20039_Warehouse District II_BPA_20160630

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Brownfields Property Application
North Carolina Brownfields Program
www.ncbrownfields.org

I. PROSPECTIVE DEVELOPER (PD) INFORMATION {USE TAB KEY TO GET TO NEXT
DATA ENTRY LINE – DO NOT USE THE RETURN KEY}

A. PD information:

Entity name District Holdings, LLC
Principal Officer James Perkins
Representative Drew Gerstmyer
Mailing Address 807 N Trade St

E-mail address [e-mail]
Phone No. 3367255566
Fax No. 3367259080
Web site NA

B. PD contact person information (i.e., individual who will serve as the NCBP’s point of
contact if different than above):

Name Drew Gerstmyer
Company District Holdings, LLC
Mailing Address 807 N Trade St

E-Mail Address [e-mail]
Phone No. 3367255566
Fax No. 3367259080

C. Information regarding all parent companies, subsidiaries or other affiliates of PD (attach
separate sheet(s) if necessary):

(Use for LLCs)
Member-managed or manager-managed? Answer: Manager-managed

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If manager-managed, provide name of manager and percent of ownership:

Name James Perkins
Ownership (%) 100%
Mailing Address District Holdings, LLC

E-Mail Address [e-mail]
Phone No. 3367255566
Fax No. 3367259080

For all LLCs, list all members of the LLC and provide their percent of ownership:

Name
Ownership (%)
Mailing Address

E-Mail Address
Phone No.
Fax No.

Name
Ownership (%)
Mailing Address

E-Mail Address
Phone No.
Fax No.

Name
Ownership (%)
Mailing Address

E-Mail Address
Phone No.
Fax No.

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Managers of manager-managed LLCs are required to execute all brownfield documents for
the LLC; as to member-managed LLCs, state name of member who will sign these
documents.

NA

List all parent companies, subsidiaries and other affiliates:

(Use for Partnerships)

Check one: General Partnership Limited Partnership

List all partners and percent of ownership:

Name
Ownership (%)
Mailing Address

E-Mail Address
Phone No.
Fax No.

Is this person a general or limited partner?

Name
Ownership (%)
Mailing Address

E-Mail Address
Phone No.
Fax No.

Is this person a general or limited partner?

List all parent companies, subsidiaries and other affiliates:

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(Use for corporations other than LLCs)
(If information is the same as shown in 1.A., please indicate “same as 1.A.” below.)

Name
Mailing Address

E-Mail Address
Phone No.
Fax No.

List all parent companies, subsidiaries and other affiliates:

(Use for individuals)
(If individual is the same as shown in 1.A., -please indicate “same as 1.A.” above.)

Name
Mailing Address

E-Mail Address
Phone No.
Fax No.

D. Does PD have or can it obtain the financial means to fully implement a brownfields
agreement and assure the safe reuse of the property? (Attach supporting documentation
such as letters of credit, financial statements, etc.)

Answer Yes
Explanation A letter of credit is attached.

E. Does PD have or can it obtain the managerial means to fully implement a brownfields
agreement and assure the safe use of the property?

Answer Yes
Explanation Don Nielsen, Bell Davis Pitt. Main: [phone]
Jason Ricks, Progress Environmental Office: [phone]

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F. Does PD have or can it obtain the technical means to fully implement a brownfields
agreement and assure the safe use of the property?

Answer The PD has experience in assessing and managing environmentally impacted
properties and redevelopment of properties. In addition, the PD will employ the services of a
qualified environmental consultant and an attorney with experience and expertise in the
Brownfields process. Thus, the PD has or has access to the technical means to implement a
Brownfields agreement and assure safe use of the property.
Explanation Don Nielsen, Bell Davis Pitt. Main: [phone]
Jason Ricks, Progress Environmental Office: [phone]

G. Does PD commit that it will comply (and has complied, if PD has had a prior project in the
NCBP) with all applicable procedural requirements of the NCBP, including prompt payment of
all statutorily required fees?

Answer Yes

(List all NCBP project name(s) and NCBP project ID numbers where PD or any parent
company, subsidiary and other affiliate of PD has been a party to.)

H. Does PD currently own the property?

Answer No

If yes, when did PD purchase the property and from whom? (Provide name, address,
telephone number and email address of the contact person for the current
property owner.)

If no, provide the name, address, telephone number and e-mail address of the contact
person for the current property owner

Eddy Forrest [phone], [e-mail]
Louis Forrest [phone], [e-mail]

I. If PD does not currently own the property, does PD have the property under contract to
purchase?

Answer Yes

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If yes, provide date of contract.

If no, when does the PD intend to purchase the property (e.g., after the project is determined
to be eligible for participation in the NCBP, after PD receives a draft BFA, after the
conclusion of the brownfields process)? Note: the Act requires the PD to demonstrate that it
intends to either buy or sell the property.

Subsequent to the project being determined eligible for entry into the North Carolina
Brownfields Program.

J. Describe all activities that have taken place on the property since PD or PD’s parents,
subsidiaries and/or other affiliates, and/or lessees or sublessees of PD, took ownership of or
operated at the property (e.g., industrial, manufacturing or commercial activities, etc.).
(Include a list of all regulated substances as defined at NCGS § 130A-310.31(b)(11) that have
been used, stored on, or otherwise present at the property while those activities were
conducted, and explain how they were used.)

None, as the PD does not own.

II. SITE INFORMATION
A. Information regarding the proposed brownfields property:

Proposed project name Warehouse District

acreage 9.31 street address(es) 901 and 1109 N. Trade Street, 1023, 1025, 1026, 1028,
1030 N. Chestnut Street.

city Winston-Salem County Forsyth zip 27101

tax ID(s) or PIN(s) 6836-10-9415, 6836-10-8141, 6836-10-9171, 6835-19-99122, 6835-
19-9699, 6836-20-7262, 6836-20-7268, 6836-20-7386, 6836-20-6228, 6836-20-4234, 6836-
20-4394, 6836-20-6315.

past use(s) Produce storage, residences, dry cleaning facilities, coal storage,
undertaker facilities, furniture and carpentary facilities, confectionary, sausage factory,
tobacco warehouse, and automobile service facilities.

current use(s) Produce Storage, a maintenance building, and office building.

cause(s)/source(s) of contamination:

known NA

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suspected Dry cleaning facilities, coal storage, undertaker facilities, furniture and
carpentary facilities, and automobile service facilities

B. Regulatory Agency Involvement: List the site names and all identifying numbers (ID No.)
previously or currently assigned by any federal, state or local environmental regulatory
agencies for the property. The ID No’s may include CERCLIS numbers, RCRA generator
numbers for past and present operations, UST database, Division of Water Quality’s incident
management database, and/or Inactive Hazardous Sites Branch inventory numbers. (In
many instances, the PD will need to actively seek out this information by reading
environmental site assessment reports, reviewing government files, contacting government
officials, and through the use of government databases, many of which may be available over
the internet.)

Agency Name/ID No: UST Facility ID 00-0-0000002743
Agency Name/ID No: FRSNC 110018784742
Agency Name/ID No: UST WS-1783
Agency Name/ID No:
Agency Name/ID No:
C. In what way(s) is the property is abandoned, idled, or underused?

The current business has been purchased and will no longer occupy the properties. Some
portions of the site are not developed at this point in time.

D. In what way(s) is the actual or possible contamination at the property a hindrance to
development or redevelopment of the property (attach any supporting documentation such as
letters from lending institutions)?

The potential for soil and groundwater contamination at the proposed Brownfields site poses
a hindrance to the redevelopment of the site for several reasons:

(a) In the PD’s experience, lending institutions often will not lend on properties with
contamination that is identified without incident closure, a Brownfields Agreement, or a
responsible party being identified.

(b) Similarly, in the PD’s experience, it is often difficult for the PD to obtain and retain tenants on
a contaminated site, particularly tenants with a regional or national presence. In addition, a
Brownfields agreement will allow the contamination, if identified, to be assessed and addressed
in a manner that will protect human health and future occupants.

E. In what way(s) is the redevelopment of the property difficult or impossible without a
brownfields agreement (attach any supporting documentation such as letters form lending
institutions)?

Contamination also is a hindrance to obtaining and retaining tenants, particularly in a difficult
economy. Many tenants have a natural reluctance to become involved with contaminated
property without liability protection. This is especially true of the tenants and/or buyers that the
PD is seeking to attract; they are sophisticated about environmental contamination issues and
require that such issues be resolved and they be protected from environmental liability before
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they agree to rent space or buy property that is contaminated or potentially contaminated. A
Brownfields agreement would enhance the possibility of success both by clearly limiting tenant
risk and by improving the prospect of lender interest and funding. Protection against possible
third party claims is needed as well.

F. What are the planned use(s) of the redeveloped brownfields property to which the PD will
commit? Be as specific as specific as possible.

The "Warehouse District" would be a component of the larger Arts Quarter project, with the
goal of creating a sustainable area of Winston-Salem that could provide affordable studio
and retail space for artists. These specific buildings would ideally be used for retail, studio,
and office space. The outdoor areas would be used for markets, events, and concerts that
would tie into and support the larger concept.

G. Current tax value of brownfields property: $2375400

H. Estimated capital investment in redevelopment project: $1000000

I. List and describe the public benefits that will result from the property’s redevelopment. Be as
specific as possible. (Examples of public benefits for brownfields projects include job creation,
tax base increases, revitalization of blighted areas, preserved green space, preserved historic
places, improving disadvantaged neighborhood quality-of-life related retail shopping
opportunities, affordable housing, environmental cleanup activities or set asides that have
community or environmental benefits. In gauging public benefit, NCBP places great value
upon letters of support from community groups and local government that describe
anticipated improvements in quality of life for neighboring communities that the project will
bring about. The inclusion of such support letters with this application is recommended and
encouraged.)

The redevelopment of the property will not only provide jobs during the construction and
development phase, but will also provide jobs upon final redevelopment. The project will also
increase the tax base for the City of Winston-Salem based on the redevelopment consisting of a
commercial business. The property is currently underutilized and the redevelopment will
improve the quality of life in the area.

Special Note: Please describe all environment-friendly technologies and designs PD plans
to utilize in its redevelopment strategy. For example, environment friendly redevelopment
plans could include: Leadership in Energy and Environmental Design (LEED) Certification,
green building materials; green landscaping techniques such as using drought resistant
plants; energy efficient designs, materials, appliances, machinery, etc.; renewable sources of
energy, and/or recycling/reuse of old building materials such as brick or wood.

J. Who will own the brownfields property when the Notice of Brownfields Property is filed with
the register of deeds at the conclusion of the brownfields process? (If information is the
same as 1.A. above, please indicate.)
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Name Same as 1.A
Mailing Address

E-Mail Address
Phone No.
Fax No.

III. OTHER REQUIRED INFORMATION
A. Brownfields Affidavit: PD must provide its certification, in the form of a signed and
notarized original of the unmodified model brownfields affidavit provided by NCBP, that it
did not cause or contribute to contamination at the property and that it meets all other
statutory eligibility requirements. (Note: The form to use for this affidavit is attached to this
application. It must be filled out signed notarized, and submitted with this application.)
Is the required affidavit, as described above, included with this application?

Answer Yes

B. Proposed Brownfields Agreement Form: PD must provide the completed form Proposed
Brownfields Agreement. (Note: The form to use for this document is attached to this
application. It must be filled out, initialed, and attached on your submittal.)
Is the required Proposed Brownfields Agreement , as described above, included with this
application?

Answer Yes

C. Location Map: PD must provide a copy of the relevant portion of the 1:24,000 scale
U.S.G.S. topographic quadrangle map that shows the property clearly plotted, and that
measures at least an 8 ½ by 11 inches. (Note: these maps can be purchased through the
above link, or often through retail outdoor recreation stores that can print out the relevant
map. Often environmental reports have location maps that use this type of map as the base
for its location map.)
Is the required location map included with this application?

Answer Yes, included in the attached environmental reports

D. Survey Plat: PD must provide a preliminary survey plat of the brownfields property with the
property boundaries clearly identified, and a metes and bounds legal description that
matches the property description on the plat. At this stage of the brownfields process; one
or more existing survey plats from a previous property conveyance will suffice. (Before the
brownfields project enters the public comment phase of the brownfields process, the PD will
be required to submit a final brownfields survey plat which includes the information listed in
the brownfields survey plat guidance.)
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Is the required preliminary survey plat included with this application?

Answer No, a survey plat will be provided once completed.

E. Site Photographs: PD must provide at least one pre-redevelopment photograph of the
property, in either hard copy or electronic format that shows existing facilities and
structures. Please note that the NCBP prefers to have electronic photos instead of or
in addition to hard copies. Electronic copies of photographs should be emailed to:
[e-mail] with a clear indication as to which Brownfields
Application they apply to.
Are photographs of the property included with this application?

Answer Yes, within the environmental reports

Have electronic copies of the photographs been emailed to NCBP?

Answer No

F. Environmental Reports/Data: If it makes an affirmative eligibility determination, the NCBP
will request that PD provide any and all existing environmental reports and data for the
property on CD only. The brownfields process may be expedited if PD submits such
reports/data with this application.
Are any environmental reports/data being submitted with this application?

Answer Yes, both Phase I ESAs completed by Progress

If environmental reports/data are being submitted with this application, please provide the title,
date and author of each item being submitted:

Phase I ESAs, Progress Environmental, Inc., reports dated May 19 and 20, 2016.

IV. ADDITIONAL REQUIRED FORMS

The following forms are to be filled out and submitted with the application including the
Responsibility and Compliance Affidavit and the Proposed Brownfields Agreement.
Submittal of the Affidavit requires signature and notarization, and the Proposed
Brownfields Application requires an initial.
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NORTH CAROLINA DEPARTMENT OF ENVIRONMENT
AND NATURAL RESOURCES
NORTH CAROLINA BROWNFIELDS PROGRAM

IN THE MATTER OF: District Holdings, LLC

UNDER THE AUTHORITY OF ) AFFIDAVIT
NORTH CAROLINA GENERAL ) RE: RESPONSIBILITY
STATUTES  130A-310.30, et. seq. ) AND COMPLIANCE

James Henry Perkins, being duly sworn, hereby deposes and says:
1. I am <<President/Manager>> of District Holdings, LLC.
2. [if signatory is not President, add this paragraph: "I am fully authorized to make the declarations
contained herein and to legally bind District Holdings, LLC."]
3. District Holdings, LLC is applying for a Brownfields Agreement with the North Carolina Department
of Environment and Natural Resources, pursuant to N.C.G.S.  130A, Article 9, Part 5 (Brownfields
Act), in relation to the following 6836-10-9415, 6836-10-8141, 6836-10-9171, 6835-19-99122, 6835-
19-9699, 6836-20-7262, 6836-20-7268, 6836-20-7386, 6836-20-6228, 6836-20-4234, 6836-20-4394,
6836-20-6315 parcel(s) in Winston-Salem, Forsyth , County, North Carolina: 901 and 1109 N. Trade
Street and 1023, 1025, 1026, 1028, and 1030 N. Chestnut Street, Winston-Salem, NC 27101
4. I hereby certify, under the pains and penalties of perjury and of the Brownfields Act, that District
Holdings, LLC, and any parent, subsidiary or other affiliate meets the eligibility requirements of
N.C.G.S.  130A-310.31(b)(10), in that it has a bona fide, demonstrable desire to buy sell for
the purpose of developing or redeveloping, and did not cause or contribute to the contamination at, the
parcel(s) cited in the preceding paragraph.
5. I hereby certify, under the pains and penalties of perjury and of the Brownfields Act, that District
Holdings, LLC meets the eligibility requirement of N.C.G.S.130A-310.32(a)(1) in that it and any
parent, subsidiary or other affiliate have substantially complied with:
a. the terms of any brownfields or similar agreement to which it or any parent, subsidiary or
other affiliate has been a party;
b. the requirements applicable to any remediation in which it or any parent, subsidiary or other
affiliate has previously engaged;
c. federal and state laws, regulations and rules for the protection of the environment.
Affiant further saith not.

Signature/Printed Name
Date
Sworn to and subscribed before me
this _______ day of ___________________, 20___.
Notary Public
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My commission expires: (SEAL)
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Preliminary Proposed Brownfields Agreement

I. Property Facts

a. Property Address(es): 901 and 1109 N. Trade Street and 1023, 1025, 1026, 1028, and 1030
N. Chestnut Street, Winston-Salem, NC 27101

b. Property Seller: Louis Forrest and EG Forrest Co., Inc.

c. Property Buyer: District Holdings, LLC

d. Brief Property Usage History: Produce storage, residences, dry cleaning facilities, coal
storage, undertaker facilities, furniture and carpentary facilities, confectionary, sausage factory,
tobacco warehouse, and automobile service facilities.

e. The planned reuse will potentially involve the following use classification(s) (check all that
apply):
School/childcare/senior care
Residential
Commercial, retail (specify) Possibly retail
Other commercial (specify)
Office
Light industrial
Heavy industrial
Recreational
Open space
Other (specify)

II. Contaminant Information
a. The contaminant situation at the property is best described by the following (check all that
apply):
Contaminants are from an on-property source(s)
Contaminants are from an off-property source(s)
Contaminants are from an unknown source(s)
Contaminants have not yet been documented on the property
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b. Contaminated Media Table. (If known, check appropriate boxes below)

Contaminant
Types
Soil Groundwater
and/or Surface
Water
Private Wells Vapor Intrusion
known Suspected known Suspected known suspected known suspected
o
r
g
a
n
i
c
s
Chlorinated
Solvents
(list):

Petroleum:
ASTs
USTs
Other

Other (list):

i
n
o
r
g
a
n
i
c
s
Metals
(list):

Other (list):

III. Protective Measures
I am prepared to take steps necessary to make the property suitable for its planned uses while
fully protecting public health and the environment. I propose that NCBP consider a brownfields
agreement that will make the property suitable for the planned use(s) through the following
mechanism(s) (check all that apply):

Contaminant remediation to risk-based levels.
Engineered Controls (e.g., low permeability caps, vapor mitigation systems, etc)
Land use restrictions that run with the land that will restrict or prohibit uses that are
unacceptable from a risk assessment/management perspective. (Important Note: In any
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final brownfields agreement generated by the NCBP, land use restrictions will ultimately
come with the continuing obligation to submit an annual certification that the Land Use
Restrictions are being complied with and are recorded at the applicable register of deeds
office.)

IV. Fees
In connection with a brownfields agreement, the Act requires that the developer pay fees to
offset the cost to the Department of Environment and Natural Resources and the Department of
Justice. In satisfaction of the Act, the following fees apply to any brownfields agreement that is
developed for this project, subject to negotiation of the brownfields agreement:

a. A $2,000 initial fee will be due from the applicant PD when both of the following occur:

1) NCBP receives this application and proposed brownfields agreement, AND

2) NCBP notifies the applicant in writing that the applicant PD and the project are eligible for
participation in the NCBP and continued negotiation of a brownfields agreement.

b. A second fee of $6,000 will be due from the PD prior to execution of the brownfields
agreement. Should the prospective developer choose to negotiate changes to the agreement
that necessitate evaluation by the Department of Justice, additional fees shall apply.

c. Any addendum/modifications to the BFA or NBP after they are in effect will result in an
additional fee of at least $1,000.

d. In the unexpected event that the environmental conditions at the property are unusually
complex, such that NCBP’s costs will clearly exceed the above amounts, NCBP and PD will
negotiate additional fees.

________ Please check this box and initial in space provided to indicate your
acknowledgement of the above fee structure.

Date of Submittal: ____________________________