115 WINTHROP SQUARE - Amazon Simple Storage Service · The 115 Winthrop Square project would...

115 WINTHROP SQUARE

April 13, 2015

Prepared For:

RequestForInterest

Response To:

John D. MillerExecutive Vice PresidentLPC Commercial

Scott A. BrownExecutive Vice PresidentLPC Commerical

John CappellanoSenior Vice PresidentLPC Commercial

John NooneExecutive Vice PresidentLPC Residential

Lincoln Property Company w 53 State Street, 7th Floor w Boston, MA 02109617-951-4100 w www.lpcboston.com

Section ICover Letter

Include a Cover Letter which introduces the team and summarizes the highlights of the response to the RFI.

April 13, 2015

Boston Redevelopment AuthorityOne City Hall Square, Room 910Boston, MA 02201

Re: 115 Winthrop Square RFI Dear BRA Team Members:

Lincoln Property Company (LPC) is pleased to present to Boston Redevelopment Authority the following response to the Request For Interest to develop the 115 Winthrop Square high-rise mixed-use opportunity in Boston. LPC’s development and capital markets team has extensively reviewed the information provided by the Boston Redevelopment Authority and have thoughtfully responded to all requests. LPC strongly believes we are the best in class partner desired by the BRA for this opportunity due to our firm’s following strengths:

• Largest private developer of real estate in the Nation with 40 years of experience • Conflict free local team with 30 years of experience and the capacity for a project of this scale • LPC’s financial strength and zero corporate debt • Rich history of high-rise developments with numerous equity sources • LPC has partnerships with the premier hotel, retail and residential consultants in Boston

LPC has weathered many development cycles throughout the United States and abroad over our firm’s rich history. The experience is unmatched by any private developer and our commitment to and from our equity partners is unwavering. The 115 Winthrop Square project would receive that same commitment of resources, capital and time from the LPC development team that has successfully constructed over 300 million square feet of real estate across the globe.

With 115 Winthrop Square, LPC and our associates have carefully crafted a vision of a new Financial District; one that flourishes at all hours of the day and delivers the live-work-play environment for the next generation. If selected, LPC will successfully execute this vision and deliver an iconic tower to the Boston skyline.

John D. Miller Executive Vice President

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Section IIQualifications

The proponents should expand on the qualifications of key staff and consultants, especially as those qualifications relate to the development of similar type properties.

LPC’s Development & Construction Management Services Team has one primary objective — successfully execute the development program of 115 Winthrop Square on time, on budget and to the overall benefit of the City of Boston. We will accomplish this goal by expertly overseeing and managing the entire development process, including but not limited to: planning, entitlements, procuring and overseeing the design and construction process. LPC’s expertise includes, but are not limited to: permitting, finance, contracts, logistics and technical matters.

The LPC team offers over 40 years of high-rise development experience and would be well-suited to deliver 115 Winthrop Square to Boston’s evolving Downtown skyline. We believe that completing a project on-time and on-budget is not enough — that the higher standard is getting what works best for the improvement of the overall neighborhood since a development’s long-term success is our ultimate goal.

Our experienced and professional approach clarifies ambiguities, so that the project’s participants all understand what is expected and when it is to be delivered. The influence of a recognized and respected development and construction expert keeps the total design and construction costs in check and promotes higher levels of performance without sacrificing the quality and functionality of the end product.

Our national and local market presence and buying power allow LPC to motivate the project team members to maintain a sense of urgency. Our knowledge of the industry, who the players are, and the strengths and weaknesses associated with different techniques, materials, means, methods, and procedures allows us to employ creative realistic resolutions to solve project issues in a timely and affordable manner.

In addition to our strong in-house team, LPC relies on and consults with a number of partners throughout all of our ground-up development projects. The various stages of permitting, design, engineering, construction etc. require a number of participants in order to deliver a successful project. The most crucial team members we have worked with in the past and would recommend working with on 115 Winthrop Square are the following:

MBC Consultants: Max and Steven Chapman at MBC Consultants have been working with LPC for over 40 years. Max Chapman has been involved with nearly four billion dollars in urban real estate construction across all asset types throughout the nation, Europe and the Caribbean. LPC relies heavily on MBC Consultants to thoroughly investigate the costs, feasibility and timing of all ground-up construction projects while also maintaining construction oversight. MBC has been involved in numerous hotel developments across the globe, most notably the Atlantis Resort & Casino in the Bahamas as well as large scale specialty projects including the current home ballparks for the Texas Rangers and San Francisco Giants.

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Group One Partners: Group One Partners is one of Boston’s premier architectural and design firms. Specializing in the Hospitality sector, the team at Group One prides itself on working closely with its clients to capture their unique vision and turn it into reality. LPC would utilize Group One’s services to enhance and refine 115 Winthrop Square’s hotel component, making sure the selected brand remains consistent and current with the overall project scope and market demand. Past clients of Group One Partners include large, national brands: Hilton, Sheraton, Marriott , Residence Inn and Holiday Inn. As well as numerous smaller boutique outlets: Hotel Commonwealth (Boston), The Envoy Hotel (Boston), The Onyx Hotel (Boston) and The Autograph (Boston).

On the subsequent pages please find more detailed descriptions describing each member of LPC’s project team.

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John D. MillerSenior Executive Vice PresidentArea Director, NortheastBoston MA

Primary ResponsibilitiesPublic RelationsPermitting & ApprovalsLeasing Advisor

Scott BrownSenior Executive Vice PresidentProperty Services GroupBoston MA

Primary ResponsibilitiesPublic RelationsPermitting & ApprovalsManagement

John CappellanoSenior Vice PresidentDevelopment & Construction ManagementBoston MA

Primary ResponsibilitiesPermitting & ApprovalsBudgeting & MonitoringConstruction Oversight

Since joining Lincoln, John has developed and supervised the construction of over twelve million square feet of commercial, industrial, retail, research and development, residential developments and office build-outs. John currently oversees the capital development and tenant build-outs of LPC’s Boston portfolio of over 15.5 million SF. Most recently, John has overseen the permitting and construction of several ground up office high rise developments including Two Financial Center in the Downtown Business District as well as a high rise private student residence for Northeastern University currently under construction.

John’s most recent renovation of a Boston Wharf building, 320 Summer Street, was named winner of the 2014 Boston Preservation Society Achievement Awards by the Boston Preservation Alliance.

John has been with Lincoln Property Company since 1986 and was appointed Senior Vice President and Area Director for the New England area in 1996. John has 30 years of experience in leasing, sales, development and management services. In addition to managing responsibilities in the Boston office, John is very active in brokerage and development activities. John’s primary brokerage activities have been in the Boston and Cambridge markets where his involvement includes both landlord and tenant representation. Under John’s direction as LPC Boston’s managing director the office’s management, leasing, and construction portfolio has grown to exceed 16 million square feet.

Scott has over twenty-five years of diversified professional experience in real estate asset and property management. His primary responsibility is the oversight of Lincoln Property Company’s New England Region for a variety of institutional third party managed real estate assets including high and low rise commercial office buildings, retail centers, service centers/warehouse facilities and industrial parks totaling approximately 15 million square feet. Scott currently represents of host of clients including: UBS, ASB Real Estate Investments, TIAA-CREF, Invesco Realty Advisors, Brickman Properties and King Street Properties.

Scott is a current member of the Boston Improvement District’s (BID) Board of Directors. Recently Scott was recognized by BOMA as the 2014 Executive of the Year.

LPC Boston - Project Team

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John NooneSenior Executive Vice PresidentLPC Residential, Area DirectorBoston MA

Primary ResponsibilitiesPermitting & ApprovalsBudgeting & MonitoringConstruction Oversight

Denis LynchOperations ManagerDevelopment & Construction ManagementBoston MA

Primary ResponsibilitiesDay-to-Day OperationsCapital Budget & ProjectsConstruction Oversight

Since joining Lincoln in 2001, Denis has managed the construction and operations across LPC’s downtown portfolio including Boston’s largest telecommunication center at One Summer Street. Currently Denis oversees day-to-day operations at 75-101 Federal Street including budgeting and monitoring building capital projects and tenant build outs. He also is involved with the Northeastern student housing project, where he supervises day-to-day construction activities. Denis previously ran operations and managed the major restructuring of 40 Broad Street during its significant capital overhaul. He is also a instrumental part of Lincoln’s development group by lending his operational expertise to the team.

John Noone joined Lincoln Property Company in 2000 as Executive Vice President for the New England area. Mr. Noone’s key role is the acquisition of existing and the development of new residential communities in the New England states. Mr. Noone has acquired over 22 years of experience in urban planning, property management, finance, construction and development. Most recently in Boston, John delivered the West Square apartment development in the Seaport. John oversaw the permitting and development and is currently managing the successful lease-up of the 220+ apartment units.

LPC Boston - Project Team

Scott joined Lincoln Property Company in the Fall of 2007. Scott acts as the Boston office’s financial analyst for joint venture investments and financial advisory to clients looking to invest and develop in the Greater Boston market. Scott has been involved in over $500MM of investment and development projects locally. From an economic and financial feasibility perspective, Scott assists the development and construction management teams on identifying the returns a proposed development is anticipated to deliver under forecasted market conditions. Scott would assist in the permitting and pre-development process by contributing to the overall organization of the team during the initial phases of the project.

Scott FaberAssistant Vice PresidentAcquisitions & Capital MarketsBoston MA

Primary ResponsibilitiesFinancial AnalysisDebt & Equity NegotiationsPro Forma

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William HickeySenior Executive Vice PresidentArea Director, East CoastWashington DC

Primary ResponsibilitiesJV Agreement StructuringDebt & Equity SourcingDebt & Equity Negotiations

Max ChapmanMBC ConsultantsPrincipalDallas TX

Primary ResponsibilitiesProgram ManagementConstruction ConsultingGeneral Contractor Oversight

Max founded MBC Consultants in 1982. Prior to forming MBC Consultants, Max worked for large general contracting firms moving from a field engineer to senior estimator to president. Max has over 40 years experience in the Construction Industry and is actively involved in all of MBC’s services, including: program management, construction consulting and construction management services. Since inception, MBC has completed in excess of $3.7 billion worth of work equaling approximately 40.3 million square feet. Max has been involved in every LPC Boston development since 101 Arch Street and advises LPC on all of its development projects across the globe.

William has served as the Senior Executive Vice President of Lincoln Property Company for the past 20 years. In this role, he has the overall management responsibilities for the Northeast Region commercial operations of Lincoln Property Company. Mr. Hickey is also responsible for Acquisitions, Development, Property Management, Leasing and real estate service operations for approximately 25 million square feet of commercial space in the Northeast Region, Houston and San Antonio, Texas.

LPC National - Project Team

Tim Byrne is the President and Chief Executive Officer of the Residential Division of Lincoln Property Company, the largest private real estate development and management firm in the United States. As President and CEO, Mr. Byrne is directly involved in the development and operations of all multifamily ventures, from acquisition through financing, design, construction and lease-up. Since joining Lincoln as President in 1984, Mr. Byrne has successfully developed more than 125,000 units, with a value in excess of $10 billion, and currently oversees over 130,000 units across the country.

Tim ByrneLPC ResidentialPresident & CEODallas TX

Primary ResponsibilitiesDebt & Equity SourcingDebt & Equity NegotiationsDevelopment Consulting

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LPC Boston - Project Consultants

Harold WheelerGroup One PartnersPrincipalBoston MA

Primary ResponsibilitiesHotel SpecialistArchitectural DesignSpace Use & Planning

Harry brings a thorough knowledge of design and construction, combined with thoughtful attention to detail and use of materials. He is involved in all aspects of the design and construction projects for numerous hospitality, restaurant and multi family housing projects. Mr. Wheeler studied Architecture and Urban Design at the Ecole de Architecture in Montpelier, France. He holds a Bachelors of Architecture and a Bachelors of Architectural Engineering from Wentworth Institute of Technology where he now serves a guest lecturer. Harry is currently working on projects across the East Coast including national brands such as Hilton, Sheraton, Marriott & Residence Inn as well as boutique brands including: The Hotel Commonwealth, The Onyx and The Envoy.

Mary Faria, AIAGroup One PartnersPrincipalBoston MA

Primary ResponsibilitiesHotel SpecialistArchitectural DesignSpace Use & Planning

Mary oversees the operational components as well as scheduling and procedures. With over 25 years of experience at the company she has had the unique experience to participate in each and every facet of the architectural and design program. It is this diverse experience that has allowed Mary to substantially improve productivity and streamline staffing and operations. Mary’s past clients include national brands: Hilton, Sheraton, Marriott & Residence Inn.

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Section IIITechnical Approach

Propose and discuss detailed approaches for achieving project objectives as outlined in the RFI. Identify and discuss critical steps required and identify any additional tasks deemed necessary to achieve such objectives.

LPC strongly believes we are the best developer to fit the project objectives of innovation, enhancement, and sustainability. As a private company, all LPC partners and team members are heavily invested in seeing the project brought to a successful conclusion. We have no fund timeframe or investment restrictions, which allow LPC to be flexible if the economic conditions cause for an adjustment in the development program.

How LPC hopes to fulfill the project’s objectives would be through our active 30 history in the Boston real estate industry. The knowledge of the Boston development market and our numerous partnerships within the industry (landlords, tenants, architects, construction firms, City agencies and neighborhood groups etc.) has lasted the test of time since the mid-1980’s. Our excellent reputation for delivering on our promises and working to fulfill all project goals is well known within the industry. Involving all industry groups and working in collaboration will most directly result in a successful achievement of the project’s objectives.

As in all Boston development projects requiring the Article 80 process, perhaps the most important phase is to quickly engage the local neighborhood groups and address their concerns regarding the development. In this case we believe that group is comprised of surrounding businesses and building owners, including the Boston Improvement District (BID). LPC has been an active participant in the BID since its formation in 2010. Additionally, LPC holds a significant presence in the Downtown Boston market due to the millions of square feet the company manages and leases for 3rd party ownership. Per the Boston Business Journal, Lincoln has been ranked in the top five commercial real estate managers for the past five years in Eastern Massachusetts. LPC currently manages over three million square feet of office space in the immediate area of the 115 Winthrop Square site.

In summary, LPC is well experienced in assembling a qualified, experienced permitting team to shuttle our vision through the BRA Article 80 process. We strongly believe we have the right team to deliver upon the BRA’s vision for the development while also meeting any permitting and economic hurdles. Please see Exhibit A in the Appendix outlining our strategic development and construction schedule.

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Demonstrate an understanding and familiarity with the scope of work including a grasp of the technical, management, and coordination issues as well as sensitivity to any specific conditions.

Demonstrate site control.

Explain how prior similar experience, as well as the experience and expertise of resources, including the project manager, key personnel and subconsultants, demonstrates that the team has the capacity to successfully complete the project.

The 115 Winthrop Square site is compromised by a number of potential challenges for the selected developer: surrounded by numerous high-rise and low-rise buildings; the inclusion of multiple levels of below grade parking; mixed-use construction with multiple entrances for tenants; and to be one of the tallest high-rises in the Financial District. The 115 Winthrop Square site will require an expert team that has demonstrated the ability to control a challenging site. Nationally, LPC in collaboration with our consultant Max Chapman, has constructed millions of square feet of high-rise construction. Locally in Boston, LPC has successfully demonstrated significant experience in high-rise construction within challenging sites across Boston. Three major high rise projects were developed by LPC in Boston with details outlined below. Each of these projects required intricate technical, management and coordination skills.

101 Arch Street was constructed over the MBTA Red Line at the Downtown Crossing Station. The building was also constructed behind a preserved 3 story façade of 100 year old buildings. In addition several other buildings on the site were built around. Technical, managerial and extensive coordination were at their peak with the development.

Two Financial Center at 60 South Street was challenged by the construction of this office high rise being built against an occupied, 100 year old brick office building. The new high rise office building included 3 levels of underground parking. Foundation work was especially challenging to respect the foundation and integrity of the adjacent building.

East Village at 291 St. Botolph Street is a 17 story high rise student residence developed by LPC and Phoenix Property companies and is leased to Northeastern University. The development included a 27 foot deep structural mat foundation that the building is built on. Technically this development was extremely challenging due to the building being built in coordination with and against a new 5 story addition to the YMCA on Huntington Avenue. In addition, on the east side the new student residence was built within 2-4 feet of Jordan Hall, the New England Conservatory’s and nationally recognized premier acoustic venue. Extensive foundation, acoustic, vibration, dust and traffic monitoring was employed throughout the construction of the new student residence to protect Jordan Hall, a national treasure. Again, LPC excelled in technical, management and coordination of many adjoining parties each with extremely technical needs to develop a highly successful project.

Please refer to the addendum highlighting all of Lincoln’s experience in high-rise construction across the United States and Europe.

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Included in Lincoln’s development team is Group One Partners, Inc., an award winning design firm specializing in architectural, interior design, and purchasing services for hospitality properties. Group One will use a collaborative design approach on the hotel and retail aspects of the 115 Winthrop Square project to create a streamlined design process to ensure the project is completed on time and within budget. Since Group One’s inception in 1970, Group One has designed and supervised nearly 3,000 projects across the globe including hospitality, residential, and multi-family properties, assisted living and elder care facilities, and retail spaces. With an unwavering commitment to designing high quality and aesthetically pleasing properties, we strongly believe Group One will best capture the vision for 115 Winthrop Square – and turn it into a reality.

Please refer to the addendum highlighting all of Lincoln’s experience in high-rise construction across the United States and Europe.

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Responses shall include a narrative describing the proposed uses for the Property and an estimate of the total area, either on its own or in connection with adjacent properties, measured in square feet, to be allocated to each respective use.

LPC’s development team believes the best program for the 115 Winthrop Square site is one that incorporates uses that would activate the location twenty four hours a day, seven days a week. Since the site is located in the “Financial District” where the average age of an office tower is over 30 years old, Lincoln believes the demand is strong for a new office tower with efficiencies lacking in older towers. In addition to efficiencies, premium office tenants also look for an activated location with adjacent restaurants and places for employees to live. Hence the recent success of the Seaport and Back Bay markets in Boston. Incorporating hotel and residential uses in the development program will meet these demands due to their ability to energize the lobby and thus the neighborhood at all times during the day. The following narrative will describe how these uses will interact within the tower.

The first two floors and partial third floor of the building will capture a majority of the site creating a variety of private/public entrance lobbies, high visibility retail, amenities and restaurants. Several escalators will access the second floor in an open setting. Skylights mixed into the second floor retail and amenities space will flood sunlight onto the first floor. The second floor roofs would be transformed into gardens and comfortable seating & gathering areas which would offer an extremely inviting experience for all visitors, guests and occupants.

Atop the two large base floors a sleek tower would rise 45 stories from the broader floors below. The floors would have slight setbacks on the highest residential floors, creating the opportunity for high-rise balconies. A full study should conclude where the hotel best fits economically within the stack, but the overall building should be able to accommodate 750,000 square feet of gross office space, an investor/operator friendly 250-300 room key hotel and half dozen or so floors of residential condominiums.

While the closure of the Winthrop Square garage removed 1,125 parking spaces for vehicles in Boston’s premier Downtown location, the proposal seeks to construct 3 floors of underground garage parking. However, in order to increase parking efficiencies, the garage would be outfitted with hydraulic stackers that would increase parking allocation by 75%.

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TOTAL DEVELOPMENT PROGRAM: GROSS SQUARE FEET

3 Levels Underground Parking: 3 @ 40,000 SF = 120,000 GSF

2 Floors Retail/Lobby/Entrances: 2 @ 43,000 SF = 86,000 GSF

9 Floors Hotel: 9 @ 27,500 SF = 247,500 GSF

1 Mechanical: 1 @ 26,000 SF = 26,000 GSF

29 Floors Office: 29 @ 26,000 SF = 754,000 GSF

6 Residential: 6 @ 24,000 SF = 144,000 GSF

1,377,500 GSF

LPC has expertly studied the feasibility of the above design and has discussed with a number of architectural teams. We will select an architect once we have received feedback on this RFI from the BRA. Architects in the Boston area we have previously worked with and can provide recommendations from the following: CBT Architects; ADD Inc.; TAT Architects; Arrowstreet Architects; BH+A; Elkus Manfredi and DiMella Shaffer to name a few.

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Section IVFinancial Capacity

Describe the proponent’s economic capacity to execute the project to its completion.

Explain the proponent’s ability to form the required capital.

The combined value of the previous projects in Boston exceed a total development value of approximately $500 million. The ability to successfully deliver these projects demonstrates a significant level of financial capacity. Like previous developments, LPC would secure both third party equity and internal equity for the project described in this RFI.

LPC has completed joint ventures with most major equity funds, pension funds and real estate investors. On most projects, LPC has co-invested its own equity along-side the institutional equity. Our plan for 115 Winthrop Square will be the same. Overall, LPC principals will have a significant financial investment at stake, which we believe instills a high level of trust between partners.

If selected to continue in the selection process, and if requested LPC can provide a confidential review of the corporation’s financials.

Below is a sample list of LPC’s active and past joint venture partners across the country: (Recommendations are available upon request)

• Goldman Sachs • Paragon Properties • ASB Real Estate Investments • Sovereign Wealth Funds • Chief Partners • AIG • Brickman Real Estate • Invesco Real Estate • MET Life • UBS • TIAA-CREF • Sun Trust • Brookfield Asset Management • Prudential

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Section VGood Standing

The response shall also certify that the proponent with its principals and affiliated stakeholders are all in good corporate and fiscal standing with the City of Boston and Commonwealth of Massachusetts and are current with respect to any and all taxes, charges and assessments levied by the City of Boston (ie. real estate tax, excise tax, rents, fees, water and sewer charges, motor vehicle moving violations, etc.).

Please See Appendix, Exhibit B.

Include a Disclosure of Beneficial Interest form.

Please See Appendix, Exhibit C.

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APPENDIX

Lincoln Property Company53 State Street, 7th FloorBoston, MA 02109617-951-4100www.lpcboston.com

Exhibit A: 115 Winthrop SquareDevelopment & Construction Schedule

1. BRA NEGOTIATIONS & PLANNING

2. GARA GE DEMOLITION & SITE PREP

3. DESIGN DEVELOPMENT ARTICLE 80 ENTITLEMENT CONSTRUCTION DOCUMENTS PERMITT ING

4. COMMENCE CORE & SHELL CONSTRUCTION

5. INTERIOR BUILDOUT

6. CONSTRUCTION COMPLETION

3 6 9 12 15 18 21 24 27 30 33 36 39 42 45 48 51 54 57

6 MONTHS

3 MONTHS

12 MONTHS

38 MONTHS

15 MONTHS

TOTAL MONTHS


Exhibit B

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Exhibit C:

BOSTON REDEVELOPMENT AUTHORITY DISCLOSURE STATEMENT

A. This Disclosure Statement is being filed in association with the Request for

Interest for 115 Winthrop Square. B. Project Information:

1) Name of Project: 115 Winthrop Square

2) Location: 115 Winthrop Square

3) Applicant: Lincoln Property Co.

4) I hereby state, under penalties of perjury, that the true names and addresses of all Persons who have a Beneficial Interest (including the amount of their Beneficial Interest accurate to within one-tenth of one percent if such interest exceeds one percent. To be referred to herein as their "Percentage Interest") in the above-listed Project/Location are listed below in compliance with the provisions of the Boston Redevelopment Authority Disclosure Statement Policy.

C. NAME AND RESIDENCE OF EACH PERSON WITH SAID BENEFICIAL INTEREST (continue on separate sheet if necessary):

Percentage Interest

1. Name: John D. Miller TBD Address: 333 Ricciuti Drive, Quincy, MA 02169 2. Name: Scott A. Brown TBD Address: 16 Ash Street, Hopkinton, MA 01748 3. Name: John Noone TBD Address: 221 Crescent Street, Waltham, MA 02453 4. Name: William Hickey TBD Address: 2000 McKinney Avenue, Suite 1000 Dallas, Texas 75201 5. Name: William Duvall TBD Address: 2000 McKinney Avenue, Suite 1000 Dallas, Texas 75201 6. Name: Mack Pogue TBD Address: 2000 McKinney Avenue, Suite 1000 Dallas, Texas 75201 7. Name: Tim Byrne TBD Address: 2000 McKinney Avenue, Suite 1000 Dallas, Texas 75201

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