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Attachment 4 BUDGET OFFICER CITY ATTORNEY APPROVALS CITY MANAGER Report to City Council TO: FROM: Mayor and City Council John C. Terell, Community and Economic Development Director AGENDA DATE: June 24, 2014 TITLE: A PUBLIC HEARING FOR THE PROLOGIS EUCALYPTUS INDUSTRIAL PARK PROJECT AND RELATED ENVIRONMENTAL IMPACT REPORT. THE PROJECT PROPOSES A GENERAL PLAN AMENDMENT AND A ZONE CHANGE FOR 122 ACRES. THE LAND USE CHANGES ARE REQUIRED FOR DEVELOPMENT OF SIX WAREHOUSE DISTRIBUTION FACILITIES TOTALING 2,244,419 SQUARE FEET. THE DEVELOPER ALSO PROPOSES TENTATIVE PARCEL MAP NO. 35679 TO SUBDIVIDE THE PROJECT SITE INTO SIX PARCELS. A GENERAL PLAN AMENDMENT IS ALSO REQUIRED FOR PROPOSED CHANGES TO THE CITY S GENERAL PLAN CIRCULATION ELEMENT AND THE MASTER PLAN OF TRAILS. THE SITE IS LOCATED SOUTH OF STATE ROUTE 60 AND EAST OF THE MORENO VALLEY AUTO MALL, AT FIR AVENUE (FUTURE EUCALYPTUS AVENUE) AND BETWEEN PETTIT STREET AND THE QUINCY CHANNEL. THE APPLICANT IS PROLOGIS RECOMMENDED ACTION Recommendations: That the City Council: 1. Conduct a public hearing for Prologis Eucalyptus Industrial Park Project and subsequent to the public hearing: 2. Approve Resolution No. 2014-56. A Resolution of the City Council of the City of Moreno Valley, California, Certifying the Final Environmental Impact Report (P07-186) and Adopting the Findings and Statement of Overriding Considerations and Approving the Mitigation Monitoring Program for the Prologis Eucalyptus Industrial Park Project, included as Exhibits A and B.

Page 2 3. Approve Resolution No. 2014-57. A Resolution of the City Council of the City of Moreno Valley, California, Approving a General Plan Amendment (PA07-0082) from R15, R5, and RA-2 land use designations to Business Park for approximately 71 acres for development of a 2,244,419 square foot industrial park located within Assessor s Parcel Numbers 4880330-011, -012, -013, -017, -018, -019, -020 and - 021, as shown on the General Plan Amendment Map included as Exhibit A. 4. Introduce Ordinance No. 880. An Ordinance of the City Council of the City of Moreno Valley, California, Approving a Zone Change (PA07-0081) from Business Park, Business Park Mixed-use, R15, R5, and RA-2 to Light Industrial for approximately 122 acres for development of a 2,244,419 square foot industrial park located within Assessor s Parcel Numbers 488-330-011, 012, -013, -017, -018, - 019, -020, and -021, as shown on the Zone Change Map included as Exhibit A. 5. Approve Resolution No. 2014-58. A Resolution of the City Council of the City of Moreno Valley, California, Approving Master Plot Plan application PA07-0083 and Plot Plan applications PA07-0158 through PA07-0162 for development of the 2,244,419 square foot Prologis Eucalyptus Industrial Park Project within the 122 acres of Assessor s Parcel Numbers 488-330-011, 012, -013, -017, -018, -019, - 020, and -021, subject to the conditions of approval included as Exhibit A. 6. Approve Resolution No. 2014-59. A Resolution of the City Council of the City of Moreno Valley, California, Approving Tentative Parcel Map 35679 (PA07-0084) for development of the 2,244,419 square foot Prologis Eucalyptus Industrial Park Project within the 122 acres of Assessor s Parcel Numbers 488-330-011, 012, -013, -017, -018, -019, -020, and -021, subject to the conditions of approval included as Exhibit A. SUMMARY This report recommends that the City Council conduct a Public Hearing and consider staff s recommendation to approve the Prologis Eucalyptus Industrial Park project and related Environmental Impact Report. Following the Planning Commission Public Hearing on April 24, 2014, the Planning Commission approved a resolution recommending that the City Council approve this project. DISCUSSION Background A Planning Commission Public Hearing for this project was held on March 13, 2014. At the meeting information about the project and the related Final Environmental Impact Report (FEIR) was presented to the Planning Commission by Planning Division staff and representatives from LSA Associates, Inc. who prepared the FEIR. Following the staff report, comments were taken from the applicant and interested parties and residents.

Page 3 At the public hearing, one speaker identified a letter that had not been addressed in the FEIR. The project was continued to the April 24, 2014 meeting to allow for time to update the FEIR to include the August 31, 2012 letter and responses to the letter. Planning worked with LSA Associates, Inc. to update the FEIR to address the concerns raised in the letter. The FEIR was redistributed to all agencies and interested parties and published on the City s webpage. Notice of the status of the FEIR and the Planning Commission s April 24, 2014 meeting was published in the newspaper, posted at the project site and sent to all property owners within 300 feet and all interested parties. A second Planning Commission Public Hearing was held on April 24, 2014. At the meeting updated information about the project and the related FEIR was presented to the Planning Commission by Planning Division staff and representatives from LSA Associates, Inc. Following the staff report, public comments were provided by the applicant, interested parties and residents. The Planning Commission supported staff s recommendation to restrict development of the two parcels located immediately adjacent to the Auto Mall. Planning condition of approval P3 states that, No building permits shall be issued for the warehouse distribution buildings approved for Plot Plan PA07-0158 and Plot Plan PA07-0159 during the initial 18 months of this approval. The Planning Commission voted 4-3 to recommend that the City Council certify the project Environmental Impact Report and approve the Prologis Eucalyptus Industrial Park project subject to expanding the findings in the Statement of Overriding Considerations (SOC) before it was taken to the City Council. The SOC is required by the California Environmental Quality Act (CEQA) when an agency approves a project with potential significant environmental impacts. Project The applicant, Prologis, has submitted ten applications for development of the Prologis Eucalyptus Industrial Park Project, which include a General Plan Amendment, Zone Change, Master Plot Plan, related Plot Plans, a Tentative Parcel Map, and an Environmental Impact Report, in order to develop a 2,244,419 square foot industrial park on a 122 acre site (Assessor s Parcel Numbers 488-330-011, 012, -013, -017, - 018, -019, -020, and -021) located South of State Route 60 and east of Moreno Valley Auto Mall, at Fir Avenue (Future Eucalyptus Avenue) and between Pettit Street and the Quincy Channel. General Plan Amendment The project site has current General Plan land use designations that include approximately 50 acres of Business Park, 36 acres of R15 (Residential up to 15 units per acre), 23 acres of R5 (Residential up to 5 units per acre), and 12 acres of RA-2 (Residential/Agriculture up to 2 units per acre). The applicant proposes to change the land use designation for the entire project site to BP (Business Park).

Page 4 Land uses to the north include the adjacent freeway with OC (Office Commercial), R2 (Residential up to 2 units per acre) and RA-2 zoned land north of the freeway. Land uses to the east include a mix of BP and CC (Community Commercial) zoned land and RA-2 zoned land with an approved warehouse facility located immediately to the east and a developed warehouse facility further to the east between Redlands Boulevard and Theodore Street. Land uses to the south include RA-2 with developed tract homes to the southeast. Land uses to the west include CC (Auto Mall, Moreno Beach Plaza and Stoneridge Towne Centre). The General Plan Amendment also proposes a change to the Circulation Element to eliminate the connection from Fir Avenue/Future Eucalyptus Avenue to Eucalyptus Avenue/Future Encilia Avenue to the south. The change ensures that traffic generated by existing and proposed non-residential uses would be kept separate from residential areas along Eucalyptus Avenue/Future Encilia Avenue to the south and southeast. Additionally, the General Plan Amendment proposes changes to the Master Plan of Trails. The proposed change would remove an existing trail segment that runs north/south along the west side of the Quincy Channel between Fir Avenue/Future Eucalyptus Avenue to State Route 60. This trail segment was originally intended to cross the freeway on an overpass at Quincy Street. This overpass is no longer on the City s General Plan Circulation element. Without the overpass, trail would end in a culde-sac at State Route 60. The City s Recreational Trails Board met in February 2012 to discuss replacement of the dead end segment of the trail with a new segment of trail on the north side of Fir Avenue/Eucalyptus Avenue that would run from the Quincy Channel west to the site s western boundary ending at the Fire Station #58. The Board was supportive of the change. The General Plan Amendment would add the new trail segment. Zone Change The project site has current zoning designations that include 49.5 acres of BP, 0.5 acre of BPX (Business Park Mixed-use), 36 acres of R15, 23 acres of R5, and 12 acres of RA-2. The applicant proposes to change the zoning for the entire project site to LI (Light Industrial). The proposal would also result in the removal of a portion of the site from the PAKO (Primary Animal Keeping Overlay). Zoning to the north includes OC, R2 and RA-2 land north of the freeway. Zoning to the east includes LI, CC and RA-2 land. Zoning to the south include vacant and developed RA-2 land. Zoning to the west is C (Commercial) under Specific Plan 209 and CC. Warehouse distribution uses are permitted in both the BP and LI zones, but the size of the buildings proposed by the project requires a Zone Change to Light Industrial to allow for the warehouse facilities over 50,000 square feet. Plot Plans Master Plot Plan PA07-0083 proposes the development of an industrial park with 2,244,419 square feet of warehouse facilities on 122 acres. This application also

Page 5 includes Building #2 on Parcel 2 of TPM 35679 for development of an 862,035 square foot warehouse distribution building on 39.32 acres with 311 required employee parking spaces and 135 required truck parking spaces. Plot Plan PA07-0158 for Building #1 on Parcel 1 of TPM 35679 proposes development of a 168,342 square foot warehouse distribution building on 8.84 acres with 100 required employee parking spaces and 21 required truck parking spaces. Plot Plan PA07-0159 for Building #3 on Parcel 3 of TPM 35679 proposes development of a 160,106 square foot warehouse distribution building on 8.5 acres with 98 required employee parking spaces and 20 required truck parking spaces. Plot Plan PA07-0160 for Building #4 on Parcel 4 of TPM 35679 proposes development of a 339,015 square foot warehouse distribution building on 15.66 acres with 180 required employee parking spaces and 36 required truck parking spaces. Plot Plan PA07-0161 for Building #5 on Parcel 5 of TPM 35679 proposes development of a 390,102 square foot warehouse distribution building on 19.29 acres with 173 required employee parking spaces and 53 required truck parking spaces. Plot Plan PA07-0162 for Building #6 on Parcel 6 of TPM 35679 proposes development of a 325,038 square foot warehouse distribution building on 17.55 acres with 176 required employee parking spaces and 53 required truck parking spaces. The loading and truck parking areas have been oriented away from adjacent residential zoned parcels and meet or exceed the Municipal Codes minimum buffer distance of 250 feet provided for in the Municipal Code. All truck courts are screened by perimeter concrete tilt-up walls with a citrus tree row required along the State Route 60 frontage as an extension of the tree plantings along the rear of Fire Station #58. A tree row is also required along the Quincy Channel and southern property lines to soften the visual impact of the project and reflect back on the citrus groves previously on the site. The project has been conditioned to provide standard parking lot and setback landscape to include ground cover shrubs and trees. Detention/water quality basins will be extensively landscaped. The project s Fir Avenue/Future Eucalyptus Avenue frontage will be developed with curb, gutter, parkway, sidewalk and a segment of multiuse trail. A segment of multi-use trail will also be installed on the west side of the Quincy Channel from Fir Avenue/Future Eucalyptus Avenue south to Eucalyptus Avenue/Future Encilia Avenue. Tentative Parcel Map Tentative Parcel Map No. 35679 proposes to re-configure the eight parcels located within the project site into six parcels with lettered lots to convey property to Caltrans for future development and to the City for public streets.

Page 6 Site The project site is comprised of vacant land that is mostly level and at grade with Fir Avenue/Future Eucalyptus Avenue and at or below grade of adjacent State Route 60. There are no trees, rock outcroppings or existing structures located within the limits of the project site. The project site includes a portion of the Quincy Channel which includes some riparian vegetation. Surrounding Area The project is located in an area that includes a mix of business park, office, commercial, residential and agricultural uses. Developed land within proximity to the project site includes the Moreno Valley Auto Mall and Moreno Beach Plaza (Walmart) center to the west at Moreno Beach Drive, the 800,430 square foot regional headquarters for ALDI Foods (under construction) to the immediate east, and the 1.8 million square foot Highland Fairview Business Park (Skechers) warehouse facility further to the east between Redlands and Theodore and large lot subdivisions in the RA-2 zone across the channel from the project site. Access/Parking The project site will be accessed directly from Fir Avenue/Future Eucalyptus Avenue via Moreno Beach Boulevard or Redlands Boulevard and State Route 60. This portion of Fir Avenue/Future Eucalyptus Avenue, including the bridge crossing at the Quincy Channel would be constructed by the applicant/developer as a condition of the project. The driveways and interior drive aisles associated with the project have been approved by the Fire Prevention Bureau for fire truck access and turnaround. The site has also been designed for adequate truck maneuvering and turnaround within the designated loading zones. The project as designed satisfies all parking requirements of the City s Municipal Code. Design/Landscaping Site design of the proposed warehouse distribution facility is consistent with requirements of the City s Municipal Code. The architectural design of the buildings is concrete tilt-up construction. Building and wall colors include earthtones, with varying amounts of accent colors and vertical features to break up the architecture of building. Roof top equipment will be screened from public view by parapet walls. Staff worked with the applicant to ensure that all sides of the buildings include architectural treatment. The loading bays and trailer storage areas have been screened from view. The screen walls are of concrete tilt-up construction which will match the building designs and colors.

Page 7 Landscaping for the project as proposed is at around 18% of the site area including the water quality/detention basins. The City s Municipal Code does not require a minimum percentage of landscape on a site. Instead, there are requirements for landscape setback areas along perimeter streets, parking lot landscape, street trees and landscape treatments around the perimeter of the buildings where visible from the public right-of-way. The project as designed meets the City s current landscape criteria. Signs are not a part of this approval and would be reviewed and approved under separate administrative permit. This project design conforms to all development standards of the Light Industrial zone and the design guidelines for industrial uses as required within the City s Municipal Code. REVIEW PROCESS The project was originally reviewed by the Project Review Staff Committee (PRSC) in September 2007. Modifications were required to the plot plan exhibits and preliminary grading plan. Revised plans were submitted in January and August 2008 and again in July and November 2011 and July and October 2012. Upon review of a final draft of the site plan and completion of the Final Environmental Impact Report in early 2014, a determination was made to schedule this project for a Planning Commission public hearing. Community outreach efforts by the applicant in 2012 included mail distribution of project brochures to area residents, neighborhood walks to pass out brochures and open house invitations for an open house held in August 2012 at the Moreno Valley Ranch Golf Club. ENVIRONMENTAL Initial Study/Notice of Preparation An Initial Study was completed after all discretionary applications were deemed complete. Based on the information within the Initial Study, an Environmental Impact Report (EIR) was recommended to be prepared. A Notice of Preparation for the EIR was issued on February 4, 2008, with the public comment period beginning on February 4, 2008 and ending on March 4, 2008. A public meeting to receive input on the issues to be covered by the EIR was held at City Hall on February 13, 2008. Draft Environmental Impact Report Subsequent to that meeting, draft environmental documents were prepared by the applicant s consultant LSA Associates, Inc. and submitted to the City. City staff and the City s peer consultant reviewed the draft environmental documents for compliance with the California Environmental Quality Act (CEQA) Guidelines and required revisions to address identified questions and concerns. After revisions were

Page 8 incorporated into the document, the Draft EIR was circulated for a 45-day public review period, starting on July 18, 2012, and ending on September 4, 2012. The Draft EIR was sent to all required State and local agencies and interested parties on July 17, 2012, as well as to the City s Environmental and Historical Preservation Board. Thirteen comment letters were provided during the 45-day review period. Final Environmental Impact Report Responses to the thirteen comments received during the 45 day review period are included in the Response to Comments. The Response to Comments and related documents were mailed to all interested parties and responsible agencies on February 26, 2014, to allow for their review prior to the Planning Commission hearing, within the minimum notice period of 10 days required by CEQA. As was the case with the Draft Environmental Impact Report (DEIR), the draft Final Environmental Impact Report (FEIR) was provided for public review at City Hall, the City Library and posted on the City s website. As discussed previously, a comment letter and appropriate responses were added to the FEIR following the March 13, 2014 Planning Commission hearing. The FEIR was re-distributed to all commenting agencies and interested parties in advance of the April 24, 2014 public hearing. Additional questions were raised at the March 13, 2014 Planning Commission hearing about the City s documentation of the SB 18 Tribal Consultation process as referenced in Appendix B. The status of the City s interaction with some of the listed tribal groups has been updated in Appendix B to more accurately describe the City s efforts to satisfy consultation as prescribed by State law. Significant and Unavoidable Impacts Analysis presented in the FEIR indicates that the proposed project will have a number of potentially significant impacts. The FEIR includes a number of proposed mitigation measures to reduce or eliminate potential significant impacts. Even with proposed mitigation, a number of potential impacts cannot be reduced to a less than significant level. As identified in the FEIR document, these impacts are considered to be significant and unavoidable. Where a project s impacts cannot be reduced to less than significant levels, CEQA allows a decision making body to consider a statement of overriding considerations and findings. CEQA requires the decision making agency to balance the economic, legal, social, technological or other benefits of a proposed project against its unavoidable environmental impacts when determining whether to approve the proposed project. This would include project benefits such as the creation of jobs or other beneficial project features versus project impacts that cannot be mitigated to less than significant levels. If the decision making body determines that the benefits of a proposed project outweigh the unavoidable adverse environmental effects, it may approve a statement of overriding considerations and approve the project.

Page 9 The Planning Commission recommended Certification of the FEIR on April 24, 2014 subject to expanding the CEQA findings in the Statement of Overriding Considerations. Planning staff worked with LSA Associates, Inc. to provide more detailed facts in support of the findings in the in the statement of overriding considerations. The expanded language is attached to the staff report as Exhibit A to Attachment 2. A strikeout/underline version of the revised findings is included for reference as Attachment 15. Mitigation Measures The EIR includes mitigation measures intended to reduce project-specific and cumulative impacts for Air Quality, Biological Resources, Cultural Resources, Hydrology and Water Quality, Noise, Transportation, and Greenhouse Gases and Global Climate Change. All other environmental effects evaluated in the FEIR are considered to be less than significant, or can be adequately mitigated below significant thresholds. Mitigation measures are included to reduce the environmental impacts where possible, even where the impacts could not be reduced to less than significant levels. All mitigation measures have also been included as conditions of approval for the project. Approval and Certification The City Council will take public testimony on the FEIR and project. Before the proposed project can be acted upon, the City Council will need to review the final environmental document before making a decision to either certify or reject the FEIR and project Mitigation Monitoring Program. ALTERNATIVES 1. Certify the Environmental Impact Report and approve the applications for the Prologis Eucalyptus Industrial Park project. Staff recommends this alternative. 2. Do not Certify the Environmental Impact Report and Deny the applications for the Prologis Eucalyptus Industrial Park Project. Staff does not recommend this alternative. FISCAL IMPACT Not applicable. CITY COUNCIL GOALS Not applicable.

Page 10 NOTIFICATION A notice of the public hearing was published in the newspaper, posted at required City locations and at the project site, and mailed to property owners within 300 feet of the proposed project. Notice was also provided to all interested parties that requested a notice. As of the date of report preparation, staff had received no public inquiries in response to the noticing for the City Council public hearing for this project. ATTACHMENTS 1. Public Hearing Notice 2. Proposed Resolution Exhibit A to ATT 2 Statement of Overriding Considerations Exhibit B to ATT 2 Mitigation Monitoring Program 3. Proposed Resolution Exhibit A to ATT 3 General Plan Amendment Map 4. Proposed Ordinance Exhibit A to ATT 4 Zone Change Map 5. Proposed Resolution Exhibit A to ATT 5 - Plot Plan Conditions of Approval 6. Proposed Resolution Exhibit A to ATT 6 Tentative Parcel Map 35679 Conditions of Approval 7. Architectural Plans 8. Preliminary Grading Plan 9. Tentative Parcel Map 35679 10. Aerial Map 11. Public Comment letters March 13, 2014 Planning Commission meeting 12. Public Comment letters April 24, 2014 Planning Commission meeting 13. Responses to April 24, 2014 comment letters 14. Planning Commission Staff Report March 13, 2014 15. Planning Commission Staff Report April 24, 2014 16. Planning Commission minutes from March 13, 2014 and April 24, 2014 meetings 17. Revisions to CEQA Findings and Statement of Overriding Considerations 18. Final Environmental Impact Report 19. Draft Environmental Impact Report Prepared By: Jeff Bradshaw Associate Planner Department Head Approval: John C. Terell, AICP Community & Economic Development Director Concurred By: Chris Ormsby Interim Planning Official