°. touchstone PORTMAN HoLDINGsRESPONDENT: Touchstone LC & Portman Holdings LLC RFPDste October, 2018 Touchstone ic ‘yas Fourth Avene, Suite 200 Seat, Washington stron ‘Attention: Joseph Poto Teephone: (206) 57-2306, Ema polto@touchstonencom Portman Hldings LLC 1303 Peachtree Center Avenue, ute 575 ‘ine, GA 30303 ‘tention: Jsnua Gately “Telephone (404) 64-5052 Ena jgateyeportmanneldngscom Lads and Gentlemen: Inresponseto the Request for Proposal sued by JUL on behalf ofthe Cay of Seat (he “City” forthe spostion of the Mercer Mega Sock te Project) the undersigned ("Developer") submits this response (he “Response”. aly copalzed terms ot otherwise defined herln shal have the ‘meanings set forth nthe RFP. closed, and by this reference incorporated herein and made apart ofthis Responses the tabbed response to the RFP. Developer acknonledges access tall materials posted onthe following webste with respect tothe Project: icpsimyrermicomanerirtaldealoom as of the Submittal Due Date forthe RFP incdng allsddende and questions and answers matrices sued in connection with this RF, Developer represents and warrants tat lt has read and understands the RP and agrees to abide bythe content and terms of the RFP. Developer understands that JUL not bound to shortlist ary Developer and may eect each Response that JLL may receive Developer further understands that al costs and expenses incurred by tin preparing this Response and particpating inthe process willbe borne solely by Developer. Developer agrees tha JL or the City wl not be responsible foray eros, omisions, accuracies oF incomplete statements inthe REP ‘This Response shall be governedby and construed inal respects acorcng to the laws ofthe State of ‘washington‘Authored representative of Developer Pack Calan = CEO Touchstone LLC by executing this form each Team Member conrms that he representative named above authorized toact as agent on behalf ofthe Developer and the prncgal contact for the Developer In dealings with the iy. Developers business adress: a5, Fourth Avenue Suite 200 oy ‘Gzret) ‘Foor or suit) Sestte wa 92101 usa oo me or Prewnes) por Posal Cady Country) To be formed Joint Venere between Touchstone LLC & Portman Holdings LLC ‘State o Country of Incorporation Formation/Oxganzation: TED Ae Prine Name: ati Calahan Tl: Authorized Signatory co 7 Print Name: Ambrih Balswal Tele CEOExecutive Summary Touchstone and Portman Holdings have teamed up to present a compelling financial offer and comprehensive development plan for the Mercer Mega Block parcels. ith over 00 years of combined development experience anda ten-year track ecord of over $26 baa of ew devine, partners brings ew wel-capitaized and espected developers together, ‘establishing an experienced tar wth a reputation for ‘forward-thinking and performance driven development (ur group provides the Cit of Seattle witha surety ‘of exection, and the best possibe partnership for ‘thelong-term succes ofthis projec. The enterprise ormed by these two seasoned teams delves a unique combination focal expertise and national and interational experience Touchstone sone ofthe most prolfic commercial illon SF of mixed use developments and several ‘major urban lindmarks across North America, Asa, and Erope. Today Portman Holdings ian efficient, hight-2iled and wet-rounded realestate development ‘eam wth a speci focus on hospital, offi, and rmised-se projects in urban nfilsettirgs. The vertically inegrated ear command a substantia ba network and hasa proven rack record with the works top Francia stttions. Ination to our strong balance sheets the team has tremendous access to debt and equty capital rakes, as evidence in the eters of nerestIncided we this Proposal This as resulted ineffective capitalization of complxstructures associated wih projects of ths scale There are few fms who bring the fancia security, reputation, and relay accompanying our bid. Accordingly, we can approach these opportunities with nimblenes ha wil llow us to adapt tothe varying market conditions associated with ry expected or unexpected changesin the economic yePROGRAM “The Mercer Meg lok provides the unique opporuity te develop mere han one milion square fet Fin ‘the wbyant South Lake Union submaret. Our ton, Mercer Square, to develop a world-class proc that transforms the atv enironmen of South Lake Union by proviing educational commercal and comeruity Inrastcture accessible to allages and demographics. "Mercer Square wil be ut hat communty square whic captalesonthelocaton by providing ting public ervircrment wih enhanced accesso employment nodes education transit eta and entertain. (ur development plan ncudes of, school resident, theatre, and ret uses spread across the thee parcels ‘The Daxter parcel wil inlude 235,000 SF of affordabie Cor market-rate resident units or 230.000 SF of office space and 3.29000 square fot theatre. We have recoved numerouslettrsofsupport and interest in theater from local artists and insttions, nud ‘the Seattle Shakespeare Company, Cornish Colege of DEVELOPMENT PLAN a ‘the Ars, Whim W'Him, Spectrum Dance Theatre Kara ‘Stevens Dance, ARC Dance anothers. The Mercer East and West ster ae enviionedtoincide over 75.000 SF of ofc, 42000 SF of real nda 4.000 square foot schooleducaton city, “Through informal dcussions with neighborhood employers and residents we have found that here is strong deste for education and daycare faites. the immediace neighborhood. A new downtown Seattle School has been a discussion topic for mary years Sengthening the presence of downtown schools wal hop Seattle etn and attract more residents seeking to rase fais cuding fails in our urban core Is incredibly important in raining a verse mix of residents downtown, Wie pant include ul-ervice privately operated eek daycare We are ale canidring the incision lof es elementary schoo! that en acommodste mnepeAae de Cfce Space Education Reser enertanment etal Publi Spaces Transit cessspprosenatel 250 total students which could bein partnership with Seattle Puble Schoals ara priate Schoo operator. ‘The ast community benefe wehave ined in our propolis an affordable housing development on the Dexter Block We have partnered with ellwether Housing to provide the best option fora succesful sffordable housing developmen, Gelvether has deeoped ove 1,000 affordable units since 580, serving ove 3,200 individual annually, Ther missions teres thle communities and access 0 0 tteough affordable housing, SORE PS EE unity DESIGN World renowned architecture frm Joh ‘Assocates created the bophil design of Mercer Square to connect people and rature to the bul emironmen. The corporation of geen elements and ‘the organic shape of the design is intended increase ‘the overal heath anc productivity ofthe inhabitants of the baleng By designing strong entrances and gateways tothe te, \we envsion the ground floor of Mercer Square tobe an extension of Lake Union are, proving gamer spaces and peogrameing that wlinlude events and ‘experiences during altimes of ay. The ground floor experiences intended to cultvate openness, provide intrigue and generate curiosity. The landscape design is imeended to provide connections tothe maura ‘word and we wl ntegrate retail ures and open space programming vith comfortable paces tos and ue stratege placement of interactive and Kinetic arto provide a thriving pubic evronment that wil ve access to msc, performances at shows fests and mers market,OFFER ‘We have provided four diferent offers forthe committee's review Fee Simple 2) Ground Lease 5) Fee Simple Mfocdable Housing 4 Ground Lease ‘Nfordable Housing Wehave done our bes to provide multiple clear options, which respond to many ofthe cbjectves outlined inthe RP, including ational community Bnei, such asa schoo and a performing arts space, and have partnered with Blivether Housing to ensure that we can succesfully delver the requiste affordable housing if desired. These options provide the Gy of Seattle with maximum fexbilty nealing revenue fom the sale ofthe Mercer Mega Block. Our team has arranged numerous ransactons under both structures andar confident in ou abity to coptaze ‘OFFER 1 (FEE SIMPLE) $140,000,000 fee simple purchase. ‘OFFER 2 (GROUND LEASE) and execute on this ecing opportunity. A deals term sheet fr each offer hasbeen provided Francal Cer section oft proposal, Addionaly, we understand a parton of the fundsfrom this ransaction may be used to repay an interfund loan that was sed to fund construction projects along Mercer Seo. the Cy of Seas asa neeé For immediate cash proceeds to pay of thislean, anda preference fora log term cwnership underground ease, wecancreacea structure wena paca, prepa {ground ese, Under ti etructure we would offer a portion ofthe valve upfront ash proceeds and morte the remaining value over 3 9. yergroundeae, 99-year groundlease at aland valuation of 140,000,200 with ss rent payments equating to an il anual {ground rentof$:700,000, Rul ground rent escales 10% every 5 years with revahations every 25 years. OFFER 3 (FEE SIMPLE AFFORDABLE HOUSING) $85,000,000 fe simple purchase. This offer includes 24 afordable housing units at 60% of AMI on the Deter Block. A detated summary ofthe land valve adjustments an pricing of the affordable housing ‘option() has been prowded in the Affordable Housing section of ths proposal ‘OFFER 4 (GROUND LEASE AFFORDABLE HOUSING) ‘9-year ground lease tala valuation of $85000,000 for the Merce locks (Deter Blckto be conveyed {ee simple) with 558 ren payment equating to an itl annua round rent of $4,675,000. Awa ground ‘et esclates 10% every 5 years with revaluation every 25 years. This offer incudes 1 affordable housing, units a 6096 of AMI on the Dester Block. & detailed summary ofthe and value adjustments and pricing of the affordable housing option) has been provided in the affordable Housing section ofthis proposProject Concept and Public Benefits Our vision is to ¢ multiple uses, spaces a p a world-class project that consists of \d experiences that promote equity and community engagement, encourage innovation, and allow for multiple activities, Morro Square wil faster cenmity, eat and inovaton by creating an environment where people cof diverse backgrounds incomes and industries can allcome to trve in the community together wile working, ing leering and playing “The locaton of Mercer Square includes procmiy to several employers, menses and transit options. We lant capitalize on ths location ad create a thriving pubic enironmet by enhancing access to retail experiences, outdoor gathering paces, daycare, Schoo! and performing arts theater. Per the City of Seattle's recently adopted 2035 plan, South Lake Union one ofthe y's 6 “Urban ents, and experiences. ‘entare Tha Cy deegnatsUrhan Contere ne ini areas of concentrated employment and housing with rec access to high-capacity transit anda wide range of supportive land uses such as etal recreation, ube feces, parks, and open space” Consistent with this designation ad the fas growth of South Lake Union our project contributes tothe area's ‘olution ntoan 18-hour neighborhood abuze with sors, employees and residents supporting a valety ‘oF economic and public wses. This vison rounded inthe cretion of atu mixed-se development a busting, dense urban node fortify off, residential and retal buldingsCreating arta maze of office space is imperative ‘achieving our vison and we prioritized and ‘maximized office inthis proposal With its neresible employment gronth, nd now recognized a word cass employment center, Seattle hs experienced tremendous amount office development inthe current economic cyl. The employment growth and new development have resued in robust absorption rates, going rental ates, and have earned Seat the reputation asthe strongest ofce market onthe West Coast. Ths office gromth has been largely supported by technology tenants. We bee this groth continue and the demand should be accommadsted in the areas the Cy has designated as Urban Centers Mercer Blocks willbe ven by office and/or fe Science REO uses and complemented by expertiy curated retal gathering spaces, access to tant and freeways. These buldngs ae intended to accommodate the eypected employment grwth from reward esting rajor employers. Our proposed development for this site highlights vews of water, ‘mountains nd the cy styling ad cade maple outdoor decks further supporting the bulléngs’ connection tothe natural Word \Weh es advantageous lation in Seat arid decadeslong growth, we view South ale Unianas one ofthe country’ major his of nnovaton Asthe tract ptlons continue 0 expan partly wth the arial of Ightrallin2as, the neghiborhed wile exception access tothe surrounding region Cental to major “employment and wth aces to parks ike anes, the Sleron Sente Center anc mass trans, Mercer Square 'sprine fora development ofthe sale andsgnficncePROGRAMMING MERCER WEST AND MERCER EAST ‘The Mercer East & West blocks il const of approsimately 600,000 SF of total space, nding ‘ofc, etal, and tw educational components located atthe Mezzanine level and level two. Mercer West consists of ve floors of pour level cofce with an average foc plate of 4,000 SF. The large floor plates provid lenibeofce space ac were designed to atact large technology tenants. Above the psn inte Mars wil a aenage ete 2g SF riseto an elevation of 18 feet above sea lve, “The Mercer ast office tomer lsimiarin sign to its counterpart onthe West;howeveritincudes two ‘educational components. Apre-Kldayeare and ks facity occupy the mezzanine eve long ath Avenue witha covered outdoor area atthe southeast corner of the site The outdoor areas shed to get dct sunlight inthe morning hours when the cidren wl beeft ‘mast from the experience Ks chacl ie placed at level we, Both schools have unique ground-floor lobbies with vertical ulation separate from the office ulin 2 parking, o avoid any ross ceaton between the diferent users. Levels thre through sicontitute the podium ofthe ‘Mercer East block Similar tothe podium ofthe western block the design provides large flexible floor plates reachingan average of 3,000 SF per floor. The tower above the podium s formed by rine addtional floors, stan average #22 of 24,000 SF, reaching aheght of 10 feet above 2 eve DEXTER BLOCK: RESIDENTIAL AND PERFORMANCE THEATER ‘The Dexter block wil consist of ether 24 affordable housing reside unt (wth retal and a 320 seat performance thats), market rate apartments, tional conmmeri ofc. Te residential design Includes a pockum wth sieves of 17.800 SF floor plates and a tower of 286 SF floor plates sng to hog of 152 fet above grace, whch accommodates the South ake Union Seaport Fight Corridor ‘The ground floor othe affordable housing option includes the residential lbby theater and etal. Once the guests enter the theater rom the north east comer ofthe block they can linger nthe re, double hight re-function bby area ong oy street The nent to showcase activity along the sidewalk asa election of the ativty occuring within the space. The enty tothe halls placed along the north where the audience can cel enter to find ther eat. The min als centrally located on the block right underneath he tower. The ancl functions ofthe thete ar organize along the parneter of thst al around the main hal. ‘Wie have received tremendous support from lca community advocates as evidenced bythe ters of support and interes tachedin the spend. We blew that the theaer component of this project has ‘the pote to increase the nightie activ ofthe se, bringing captive patrons to ery the retail and providing an amenity that is misng fom this neighborhood. m4f00 aR Denar Foret 2.60 208 Meer West 68 gece sne00 020 Mecrtat 4067 wise ons még ta Tt 4395 tasoo ge TSS Joost sotoPARKING Duero the uty tunnel running underneath Mercer Troughthe coordination ofthe design withthe ‘ies, we think it would be most efficient to design the esting tes and tunnl, the Mercer ast bloc ste parking garage a shared garage. Our goal sto buld can accommodate five bacement lvl of poking wile theminimum amount of parking that financially Mercer West can accommodate upto two level of feasible and marketable, below rade parting, These parkinglevels are shared between the two towers, The loading dock ares and ‘the shut elevators are tolated for each tower.rovides a unique d eet a er on ldPUBLIC BENEFITS (Our vain and proposalincide several community benefits we feel are very mach needed inthe South Lake Union neighborhood scHooL + 35000 SF of space nthe Mercer East bulking + Our primary galinincuding this space isto rovdeafacity within the South Lake Union neighborhood that can serve a school for upto 20 Ks students + Large neighborhood employers an residents Frequently state that an education and dayeare faceless the need in South Lake Union. + Anew downtown Seattle schoo hae beena deczxon topic for mary years as gronth indowntcnn ‘employment and residences has shyrocketd. + stengthening the presence of downtown schools help Seale retain and atrat mare residents seeking to rae fame. + This school could bein partnership with este Public Schools ora private school operator LOCAL BUSINESS MICRO RETAIL ++ Theretal and amenities of tis project il ot coy bight ts location na thriving neighborhood, but villas promote communal gathering and support ‘the needs ofthe fat growing residential population. ++ “Mcroxetalt space such 35 food hallwth shred amen wil serve slr bsiezzes testing new concepts o those hat prefer to have amore ‘rximate, bourque experience + Aholtie approach wth a pedestrian oriented etal strategy wl complements the builing() uses and eighborhood environment ++ Ongoing development ia SLU willenhance the curreat ret experience inthe neighborhood and bring an abundance of new residents and workers. ie ervson many mere breweries, independent cafes, restaurants and ungue reales.PERFORMING ARTS SPACE + The proposed thester is intended forthe many non-profit performing arts groups that aren ied of space in accessible and dense urban areas. Not only wil che venue provide cultural and artistic experiences inthe neighborhood, bu wil ao serve asa practic acy and educational centr forthe performing and visa arts + Foster collaboration among mutiple artiste and ‘utr groups, 35 wel as broad public accesso performances, communty eases, educational tranny and programming ++ Mutisunctionl space which canbe used sa preseeain cece fr local empleyers rcv events + Create a place that supports the employment of performing artists =a real component of a balanced urban community ++ Weve receved numerous eters of interest and support by performingarsergaizatonsin need of space auch as Seat Shakespeare, ARC Dance Productions, and Spectrum Dance Theater. These eters are provide inthe append PRESCHOOL / DAYCARE + Uke Touchstone’ West th project, we woul ook toincorporatea daycare faity nour project atthe Mercer East bung + Adacen othe proposed school and accessed wth separate stairs and elevators, the daycare villain ‘the operator to have both interior and entero space + With the exterior space located on te second oor, facing such, this space willbe safe, secure and exposed to natural ight during most ofthe dy. (Our vison inctudes public benefits that casa wide net to bulking occupants, employees, community members, residents ad vtors, Our thoughtful mio pube benefits and overall design shold provide sorting for everybody atalltimes othe day nd durngal seasons. Collectively, he bulls ad uses within cur proposed Bank OZK | 82.5%2%coup September 19,2018 Seate, WA 98121 RE: Meroer Mega Block ‘Touchstone and Portman Holdings Teams: “Thank you for contacting us regarding your pursuit ofthe Mercer Megs Block in Seatle's South Lake Union neighborhood. Bank OZK has provided debt capital to number of projects inthe Sate aca, including Touchstone’s Nong and Tits9 office developments, as well asthe Hilton Garden In in downtown Seattle. Collectively, Bank OZK hus provided loans of over $180MM on Touchstone's projets and look forardto continuing our relationship on future project ‘We remain interested in Touchstone’s future projets and the plan you have put together with Portman Holdings forthe Mercer Mega Block is consistent withthe ype of projects Bank OZK is interested in, We ‘weleome the opportunity to undeneite this project should it move forward. ‘We are keenly imeresed in lending to procs like these in cies with strong fundamental ike Seale ‘Aditionaly, we are always looking o ontinue and develop relationships with ou development partners that have a proven wack record of executing projects lke the Mercer Mega Block. We have complete confidence thatthe Touchstone and Porta teams can successfully execute projet of this sale and profile and look forward o looking at his opportunity further. Sincerely, Ay 47, ‘Mason Ros Jr. Executive Vice President -Orgiations Bank OZK ‘One Embree Caer, Suite 384, San Franc, Califia 411 (1) 262027{Bi cars See Invesco sitet Pisa is bas 7549 (ctor, 2018 Touchstone LLC 1425 4" Avo. Suto 200 Seat, WA 21 RE: Mercer Mega Block Touchstone and Portman Hosings Teams: sm wring hs etrof recommendation on behalf of Tauchatone and Portman Holdings as hey pursue the Morea Moga Block property, which we know is one of th prmier development sites. Seat South Lake Union submarket. Invesco ls curentyparnedng with Touchstone’ sister company, Urban Renaissance Grup, in the development ofa 140, 000s office bulding in Portand’s emerging Goose Hollow noightomhood. We ae aso familar wih Touchstones many projects n Seat, clung major oes ard ‘mod.use properties tha vesco has recor considered fr aogustion (upon the comploton and stabiization ‘tthe projects). These Include Toy Block Norhodge, Hl 7 and Ti 40 a located proximate tothe Meror Moga Biooe ste ‘Weare ao of course familiar wit Peran Holdings and thelr ongstaning reputation aa teaing nana! {and inematonal development company. Is my opinion that Touchstone and Poriman Holdings teams are \wel-equpped to execute on a development of ths cae and vision. ‘We understana thatthe curent projet wil alude over ane milion square fet spread ove the backs and {eaturng a range of uses, inctuding ofico, resident, etal, and potently ducalona and at lato uses. Whe Invesco does not toll invest in major projec prior to fl enilement for development, we wil ‘erany strongly consider the Invastment oppetunly asthe projec progresses Invesco ls a longstanding owner of ofc, residential, and retal properties inthe urban and fret ng suburban marets of Seatle and Helewse, Wa have a sng teres n growing our poten in tne Norwest These Plans are very mel once Touchstone and Urban Renaissance Group, Sinoorey, Nels Managing Head of US Fund Management.P Morgan September 20, 2018 Portmen Holdings, LLC 303 Peachtree Center NE Suite 375, Allanta, GA 30303, ‘Rs Mereer Mega tlock Portman Holdings and URG Touchstone Team We ate pleased to hear thatthe Portman Holdings and URG Touchstone team will be pursuing the acquisition of 2.86-acres in Seattle's South Lake Union submarket. Given ‘our experience working with your team, we believe Portman Holdings and URG ‘Touchstone is well-positioned to execute on this project to the highest degree and look forward to being involved should you be selected to develop the site. We understand that the current project includes approximately 225,000 square fect of residential, 715,000 square feet of office, 41,000 square feet of retail 29,000 square foot theatre, 2 46,000 square foot school, and 1,000 underground parking spaces. Currently, this project is at {oo early a stage for full capital commitments; however, we sand ready to further review, underwrite and assess the opportunity as it further progresses, \We value our relationship with Portman Holdings which began through our partnership on Coda, 2 mixed-use project in the Midtown submarket of Atlant, consisting of a £650,000 square foot office building, approximately 30,000 SF of retail space, and 600 underground parking spaces. JP Morgan served asthe lead bank for the construction loan con the projec, which amounted 19 $153,000,000, with total project cost of approximately 278,000,000. (ur group maintains interest in strong. markets like Seatle and welcomes conversation surrounding the future capital needs ofthis project and your fim, Sincerely, SSO Kurt E. Schwarz Senior Client Executive, RealEstate Banking P-Morgan Real Estate BankingPpl Rel Estate ivestrs © Principal’ Pipa mtn Trios | ecco September 24,2018 | ‘Touchstone LUC 1025 4 Ave. Seats, WA 98121 | RE: Mercer Megn Block ‘Touchstone and Portman Holdings Teams: ‘We ae please to hear that the Touchstone and Portman Holdings teams are paring | evelopment of the Mercer Mega Black in Sete’ South Lake Union submarket. We've enjoyed | ‘working withthe Tovchstone tam on pst projets and welcome the opportunity to evaluate fare | arersips such a this. We thnk the Togetstone and Portman Holdings teams are well-equipped to | ‘Secale a development ofthis cao and vison. | | | | We understand that he current project includes approximately 25,000 square fx of residential, 715,000, square fet of office, 41,000 square feet of retail 229,000 square fect thea, 46,000 square fet for ‘ducitional facilities (Scho! andor daycare), an 1000 underground parking spaces. This projec in too early of stage to provide any exptl eommitcat; however, we weleome the opportunity “undrorite and assess this oppotunity as i progresses further. ‘We value our relationship with Touchstone which began trough ou partnerships on Hi? and Tika in the Deany Triangle neighborhood in downtown Seale. HIT? was « mined-ase project consiaing of parking, anda hotel, TH9 was another mixes story aparment tower. Principal served asthe pimary equity capital partner on bath projets nd collectively contributed over SIO0M of equity on aia costs exceoding $270M. Principal has made a number finvestnonts in the Puget Sound an has continuing interests to invest in the region firth. We lok forward to additonal opprtunits such asthe Mercer Mega Block tat will allow us to grow our relationship and provide addtional investment in Sate, Re Tavestrent Director Principal Global InvestorsMes [RE: Mereer Mega Block SunTrust ‘Segtae motnoraee ‘ibs one Soren aon" ssesaingrrnaton | September 17,2018 | etic | 303 Peachtree Cefer NE Suite 575 Adana, GA 30503, | | Portman Holdings and URG Touchstone Team: ‘Thank you for including SunTrust in your early discussions regarding your pursuit ofthe Mercer Mega Block site in Seattle. SunTrust understands thatthe 2.86-acre site is locted in the South Lake Union submarket. We recognize tht the cuent project includes approximately 225,000 square feet of residential, 715,000 square fee of office, 41,000 square fect of retail, 2 9,000 square foot theatre, 2 46,000 square fot school, and 1,000 underground parking spaces. While we are unable to ‘make any capital commitments at this stage, we look forward to further underviting and assessing the ‘opportunity as it progresses. We ave a very trong and long-standing relationship with Portman Holdings and have partnered together on multiple projects in the past, including: ‘+ SunTrust Plaza: Approximately 1200,000 squue fet of Cass A office in Downtovm Adana acquired via a joit venture in 1997, + SunTrust Plaza Garden Offices: Approximately 650,000 square fet of Class A ofice in Downtown, ‘Ailenta developed vi joint venture in 1999, ‘+ Anthem Technology Ceater: Approximately 32,000 square fst of Cas A office in Midtown ‘Atlanta financed via a construction loan of approximately $110 milion in 2018 ‘We look forward to receiving futher information about the project and exploring with you the potential of working together on this opportunity Sincerely, Senior Vie President SunTrust Commercial Real Fstate Banking0 October 1,2018 Portman Holdings, LLC 303 Peachtree Center NE Suite 575 ‘Allain, GA 30303 RE: Mere Mega Block Portman Holdings and Touchstone Team “Thank you for reaching out to USAA Real Estate regarding your pursuit ofthe 2.86-tre Meret “Mega Bock st in Seale. USAA RealEstate has invested inthe Seatle market, specifically the South [Lake Union submaret, and looks forward to continuing our growing relationship with Portman Holdings and Touchstone. Should Portman Holdings and Touchstone be chosen to develop the projet, we lok forward to underwriting and, subject to market and investment committee approval, being the 1V ety partner inthe project. USAA RealEstate partnered with Touchstone on another project in South Lake Union, Troy Black, which consisted of approximately 812,000 square fet of offce and retail space and a 1,120pace underground paring garage, USAA Real Estate served asthe equity pater onthe projet with tal costs i excess of 35 milion. USAA Real Estate understands thatthe project consists of tee unique sites with the potential for variety of uses, including residential, commereial, o mixed-use. We recognize that the cament projet plans inclide approximately 225,000 square fet of residential, 715,00 square fex of ofc, 4,000 square Feet of ret, a 29,000 square fot theatre, a 46,000 square foot schoo, and 1,000 underground parking spaces. Based upon cunent maret conditions and the team's capabilities asa developer and operator of ‘complex real estate assets, USAA Real Estate intends wo facitate conversation regarding investment nthe projec, subject t above, Wiile this leer shall nt serve as 2 commitment of capital, USAA Real Estate i¢ prepared to continue dications regarding capital needs should Portman Holdings and Touchstone be sseced 10 develop the Mercer Megs Block ste. We look forward to the potential of working with the Portman Holdings and Toochstone tam on this projec. ‘Thank you for your consieration Regards, Borwna Dirk P.D. Mois Executive Managing Director +n sa en a 580 Colonnade Boubvats, Sut 610 ‘1 20) 64 825 ne San Aono, Taxes 7320,ARTS AND THEATER INTEREST LETTERSSeptember 21* 2018 ‘To Whom It May Concer: ‘On behalf ofthe Comish Dance department, I am writing to express interest in the proposed development ofthe Dexter Ave/Mercer Street site by Touchstone. CComish was founded in 1914, by visionary Nellie Cornish, and has grovi to serve approximately 700 students across multiple ats disciplines, becoming the premiere arts college in the Puget Sound with an internationally recognized list of alumni who are leaders in theit fields 1's annual budget is over thirty millon and the rte of return on its endowment is approximately 13%, “The Cornish dance department, of which have been the Chair since December 2015, has faced 3 shortage of studio space for a number of years and has been looking to find studios for use in the South Lake Union area near its main campus for clases, rehearsals and other projets. \We support the creation ofa world class dance centr in Seatle that can match the achievements and expectation we have of our students and distinguished alumni Faithfully, Uh Vitoria Watts, PAD Chair, Department of DanceSEATTLE Seine 2067338278, SHAKESPEARE PO Box 19595 Seat, WA 98109 “oa rads, Managing Drectr- George Mount Artisti Decor September 19, 2018, ‘To Whom It May Concern, 4 Lam writing to express Seattle Shakespeare Companys interest in Tovehitone, a URG Company's proposed development of the Dexter Avenue North’ Mercer Sweet block site in Seattle Seattle Shakespeare Company was founded in 1991 withthe gol of bringing high-quality, professional productions of Shakespeare and the classics to local audiences, In 2008, Wooden ‘Theatre, producers of fee Shakespeare in our region's parks, merged with Seattle Shakespeare, bringing together Washington's most active and acclaimed classical theates. ‘We curently serve more than 54,000 students and audience members annually through four ams of programming: 1) an indoor season of five plays, 2) Wooden O's outdoor season of fre Shakespeare in our regions parks, 3) in-school and out-of-school education programs for youth, and 4) touring outreach productions that span Washington State, Seattle Shakespeare Company is Washington State's oaly year-round, profesional classical ‘theate company with a strong educational component. We operate with a budget of $2 milion, ‘board of 26 trustees, a suff of 21, and pool of more than 250 artists. Seatle Shakespeare Company is debt free and financially secure and has finished the past 14 of 15 yeas with a positive balance enabling us to build reserves and maintain a healthy equity position, ‘We have been part ofthe Lower Queen Anne neighborhood for the past 18 years, being in residence at Settle Center. While we have seen tremendous growth inthe past 10 years, we are limited by our current venues. Our Facilities Committe continves to explore different options for the theatre going forward. We ae interested in being part ofa development that could provide a long-term home for our theatre. ‘We support Touchstone’s plans fora combined affordable housing and arts venue end look forward to further discussione, feel Pybsident ‘Note: nothing inthis eter constites any typeof agreement or commitment by Sextle ‘Shakespeare Company to the Dexter Avenue/Mercer Stee sitelprojct or any other. Any ‘agreement or commitment would require a formal vote by our Board of DitestrsAKL DANLE ‘To Whom It May Concern, On betulfor ARC Dance Productions, I wan writing Wo express interest in dae proposed development of the Dexter Ave site by Touchstone, Since 1999, ARC has presented mixed repertory work and specializes in producing a wide variety of dance programming, that reaches 10,000 to 40,000 community members annually. ARC Danee continues to offer accessible and evocative productions to Seatle audiences. The Company has fostered ‘collaborations with other artists, combined aerial dance with classical ballet, and merged various performing rts medias, making ARC Dance a prominent contributor to Seatle's dunce community. 1n2004, Are Schoo! of Ballet (ASI) was launched to offer high quality clastcal ballet traning tothe Seattle community. ASB offers programs for dancers of all ages, from beginner to the professional- ‘bound dancer. ARC Dance Company and Are School of Ballet occupy a 9,000 square foot facility in "North Ballard. The facility includes multiple studios, a cross-training center, and a performance space, While ARC has produced a regular summer season at Seattle Center's Leo Kreielsheimer Theatre for ten years, one of ARC's primary challenges remains securing an appropriate performance venue on a ‘consistent basis throughout the year. We are interested in being part of a development that would provide ‘an ongoing, available performance venue for our productions. Sincerely, A Marie Chong Aaistic Director Nn ler omnes ny 9p of epee emmy ARC Dane Prato th 40 Que Ae vote re ce pharm oem nt ero ray ARG Bo of ese {ARC Dane Prdcions a 303) og cron ume the el Revene Ce Tix 1D #1976718 “The Ponr five Parformans. Gut Cor Danest Mat PO ox 97 Se WA 910 | stu 92501 Ave NW Stl, WA 817 ewankarin stevens dance 9 KARINSTEVENSDANCE.COM | 1004NW130"ST SEATTLE, WA98177 | 206.491.5546 September 21, 2018 ‘To whom it may concern, On behalf of Karin Stevens Dance (KSD), Iam writing to express interest in Touchstone’s proposed development ofthe Dexter Ave/Mercer Street site, Founded in 2009 by choreographer, dance artist, and Seattle native Karin Stevens, KSD creates ‘Imaginative contemporary dance works capturing the breadth of the moving human experience. Collaborating with local music, theater, and visual artists, KSD's celebrated body of work finds ‘tself atthe intersection of art and ecology, offering immersive audience experiences connecting us more deeply to ourselves, each other, and the environment. Over the last nine years, KSD has presented and independently produced 12 evening length concerts, toured regionally and internationally, and hosted community conversations and classes reaching a total audience of over 8,000 people. Since my appointment as Board President in 2013, Ihave witnessed the astounding growth ofthis ‘organization both financially and artistically. We operate with a budget of $85,000, and our work is made possible by the tireless efforts ofa few key private contractors inchuding two ats ‘administrators and Artistic Director & Choreographer Karin Stevens. Our board of directors le sustained by dedicated volunteers including myself, a treasurer, and secretary. Since its inception, KSD has not had a permanent space to call home, renting rehearsal and performance space foreach new project at various venues throughout Seattle. Now, KSD finds itself poised to take the next step in leading vital conversations through the medium of dance, ‘while also positioning itself to better bridge the relationship between our home-grovm dance artists and the Seattle audiences who need to experience their work. believe KSD is the perfect example of an artist driven organization that would make a center fo Seattle contemporary dance a great success. ‘We are interested in being part of a development that could provide a long-term home for our dance company and look forward to further discussions about this project. Best, ‘Todd Bullock Board President, Karin Stevens Dance ‘This isintended a letter of intent ands nt tobe construed asa legally binding agreement by Karin Stevens Dance to commit resources or engage in this project Doing so would requir further examination ofthe inal terms anda vote by the Board of Directors.§ khambatta ‘company 5609 34" Ave SW, Seattle WA, 98126 + 206-562-0694 » www. KnambattaDance.org September 20,2018 ‘To Whom It May Concern, (On behafof the Seattle International Dance Festival (SIDF) and Khambatta Dance Company, am, writing to express interest in the proposed development of the Dexter Ave and Mercer tite by “Touchstone Arriving in Seattle in 2001 from New York Cty, Khambatta Dance Company, which produces SIDE, has presented its programming both in Seatle and throughout the world, Including Asla, Europe, Russia, and North and South America at venues suchas The World Expo (Lisbon), The National Center forthe Performing Ars (Mumbai), The French National Choreographle Center of Tours, Vancouver, Spoleto Festival USA, and many others, SIDF began in 2006 with one international company and two local companies over one weekend and since has grown toa 17-day event in various indoor and outdoor locations, presenting local, national and international companies to audiences of over 5,000. I has presented companies from over 35 -khambatta Dance Company has secured a pledge of $500K to $tmilion from one oft funders for project ofthis type. The company has been looking fora venue for several years in South Lake Union {and almost took over the former KEXP building) and counts among its partners in the area, oth Vulean and Amazon. Asa result ofthis search, i has developed a plan that would allow ito use one or two studios (fll and/or parttime) and a theater for 6-8 weeks a yea: Having a venue ofthe calber proposed inthis location would allow the company andthe festival's to growin ts sevice to the Artists and residents ofthe city of Seat Yours Truly, (yrus Kamat artiste Director Please note this isintended a etrof intent and Is oto be construed as legally binding agreement by ‘hambatta Dance Company or The Seattle International Dace Festiva to commit resource or engage nis rooc. Doing so would require further examinaion othe inal terms and vote by the Board o Directors. ‘efarbata Danco Conpary KOO) and The Seat ioral Dance Fealval (SOF) ae DUA ramos of he PH ‘Company, ne, feral ecognzed non pefSO1(e8 as egenizton, making your snaton ex deduce,EZeYe2 seecipum DANCE THEATER Joe Polito, Vice President of Development Touchstone 1425 Fourth Avenue, Suite 200 Seattle, Washington 98101 Dear Mr. Polito: On behalf of the Spectrum Dance Theater, I am writing to express interest in the proposed development of the Mercer and Dexter Ave site by Touchstone. Spectrum was founded in 1982 and is comprised of three organizational ‘components: the professional Company, the School, and Community Engagement programs. Its unique vision and commitment to inclusion, invites broad public participation through thought-provoking dance productions, community classes, and educational trainings. Through performances, educational offerings, touring, and community programming, Spectrum reaches anywhere from 10,000 to upwards of 50,000 community members annually. Spectrum Dance Theater Company is the largest contemporary dance company in the Puget Sound with an annual budget of $1.4 million. The professional Company has been looking for a high-quality theater for presentation of its work for a number of years, Sincerely, 7 Bo Le Tera Beach Executive Director, SPECTRUM DANCE THEATERier Wem, Atte Decor H 1 Seattle | Contemporary Dance September 21, 2018 Dear Joe, On behalf of Whim W'Him, I am writing to express interest in the proposed development of the Dexter/Mercer site by Touchstone. A facility would help Us fulfil our mission and secure our future. Whim W'Him is an award-winning contemporary dance company founded in 2009 by Olivier Wevers. Our mission is to provide a platform centered ‘around choreography and dance for artists to explore their craft through innovation and collaboration. In our short history we have produced more than 50 contemporary dance works by 30+ international choreographers. (Our budget Is $600,000 and 70% of our income comes from individual contributions. The company's 7 dancers receive a competitive wage and benefits. We are a performing arts organization that does not have a dance school or receive tuition from students. Company leadership values providing access to high-quality dance experiences. Each year we serve 10,000 people through our programs. Our annual season offers 3 evening length productions over 6 weeks. We partner with local nonprofits and offer limited outreach programming. We want to offer more programs in the community and serve more people through contemporary dance. Access to @ purpose built facility for dance would enable us to continue our growth and reach. We are in support of a shared space for the dance community that will elevate the art form and garner audiences. Ural Krina Turner Executive Director lease note this is intended as a letter of intent and is not to be construed as a legally binding agreement by Whim WHim to commie resources or engage in this project. Doing £0 would require further examination of the final terms and @ vote by the Whim W'Him Board of Directors