San Francisco Port Commission Meeting - December 12, 2023

The Port Commission met on December 12, 2023, at 10:15 AM. The meeting included the Executive Director's year-end report, approval of consent items, updates on major development projects (Pier 70, Piers 30-32, and YMCA Building 49), and presentations on the Waterfront Resilience Program's engineering procurement and program management contract. Commissioners and members of the public provided comments and questions.

Executive Director’s Report

• Elaine Forbes presented the 2023 End-of-Year Report, highlighting: 115 cruise calls with 375,000 passengers; $81.5 million in grants awarded; $28 million in revenue this year (total fund balance $156 million, above pre-COVID levels); 60% of contracts awarded to local small businesses; completion of the Waterfront Land Use Plan and CEQA document; activation successes (APEC, Juneteenth, Portola Music Festival, Fisherman's Wharf SkyStar Wheel); leasing innovations using brokers Maven and Cushman & Wakefield; engineering progress on 15 projects; Mission Rock project (Visa occupancy in 2024, retail leases); Pier 70 leases (brewery, bakery, design studio); resilience milestones including draft plan release in January, federal interest in Ferry Building, and $60 million in resilience grants; equity programs (Rising Tide internship, Sail GP, youth sailing). Commissioners praised the report and staff efforts.
• Commissioner Lee emphasized supporting small businesses and the off-the-boat fish sales program.
• Commissioner Harrington requested details on a $2.2 million Fisherman's Wharf grant and noted the importance of the “tone at the top” regarding accountability.
• Commissioner Gilman thanked maintenance crews and highlighted the success of equity programs and youth initiatives.
• President Brandon congratulated staff on reaching pre-pandemic levels.

Consent Calendar

The Commission approved the consent calendar unanimously, including:

• Resolution 2352: Accept and expend a $9,607,500 grant from the Port Infrastructure Development Program for the Amador Street Infrastructure Improvement Project.
• Resolution 2353: Operating Agreement with ISOFLEX USA for Foreign Trade Zone No. 3 at 1801 Lombard Street (5-year term, one 4-year extension option).
• Resolution 2354: Amendment to professional services contract with COWI/OLMM Joint Venture for Mission Bay Ferry Landing Project.

Public Comments & Testimony

• Katie Liddell (co-chair, Northern Advisory Committee; 30-year resident) spoke in strong support of the Piers 30-32 project, noting community engagement by Strata, redesign improvements (reduction of 137 housing units, shift to one pier with market hall), and urgency to fill the long-vacant site. She urged commission support.
• Eddie Reyes (President, Iron Workers Local 377; San Francisco Building Trades Council) supported the project, emphasizing that it will privately finance $400 million in public infrastructure, create good union jobs, and train local apprentices.
• Greg Hardeman (International Union of Elevator Constructors Local 8) also supported the Piers 30-32 project, highlighting the long-term revenue from ground leases and activation of the Embarcadero.

Discussion Items

11A. Pier 70 28-Acre Site – Phase 1 Horizontal Improvements

• Christine Maher (Port Real Estate) and Paul Chazen provided an informational update. Phase 1 includes up to 600 residential units, 460,000 sq ft office, 3.5 acres parks, and 115,000 sq ft retail/light industrial. Brookfield has completed subdivision, site prep, and horizontal improvements; rehabilitation of Building 12 is complete with nine leases signed (including five women-owned businesses). The project is in a “down market delay” until at least 2024 due to low appraisal of parcel E2. Acceptance of streets and infrastructure is scheduled for early 2024. The Port will accept non-standard improvements (special paving, custom furniture, understory plantings) while standard infrastructure goes to Public Works. A Disposition and Development Agreement (DDA) amendment will allow the developer to maintain improvements until revenue from vertical development is available. Commissioners asked about down-market trigger (five-year cap), maintenance planning (likely contracted out), material quality oversight, and mixed-use amenities (e.g., grocery store). Brookfield’s Tim Bacon confirmed grocery store is planned for Building 12, pending more housing. The item will return for formal action in January.

11B. Piers 30-32 and Seawall Lot 330 Mixed-Use Development

• Wyatt Donnelly-Wandelt (Port Development) and Jesse Blout (Strata Group) presented the project status. A term sheet is under negotiation and will be brought for approval in January 2024. Key highlights: SB 273 passed in September 2023, granting state authorization; project now planned in up to three phases (seawall lot first, then pier). Phase 1-2 includes 619 housing units (92 on-site BMR, plus a separate 100% affordable building with 94 units – total 25% affordable). Phase 3 involves demolition of existing piers, reconstruction of a resilient pier (including aquatic center, deep-water berth, 375,000 sq ft office, 70,000 sq ft retail/market hall). The infrastructure cost for the pier is ~$460 million. A $125 million financing gap remains, to be closed through market improvement, tax increment, grants, or fee adjustments. The developer committed to a Project Labor Agreement, a BIPOC artisan retail program, and a nonprofit-managed pool to address water access disparities. Commissioners asked about affordable housing timeline, market hall viability, and deep-water berth complementarity with existing cruise terminal. Public comment strongly supported the project. The term sheet will return in January for approval.

11C. YMCA Building 49 at Crane Cove Park – Lease Amendment

• Jamie Hurley (Port Real Estate) presented a proposal to amend the lease with YMCA of San Francisco. The original lease (approved earlier in 2023) required a $5-6 million capital investment including a “gold standard” seismic upgrade that became financially infeasible. The amendment reduces seismic scope (still meets code for existing buildings at lower cost), eliminates the Port’s obligation for seismic rent credits (up to $500,000), extends the rent commencement date to October 1, 2024, and requires public restrooms to open by July 1, 2024. The YMCA remains committed; building is expected to open early fall 2024. Commissioners expressed support and noted the item will return for formal approval in January 2024.

12A. Waterfront Resilience Program – RFP for Engineering Consultant Services

• Steven Real (Deputy Program Manager) presented the plan to issue a single RFP to a pre-qualified pool (7 firms) for up to four contracts covering detailed design of Embarcadero early projects. The contracts: (1) Downtown Coastal Resilience ($9.5M, 7 yrs, Piers 5-22.5), (2) Southern Embarcadero Coastal Resilience ($9M, 7 yrs, Piers 24.5-32), (3) Wharf J9 Replacement Phase 2 ($6M, 6 yrs), (4) Seawall Earthquake Safety Improvements ($4M, 6 yrs, multiple locations). Evaluation is qualifications-based; each firm can win only one contract. The goal is to speed design and construction. Commission will authorize awards in April 2024. Commissioners asked about weighting of public-space design (important for contracts 1 and 2), and about managing expectations for subconsultants. Staff noted that the pre-qualified pool reduces bureaucracy and allows simultaneous project advancement.

12B. Waterfront Resilience Program – CH2M Hill Contract Status

• Brad (Program Manager) presented the history of the $60 million contract with CH2M Hill Engineers (entered 2017, ending June 2024). The contract supported planning, risk assessment (multi-hazard), public engagement, Army Corps feasibility study, and early project pre-design. Achievements include 28% LBE participation, $81.5M in grants, and foundational data for the draft plan (due January 2024). The remaining funds will support Army Corps work through June 2024. A new competitive solicitation for program management services will be brought to the Commission in Q1 2024. Commissioners requested a clear narrative for the public on how funds are used and called for transparency on expenses. The contract includes oversight; a stop-work order was issued to subconsultant RDJ Services after the firm’s executive was indicted. Commissioners appreciated the progress and look forward to the new contract.

Key Outcomes

• Consent Calendar: Resolutions 2352, 2353, and 2354 adopted unanimously.
• Pier 70 (11A): Informational only; formal action to accept improvements and amend DDA scheduled for January 2024.
• Piers 30-32 (11B): Term sheet to be brought for approval at January 23, 2024 meeting.
• YMCA Building 49 (11C): Amended lease to return for approval at January 23, 2024 meeting.
• WRP Engineering RFP (12A): Authorization to award contracts expected in April 2024.
• WRP CH2M Hill Contract (12B): New program management contract to be presented in Q1 2024.
• New Business: Commissioner Harrington requested follow-up on the $2.2 million Fisherman’s Wharf community benefits district grant. Staff will provide a detailed performance schedule for Piers 30-32 in January.
• Adjournment: Meeting adjourned at 5:50 PM.