Units 1,050 150 1,200 Net Benefit Per Unit $868 $411 Commercial Office Non-residential Total Tax Revenue $1,082,510 $3,309,550 $4,392,060 Tax-supported Costs -$185,030 -$851,630 -$1,036,660 Net Fiscal Benefit $897,480 $2,457,920 $3,355,400 Square Feet 100,000 450,000 550,000 Net Benefit Per S.F. $8.97 $5.46 Residential Non-residential Total Total Tax Revenue $2,815,810 $4,392,060 $7,207,870 Tax-supported Costs $1,842,680 $1,036,660 $2,879,340 Net Fiscal Benefit $973,130 $3,355,400 $4,328,530 Sources: Bureau of Economic Development and Bureau of Labor Statistics, U.S. Department of Commerce, Adopted FY2014 Budget for Frederick County, Virginia, and S. Patz & Associates, Inc. 81 Table A-8. Summary of On-site Net Fiscal Benefits for Each Development Component for Each Phase of the Development Program, Heritage Commons at Buildout, Frederick County, Virginia (constant $2013) Phases 1st 5 yrs 2nd 5 Yrs 3rd 5 Yrs Total Number of Apartment Units 300 375 375 1,050 Net Benefit at $548/Unit $164,470 $205,590 $205,590 $575,660 Number of Townhouse Units 100 50 150 Net Benefit at -$253/Unit -$25,280 -$12,640 -$37,920 Number of Commercial Sq. Ft. 50,000 25,000 25,000 100,000 Net Benefit at $3.79/SF $180,675 $90,338 $90,338 $361,350 Number of Office Square Feet 100,000 175,000 175,000 450,000 Net Benefit at $2.15/SF $215,480 $377,100 $377,100 $969,680 Total Net On-site Benefit $535,345 $660,388 $673,028 $1,868,770 Source: S. Patz & Associates, Inc. 82 Table A-9. Summary of Off-site Net Fiscal Benefits for Each Development Component for Each Phase of the Development Program, Heritage Commons at Buildout, Frederick County, Virginia (constant $2013) Phases 1st 5 yrs 2nd 5 Yrs 3rd 5 Yrs Total Number of Apartment Units 300 375 375 1,050 Net Benefit at $320/Unit $95,960 $119,950 $119,950 $335,850 Number of Townhouse Units 100 50 150 Net Benefit at $664/Unit $66,360 $33,180 $99,540 Number of Commercial Sq. Ft. 50,000 25,000 25,000 100,000 Net Benefit at $5.19/SF $259,260 $129,630 $129,630 $518,520 Number of Office Square Feet 100,000 175,000 175,000 450,000 Net Benefit at $3.31/SF $330,720 $578,760 $578,760 $1,488,240 Total Off-site Benefit $752,300 $861,520 $828,340 $2,442,150 Source: S. Patz & Associates, Inc. Heritage Commons Proffer Comparison Approved Russell 150 Rezoning (#01-05) Heritage Commons Rezoning Application (#02-14) • Rezoning for B2 (Business General) and RP (Residential Performance) Districts. • Proposal for R4 (Residential Planned Community) District with extensive modification requests • • 96.28 acres of Commercial • 54.0 acres of Residential • Residential and Commercial acreage mixed (See % table) • Maximum Commercial – 70 acres • Minimum Commercial – 53 acres • Maximum Residential - 67.6 acres • Minimum Residential – 84.6 acres • CDA that provided funding for all public infrastructure (roads, trails, utilities) • No CDA • Detailed proffer for right of way and full construction of Warrior Drive, Airport Road Extended, East Tevis Flyover Bridge, and East Tevis within the property including commitment to when these must be completed. • Refers to road network shown on the Generalized Development Plan and states that the applicant will “agree to participate” in the design and funding of the road network. • Notes that participation could be in cash or in “cash equivalent through the donation of real property”. • GDP not sufficiently detailed to determine extent of commitment in terms of lanes and configuration. • GDP leaves off a significant portion of Warrior Drive, a comprehensive plan roadway. • GDP identifies numerous entrances that have not been discussed or vetted. • Proffered one million dollars to the General Transportation Fund • Eliminated • Interparcel Connection to Parcel 64-A-18 • Shown on GDP but not referenced in the proffers Heritage Commons Proffer Comparison • Bicycle Lanes along all major roadways • Proffered walking trails along the stream valley and to connect the residential land uses • Prohibited certain housing types (SF rural/traditional and garden apartments) • Allows for multifamily (apartments) and single family attached (townhouse) • Maximum density at the time of 5.5 units per acre only allowed for 297 units (approved with the MDP) • Residential Phasing – 40 units per calendar year beginning from the MDP approval (2006) • Unit cap of 1,200 residential units. • Multifamily density – 20 units/acre, Townhouse – 10 units/ac • Phasing of 400 units every two years • Max of 184 townhouses (leaving up to 1016 multifamily units) • Architectural Treatment – all primary structures will be constructed with masonry wall treatments over 80% of the exterior surface. • Eliminated • HOA startup fund ($2,500 lump payment plus $100 per platted lot) • No monetary proffers • Monetary Proffer of $3,000 per residential unit for schools • No monetary proffers • Monetary Proffer of $10,000 for Fire and Rescue • No monetary proffers • Stormwater Quality Measures • Same • District heights apply • B2 – 35’ (60’ for hotels and offices) • RP – 40’ townhouses • Modification for 80’ tall commercial and residential buildings • Floor to Area Ratio (FAR) – 1.0 • Floor to Area Ratio (FAR) – 2.0