City of Buffalo

Request for Proposals

WEBSTER BLOCK

ISSUE DATE:

Monday, April 2, 2012

REGISTRATION DEADLINE:

Friday, May 25, 2012, 4:00 p.m. (EDT)

PROPOSAL SUBMISSION DEADLINE:

Friday, June 15, 2012, 4:00 p.m. (EDT)

Byron W. Brown

Mayor

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Figure 1 A summer concert in the Inner Harbor. Source: ECHDC.

The “Webster Block” is one of the most sought after parcels of property in the Buffalo-

Niagara region due to its location in Downtown Buffalo and its proximity to Buffalo’s

waterfront, two major sports stadiums, and the international bridge crossing to Canada. The

Webster Block is also located within Canalside, a $250 million redevelopment project.

Last summer, over 400,000 people visited Buffalo’s waterfront to enjoy the recently

completed improvements in Buffalo’s Inner Harbor. The improvements were completed as

part of the Canalside project. People were drawn to the area by the expanded attractions

along the waterfront and improved access to Lake Erie and the Buffalo River. The number of

visitors is expected to grow dramatically this year given the positive buzz about Buffalo’s

Inner Harbor, continued development, and the increased number of planned events and

attractions.

The Webster Block is also located in the shadow of the First Niagara Center, home of the

National Hockey League’s Buffalo Sabres. For most of the Buffalo Sabres home games all

18,500 seats of First Niagara Center are filled. In addition, the Center hosts numerous

concerts and events throughout the year. Last year, the First Niagara Center welcomed over

1 million guests for all events and the year before, when it hosted the World Junior Hockey

Championship, the Center welcomed over 1.3 million guests.

Located a short walking distance away, Coca-Cola Field is home of the Triple-A Baseball

Buffalo Bisons of the International League. With a seating capacity of for 18,025, Coca-Cola

Field is one of the largest parks in all of Minor League Baseball and continues to be on the

cutting edge of sports and entertainment venues. This July Coca-Cola Field is hosting the

Triple-A Baseball All-Star Game.

Downtown Buffalo is home to more than 1,100 businesses and has a skilled workforce of

more than 58,000. More than 3,300 people live in a wide variety of housing stock such as

waterfront condos, loft apartments, single-family homes and traditional apartment buildings.

A recent market study showed a strong pent up demand for additional residential

opportunities in Downtown Buffalo. Downtown has seen well over a billion dollars worth of

real estate investment since 2006.

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Figure 2 First Niagara Center, home of the Buffalo Sabres. Source: Artvoice.

Buffalo has one of the lowest effective tax rates in New York State, one of the strongest

municipal budgets, and the City is revamping its development framework to better guide

investment and expedite the approval process. Adding to this positive environment for

investment, New York Governor Andrew Cuomo recently committed $1 billion to restructuring

Buffalo’s economy.

The Mayor’s Office of Strategic Planning (hereinafter referred to as “OSP”) is soliciting

proposals for the sale and redevelopment of real property located at 75 Main Street, Buffalo,

New York 14202 (hereinafter referred to as the “Property”).

The Request for Proposals (RFP) is seeking a qualified developer or development team with

the ability, development credentials, financial capacity, and experience to prepare

redevelopment concepts for the development of the Property in accordance with the overall

plan for the area. This RFP instructs prospective developers and/or development teams to

submit development proposals for the Property, together with their development experience.

Depending on the number of proposals received, OSP may request more detailed information

by selecting some proposals for further consideration in a short list of finalists and/or for

presentations in the community.

LOCATION AND DESCRIPTION OF PROPERTY

The Property consists of a 74,680+ sq.ft. (1.71acres) surface parking lot located at 75 Main

Street (SBL No. 111.17-13-2) and bounded by Main, Washington, Scott, and Perry. Title to

the Property is currently held by the City of Buffalo.

On-going Investment in Neighborhood:

The property is located in Buffalo’s Inner Harbor, which is seeing significant private and

public investment.

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Figure 3 Coca-Cola Field Day & Night. Source: Buffalo News.

First Niagara Center is located immediately to the south and home to the Buffalo Sabres,

Buffalo Bandits, and is a venue for numerous concerts and events throughout the year. The

Buffalo Sabres organization recently invested $27 million in upgrades for the Center.

HSBC Bank employs approximately four thousand people in the Buffalo area. The HSBC

Atrium is located immediately to the east of the Webster Block. Approximately 1800 HSBC

employees work in the Atrium Building. HSBC’s banking operations in Buffalo focus on

commercial and corporate banking, including cross-border. The HSBC Atrium is currently

undergoing a multi-million dollar improvement that will see its total employee capacity

increase to 2100.

The Canalside development project and Lake Erie are located immediately to the west of the

site. The Canalside project is overseen by Erie Canal Harbor Development Corporation

(ECHDC), a subsidiary of Empire State Development Corporation. Canalside is a $250 million

project with activity currently focused on the construction of historically aligned canals and

canal environment for approximately $25 million. To the north is the former Donovan State

Office Building which is currently being redeveloped for approximately $30 million as a mixed

use building with office and hotel space. Additionally, the site borders the NFTA Metro Rail,

Buffalo’s light rail system. As part of Mayor Byron W. Brown’s Cars Sharing Main Street

Initiative, the City of Buffalo, in conjunction with ECHDC and the Niagara Frontier

Transportation Authority, is redesigning and reconstructing this portion of Main Street and

the NFTA Metro Rail.

The City will accept any and all development proposals for uses and activities at the Property,

however, every proposal will need to demonstrate how it builds upon the synergies of the

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abutting properties listed above and within the larger neighborhood context such as the Erie

Basin Marina, Cobblestone District, and Coca-Cola Field.

Figure 4 Canalside Development Parcels. Note: HSBC Arena is now First Niagara Center. Source: ECHDC.

Relevant Plans:

The City’s Queen City Hub Plan recognizes the area in which the Property is located as an

Erie Canal and Waterfront District. Although adopted in November of 2003, a recently

completed initiative called the Buffalo Building Reuse Project found that the City must build

upon the strategic initiative outlined in the Queen City Hub Plan. The highly recreational and

sports entertainment character of this district suggests that a mixed use project would be

appropriate for the site. While housing or office might be proposed for the Property,

respondents should consider how street level uses benefit not only the users of the proposed

building, but also the visitors to the district in general. The City of Buffalo would expect that

the project builds upon the recreational and sports opportunities in the district and creates

lively street activity year-round.

The Property is located within the ECHDC Canalside project area. An environmental review

for this project area has been completed under the New York State Environmental Quality

Review Act (“SEQRA”). As part of developing the project area, ECHDC developed design

guidelines for all parcels within the Canalside, including the Webster Block.

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Figure 5 Rendering of the public canal system coming to Canalside in 2012. Source: ECHDC.

Site Access:

Aside from the light rail, there is almost immediate access from the Property to region’s ring

road network, the I-190. The international bridge to Canada is located short drive away

along the I-190. Buffalo’s Downtown Amtrak station is located nearby the Property. An

environmental review has also been commenced by Erie Canal Harbor Development

Corporation for a bridge connection to Buffalo’s Outer Harbor. One of the proposed sites for

the bridge is the foot of Main Street, which is only a few hundred feet away from the Property.

Buffalo’s Outer Harbor is currently being studied by the City of Buffalo for development

opportunities.

Figure 6 View of the Webster Block neighborhood from Buffalo’s Outer Harbor. Source: ECHDC.

Given the event activities at First Niagara Center, Coca-Cola Field, and Canalside, proposals

will need to demonstrate how access to and from the Property will be managed. Public

access to the waterfront must be taken into account including multi-modal connections to

transit, bicycle, pedestrian, and waterborne networks. The benefit of the Property’s location

next to the NFTA Metro Rail must be taken into account. Parking amenities at the Property

could support not only the building, but also attractions located around the building and sites

accessible via the NFTA Metro Rail.

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Figure 7 Boats docked in the Erie Canal Terminus. Source: ECHDC.

The City will consider being a partner in the development project as the owner and funder of

an integrated parking structure. The Main Place Mall (located approximately a half mile

north of the Webster Block and accessible via the Metro Rail) and HSBC Tower in Downtown

Buffalo are examples of the City owning a parking ramp in a structure and the developer

owning the rest of the project. These are public ramps where the developer has no exclusive

rights to the parking, but the tenants and customers benefit from the integration of public

parking into the development. The proposal must include whether this partnership is desired

and propose an ownership and financing structure.

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Relevant Links

The Queen City Hub Plan may be found at:

http://urbandesignproject.ap.buffalo.edu/projects/hub/index.htm

Detailed information about Canalside and the surrounding neighborhood may be found at:

http://www.eriecanalharbor.com/

Click on the link for the “MGPP and Related Documents” on the right side of the Home Page.

Information about the Outer Harbor Bridge Connection Study may be found at:

http://www.buffaloharborbridge.com/

Information about the Outer Harbor development study may be found at:

http://www.buffalobrownfieldopportunities.com/

The Buffalo Building Reuse Project report may be found at:

http://www.thepartnership.org/files/BBRP_Report_%28low_res%29.pdf

Information regarding Downtown Buffalo may be found at:

http://www.buffaloplace.com/workdowntown

Information regarding recent investments in Downtown Buffalo may be found at:

http://www.buffaloniagara.org/files/content/Research/Maps/DowntownDevelopment.pdf

Information regarding the Western New York Region may be found at:

http://nyworks.ny.gov/themes/nyopenrc/rc-files/westernny/FINALPLAN.pdf

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SUBMISSION REQUIREMENTS

Six (6) copies of the proposal must be submitted in an 8 1/2”x11” bound document format

as well as an electronic file on disc or “flash” drive. If submitted under separate cover,

appended studies and graphics should be clearly labeled to identify the project and

developer.

Proposals must be received by registered mail or hand delivered and registered at the

reception desk at the address below by 4:00 p.m., Friday, June 15, 2012.

Brendan R. Mehaffy, Executive Director

Mayor’s Office of Strategic Planning

Webster Block Proposal

920 City Hall

Buffalo, NY 14202

All questions or inquiries regarding the RFP must be submitted in writing to

websterblockrfp@city-buffalo.com. Questions and inquiries will be accepted from all

interested parties until Tuesday, May 22, 2012 at 5:00 p.m. (EST) and responses will be

posted on a continuing basis at www.city-buffalo.com/websterblockrfp. No response will be

provided for questions and inquiries after this time to non-registered parties.

To register, interested parties must send a letter to:

Mayor’s Office of Strategic Planning

Attn: Webster Block

920 City Hall

Buffalo, New York 14202

The letter must include a brief statement of interest, name of the firm, and contact

information for a primary contact person. A non-refundable registration fee of $300.00 must

also be included with the letter made payable to the “City of Buffalo.” Registration letters

and payment must be received in the Mayor’s Office of Strategic Planning no later than

Friday, May 25, 2012 at 4:00 p.m. (EST).

Registered parties can continue to submit questions and inquiries at websterblockrfp@city-

buffalo.com. Answers to questions and inquiries submitted by Friday, June 8, 2012 will be

shared on a continuing basis with all registered entrants by e-mail. Depending on the volume

and complexity of questions, the Mayor’s Office of Strategic Planning cannot guarantee that

questions and inquiries submitted after June 8, 2012 will be responded to prior to the

proposal submission deadline of June 15, 2012.

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PROJECT AWARD PROCESS

TENTATIVE SCHEDULE AND SUBJECT TO CHANGE

There will be a non-mandatory pre-proposal conference call for registered respondents on

May 29, 2012 at 3:00 p.m. The Mayor’s Office of Strategic Planning will contact the primary

contact person identified during registration via e-mail and provide the dial-in information for

the conference call.

April 2, 2012 Request for Proposal Issue Date

May 22, 2012 Deadline for Written Inquiries from Non-Registered Interested Parties

May 25, 2012 Registration Deadline

May 29, 2012 Non-Mandatory Pre-Proposal Call

June 15, 2012 Proposals Due to Mayor’s Office of Strategic Planning

August 15, 2012 Anticipated Date that respondent will be notified of selection

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PROPOSAL REQUIREMENTS

Proposals must include the following information in a brief and concise format. The City of

Buffalo reserves the right to request additional information during the evaluation of

responses and to reject any or all proposals.

A. Letter of Interest

A letter of interest should accompany the proposal with the following information:

1. A brief description of the project (i.e., proposed use);

2. A brief history of the developer which lists principals with at least 20% owner interest in

the company;

3. A listing of team members, including the primary contact person and each team

member’s responsibilities with respect to the development project;

4. A summary of the developer’s qualifications and pasts experience relevant to the

proposed redevelopment activity; and

5. The developer’s experience in working and partnering with communities as well as both

public and private partners. In addition, it should detail previous success in engaging

the participation of adjoining neighborhoods and communities in the development

process.

6. Identify how the developer would ensure meaningful participation from certified Minority

and Women-Owned Business Enterprise (M/WBE) at all project levels, including,

financing, management, design, and construction.

B. Preliminary Design Submission

1. Perspective renderings giving an architectural and urban design sense as the setting

for the proposed development.

2. Site plan (to scale) showing building elements, surrounding structures, open space,

building access, parking, streets, sidewalks, and street trees, traffic flows and lanes.

3. Building elevations (to scale).

4. Floor plans (to scale).

a. For Typical floor plans-provide only one (1)

b. Non-typical floor plans-provide as required

c. Plans shall show such detail as to indicate, stairwells, elevators, access to the

garage, mechanical room, refuse storage, etc.

d. For projects proposing residential units, detail should indicate bedrooms,

bathrooms, kitchens, etc.

5. Primary material elements to be used in the building’s façade.

6. Description of how the physical components of the proposed development deviate

from the Canalside Design Guidelines (e.g., building orientation, façade articulation,

ground-level uses, architectural elements, materials, etc.) and the reason for any

deviation.

7. Program Summary Tabulation, including: gross square foot (“GSF”) floor areas,

parking spaces, parking ratios per unit/use, unit count and use categories by floor

and totals, and total FAR. Include amenities provided as part of the project (i.e. types

of interior finishes, open floor plans, ceiling heights, balconies, etc.).

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C. Proposed Development Financing

1. Entity: Indicate type of entity in which the real property interest will be vested;

whether existing or to be formed; prior experience in projects of this nature;

principles and financial statements.

2. Equity: Indicate type, amount, and source of other equity to be provided to undertake

project proposal.

3. Interim Financing: Type and if available, copies of commitments.

4. Permanent Financing: Type and commitment, if required. If federal or state financial

assistance is to be a type of financing, include prior experiences of in applying and

securing federal or state commitments.

5. Project Financing Plan: Include construction cost estimate as applicable for all

phases of the project (including bonds); architectural costs; construction carrying

costs (interest; real estate taxes and insurance; financing costs, discounts and

processing fees); legal, organizational accounting and title costs; marketing and rent

up costs; contingency; developer fees; and the total of all the above. In order to fully

evaluate the feasibility of the project costs for construction, detailed order of

magnitude costs for major categories must be provided. Include assumptions for

cost, source of funding, operating revenue and expenses, vacancies and the like.

Also, there should be two contingencies, one for the project hard costs and one for

architecture and engineering costs.

6. Debt and Equity Structure: Include total project cost, equity position, applicable debt

structure, and debt service requirements.

7. Public Funding: Identify any proposed or anticipated public funding requests

including any request for infrastructure improvements, property tax exemptions,

sales tax exemptions on building materials, and PILOT Agreements.

D. Approach to Development Issues

In the proposal, developer should explain their general approach to developing the Property

including:

1. outlining a plan to work and partner with the surrounding community, including

collaboration with both public and private institutions, if applicable;

2. discussion of market conditions that support the proposed uses,

3. compatibility with surrounding building uses;

4. the incorporation of sustainable design and development principles into the project;

and

5. demonstrating a detailed knowledge of the district in which the Property is located

and how the proposed project will add to the character of the district.

E. Construction Schedule

Provide a schedule for the overall project detailing such milestones as design development,

financing commitments, construction, project completion, etc.

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F. Sale Price

Unless otherwise permitted by law, the City of Buffalo is required to dispose of real property

at the highest marketable value and that should be considered by the developer in preparing

the development costs. Proposals must clearly state the offer/bid for the Property and

ownership structure for the proposed building and land.

Other financial assumptions should be considered in preparation:

A. An appraisal establishing a sales price must be prepared if an acceptable proposal is

selected, however, the developer must include an estimated purchase offer or lease

payment amount in the proposal.

B. Timeline for construction and permanent financing commitments.

C. A proposal for parking, either through the development of on-site (structured or non-

structured) or off-site is the responsibility of the developer. As stated above, the City

of Buffalo will entertain proposals that seek to incorporate public parking.

D. The determination for eligibility for various incentive programs is the responsibility of

the developer.

E. Sale of the Property is subject to City of Buffalo Common Council approval.

F. Performance Bonds will be required during the development period. Liquidated

damages will be assessed upon failure to meet substantial project completion

milestones.

G. Project Impacts

Include projected jobs and average annual salaries that would be generated by the proposed

redevelopment, both during renovations/construction and permanent (i.e., in the first three

[3] years of operation). Include specific supporting data to indicate how the project will

contribute to the economic benefit of the community (i.e., net new jobs, tax revenues,

spending, and economic activity). Discussion should also focus on the developer’s

commitment to green development.

H. Developer Financial Information

As part of the review process, the developer must be prepared to submit financial

information.

NOTE:

The release of this financial information will be restricted subject to the City’s compliance

with the Freedom of Information Law and other State and Federal statutes.

The developer must be prepared to provide the following within a week of a request from the

City of Buffalo:

1. Current financial statements – Developer should submit a current financial

statement plus a financial statement for the previous two years. In the case of newly

formed development entities, the proposal should include a financial statement of

the general partners or corporate affiliate(s), prepared by a Certified Public

Accountant and including the most recent audit of all parties. The statement should

show the assets, liabilities, and net worth of the developer.

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2. Other disclosures – Include any prior negative financial history involving the

developer and/or its owners, partners, shareholders and board members. In the body

of the proposal, the developer must address the following questions:

Has the developer or any of the affiliated individuals listed defaulted on a real

estate obligation? If so, please explain.

Has the developer or any of the affiliated individuals listed been delinquent

on a commercial or housing development debt? If so, please explain.

Has the developer or any of the affiliated individuals listed been the

defendant in any legal suit or action brought by a governmental entity or

affiliated agency? If so, please explain.

Has the developer or any of the affiliated individual’s listed declared

bankruptcy or made compromised statements with creditors? If so, please

explain.

Are there any current legal proceedings or judgments recorded against the

developer or any of the affiliated individuals listed? If so, please explain.

Has the developer ever been debarred or prohibited from bidding on work by

any state or federal agencies such as the U.S. Department of Housing and

Urban Development, U.S. Small Business Administration, Erie County, or the

Dormitory Authority of the New York State? If so, please explain.

I. Resident Employment: Contracting with Women and Minority Business

Enterprises

In accordance with Governor Cuomo’s Executive Order No. 8 establishing a policy to promote

equal opportunity in contracting for all persons, without discrimination for minority group

members and women and business enterprises owned by them, and to eradicate the barriers

that have impaired access by minority and women-owned business enterprises to State

contracting opportunities, the City of Buffalo seeks to encourage meaningful partnerships

with and participation from certified Minority and Women-Owned Business Enterprises

(M/WBE) at all project levels. For purposes of this solicitation, the City of Buffalo hereby

establishes (a) an overall goal of 25% for Minority-Owned Business Enterprises (“MBE”)

participation and 5% for Women-Owned Business Enterprises (“WBE”) participation during

the development of the project, which includes the financing, pre-construction, construction

and operation-maintenance phases, and (b) a minority workforce goal of 25% and a women

workforce goal of 5% during construction. The developer as well as contractors must

document good faith efforts to provide meaningful participation by MWBEs as subcontractors

or suppliers in the performance of the contract and agrees that the City of Buffalo may

withhold payment pending receipt of the required MWBE and workforce participation

documentation. M/WBEs companies are encouraged to respond.

Utilization plans for both M/WBEs and workforce participation must be completed as part of

the submission. For guidance on completing utilization plans and assistance on affirmative

action compliance please submit your questions and inquiries through the contact process

outlined above.

J. References

Provide three (3) references from projects previously undertaken by the developer.

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PROPOSAL RULES

Reservations

1. The City reserves the right to stop the selection process at any time if it is considered

to be in the best interest of the City. The City also reserves the right to reject any or

all proposals submitted.

2. The City reserves the right to seek additional information from respondents and

related entities.

3. All decisions related to this RFP are subject to all applicable federal, state and local

laws and regulations, and the policies and procedures of the City of Buffalo.

4. All costs associated with the preparation of the proposal, as well as any other related

materials, will be borne by the respondent.

Evaluation Criteria

The City will enter into agreements for the transfer of the Property to those applicants whose

proposals best meet the following selection criteria and offer the greatest prospects of

successful completion.

1. Completeness of the Application Proposal

All required documents have been submitted and the project is presented in a clear

and concise manner.

2. Experience and Qualifications

Respondent and any affiliated partners -

have successfully completed project(s) similar in size and scope;

completed similar project(s) but smaller in size and scope; and

3. Consistency with Local Plans

4. Community Impact

The extent to which the project will be an asset to neighborhoods, the city, and the

region.

5. Creative Design

Proposal provides for the creative and architecturally appropriate concept and

incorporates sustainable design and development principles into the project.

6. MBE/WBE Participation

Proposal includes participation of certified Minority and Women Business

Enterprises.

7. Project Budget

Project budget is complete, and all sources and uses of funds are clearly defined and

documented with evidence of commitments; costs are limited to amounts or

percentages specified in the request for proposals.

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8. Cost Effectiveness

Proposed costs are reasonable.

9. Project Readiness

The likelihood of timely progress toward closing on a property transfer agreement

leading to the positive redevelopment of the site. The City of Buffalo is looking for

projects that will begin construction in the spring of 2013.

10. Sale Price