PO Box 508, Portland, Maine 04112

RFP

SUBMITTAL

Library Lot Development

June 1, 2015

PO Box 508, Portland, Maine 04112

A. SMART/Olympia Letter of Interest

B. Project Proposal

1. Project Concept Summary

2. Conceptual Site plan & Renderings

3. Proposed Terms

4. Ownership Objectives - Financial

5. Hyatt Support Letter

C. Team Qualifications

1. SMART/Olympia Profile

a. Campus Community Focus

b. Development Expertise

c. Award-Winning Management

d. Sustainability

e. Relevant Projects

f. Executive Bios

2. Architect and Contractor Profiles

[separate attachments]

CONTENTS

CONFIDENTIAL

June 1, 2015

Via email: john.latessa@cbre.com

City of Ann Arbor

c/o John Latessa

CBRE, Inc.

2000 Town Center, Suite 500

Southfield, MI 48075

Re: 319 S. 5th Street, Ann Arbor

Dear Mr. Latessa:

On behalf of SMART Hotels LLC and The Olympia Companies (SMART/OLYMPIA), we are pleased to

submit this response to the City of Ann Arbor’s RFP to develop the air rights above the Library Lot

parking structure.

We prepared to develop a new Hyatt House hotel on the site, adding an important, sustainable

amenity that would serve the community, downtown businesses and the University of Michigan,

while reserving the entire Fifth Avenue frontage for the envisioned civic plaza Our project would

utilize existing parking and infrastructure to maximum efficiency, without straining it, while

complement the scale and uses of surrounding properties.

SMART/ OLYMPIA develops hotels and mixed-use projects in university and medical center

communities nationwide. With decades of experience in all phases of hotel development and

operation, multi-use projects, complex financing and sustainable design, we have the experience to

deliver an outstanding facility that meets and exceeds your project goals.

Our collective portfolio of approximately 20 hotels includes, an award-winning Chicago project that

has strong similarities to the Library Lot opportunity In Chicago, we constructed a Hyatt Place hotel

on a parking garage podium in Chicago, IL. That mixed-use project has been a catalyst for

redeveloping Hyde Park’s commercial corridor and contributed to the selection of that neighborhood

for the Obama Presidential Library.

SMART HOTELS LLC

Ed Small, President

Enclosure

cc: Gordon Hendry, CBRE, Inc., 101 W. Washington St., Suite 1000 E, Indianapolis, IN 46204

via email: gordon.hendry@cbre.com

Project Concept Summary (pg. 1 of 2)

P

R

O

P

O

S

E

D

T

E

R

M

S

We propose developing Michigan’s first Hyatt House hotel, with distinctive design, quality

materials and place-making elements all suitable for this dynamic urban location. The 8-

sltory building would contain 135 spacious guestrooms for extended-stay guests. The

project is proposed to include amenities such as kitchens, outdoor patio, pool, fitness center,

meeting space, lounge, business center and dining area. A bar and lounge would serve

guests and be open to the public during evening hours.

The project would have four prominent elevations to complement and enhance the civic,

business and multi-family projects surrounding the hotel. The project is sited to work

synergistically with the city’s proposed civic plaza and would reserve sufficient area along

Fifth Avenue to permit full expression of the community’s vision for that public amenity (+/-

15,000 s.f.). The existing garage stair/elevator tower and lobby at the center of the garage

would be retained, incorporated into the hotel footprint and oriented to the civic plaza with a

distinctive entry and awning complementing the original design.

The project size would efficiently utilize the available building area within the garage surface

level without impairing garage ingress/egress in the least. Approximately 1 parking space

per guestroom would be required, but that parking might be available on a shared-parking

basis. Since the hotel is contemplated to offer shuttle service and would require fewer than

the 200 available spaces, the project would not strain available parking.

The project is currently estimated to have a total cost of approximately $25M, of which

approximately $17M would be hard costs (+/- $170 psf). The estimated Project development

budget is $29,000,000. The capital structure for the project will consist of debt of

$20,300,000, a contribution of $500,000 from Hyatt and equity of approximately $8M.

The proposed price for the offered land interest is $3,000,000, inclusive of CBRE’s fee. This

equates to a price per building square footage of $30.00.

As depicted in the enclosed layout sketches and renderings, the project details are currently

estimated as follows:

Total Building Area: +/- 100,000 SF

Area per Floor: 1st - 8,530 s.f.

2nd - 12,650 s.f. + 2,100 s.f. deck

3rd -8th - 12,650 s.f.

Retained area for civic plaza: 15,200 s.f.

Approximately 79 of the 135 guestrooms would be over-sized studios and suites, all with

kitchens. Approximately 56 of the guestrooms are proposed to be spacious King- and

Double Queen-bed guestrooms w sofa seating area.

Project Concept Summary (pg. 2 of 2)

P

R

O

P

O

S

E

D

T

E

R

M

S

As with all SMART/OLYMPIA projects, this Ann Arbor hotel would be designed to LEED

green building certification specifications. To the extent the budget permits, the project may

include such elements as premium HVAC system, LED lighting, low-E glass, partial green

roof, recycling of project waste, building commissioning.

To meet project requirements, design would need to be completed and entitlements

received in time to permit construction commencement early Spring 2016. The hotel

opening would be targeted in time for University of Michigan’s 2017 commencement..

The economic impact of the Project includes real estate taxes and room tax. We estimate

the real estate taxes to be approximately $375,000 per year, and the room tax to be

approximately $55,000 per year once the hotel is stabilized. The room tax offers a superior

benefit to the city over office or multi-family projects.

SMART/OLYMPIA would fully comply with the City of Ann Arbor’s public review and

entitlement process. We embrace public engagement with the understanding that the

community’s support will best ensure our project’s success.

Architectural plans, designs and renderings follow.

Project Concept Drawings

S

I

T

E

P

L

A

N

A

N

D

1S

T

F

L

O

O

R

Project Concept Drawings

2N

D

F

L

O

O

R

+

P

A

T

I

O

D

E

C

K

Project Concept Drawings

T

Y

P

I

C

A

L

F

L

O

O

R

3

T

O

8

Project Concept Drawings (Pg. 1 OF 2)

P

R

O

J

E

C

T

R

E

N

D

E

R

I

N

G

S

Project Concept Drawings (Pg. 2 OF 2)

P

R

O

J

E

C

T

R

E

N

D

E

R

I

N

G

S

Proposed Terms

P

R

O

P

O

S

E

D

T

E

R

M

S

We are pleased to propose the following terms and conditions for

SMART/OLYMPIA to purchase a condominium interest and related rights in a

portion of the Library Lot parking structure:

1. Property: The property would comprise one or more condominium parcels

and all related easements and appurtenances required to construct and

operate the building improvements proposed to be located thereon. The site

would encompass the parking spaces off of Library Lane at the hotel front

entrance, a sidewalk of approximately 5’ on the west of the building and

accommodate all column locations.

2. Price: The purchase price for the Property (the “Purchase Price”) shall be

THREE MILLION DOLLARS ($3,000,000), inclusive of CBRE’s project fee.

3. Assumptions and Contingencies: Purchaser’s offer assumes and is

contingent on the following:

A. Utilities: City to ensure all required public utilities with sufficient capacity to

serve the project are available adjacent to the site from active, fully

functioning lines;

B. Parking:135 parking spaces within the parking structure on terms to be

mutually approved.

C. Zoning: D-1 zoning permitting the proposed hotel and all related uses

D. Diligence: 90-day Diligence Period with reasonable periods

necessary to meet project entitlements and approvals.

E. Site: Development ready site with utilities, structural support, etc.

suitable to accommodate the hotel building without premium cost and no

environmental issues.

F. Title/Survey – Clean and marketable fee simple title to a condominium

interest in the subject property, including all required easements.

G. Signage – Right to have signs installed at Library Lane at its intersections

with Division St. and Fifth Avenue.

H. Easements – Rights to facilitate construction (e.g., staging, construction,

maintenance, structural support, parking, signage, access.

I. Entitlements – Approvals to construct and operate the proposed hotel to be

secured by early Spring 2016.

.

Ownership Objectives - Financial

P

R

O

P

O

S

E

D

T

E

R

M

S

SMART / OLYMPIA has a strong track record in securing lending

from a variety of sources. Institutions that have provided financing

solutions for past development projects include:

• Wells Fargo

• MB Financial

• Bank of America

• TD Bank

• McDonald Partners

Based on other current projects, we are projecting construction

loan interest at an annual rate of approximately 4% (interest only),

increasing to 5% for take-out financing. We have equity ready

available for our projects with a targeted IRR of approximately

20%. We are estimating equity for this project at approximately

30% of project costs or $8M. If selected for this project, SMART /

OLYMPIA would provide financial statements.

Developer Qualifications

P

R

O

P

O

S

E

D

T

E

R

M

S

The project would be developed by an affiliate of

SMART/OLYMPIA, whose principals are identified below.

We have developed several projects that have strong similarities

with this project. Most notable of those projects would be our

award-winning Hyatt Place Chicago South project, which was

built on a parking garage structure podium as part of a $100M

mixed-use project near University of Chicago. That project has

been a catalyst for the revitalization of Hyde Park’s commercial

district, is widely embraced by the community and has been

cited as exemplary in its local hiring and WBE-MBE practices.

Our team qualifications follow.

HYATT SUPPORT LETTER

VIA EMAIL

May 29, 2015

Mr. Ed Small

President

SMART Hotels LLC

20600 Chagrin Boulevard, Suite 705

Shaker Heights, OH 44122

Tel: 216.485.2311

Email: esmall@smarthotelsgroup.com

RE: Liberty Lot - Proposed Hyatt House – Ann Arbor, MI

Dear Ed,

Thank you for your interest in proposing a newly built Hyatt House hotel located 319 S. Fifth

Avenue in downtown Ann Arbor, Michigan. Given the project’s downtown location, along

with its proximity to the University of Michigan and area business, we would be excited to

have you and your partners develop a Hyatt House in this lodging market. We at Hyatt Hotels

Corporation look forward to continuing our relationship with SMART Hotels in key strategic

markets such as downtown Ann Arbor. Your Hyatt Place hotel in Hyde Park/Chicago is a

great example of what we can do together and has strong similarities to the hotel proposed

for the Liberty Lot site.

As you know, Hyatt House is our upscale extended stay brand. The unique offering is

designed to welcome residents rather than guests and offer services, amenities, upscale

spaces and a casual, comfortable environment that reminds guests of home. Hyatt House

offers distinctive design, residentially inspired studios, one- and two-bedroom suites feature

contemporary full kitchens and a variety of food and beverage options are offered.

I look forward to exploring this exciting opportunity further with you and your partners.

Best Regards,

Mark Younadam

Mark Younadam Director of Development 71 S. Wacker Drive Chicago, IL 60606 Tel: 312-780-6093

HYATT HOUSE HOTEL

CAMPUS COMMUNITY FOCUSSMART/OLYMPIA brings a focus on campus communities

New Standard for Campus Hospitality

• Intimate and service-oriented

• Quality atmosphere and architectural character

• Amenities tailored to visitor needs and preferences

• Responsive to university requirements

• Embrace sustainability

Campus + Community Context

• Complement existing context (setbacks, materials, scale)

• Reconcile campus and community interests

• Catalytic projects that integrate campus and community

F

I

R

M

P

R

O

F

I

L

E

S

DEVELOPMENT EXPERTISESMART/OLYMPIA brings deep hotel & real estate experience

Experience and Expertise

• New construction, renovation and adaptive reuse

• Infill sites

• Mixed-use projects

• Complex financing

• Entitlement process

• Sustainability leader in hospitality

• Boutique and flagged hotels

• Broad national and international experience

• Track record in difficult, high-barrier-to-entry markets

Financial Strength

The combined value of the project portfolio is estimated at over $300,000,000.

SMART/OLYMPIA’s principals have the financial capability to provide and secure

required project equity and financing. Institutions that have provided financing

solutions for past development projects include:

Wells Fargo MB Financial Bank of America

TD Bank McDonald Partners

Development Awards

• Developer of the Year – Downtown Portland Corp.

• Pride in Construction Award – Construction Industry Service Corporation -

Hyatt Place Chicago South

• Team Building Award– Building Design & Construction Magazine - Hyatt Place

Chicago South

• Gold Key Award for Best Eco or Socially Conscious Hotel (Finalist) - Boutique

Design – Hyatt Place Chicago South

• Best Residential / Hospitality Project – ENR Midwest - Hyatt Place Chicago

South

F

I

R

M

P

R

O

F

I

L

E

S

AWARD WINNING MANAGMENTAward Winning Hotel Management

Olympia brings over 30 years’ experience in providing unparalleled guest service and

outperforming the competition. Olympia consistently achieves high service quality

scores, often ranking in the top 10%.

Recent Awards

Travel + Leisure Top 500 Worldwide - Inn by the Sea (7-time winner)

Best new Chef – Silver Spoon Awards – The Alfond Inn (2014)

Conde Nast Gold List - Inn by the Sea (2013, 2014)

Conde Nast #2 hotel in Florida – The Alfond Inn (2014)

#2 Resort in the Northeast, Conde Nast Traveler -- Inn by the Sea

Wine Spectator Award of Excellence – Inn By The Sea (Seven time winner)

#1 Hotel in Durham – TripAdvisor – Durham HGI

Best New HGI Nationwide – Hilton Hotels Ramp-Up Award – Durham HGI

Top 10% in ‘Overall Satisfaction’ Nationwide - Hyatt Place Chicago South

F

I

R

M

P

R

O

F

I

L

E

S

F

I

R

M

P

R

O

F

I

L

E

S

SUSTAINABILITY

Committed To Sustainable Building and Operating Practices.

• SMART/OLYMPIA hotels are designed and constructed to promote

environmental and economic sustainability.

• Members of the United States Green Building Council (USGBC/LEED),

the International Living Future Institute (Living Building Challenge),

Urban Land Institute (ULI) and National Trust for Historic Preservation

• Hotels designed to meet LEED Silver, Gold and Platinum criteria

• Green Lodging designations in Maine, Illinois, New Hampshire,

Connecticut, Florida and North Carolina

Oberlin College’s Peter B. Lewis Gateway Project

• Innovative mixed-use project (hotel, retail, office) designed to LEED

PLATINUM criteria

Hyatt Place Chicago-South

Gold Key Award Finalist for Best Eco Friendly Hotel (2014)

Recognized as “Green Leaders Silver” by Trip Advisor

LEED Gold Certification (pending)

Inn By the Sea - Recognized as one of America’s most sustainable hotels

Trip Advisor Top Ten Environmentally-Friendly Accommodations

MSNBC Top 10 American Green Hotel

Forbes Traveler Top 10 North American Green Hotel

R

E

L

E

V

A

N

T

P

R

O

J

E

C

T

S

The Alfond Inn at Rollins College:

RELEVANT PROJECTS

Hyatt Place Chicago South– University / Medical Center

Chicago, IL

The first hotel in Hyde Park in

almost fifty years.

Top 10% of all Hyatt Place

hotels nationwide.

Hilton Garden Inn - Duke University / Medical CenterDurham, NC

#1 Performing hotel in Durham.

#1 Hotel in Durham – TripAdvisor.

Best new HGI nationwide – Hilton.

Olympia adapted the lobby

prototype design to create

custom public spaces that

compete with luxury properties

in the market.

Gateway Hotel & Mixed-Use Project - Oberlin CollegeOberlin, OH

.

LEED Platinum boutique hotel ,

farm-to-table restaurant and

event center under construction

on Oberlin College’s campus. As

the anchor for the Green Arts

District, the project will link the

campus with Downtown Oberlin.

The Alfond Inn at Rollins CollegeWinter Park, FL

Top Hotel in its Market.

#2 Hotel in Florida –

Conde Nast Readers’

Choice Awards.

A four-diamond

Preferred Boutique hotel

with signature

restaurant and

conference center.

. The Inn incorporates the

Alfond Collection of

Contemporary Art, bringing

musem-quality works of art to

the local community and

enticing guests into “the living

room” of Winter Park.

Inn by the Sea Cape Elizabeth, ME

Since 1993, this boutique destination resort has been awarded

AAA Four Diamond ratings every year and consistently ranks as

one of the most financially successful inns in New England.

Consistently recognized by

regional and national publications

as a leader in the luxury travel

space, including five-time Travel +

Leisure Top 500, two-time T+L

World’s Best, Conde Nast Gold

and #2 Resort in the Northeast by

Conde Nast Traveler.

The Brunswick Hotel & Tavern at Bowdoin CollegeBrunswick, ME

We were selected as a third-

party manager for this 52-room

independent Inn and full-

service tavern located directly

across from the Bowdoin

College Campus.

The hotel is the RevPAR leader in the

market.

Hilton Garden Inn Downtown Waterfront

Portland, ME

Consistently ranks in the top 10% on the HGI

Brand Performance Scorecard.

The top-ranked RevPAR hotel in greater Portland.

This hotel anchored the redevelopment of

Portland’s downtown waterfront.

The hotel’s titanium façade and customized public

areas create the look and feel of a boutique hotel

while meeting Hilton’s program requirements

Hyatt Place Crocker ParkWestlake, OH

The hotel will be a custom

Hyatt Place that primarily

services the new American

Greeting Headquarters and

the surrounding Crocker Park

development

Olympia is working with Stark Enterprises

in Cleveland, OH to develop a 115 room

Hyatt Place that will fit seamlessly into the

next phase of expansion of this 2.5 million

sf lifestyle development.

K

E

Y

P

E

R

S

O

N

N

E

L

EXECUTIVE TEAM

JON ADAMS, CEO

Smart Hotels

Co-founder of Smart Hotels

35 years’ experience as a successful entrepreneur, technology manager

and hospitality executive

MBA from Stanford University; BA from Harvard University

ED SMALL, President

Smart Hotels

Co-founder of Smart Hotels

25 years’ experience in the development of hotel, retail, office, multi-family

and mixed-use projects

Developed catalytic inner city revitalization projects

Member of The Richard E. Jacobs Group development team

JD from CWRU; BA from UCLA

CHRISTOPHER NOBLE, Project Manager

Smart Hotels

25 years’ experience in the development and construction of unique,

sustainable mixed-use projects

Strong background in architecture, construction, and environmental design

Post-Graduate Studies at Georgia Institute of Technology;

BA in Environmental Design from Miami University

K

E

Y

P

E

R

S

O

N

N

E

L

EXECUTIVE TEAM

KEVIN MAHANEY, CEO

The Olympia Companies

Founder of The Olympia Companies

35 years’ experience in real estate development

Numerous development awards, including Hilton Developer of the Year

MBA from University of Chicago; BA from Middlebury College

JOHN SCHULTZEL, Vice President Hotel Management

The Olympia Companies

25 years of experience in hotel and restaurant operations

General Manager of Patrizio Restaurants and Operations Management

roles with Bristol Hotels (now Intercontinental) and Host Marriott

MA in Hospitality from Cornell University School of Hotel Administration; BA

from Wesleyan University

MIKE ZIMMERMAN, Vice President Development

The Olympia Companies

Oversees construction of SMART/Olympia hotels

Worked in public and private construction projects in Europe and the USA

with Railtrack, Harbor Properties and Bechtel

LEED Accredited Professional

BSc from Georgetown University

K

E

Y

P

E

R

S

O

N

N

E

L

DESIGN & CONSTRUCTION TEAMJ. Bradley Moore & Associates, Ann Arbor, Michigan

J Bradley Moore & Associates Architects, Inc. was founded in 1985 by Bradley Moore with the goal of

creating an architectural practice that could provide excellent service to a diverse clientele. The firm has five

areas of primary focus - Commercial, Single Family Homes, Multi-family Dwellings, Adaptive Reuse and

Mixed Use projects. Mr. Moore has over 30 years’ experience in bringing a high degree of creativity and

dedication to each project.

Notable local projects include such landmark Ann Arbor buildings as The Varsity (associate Architect),

Arbor Blu (Design Architect with Meier architects, associate architect), Big George’s Home Appliance (with

the first green roof on a retail building in Ann Arbor), Pizza House restaurant near the University of Michigan

campus, and The Quarter Bistro restaurant on the city’s west side. Urban infill housing projects have

included the William Street Townhomes in the heart of downtown Ann Arbor (cited in the Ann Arbor

Architectural Design Guidelines appropriate, contextual, design) and Catherine Commons condominiums

near the old St. Joseph’s hospital. Projects in local historic districts have included the conversion of the

Liberty Racquet Club (at the corner of Liberty and Main Streets) into urban lofts, the State Street Lofts above

Espresso Royal, the renovation of the “Riders” building at 115 W. Liberty ( including residential lofts above

retail) and the Montgomery House Lofts (under construction).

J Bradley Moore & Associates Architects (JBMAA) has completed more multi-family dwelling units in

Ann Arbor and Washtenaw County over the last two decades than any other architectural firm – 3,200 units

and counting. Residential projects have also been completed in Vail, Colorado and South Beach, Florida.

JBMAA has also collaborated with Hensly Lamkin Rachel (HLR) of Dallas, Texas on numerous mixed-use

and multi- family projects across the country. JBMAA has functioned in the capacities of entitlement

consultant as well as Associate Architect on several projects including the 14 story high-rise residential

project known as ‘The Varsity’ in Ann Arbor with WDG Architects of Bethesda, Maryland.

Mr. Moore is a graduate of the University of Michigan and a 36-year resident of Ann Arbor, Michigan. The

firm’s work has been intended to enhance and reinforce the sense of community within the city and project

environs and has been recognized with a number of local and national awards, including the Innovation in

Land Use Design Award (by the Huron Land Use Alliance) as well as the Best in American Living Award

(by the National Association of Home Builders).

Mr. Moore has been appointed by the Ann Arbor City Council to advisory boards for several major zoning

revisions in the city of Ann Arbor over last decade including the new D1 & D2 urban ‘core’ rezoning, the

Architectural Design Guidelines and the new Area Height and Placement regulations.

J Bradley Moore & Associates, Inc. places a high priority on creating and sustaining long-term relationships

with those we serve as well as with the communities in which we work. We prefer a team or collaborative

design process which enriches the result with the expertise and creative energies of those involved. The

synergy that results from this approach yields projects which not only meet but usually exceed client

expectations. Simply stated, our goal is to provide an experience in project design and development which

is only surpassed by the end result.

4844 Jackson Rd Suite # 150, Ann Arbor, MI 48103

K

E

Y

P

E

R

S

O

N

N

E

L

DESIGN & CONSTRUCTION TEAMW. A. Randolph, Inc., Chicago, IL

Wm. A. Randolph

excellence since 1958 820 Lakeside Drive, Suite 3, Gurnee, Illinois 60031

847-856-0123 I warandolph.com

50+ years. Committed to excellence.

We are committed to providing you with the kind of engineering and construction expertise

you require to complete your project successfully. Our personal, one-on-one service manages

your project every step of the way. Our philosophy is simple: we’re not satisfied until you are.

One contract, one integrated team, Wm. A. Randolph.

50+ years. Hotels and Hospitality.

We approach hotel construction with the drive and desire to provide our clients with the ultimate

property. Utilizing today’s technology and adhering to the most stringent standards, we construct

beautiful, energy efficient hotels on time and on budget.

50+ years. Delivering Results.

Our teams are comprised of the very best craftsmen and our project management is second to

none. Our goal reaches beyond just completing your project. We expect our work to reflect

craftsmanship of the highest quality. Craftsmanship the sets your project above just another building.

We know it takes a lot more than just hard work and hard hats to get the job done right. Our portfolio

of satisfied clients spans a wide spectrum — from commercial and industrial to theaters and multi-

tenant residences. Our commitment to you is quality, craftsmanship and delivery.