pc-agenda-jan-25-21
REGULAR MEETING AGENDA
This meeting will be held via Webex in accordance with the local emergency declaration made by the
City under Minn. Stat. § 12.37. The public may monitor this meeting by watching on Comcast cable
channel 16, by streaming on CCXmedia.org, or by calling 1‐415‐655‐0001 and entering the meeting
code 177 321 3871. The public may participate in this meeting during public comment sections by
calling 763‐593‐8060 and following the automated prompts.
Additional information about monitoring electronic meetings is available on the City website. For
technical assistance, please contact the City at 763‐593‐8007 or webexsupport@goldenvalleymn.gov.
If you incur costs to call into the meeting, you may submit the costs to the City for reimbursement
consideration.
1. Call to Order
2. Approval of Agenda
3. Approval of Minutes
December 28, 2020, Regular Planning Commission Meeting
4. Informal Public Hearing – Informal Public Hearing on PUD 74 Major PUD Amendment
Applicant: Regency Hospital
Addresses: 1300 Hidden Lake Parkway, Golden Valley MN
– End of Televised Portion of Meeting –
To listen to this portion, please call 1‐415‐655‐0001 and enter meeting access code 177 321 3871.
5. Council Liaison Report
6. Reports on Board of Zoning Appeals and Other Meetings
7. Other Business
8. Adjournment
January 25, 2021 – 7 pm
REGULAR MEETING MINUTES
This meeting was held via Webex in accordance with the local emergency declaration made by
the City under Minn. Stat. § 12.37. In accordance with that declaration, beginning on March 16,
2020, all Planning Commission meetings held during the emergency were conducted
electronically. The City used Webex to conduct this meeting and members of the public were
able to monitor the meetings by watching it on Comcast cable channel 16, by streaming it on
CCXmedia.org, or by dialing in to the public call‐in line.
1. Call to Order
The meeting was called to order at 7:00 by Chair Blum.
Roll Call
Commissioners present: Rich Baker, Ron Blum, Adam Brookins, Andy Johnson, Noah Orloff, Lauren
Pockl, Ryan Sadeghi, Chuck Segelbaum
Staff present: Jason Zimmerman – Planning Manager, Myles Campbell – Planner
Council Liaison present: None
2. Approval of Agenda
Chair Blum asked for a motion to approve the agenda.
MOTION made by Commissioner Pockl, seconded by Commissioner Sadeghi, to approve the agenda
of December 28, 2020. Staff called a roll call vote and the motion carried unanimously.
3. Approval of Minutes
Chair Blum asked for a motion to approve the minutes from December 14, 2020.
MOTION made by Commissioner Baker, seconded by Commissioner Pockl to approve minutes.
Staff called a roll call vote and the motion carried unanimously.
4. Discussion – Modifying the Moderate Density Residential (R‐2) Zoning District to Allow Rowhouses
Jason Zimmerman, Planning Manager, reminded commissioners of previous discussions on this
topic and the things it would add to the city. Staff reviewed zoning language from other Twin Cities
communities and other targeted municipalities.
Zimmerman cited and displayed the city code section for R‐2 and listed areas to add rowhouses to
the permitted uses. Staff displayed newly proposed sections for rowhouses regarding setbacks,
height restrictions, unit requirements, location on lot details, area limitations, and lot coverage.
Zimmerman displayed a graph listing existing regulations next to proposed rowhouse regulations as
an easy compare/contrast. This was followed with images for greater visual representation.
December 28, 2020 – 7 pm
City of Golden Valley Planning Commission Regular Meeting
December 28, 2020 – 7 pm
2
Commissioner Segelbaum started the discussion by asking staff if an explicit definition of a rowhouse
should be included in the code language. Zimmerman responded that it would be helpful to define
it in the same way other housing options are, like single‐family or townhouses. Commissioner
Johnson asked staff to expand on why an accessory structure for a rowhouse would be larger than
that for a single‐family home. Staff responded that a potential rowhouse may have 4 units and this
allows for a single row of garages instead of four single‐car garages.
The conversation continued on how this housing type isn’t currently offered in Golden Valley and
that it seems to be a size and price point desirable to many people. The conversation evolved into
the size of the building envelope, building footprint, and potential square footage. Commissioners
then moved on to building height and setbacks. Youth Member Orloff asked about maxing the units
at 4 per row and not 6. Staff responded that it boils down to unit size and thus lot size. Other
Commissioners chimed in support for 4 units and making larger decisions based on the success of 4‐
unit rows.
Commissioners and staff discussed the R‐2 zoning, available lot locations, and density. The discussion
moved on to aesthetic, builds, and stories in a unit depending on lot width. Commissioners returned
to setbacks and discussed them within context of avoiding shadowing of neighbors.
Chair Blum brought up potential appeals being requested during rowhouse builds and the need to
maintain consistency. Blum added that a potential solution could be to include a preamble or intent
statement in this code section to articulate the importance of caution regarding variances. He added
that he wasn’t sure what was allowed or how specifics would occur but that he could see its value.
Baker asked if this intent would then be added to other pieces of code language and become an
ordinance or if this was specific only to rowhouses. Zimmerman added that there is a purpose
statement before each section of zoning and that may be a good opportunity to add something like
that. He added that it tends to be harder to receive a variance on a new development versus an
addition.
The conversation moved on to architectural standards for builds and staff pointed out some
standards are set in the zoning code already. Segelbaum added that while he doesn’t want
rowhouses to deviate too far from the general aesthetic of the neighborhood, he doesn’t want them
to be identical. Blum echoed this statement and added that having material and architectural
standards now and becoming flexible later, is easier than the reverse. Baker added that he’d like to
set the general building standard for rowhouses so they transition well when next to a single‐family
home.
Commissioners agreed that they need another discussion meeting before bringing this item to a
public hearing.
Commissioners and staff reviewed a number of items to discuss further: rowhouse definition, 50‐
foot width requirement between units, updated intent statement, material standards, underground
parking, residential facilities, mixed income options.
City of Golden Valley Planning Commission Regular Meeting
December 28, 2020 – 7 pm
3
5. Discussion – 2020 Land Use/Zoning Study – Light Industrial and Industrial Uses
Myles Campbell, Planner, reminded Commissioners the goal of this item is to update the zoning code
to match the land use policies of the 2040 Comprehensive Plan. This will also help modernize the code
and make it more approachable and accessible for residents/business owners. Staff is currently
revising Industrial zoning code language, this includes light industrial and industrial.
Staff defined industrial and light industrial; during the presentation, a list of current uses and
recommended changes were displayed and discussed.
Commissioners asked questions about specific categories and permitted uses versus conditional uses.
Commissioner Johnson reminded the group that the Commission has spent considerable time
discussing RLUIPA (Religious Land Use and Institutionalized Persons Act) and how important the
locations are. He asked staff about the grey area of conditional uses in these zoning designations. Jason
Zimmerman, Planning Manager, responded that the group should have a separate meeting to go in
depth on RLUIPA again and discuss all the levels of assembly, religious or otherwise.
Discussion moved on to how the information will be displayed within the code so it’s cohesive and will
ensure clarity.
Chair Blum brought up clustering and the benefits of it, specifically in the context for downtown. He
wasn’t sure if cluster zoning was something to consider. Blum went on to discuss greenhouses and
potential marijuana growing. He asked staff if this topic has come up. Zimmerman responded that the
Council has asked staff to weigh in on medical marijuana and how it would be handled. That would be
a pharmaceutical designation but on its own, the topic hasn’t been addressed. Commissioner Baker
stated that if cultivation of marijuana was legalized in Minnesota, he wouldn’t see it as separate from
other horticultural activities. The conversation continued on to theoretical regulation of dispensaries,
akin to how liquor stores/distilleries are regulated. However, this potential distribution would revolve
around licensing, and licensing is not something Planning Commission generally touches on. The
conversation continued on to discuss potential code language changes and while it may set the tone
for future uses, any current uses would have grandfathered protections around them.
Televised portion of the meeting concluded at 9:25 pm
6. Council Liaison Report
Jason Zimmerman, Planning Manager, provided a brief update for the Council Liaison, including an
announcement that the City was recruiting applicants to serve on the Blue Line Extension Project CAC
and BAC, a request for Commissioners to take the on‐line Facilities Study survey, and a link to a City
Council video wishing residents a Happy New Year.
7. Reports on Board of Zoning Appeals and other Meetings
None
8. Other Business
None
City of Golden Valley Planning Commission Regular Meeting
December 28, 2020 – 7 pm
4
9. Adjournment
MOTION by Commissioner Brookins to adjourn, seconded by Commissioner Johnson, and
approved unanimously. Meeting adjourned at 9:30 pm.
________________________________
Adam Brookins, Secretary
________________________________
Amie Kolesar, Planning Assistant
1
Date: January 25, 2021
To: Golden Valley Planning Commission
From: Jason Zimmerman, Planning Manager
Subject: Informal Public Hearing – Hidden Lakes PUD No. 74, Amendment #8 – 1300 Hidden
Lakes Parkway
Property address: 1300 Hidden Lakes Parkway Property owner: Regency Hospital of Mpls
Applicant: Regency Hospital of Mpls Lot size: 9.12 acres
Zoning district: Institutional (I‐3) Future land use: Medical
Current use: Acute care hospital Proposed use: Same
Adjacent uses: Hidden Lakes residential neighborhoods (north and east); Twin Lake (west);
Theodore Wirth Regional Park (south)
2018 aerial photo (Hennepin County)
2
Summary
Regency Hospital of Minneapolis, LLC, is applying for a Major PUD Amendment to allow for the
expansion of the existing hospital building within the Hidden Lakes development on the east side of
Twin Lake. The expansion would include 9,531 square feet of office/mechanical space and 19,722
square feet of space for 26 new patient suites. In addition, the expansion would trigger a
reconfiguration of the parking lot, utility reroutes, changes to landscaping, and new stormwater
infrastructure.
Background and Existing Conditions
The Hidden Lakes PUD was created in 1997 and replaced an even older PUD that encompassed a
number of buildings associated with the Golden Valley Health Center. The current PUD includes not
only 152 homes (both single‐family and attached units), but also the main parking lot for the
Courage Kenney Rehabilitation Institute, a public boat launch onto Sweeney Lake, and Regency
Hospital.
Regency Hospital is located at the far south end of the development. The only vehicular access to
the development is via Hidden Lakes Parkway from Golden Valley Road and the streets within the
development are private. A private access easement agreement allows the hospital to use Hidden
Lakes Parkway to reach its property, outlines how maintenance of this roadway is handled, details
rights related to signage, and includes a process for potentially dedicating Hidden Lakes Parkway as
a public right‐of‐way. With Twin Lake to the west and Theodore Wirth Park to the east and south,
there are no other avenues for access to the hospital.
The property is zoned Institutional (I‐3) which treats hospitals and other outpatient surgical
facilities as conditional uses. The western edge, along Twin Lake, falls within the City’s Shoreland
Management area. The property contains a roughly 83,700 square foot two‐story building
constructed in 1957. While it has a license for 92 beds, it currently has only 66 as at some point in
the past the hospital eliminated double patient rooms and moved to a model of single beds. The
proposal to expand the building would include 26 more single‐bed rooms, bringing the hospital
back up to its full allowance of 92 beds.
The building has not yet been found to be compliant with the City’s Inflow and Infiltration
requirements. An initial inspection of the sanitary sewer system was conducted in October of 2020,
but additional investigations remain to be carried out. Any existing deficiencies must be addressed
as a part of this project.
3
1300 Hidden Lakes Parkway ‐ Existing Conditions
The main entrance drive to the hospital property splits the building, to the west, from the parking
lot, to the east. The current parking lot configuration provides 173 parking stalls, though a less well‐
defined paved area along the southern property line provides space for additional employee
vehicles. Given the size of the current facility, the amount of parking is nonconforming but was
deemed to be adequate when the PUD was first approved. A public trail sits mostly outside of the
property along the east edge of the parking lot, though it does cross onto the hospital property in
the southeast corner.
A small knoll sits to the south of the parking lot, rising roughly eight feet above the level of the
parking lot. A number of mature elms, oaks, and spruces grow on top of this knoll.
The site is located within the Sweeney Lake sub‐watershed of the Bassett Creek watershed and
therefore all plans must be reviewed and approved by the Bassett Creek Watershed Management
Commission.
As a part of the engagement related to this proposal, staff have been made aware of three current
areas of complaint regarding the hospital. First, residents within Hidden Lakes have raised concerns
about speeding along Hidden Lakes Parkway. The posted speed limit is 20 mph. Second, there have
been reports that many vehicles fail to stop when they approach the marked intersection with
4
Waterford Court/Waterford Drive. Finally, residents who walk along the public trail near the
parking lot have complained about a prevalence of litter on the ground.
Proposal
The PUD amendment before the City would add approximately 29,253 square feet of space to the
existing building. Much of this additional space (19,722 square feet) would be for 26 new single‐
bed suites on the second floor of the hospital, facing the parking lot. An additional 9,531 square
feet would be for reception, offices, a conference room, and mechanicals.
1300 Hidden Lakes Parkway ‐ Proposed Conditions
5
The addition would extend along the southeast face of the existing building, with much of the new
square footage being added to the second floor to provide continuity with the existing patient care
areas. Existing mechanicals – some of which currently sit outdoors – would be enclosed on the
ground level. A new entrance, complete with a reworked porte cochère, would face the parking lot.
On the second floor, a new day room would be constructed in the northeast corner of the building.
Exterior materials have been selected to complement the existing façades and would consist of
natural stone, glass, artificial stucco (EIFS), and prefinished metal panels. Broadly, the architecture
would continue the current mid‐century modern aesthetic.
In order to accommodate the expanded building, the existing parking lot would be reconfigured.
The entrance drive to the property would shift eastwards, eliminating one row of parking along the
western edge of the parking lot. To compensate, the parking lot would be expanded to the south,
requiring the removal of the knoll and the trees on it. Overall, 44 parking stalls would be added for
a total of 217 spaces. The City’s required parking ratio for a hospital is one space per every 350
gross square feet. For the proposed building size (112,995 square feet), this would result in the
need for 323 parking spaces. However, the applicant has stated that the type of facility (acute care)
operates differently than a typical hospital and requires fewer parking spaces. Across the country,
the facilities operated by Select Medical construct a minimum of two parking stalls per bed.
Accordingly, they feel a minimum of 92 * 2 = 184 stalls are needed in this case, and that the
number of stalls being proposed sufficiently exceeds this.
In response to concerns expressed by residents in homes to the east, the original parking lot plans
were modified to pull the parking lot curb further away from the east property line and to provide
space for an additional vegetative buffer. As can be seen on the attached landscape plan (page 14
of the plan set), a row of trees – primarily evergreens – is proposed to be planted within the buffer,
between the parking lot and the public trail. Additional landscaping would be added throughout
the site, but would be focused on the north edge of the building (the initial view upon entering the
site) and the entrance area surrounding the port cochère.
Stormwater management would primarily be handled through an underground system installed
beneath the parking lot. This would allow surface water to be treated before being directed into
Hidden Lakes Pond 3 to the north of the site.
New lighting would be installed within the parking lot and on the exterior of the building. The
fixtures would comply with the City’s outdoor lighting requirements and would incorporate motion
sensors to ensure that the lights would dim when not needed, thereby reducing levels for
surrounding properties. The new day room constructed as part of the addition would utilize
mechanical shades to help prevent the light from shining out towards the neighborhood from the
large windows at night.
The applicant also submitted a traffic study to provide projections of the additional trips on Hidden
Lakes Parkway likely to occur as a result of the larger facility. It shows an increase of roughly 42%
over the current estimated trips, from 578 trips per day to 822 trips per day. The number of
6
existing trips is not based on actual observations, but utilizes the Institute of Transportation
Engineers Trip Generation Manual and assigns trips based on facility square footage.
Community Engagement
In light of current COVID restrictions, a virtual neighborhood meeting was held on December 3 in
place of an in‐person meeting. Roughly 53 residents were on the call and expressed a number of
concerns, including those listed above but also frustration at the speed with which the proposal
was advancing. In response to these concerns, and in coordination with staff, the applicant delayed
the initial public hearing from December 14 to January 25.
The proposal for the hospital expansion has been subjected to a great deal of scrutiny as noted
below:
September 22, 2020 – staff meeting on site to understand the project scope
November 6 – electronic plans shared with staff
November 10 – applicant team virtual meeting with staff to discuss plans
November 13 – submittal of PUD amendment application
December 2 – virtual meeting with Hidden Lakes Association board
December 3 – virtual meeting with Hidden Lakes residents
Month of December – subsequent conversations with Hidden Lakes Association board
January 13, 2021 – submittal of revised plan set
January 20 – virtual meeting with staff to review plans
January 21 – virtual meeting with Hidden Lakes Association board to review plans
Staff and elected officials have received numerous communications from residents of Hidden Lakes
about this proposal (attached). Primary areas of concern include:
Excessive speeds on Hidden Lakes Parkway
Failure to stop at marked stop signs on Hidden Lakes Parkway
Concerns over wear and tear to Hidden Lakes Parkway from construction vehicles and
subsequent long term maintenance costs
Spillover from lights within the parking lot and from the proposed day room
Littering within the parking lot and on the public trail
Removal of mature trees and paving of pervious areas
Staff has received comments from the Minneapolis Park and Recreation Board (attached). The Park
Board supports the project, but did provide a few requests related to permitting and construction.
Due to its location adjacent to Twin Lake, the Minnesota Department of Natural Resources is also
required to be contacted regarding this proposal. To date, staff has not received any comments
from the DNR.
Evaluation
Land Use and Zoning Considerations
As a PUD, the City can offer flexibility from the regular zoning requirements in order to achieve a
better development. The following table summarizes how closely the requirements of the
7
Institutional Zoning District are met under the current proposal (areas that depart from the typical
requirements are highlighted in yellow):
Institutional Zoning Hidden Lakes PUD 74 –
Amendment #8
Use Hospitals and outpatient
surgical facilities
Acute care hospital
Dimensional Standards
Lot coverage (structures) 25% maximum 11% (existing)
16% (proposed)
Front setback 35’ NA
Side and rear setbacks 50’ 39.62’ (south ‐ existing)
39.62’ (south ‐ proposed)
Building height Three stories or 36’,
whichever is less
27’‐8” to top of roof parapet,
40’‐8” to top of stair towers
Landscaped buffers 25’ in width along side and
rear property lines
As little as 0’ (existing)
As little as 0’ to the south, 8’‐
9” to the east (proposed)
The proposed PUD amendment would require zoning flexibility from the City Code in the following
ways:
1) The south corner of the existing building is only 40 feet from the property line, less than
the 50 foot setback required under zoning. This dimension does not change under the
new proposal and all portions of the addition respect the required side and rear yard
setback.
2) The height of two new stair towers would exceed 36 feet. Both would rise to a height of
40 feet 8 inches. Staff is comfortable with this zoning flexibility given the limited area
impacted and the purpose being served.
3) The existing site layout does not conform to the requirement that the first 25 feet of each
side and rear yard be landscaped. At various points along the south, east, and north side
of the site, the parking lot extends almost to property line. The proposed site plan
maintains this proximity in some places, extends it in others, and reduces it along the east
property line in order to provide space for additional evergreen screening. Staff is
comfortable saying that the proposed site plan is no worse in this regard in comparison to
the existing situation.
Parking
As discussed above, there are existing nonconformities with respect to the number of parking
spaces currently on site, as well as the number of bicycle parking spaces. The proposed expansion
does increase the number of parking stalls in order to accommodate increases in the number
patients, staff, and visitors, but overall the ratio would remain below what current code requires.
8
Vehicle Parking
Parking spaces required for:
Hospital (1/350 sq. ft.)
Existing ‐ 83,742 sq. ft
240 required
173 provided (72%)
Proposed – 112,995
323 required
217 proposed (67%)
Bicycle Parking
5% of vehicle parking required Existing – 240 spaces
12 required
0 provided
Proposed – 217 spaces
17 required
0 proposed
1) The number of parking spaces proposed is below the minimum ratio required for a
hospital in City Code. The existing parking ratio is nonconforming but is above the
applicant’s reported target ratio of two spaces per patient bed (66 * 2 = 132 stalls). The
proposed ratio would also be above this target ratio (92 * 2 = 184 stalls). While additional
spaces are being added, the percentage of the required amount is less under the
proposed layout (67% of the number required) than the existing conditions (72% of the
number required). Staff has little empirical evidence as to the adequacy of the current
situation; aerial photos taken between 2000 and 2020 show the lot anywhere from 27%
to 80% full.
2) There are currently no dedicated spaces for bicycle parking on site; the proposal does not
indicate the addition of any spaces. While staff does not believe that the code‐required 17
bicycle parking spaces are needed, 5% of the proposed number of vehicles spaces (11)
does seems appropriate.
Traffic
There are two separate areas of consideration for Hidden Lakes Parkway, the only access drive
through the development to Regency Hospital.
First, the arrangement between the two parties (the Hidden Lakes Association and the hospital) is a
private agreement to share the road and manage all aspects of design, signage, maintenance, cost
sharing. The City is not a party to this agreement and has no contractual or property interest in the
road. To that end, the City has a very limited role to play in resolving questions about impacts to
the roadway due to heavy use by construction vehicles as well as any cost sharing arrangement
between the parties to finance future maintenance or reconstruction. However, the City may take
the position that resolving and documenting a solution is important enough that it could withhold
approval of the PUD amendment until such agreements have been reached by the two parties.
Second, the City’s involvement, through police action, in monitoring and enforcing speeds and stop
signs on Hidden Lakes Parkway is challenged by the ownership of this roadway (a private street).
The speed limit on other public local streets is higher than that on the private roads within Hidden
Lakes (30 mph vs. 20 mph). The City Attorney has determined that this limits the City’s ability to
enforce the lower speed limit. It is possible that a reduction in the citywide speed limit – something
under consideration – could make enforcement possible, but that is not a certainty and cannot be
9
determined at this time. The Police Department is engaged in ongoing discussions with hospital
staff and Association representatives to continue to address this issue. Similarly, police staff have
been in discussions with the hospital to address the issue of failing to stop at the intersection of
Hidden Lakes Parkway with Waterford Court/Drive.
While residents report that it is hospital employees who regularly speed or fail to stop, it is likely
that this behavior extends to some residents of Hidden Lakes as well. Placing the entire burden of
correcting these issues onto the hospital would be unfair. Staff supports all parties continuing to
work to address these concerns.
Lighting
New lighting is proposed for the expanded parking lot and on the exterior of the building. The
submitted photometric plan appears to meet the requirements of the City’s Outdoor Lighting
standards, though additional adjustments to the lighting under the second floor addition and
within the port cochère are still being discussed. Regardless, the level of illumination at any
property line remains below the 0.5 footcandle limit.
The applicant has proposed to use motion sensors within the parking lot in order allow lighting
levels to remain low when there is no activity within the lot. In addition, residents expressed
concern about the windows on the second floor day room and the potential for interior lighting to
impact homes to the east. The applicant has offered to both install motion sensors in this room and
to provide electronic shades to reduce the possibility of this being a problem.
Landscaping
The landscaping plan submitted primarily addresses two things: screening the parking lot from
homes to the east and providing an enhanced visual experience to those arriving at the site and
using the front entrance.
Staff believes the applicant has provided significant screening in the form of evergreens along the
east property line, taking the additional step of pulling back the existing curb of the parking lot in
order to provide a wide enough area to plant vegetation. While the current plans focus on trees to
provide screening to a significant height, staff has also requested the addition of low shrubbery to
shield nearby homes from the glare of headlights as vehicles utilize the further row of parking
stalls.
While the proposal is to remove approximately 13 significant and legacy trees, the number
replacements more than compensates for those removals as dictated by the City’s replacement
calculator (38 replacement trees required; 59 trees, 174 shrubs, and 328 perennials proposed).
Architectural and Material Standards
The proposed addition is subject to the City’s architectural and materials standards for additions
and expansions found in Section 113‐157 of the City Code:
10
Architectural. The exterior wall surface materials, roof treatment, colors, textures, major
divisions, proportion, rhythm of openings, and general architectural character, including
horizontal or vertical emphasis, scale, stylistic features of additions, and exterior alterations
shall address and respect the original architectural design and general appearance of the
principal building on the site and shall comply with the requirements of this section.
Staff believes the architectural design of the addition not only complements the style and
features of the original building and its mid‐century modern character, but provides an
enhanced appearance to both the public and to nearby residents of Hidden Lakes.
Materials. All façades of a building addition or expansion shall be composed of at least 90%
Class I materials until the appropriate minimum Class I percentage standards for the building
are met.
As an Institutional zoned property, any building elevation visible from a public‐right‐of‐way
must be comprised of at least 50% Class I materials and no more than 10% Class III materials.
All other building elevations must contain at least 40% Class I materials and not more than 10%
Class III materials.
Each façade must use a minimum of two types of Class I materials.
Staff finds the proposed material mix for three of the four façades (as shown in the tables on
page 20 of the plan set) meets the City standards.
The east elevation (visible as the public enters the site) has 55% Class I materials and no Class III
materials.
The south and west elevations have at least 40% Class I materials and no Class III materials.
The north elevation, which is visible only from the interior courtyards of the hospital, has only
35% Class I materials. Given the limited visibility of this façade staff is comfortable with the
proposed mix of materials.
All sides of the addition contain two types of Class I materials (both natural stone and glass). No
Class III materials are used.
Engineering and Fire Safety Considerations
As is standard practice for development proposals, plans were reviewed by the City’s Engineering
Division and the following notes were provided:
A public walkway easement must be dedicated over the portion of the public trail that
crosses the southeast corner of the site. This trail must be temporarily rerouted and
maintained for public use during construction.
The access gate and trail used by public safety staff for emergency park access must be
shown and labeled on the plans. Any proposed changes to the gate or trail must be
coordinated with public safety staff.
Staff recommends working with the City to dedicate a permanent conservation easement
along the shoreland of Twin Lake consistent with easements previously dedicated on Twin
and Sweeney Lakes. This will help the City meet its floodplain and shoreland
management, natural resources, and climate action goals. The applicant should prepare
an exhibit and the City will prepare the easement documents for recording.
11
Stormwater Plan
Plans must be reviewed and approved by the Bassett Creek Watershed Management
Commission.
A stormwater maintenance and chloride management agreement with City shall be
executed.
If an existing MPCA Industrial Stormwater permit for outdoor storage and handling of
materials exists for this site, it must be forwarded to staff.
o Staff will work with public safety staff to get their input on potential leaks/spills
from the various sources in the southern portion of the site and the optimal
stormwater management configuration to help mitigate potential environmental
impacts and improve any emergency response effort.
o Applicant should work with public safety to ensure secondary containment on all
outdoor storage areas.
The applicant has provided a stormwater report that describes why above‐ground multi‐
benefit “green infrastructure” will not work on this site, due to balancing numerous
constraints and factors, and what they are providing for public benefit in the proposed
plan (enhanced landscaping, oversizing the required stormwater treatment volume,
capturing and treating as much runoff from existing building and parking lot as feasible).
They are also exploring the dedication of a permanent conservation easement along Twin
Lake to help provide additional public benefit and assist the City in meeting its floodplain
and shoreland management, natural resources, and climate action goals, such as:
o Encourage development that saves or increases green spaces.
o Encourage the preservation or establishment of native and natural vegetation near
shorelands.
o Increase tree canopy in areas with low coverage, areas with high heat
vulnerability, and areas exposed to more vehicle exhaust.
Resilience and Sustainability Goals to Consider
Add renewable energy capacity or infrastructure (including EV charging stations or
supporting infrastructure).
Integrate energy efficiency standards and sustainable design features into project.
Work with the electric utility during planning and design to identify opportunities and
programs to enhance efficiencies.
Reduce impervious surface area where possible, and use lighter colored pavements and
building materials to mitigate urban heat island effect.
The Fire Department reviewed this proposal to ensure that adequate emergency access is achieved
on the site and that any public safety concerns are addressed. One change was requested and has
been shared with the applicant – the access into the parking lot from the end of Woodland Trail
must remain unimpeded by parking stalls or by vegetation. Plans must reflect this change prior to
any approval of a PUD Permit.
12
Other Considerations
A number of residents expressed concern that the areas below the proposed second floor addition
were being prepped for future expansions. The applicant has assured both the City and the
Association that there are no future expansion plans. Furthermore, the ability to expand the
hospital beyond its 92 bed license would require action by the Minnesota legislature, decreasing
the likelihood this would happen.
Anticipated Development Timeline
Although delayed from the originally anticipated timeline, the work to complete the addition
(permitting and construction) is expected to take approximately 12 months from the time of
approval by the City Council.
Findings
In order approve an amendment to a PUD, the City must be able to make the following findings:
Quality Site Planning. The PUD plan must be tailored to the specific characteristics of the site
and achieve a higher quality of site planning and design than generally expected under
conventional provisions of the zoning chapter.
The PUD amendment is tailored to the specific characteristics of the site in that it avoids
impacts to Twin Lake by focusing change to the east side of the property and that the
proposed architecture complements the mid‐century modern features of the existing
building.
Preservation. The PUD plan must preserve and protect substantial desirable portions of the
site’s characteristics, open space, and sensitive environmental features including steep
slopes, trees, scenic views, creeks, wetlands, and open waters.
Although the PUD amendment would result in the removal of a handful of existing trees, it
attempts to mitigate these removals through tree replacement and high quality landscaping.
New stormwater treatment would be added to an area in which it is currently lacking,
thereby improving water quality in the Sweeney Lake sub‐watershed.
Efficient; Effective. The PUD plan must include efficient and effective use of the land (which
includes preservation).
The proposed amendment would utilize land efficiently by maximizing the existing license for
hospital beds currently issued for this facility and improving on‐site stormwater treatment.
Consistency. The PUD plan must result in development that is compatible with adjacent uses
and consistent with the Comprehensive Plan and redevelopment plans and goals.
The proposal is consistent with the current use on the site and impacts to the surrounding
residential neighborhood have been minimized through landscaping and lighting controls.
The proposal is consistent with the City’s Comprehensive Plan, which calls for the support of
non‐residential growth opportunities and utilizing the PUD process as a way to achieve
zoning flexibility, as well as requiring the use of high‐quality, durable materials in new
developments and integrating new developments with existing architectural character.
General Health. The PUD plan must be consistent with preserving and improving the general
health, safety, and welfare of the people of the city.
13
The PUD amendment would improve general health by providing water quality
improvements to the Sweeney Lake sub‐watershed, would improve safety by spurring a
coordinated education and enforcement effort for vehicles traveling along Hidden Lakes
Parkway, and would improve the welfare by allowing for the modernization of an aging
facility.
Meets Requirements. The PUD plan must meet the intent and purpose provisions of Section
113‐123 as well as all other provisions.
The creativity and flexibility provided under the PUD section of the Zoning Code allows for
the unique arrangement of uses and parcels within the Hidden Lakes development; achieves
a high quality of site planning, design, landscaping, and building materials; and the efficient
and effective use of land. The PUD amendment meets the Intent and Purpose provision of
the City Code.
Recommendation
After numerous conversations with the applicant and representatives from the Hidden Lakes
Association Board, staff believes significant revisions have been made to the initial proposal that
address many of the concerns brought forward by individual residents. The Board believes a
majority of its issues have been resolved and the few items that remain appear to be close to
resolution. While all residents might not agree with the proposed solutions, staff believes enough
progress has been made to be able to recommend approval of the PUD amendment, allowing the
hospital to make the desire improvements while also protecting the interests of the surrounding
neighborhood.
Staff recommends approval of Amendment #8 to Hidden Lakes PUD No. 74, subject to the
following conditions:
1. The plans for the Regency Hospital addition, submitted January 13, 2021, and subsequently
updated to address City comments, shall become a part of this approval. Required revisions
include:
a. Showing and labeling the access gate and trail along the south property line.
b. Removing three parking stalls and shrubs from the emergency access directly
opposite Woodland Trail and working with staff to design the curb to allow
emergency vehicle access.
c. Adding coniferous shrubs along the eastern edge of the parking lot.
d. Reducing the lighting levels under the second floor addition and under the port
cochère.
e. Indicating a location for snow storage that does not reduce the number of parking
stalls nor impact the public trail.
2. A public walkway easement shall be dedicated over the public trail in the southeast corner of
the site. This trail shall be temporarily rerouted and maintained for public use during
construction.
3. A permanent conservation easement shall be dedicated along the shoreland of Twin Lake.
4. The applicant shall work with staff to address questions around the outdoor chemical storage
areas near the southwest corner of the building.
14
5. Plans must be reviewed and approved by the Bassett Creek Watershed Management
Commission.
6. A stormwater maintenance and chloride management agreement with the City shall be
executed.
7. The applicant shall complete all inspections related to the City’s Inflow and Infiltration
requirements and work with staff to resolve any repairs or improvements necessary.
8. An updated agreement between the hospital and association, addressing reimbursement
procedures and commitments for construction‐related damage on Hidden Lakes Parkway and
the reallocation of roadway expenses, shall be provided to the City for review.
9. The applicant shall repair and maintain the fence along the south property line to discourage
cut through foot traffic to Twin Lake.
10. The applicant shall share with the City its plan for management of trash in and around the
parking lot as well as for employee communication around these efforts.
11. The applicant shall utilize motion sensors on parking lot lighting, and utilize motions sensors
and motorized shades on timers within the day room, in order to reduce unnecessary
illumination and reduce impacts to adjacent properties.
12. The applicant shall address the three conditions outlined by the Minneapolis Park and
Recreation Board in its letter dated December 29, 2020.
13. Public bicycle racks or similar facilities a minimum of 11 bicycles shall be provided. The
applicant shall work with staff to appropriately locate the bicycle facilities.
14. The hospital shall be limited to a total of 92 beds. The building footprint shall not be
expanded without the required review and approval by the City.
15. A development agreement shall be drafted prior to City approval of the PUD Permit and shall
include details on:
a. Permitted days and hours of construction activity.
b. The location and nature of construction parking, access, delivery, staging,
equipment and materials storage, and employee parking.
This approval is subject to all other state, federal, and local ordinances, regulations, or laws with
authority over this development.
Attachments
Location Map (1 page)
Plans from Kimley‐Horn dated January 13, 2021 (21 pages)
Memorandum from Kimley‐Horn regarding Trip Generation and Roadway Capacity (3 pages)
Letter from the Minneapolis Park and Recreation Board dated December 29, 2020 (2 pages)
Public comments received by staff and City Council Members (28 pages)
*2/'(19$//(<52$'+,''(1/$.(63$5.:$<7:,1/$.(6:((1(</$.(7KLVGRFXPHQWWRJHWKHUZLWKWKHFRQFHSWVDQGGHVLJQVSUHVHQWHGKHUHLQDVDQLQVWUXPHQWRIVHUYLFHLVLQWHQGHGRQO\IRUWKHVSHFLILFSXUSRVHDQGFOLHQWIRUZKLFKLWZDVSUHSDUHG5HXVHRIDQGLPSURSHUUHOLDQFHRQWKLVGRFXPHQWZLWKRXWZULWWHQDXWKRUL]DWLRQDQGDGDSWDWLRQE\.LPOH\+RUQDQG$VVRFLDWHV,QFVKDOOEHZLWKRXWOLDELOLW\WR.LPOH\+RUQDQG$VVRFLDWHV,QF6+((7180%(5.,0/(<+251$1'$662&,$7(6,1&(867,6675((768,7(673$8/013+21(:::.,0/(<+251&20.?6HOHFW0HGLFDO&RUSRUDWLRQ?&LYLO5HJHQF\+RVSLWDO*ROGHQ9DOOH\01?'HVLJQ?&$'?3ODQ6KHHWV?&&29(56+((7GZJ-DQXDU\SP%<5(9,6,2161R'$7(35(/,0,1$5<127)25&216758&7,21&29(56+((7&5(*(1&<+263,7$/2)03/6(;3$16,216(/(&70(',&$/*2/'(19$//(<011257+9,&,1,7<1766,7(*2/'(19$//(<+(11(3,1&2817<01 &2175$&7256+$//&21),507+$77+((;,67,1*&21',7,216)257+(6,7(0$7&+:+$7,66+2:1217+('5$:,1*6,1&/8'('35,2572&216758&7,21 ,)5(352'8&('7+(6&$/(66+2:1217+(6(3/$16$5(%$6('21$$5&+IXOOEOHHG'[,QFKHV6+((7 $//1(&(66$5<,163(&7,216$1'25&(57,),&$7,2165(48,5('%<&2'(6$1'2587,/,7<6(59,&(6&203$1,(66+$//%(3(5)250('35,2572$11281&('%8,/',1*3266(66,21$1'7+(),1$/&211(&7,212)6(59,&(6 $//*(1(5$/&2175$&725:25.72%(&203/(7('($57+:25.),1$/87,/,7,(6$1'),1$/*5$',1*%<7+(0,/(6721('$7(,1352-(&7'2&80(176127(6/$1'6&$3($5&+,7(&7*(27(&+1,&$/(1*,1((57(55$&21&2168/7$176,1&7+$9(18(3/<0287+017(/(3+21()$;&217$&7-$&2%$:27&=$.352-(&77($06859(<25.(03(5 $662&,$7(6,1&2/'+,*+:$<1:1(:%5,*+721017(/(3+21()$;&217$&70$5.'.(03(5(1*,1((5.,0/(<+251$1'$662&,$7(6,1&35(3$5('%<$/$1/&$7&+322/3((867,6675((768,7(673$8/017(/(3+21(2:1(56(/(&70(',&$/&25325$7,21+,''(1/$.(63$5.:$<*2/'(19$//(<017(/(3+21(&217$&7'$9,'*$50$15(*(1&<+263,7$/2)03/6(;3$16,21)256,7('(9(/230(173/$16$5&+,7(&7*:*$5&+,7(&785(3//&0$,1675((768,7(1257+/,77/(52&.$57(/(3+21(&217$&7-$0(6%$.$129,&$,$+,''(1/$.(3$5.:$<.,0/(<+251$1'$662&,$7(6,1&35(3$5('%<5<$1+<//(67('3/$(867,6675((768,7(673$8/017(/(3+21(&,7<2)*2/'(19$//(<*2/'(19$//(<52$'*2/'(19$//(<01&217$&7-$621=,00(50$17(/(3+21(),5(&+,()7('0$66,&277(7(/(3+21(6KHHW/LVW7DEOH6KHHW1XPEHU 6KHHW7LWOH& &29(56+((79$/7$6859(<& *(1(5$/127(6& '(023/$1&(526,21$1'6(',0(17&21752/3/$13+$6(&(526,21$1'6(',0(17&21752/3/$13+$6(&(526,21$1'6(',0(17&21752/'(7$,/6& 6,7(3/$1& *5$',1*3/$1&87,/,7<3/$1& &216758&7,21'(7$,/6& &216758&7,21'(7$,/6& &216758&7,21'(7$,/6//$1'6&$3(3/$1//$1'6&$3('(7$,/6
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
65(63216,%,/,7<$1'6+$//%('21(%()25(&200(1&,1*$1<:25.,17+(9,&,1,7<)857+(5025(7+( &2175$&725 6+$// %( )8//< 5(63216,%/( )25 $1< $1' $// '$0$*(6 '8( 72 7+(&2175$&725
6)$,/85(72(;$&7/</2&$7($1'35(6(59($1<$1'$//81'(5*5281'87,/,7,(67+(2:1(525(1*,1((5:,//$6680(12/,$%,/,7<)25$1<'$0$*(66867$,1('25&267,1&855('%(&$86( 2) 7+( 23(5$7,216 ,1 7+( 9,&,1,7< 2) (;,67,1* 87,/,7,(6 25 6758&785(6 125 )257(0325$5< %5$&,1* $1' 6+25,1* 2) 6$0( ,) ,7 ,6 1(&(66$5< 72 6+25( %5$&( 6:,1* 255(/2&$7( $ 87,/,7< 7+( 87,/,7< &203$1< 25 '(3$570(17 $))(&7('6+$// %( &217$&7(' $1'7+(,53(50,66,212%7$,1('5(*$5',1*7+(0(7+2'7286()2568&+:25. ,7,67+(&2175$&725
65(63216,%,/,7<72&217$&77+(9$5,28687,/,7<&203$1,(6:+,&+0$<+$9(%85,('25$(5,$/87,/,7,(6:,7+,1251($57+(&216758&7,21$5($%()25(&200(1&,1*:25. 7+( &2175$&725 6+$// 3529,'( +2856 0,1,080 127,&( 72 $// 87,/,7< &203$1,(635,2572%(*,11,1*&216758&7,21 7+(&2175$&7256+$//%(5(63216,%/()252%7$,1,1*$//5(48,5('&216758&7,213(50,76$1'%21'6,)5(48,5('35,2572&216758&7,21 7+( &2175$&725 6+$// +$9( $9$,/$%/( $7 7+( -2% 6,7( $7 $// 7,0(6 21( &23< 2) 7+(&216758&7,21'2&80(176,1&/8',1*3/$1663(&,),&$7,216*(27(&+1,&$/5(3257$1'63(&,$/&21',7,216$1'&23,(62)$1<5(48,5('&216758&7,213(50,76 $1<',6&5(3$1&,(6217+('5$:,1*66+$//%(,00(',$7(/<%528*+7727+($77(17,212)7+(2:1(5$1'(1*,1((5%()25(&200(1&,1*:25.12),(/'&+$1*(625'(9,$7,216)520'(6,*1$5(72%(0$'(:,7+28735,25$33529$/2)7+(2:1(5$1'127,),&$7,21727+((1*,1((5 $//&23,(62)&203$&7,21&21&5(7($1'27+(55(48,5('7(675(68/76$5(72%(6(17727+(2:1(5',5(&7/<)5207+(7(67,1*$*(1&< 7+(&2175$&7256+$//%(5(63216,%/()25'2&80(17,1*$1'0$,17$,1,1*$6%8,/7,1)250$7,21:+,&+6+$//%(5(&25'('$6&216758&7,21352*5(66(625$77+(&203/(7,212)$335235,$7(&216758&7,21,17(59$/6$1'6+$//%(5(63216,%/()253529,',1*$6%8,/7'5$:,1*6727+(2:1(5)257+(385326(2)&(57,),&$7,2172-85,6',&7,21$/$*(1&,(6$65(48,5('$//$6%8,/7'$7$6+$//%(&2//(&7('%<$67$7(2)01352)(66,21$//$1'6859(<25:+26(6(59,&(6$5((1*$*('%<7+(&2175$&725 $1< :(//6 ',6&29(5(' 21 6,7( 7+$7 :,// +$9( 12 86( 0867 %( 3/8**(' %< $ /,&(16(' :(//'5,//,1*&2175$&725,1$0$11(5$33529('%<$//-85,6',&7,21$/$*(1&,(6&2175$&7256+$//%(5(63216,%/()252%7$,1,1*$1<:(//$%$1'210(173(50,765(48,5(' $1< :(// ',6&29(5(' '85,1* ($57+ 029,1* 25 (;&$9$7,21 6+$//%( 5(3257(' 72 7+($335235,$7(-85,6',&7,21$/$*(1&,(6:,7+,1+2856$)7(5',6&29(5<,60$'( 7+(&2175$&7256+$//%(5(63216,%/()259(5,)<,1*7+$77+(352326(',03529(0(1766+2:1217+(3/$16'2127&21)/,&7:,7+$1<.12:1(;,67,1*2527+(5352326(',03529(0(176,)$1<&21)/,&76$5(',6&29(5('7+(&2175$&7256+$//127,)<7+(2:1(535,2572,167$//$7,212)$1<3257,212)7+(6,7(:25.7+$7:28/'%($))(&7(')$,/85(72127,)<2:1(52)$1,'(17,),$%/( &21)/,&7 35,25 72 352&((',1* :,7+ ,167$//$7,21 5(/,(9(6 2:1(5 2) $1<2%/,*$7,21723$<)25$5(/$7('&+$1*(25'(5 6+28/' &2175$&725 (1&2817(5 $1< '(%5,6 /$'(1 62,/ 6758&785(6 127 ,'(17,),(' ,1 7+('2&80(1762527+(56285&(2)327(17,$/&217$0,1$7,217+(<6+$//,00(',$7(/<&217$&77+((1*,1((5$1'2:1(57<3,&$/2:1(5(1*,1((52%6(59$7,216&2175$&7256+$//127,)<2:1(5$1'25(1*,1((5+2856,1$'9$1&(2)7+()2//2:,1*$&7,9,7,(635(&216758&7,210((7,1*68%*5$'(35(3$5$7,21%$6(,167$//$7,21$63+$/7,167$//$7,2181'(5*5281'3,3,1*$1'87,/,7,(6,167$//$7,21,167$//$7,212)6758&785(6&+(&.9$/9(6+<'5$1760(7(56(7&6,'(:$/.,167$//$7,21&211(&7,21672:$7(5$1'6(:(50$,167(6762)87,/,7,(65'3$57<7(675(325765(4
'7(675(325765(48,5(')25&/26(287,1&/8'(%87$5(127/,0,7('72'(16,7<7(675(32576%$&7(5,2/2*,&$/7(6762):$7(56<67(035(6685(7(672):$7(56(:(5/($.7(676216(:(56<67(0$1'*5($6(75$36$1<27+(57(67,1*5(48,5('%<7+($*(1&<081,&,3$/,7<:$7(5672506(:(5 6$1,7$5<6(:(5127(6 7+(&2175$&7256+$//&216758&7*5$9,7<6(:(5/$7(5$/60$1+2/(6*5$9,7<6(:(5/,1(6$1''20(67,&:$7(5$1'),5(3527(&7,216<67(0$66+2:1217+(6(3/$167+(&2175$&7256+$// )851,6+ $// 1(&(66$5< 0$7(5,$/6 (48,30(17 0$&+,1(5< 722/6 0($16 2)75$163257$7,21 $1' /$%25 1(&(66$5< 72 &203/(7( 7+( :25. ,1 )8// $1' &203/(7($&&25'$1&( :,7+ 7+( 6+2:1 '(6&5,%(' $1' 5($621$%/< ,17(1'(' 5(48,5(0(176 2) 7+(&2175$&7 '2&80(176 $1' -85,6',&7,21$/ $*(1&< 5(48,5(0(176 ,17+( (9(17 7+$7 7+(&2175$&7'2&80(176$1'7+(-85,6',&7,21$/$*(1&<5(48,5(0(176$5(127,1$*5((0(177+(0267675,1*(176+$//*29(51 $//(;,67,1*81'(5*5281'87,/,7</2&$7,2166+2:1$5($3352;,0$7(7+(&2175$&7256+$//&203/<:,7+$//5(48,5(0(176)2587,/,7</2&$7,21$1'&225',1$7,21,1$&&25'$1&(:,7+7+(127(6&217$,1(',17+(*(1(5$/&216758&7,216(&7,212)7+,66+((7 7+(&2175$&7256+$//5(6725($//',6785%('9(*(7$7,21,1.,1'81/(666+2:127+(5:,6( '()/(&7,21 2) 3,3( -2,176 $1' &859$785( 2) 3,3( 6+$// 127 (;&((' 7+( 0$18)$&785(5
663(&,),&$7,2166(&85(/<&/26($//23(1(1'62)3,3($1'),77,1*6:,7+$:$7(57,*+73/8*:+(1:25.,6127,1352*5(667+(,17(5,252)$//3,3(66+$//%(&/($1$1'-2,17685)$&(6:,3('&/($1 $1''5<$)7(57+(3,3(+$6 %((1 /2:(5(' ,1727+( 75(1&+ 9$/9(66+$//%(3/80%$1'/2&$7('$&&25',1*727+(3/$16 $// 3,3( $1' ),77,1*6 6+$// %( &$5()8//< 6725(' )2//2:,1* 0$18)$&785(5
65(&200(1'$7,216&$5(6+$//%(7$.(172$92,''$0$*(727+(&2$7,1*25/,1,1*,1$1<',3,3( ),77,1*6 $1< 3,3( 25 ),77,1* :+,&+ ,6 '$0$*(' 25 :+,&+ +$6 )/$:6 25 ,03(5)(&7,216:+,&+,17+(23,1,212)7+((1*,1((5252:1(55(1'(56,781),7)2586(6+$//127%(86('$1<3,3(1276$7,6)$&725<)2586(6+$//%(&/($5/<0$5.('$1',00(',$7(/<5(029(')5207+(-2%6,7($1'6+$//%(5(3/$&('$77+(&2175$&725
6(;3(16( :$7(5 )25 ),5( ),*+7,1* 6+$// %( 0$'( $9$,/$%/( )25 86( %< 7+( &2175$&725 35,25 72&20%867,%/(6%(,1*%528*+7216,7( $// 87,/,7< $1' 67250 '5$,1 75(1&+(6 /2&$7(' 81'(5 $5($6 72 5(&(,9( 3$9,1* 6+$// %(&203/(7(/< %$&. ),//(' ,1 $&&25'$1&( :,7+ 7+( *29(51,1* -85,6',&7,21$/ $*(1&<
663(&,),&$7,216,17+((9(177+$77+(&2175$&7'2&80(176$1'7+(-85,6',&7,21$/$*(1&<5(48,5(0(176$5(127,1$*5((0(177+(0267675,1*(176+$//*29(51 81'(5*5281'/,1(66+$//%(6859(<('%<$67$7(2)01352)(66,21$//$1'6859(<2535,2572%$&.),//,1* &2175$&725 6+$// 3(5)250 $7 +,6 2:1 (;3(16( $1< $1' $// 7(676 5(48,5(' %< 7+(63(&,),&$7,216$1'25$1<$*(1&<+$9,1*-85,6',&7,217+(6(7(6760$<,1&/8'(%870$<127%( /,0,7(' 72 ,1),/75$7,21 $1' (;),/75$7,21 7(/(9,6,21 ,163(&7,21 $1' $ 0$1'5(/ 7(67 21*5$9,7<6(:(5$&23<2)7+(7(675(68/766+$//%(3529,'('727+(87,/,7<3529,'(52:1(5$1'-85,6',&7,21$/$*(1&<$65(48,5(' &2175$&725 6+$// 3529,'( )25 $ 0,1,080 +25,=217$/ &/($5$1&(2)
$1'$9(57,&$/&/($5$1&(2)%(7:((1:$7(5$1'6$1,7$5<6(:(50$1+2/(6$1'/,1(6 ,) $1< (;,67,1* 6758&785(6 72 5(0$,1 $5( '$0$*(' '85,1* &216758&7,21 ,7 6+$// %( 7+(&2175$&72565(63216,%,/,7<725(3$,5$1'255(3/$&(7+((;,67,1*6758&785($61(&(66$5<725(7851,772(;,67,1*&21',7,21625%(77(5 $//672503,3((17(5,1*6758&785(66+$//%(*5287('72$6685(&211(&7,21$76758&785(,6:$7(57,*+781/(6627+(5:,6(67$7('%<&,7<$1'67$7('(6,*167$1'$5'6$1'63(&,),&$7,216 81/(6627+(5:,6(67$7(',1&,7<$1'67$7('(6,*167$1'$5'6$1'63(&,),&$7,216$//672506(:(5 0$1+2/(6 ,1 3$9(' $5($6 6+$// %( )/86+ :,7+ 3$9(0(17 $1' 6+$// +$9( 75$)),&%($5,1*5,1* &29(560$1+2/(6,1813$9('$5($66+$//%($%29(),1,6+*5$'(/,'66+$//%(/$%(/('672506(:(5(;,67,1*&$67,1*6$1'6758&785(6:,7+,1352-(&7/,0,766+$//%($'-867('720((77+(6(&21',7,216$1'7+(352326('),1,6+('*5$'( 7232*5$3+,& ,1)250$7,21 ,6 7$.(1 )520 $ 7232*5$3+,& 6859(< %< /$1' 6859(<256 ,) 7+(&2175$&725 '2(6 127 $&&(37 (;,67,1* 7232*5$3+< $6 6+2:1 21 7+(3/$16 :,7+287(;&(37,217+(17+(&2175$&7256+$//6833/<$77+(,5(;3(16($7232*5$3+,&6859(<%<$5(*,67(5('/$1'6859(<25727+(2:1(5)255(9,(: &216758&7,21 6+$// &203/< :,7+ $// $33/,&$%/( *29(51,1* &2'(6 $1' %( &216758&7(' 726$0( $//672506758&785(66+$//+$9($60227+81,)2503285('0257$5)520,19(57,172,19(57287 522) '5$,16 6+$// %( &211(&7(' 72 67250 6(:(5 %< 35()$%5,&$7(' :<(6 25 $7 672506758&785(6 522) '5$,16 $1' 758&. :(// '5$,1 6+$// 581 $7 $ 0,1,080 6/23( 81/(66127('27+(5:,6($1'7,(,1$77+(&(17(5/,1(2)7+(672500$,1 $//522)$1'6$1,7$5<6(:(5'5$,166+$//%(,168/$7(',)
2)&29(5&$1127%(3529,'(' 7+(&2175$&7256+$//3527(&7(;,67,1*81'(5*5281'87,/,7,(6$1'$33857(1$1&(67+$7$5(725(0$,1)520'$0$*('85,1*&216758&7,2123(5$7,216 7+( /2&$7,21 2) (;,67,1* 87,/,7,(6 67250 '5$,1$*( 6758&785(6 $1' 27+(5 $%29( $1'%(/2:*5$'(,03529(0(176$5($3352;,0$7($66+2:1,7,67+(&2175$&725
65(63216,%,/,7<72'(7(50,1(7+((;$&7/2&$7,216,=($1',19(57(/(9$7,2162)($&+35,25727+(67$572)&216758&7,21 $0,1,0802)
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
65(&200(1'$7,216$1'01'2763(&,),&$7,21 $// &21&5(7($63+$/7 6+$// %( ,167$//(' 3(5 *(27(&+ 5(3257&,7< 2) *2/'(1 9$//(< $1'01'2763(&,),&$7,216 6327(/(9$7,216$5(72)/2:/,1(2)&85%81/(6627+(5:,6(127(' /,0,762)&216758&7,21$5(727+(3523(57</,1(81/(6627+(5:,6(63(&,),('217+(3/$1 ,00(',$7(/<5(3257727+(2:1(5$1<',6&5(3$1&,(6)281'%(7:((1$&78$/),(/'&21',7,216$1'&216758&7,21'2&80(176 7+( &2175$&725 ,6 5(63216,%/( )25 /2&$7,1* $1' 3527(&7,1* (;,67,1* 87,/,7,(6 $1' 6+$//5(3$,5 $// '$0$*( 72 (;,67,1* 87,/,7,(6 7+$7 2&&85 '85,1* &216758&7,21 :,7+287&203(16$7,21 %/(1'1(:($57+:25.60227+/<7275$16,7,21%$&.72(;,67,1**5$'( $//352326('*5$'(6216,7(6+$//%(25)/$77(581/(6627+(5:,6(,1',&$7('217+(3/$16$1<6/23(667((3(57+$15(48,5((526,21$1'6(',0(17&21752/%/$1.(7 $'+(5( 72 $// 7(506 $1' &21',7,216 $6 1(&(66$5< ,1 7+( *(1(5$/ 13'(6 3(50,7 $1'67250:$7(5 32//87,21 35(9(17,21 3/$1 )25 67250:$7(5 ',6&+$5*( $662&,$7(' :,7+&216758&7,21$&7,9,7,(6 $'-867$1'25&87(;,67,1*3$9(0(17$61(&(66$5<72$6685($60227+),7$1'&217,18286*5$'( &2175$&725 6+$// (1685( 0,1,080 *5$'(6 $5( 0(7 :,7+,1 3$9('$5($6 )25 $63+$/73$9,1*$1')25&21&5(7(3$9,1*(526,21&21752/127(6 7+(67250:$7(532//87,2135(9(17,213/$16:333,6&2035,6('2)7+((526,21&21752/3/$17+(67$1'$5''(7$,/67+(3/$11$55$7,9($77$&+0(176,1&/8'(',17+(63(&,),&$7,2162)7+(6:3333/867+(3(50,7$1'$//68%6(48(175(32576$1'5(/$7(''2&80(176 $// &2175$&7256 $1' 68%&2175$&7256 ,192/9(' :,7+ 67250 :$7(532//87,21 35(9(17,216+$// 2%7$,1 $ &23< 2) 7+( 67250 :$7(5 32//87,21 35(9(17,21 3/$1 $1' 7+( 67$7( 2) 011$7,21$/32//87$17',6&+$5*((/,0,1$7,216<67(0*(1(5$/3(50,713'(63(50,7$1'%(&20()$0,/,$5:,7+7+(,5&217(176 %(670$1$*(0(1735$&7,&(6%03
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
6 5,*+72):$<6+$//%(,1$&&25'$1&(:,7+/2&$/25&2817<63(&,),&$7,216$1'67$1'$5'6/$7(67(',7,212501'2763(&,),&$7,216$1'67$1'$5'6/$7(67(',7,21,)127&29(5('%</2&$/25&2817<5(*8/$7,216 $//6,*163$9(0(170$5.,1*6$1'27+(575$)),&&21752/'(9,&(66+$//&21)250720$18$/2181,)25075$)),&&21752/'(9,&(6087&'$1'&,7<67$1'$5'6 &2175$&7256+$//)851,6+$//3$9(0(170$5.,1*6)25),5(/$1(652$':$</$1(63$5.,1*67$//6$&&(66,%/(3$5.,1*6<0%2/6$&&(66$,6/(66723%$56$1'6,*16$1'0,6&(//$1(286675,3,1*:,7+,17+(3$5.,1*/27$66+2:1217+(3/$16 $//(;3$16,21-2,1766+$//(;7(1'7+528*+7+(&85% 7+(0,1,080/(1*7+2)2))6(7-2,176$75$',8632,1766+$//%()((7 $//-2,176,1&/8',1*(;3$16,21-2,176:,7+5(029$%/(7$&.675,366+$//%(6($/(':,7+-2,176($/$17 7+(0$7(5,$/6$1'3523(57,(62)$//&21&5(7(6+$//0((77+($33/,&$%/(5(48,5(0(176,17+($&,$0(5,&$1&21&5(7(,167,787(0$18$/2)&21&5(7(35$&7,&( &2175$&7256+$//$33/<$6(&21'&2$7,1*29(5$//3$9(0(170$5.,1*635,2572$&&(37$1&(%<2:1(5)2//2:('%<$&2$72)*/$66%($'6$6$33/,&$%/(3(57+(352-(&7'2&80(176 $1<(;,67,1*3$9(0(17&85%6$1'256,'(:$/.6'$0$*('255(029(':,//%(5(3$,5('%<7+(&2175$&725$7+,6(;3(16(727+(6$7,6)$&7,212)7+((1*,1((5$1'2:1(5 %()25(3/$&,1*3$9(0(17&2175$&7256+$//9(5,)<68,7$%/($&&(66,%/(5287(63(5$'$*5$',1* )25 $// 6,'(:$/.6 $1' $&&(66,%/( 5287(6 ,1&/8',1* &5266,1* '5,9(:$<6 6+$//&21)25072&855(17$'$67$7(1$7,21$/67$1'$5'6,112&$6(6+$//$&&(66,%/(5$036/23(6(;&(('9(57,&$/72+25,=217$/,112&$6(6+$//6,'(:$/.&52666/23(6(;&((',112&$6( 6+$// /21*,78',1$/ 6,'(:$/. 6/23(6 (;&((' ,1 12 &$6( 6+$// $&&(66,%/( 3$5.,1*67$//6 25 $,6/(6 (;&((' 7$5*(7 ,1 $// ',5(&7,216 6,'(:$/. $&&(66 72 (;7(51$/%8,/',1* '2256 $1' *$7(6 6+$// %( $'$ &203/,$17 &2175$&725 6+$// 127,)< (1*,1((5,00(',$7(/<,)$'$&5,7(5,$&$1127%(0(7,1$1</2&$7,2135,25723$9,1*12&2175$&725&+$1*(25'(56:,//%($&&(37(')25$'$&203/,$1&(,668(6 0$;,080-2,1763$&,1*,67:,&(7+('(37+2)7+(&21&5(7(3$9(0(17,1)((75()(572*(27(&+1,&$/5(325712037(55$&21&2168/7$176,1&0,11($32/,601'$7('2&72%(5*(1(5$/127(6&5(*(1&<+263,7$/2)03/6(;3$16,216(/(&70(',&$/*2/'(19$//(<01
%,780,128675$,/%,780,128692//(<%$//%,780,128675$,/('*(2)
%,780,12
8
6
%,780,128
6
'
5
,
9
(%,780,1286:$/.:$<%,780,1286:$/.:$<&2857660+
/,48,'
2;<*(1
7$1.6
*9 :9
)8(/7$1
.
,16,'(&2
1
&
5
(
7
(
:$//$1'
&
+
$
,
1
/,1.)(1&
(
9(17
3,3(6
:9)+
',(6(/
7$1.
)+
!!&%
:9
:9
*0
3,9
:9
&%
&%
&%
75
660+:9
:9
)+
/3
75
39&3,3
(
835,*+7
385326
(
81.12:
1
)+
&%
&%
$&
75$6+
:0+
::::::
:
:::9
:::$&
*$6
$&
:9
67676766
0$1+2/(
6
$&
5,0
,196
&
,
3
,196
3
9
&
,19(
3
9
&
,191
3
9
&
5,0
,19:
&
,
3
,191
&
,
3
5,0,19(,191660+670+
5,0
,196
,19:
5,0
,191
3
9
&
,196
5,0
,191
,196
,19(
5&3
67250
6(:(5
5&3
67250
6(:(5
5&3
67250
6(:(5
5,0
,196
,191
5,0
,19
66
66
66
666639&
6$1,7$5<
6(:(5
39&
6$1,7$5<
6(:(5
),5(+26
(
&211(&7,2
1
6767676766 66127(&,7
<
2
9
(
5
9
,
(
:
3/$16+2
:
6
:
$
7
(
5
/,1(72),
5
(
+
<
'
5
$
1
7
5811,1*
8
1
'
(
5
3257,21
2
)
%
8
,
/
'
,
1
*
/2&$7,2
1
1
2
7
9
(
5
,
)
,
(
'
'85,1*7
+
(
&
2
8
5
6
(
2)7+,66
8
5
9
(
<
5(7$,1,1*
:
$
/
/&21&5(7
(
&
8
5
%
6721(
5(7$,1,1*
:$//6 :22'67(36&21&5(7
(
%
/
2
&
.
5(7$,1,1*
:
$
/
/
.(<6721(
5(7$,1,1*
:$//6
:22'
5(7$,1,1*
:$//
6721(
5(7$,1,1*
:$//52&.'5$,1$*(6:$/(
5$,/,1*
&+$,1
/,1.
)(1&(
:22'
35,9$&<
)(1&(
:22'
6&5((1,1
*
)(1&(
5$,/,
1
*
5$,/,
1
*
127(1(,*
+
%
2
5
+
$
6
3/$17,1*
6
%
(
7
:
(
(
1
:22'6&
5
(
(
1
,
1
*
)
(
1
&
(
$1'352
3
(
5
7
<
/
,
1
(
'2&12
+,'%,780,128635,9$7(52$
5,*+72):$<+,''(1/$.(63$5.1257+(5
/
<
/
,
1
(
6287+(5/
<
/
,
1
(
2)/27
3,'
2:1(5
&,
7
<
2
)
0,
1
1
(
$
3
2
/,
6
3
$
5
.
6
)281'
,
5
2
1
3,3(5/6
6
6
287
($67(5/<
/
,
1
(
2)/27
2)/27
75$,/($6(0(17
)281'
6859(</,1(,5213,3(
+,''(
1
/
$
.
(
6
3
8
'
1
2
/27
%
/
2
&
.
3,'
2:1(
5
0
$
5,
7
$
/
7
5
8
6
7
%/27 %/2&.$.(6 38'12
75$,/($6(0(17'2&122:1
6
3
)281'
,
3,3(5/6
72/$.($1'67((
3
%
$
1
.
'
2
:
1
+($9,/<:
2
2
'
(
'
$
5
(
$
2$.
%2;(/
'
(
5
$6+
(/0
%2;(/'(5
6
2$.
6358&(6
(/0
(/0
(/0 (/0
2$.
2$.
0$3/(
&5$%
$33/(
/,1'(
1
&5$%
$33/(
0$3/(
0$3/(
2$.
2$.
2$.
0$3/(
0$3/(
2$.
2$.
5('3,1
(
0$3/(
6358&(6
%,5&+
%,5&+
0$3/(
0$3/(
0$3/(
2$.0$3/(+,''(1/$.(6$5($ 64)73$5.:$<6725<%5,&.&$5()$&,/,7<%8,/',1*)22735,176%
6%
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
6)25&(6$1'$1<)((6:+,&+$5(72%(3$,'727+(87,/,7<&203$1<)257+(,56(59,&(67+(&2175$&725,65(63216,%/()253$<,1*$//)((6$1'&+$5*(6 7+(/2&$7,2162)$//(;,67,1*87,/,7,(66+2:1217+(3/$1+$9(%((1'(7(50,1(')5207+(%(67,1)250$7,21$9$,/$%/($1'$5(*,9(1)257+(&219(1,(1&(2)7+(&2175$&7257+((1*,1((5$6680(6125(63216,%,/,7<)257+(,5$&&85$&<35,25727+(67$572)$1<'(02/,7,21$&7,9,7<7+(&2175$&7256+$//127,)<7+(87,/,7<&203$1,(6)25/2&$7,2162)(;,67,1*87,/,7,(6:,7+,1$//$5($62)352326(':25. $//(;,67,1*6(:(563,3,1*$1'87,/,7,(66+2:1$5(12772%(,17(535(7('$67+((;$&7/2&$7,2125$6$1<2%67$&/(67+$70$<2&&85217+(6,7(9(5,)<(;,67,1*&21',7,216$1'352&((':,7+&$87,21$5281'$1<$17,&,3$7(')($785(6*,9(127,&(72$//87,/,7<&203$1,(65(*$5',1*'(6758&7,21$1'5(029$/2)$//6(59,&(/,1(6$1'&$3$///,1(6%()25(35(&(',1*:,7+7+(:25. (/(&75,&$/7(/(3+21(&$%/(:$7(5),%(5237,&$1'25*$6/,1(61((',1*72%(5(029('255(/2&$7('6+$//%(&225',1$7(':,7+7+($))(&7('87,/,7<&203$1<$'(48$7(7,0(6+$//%(3529,'(')255(/2&$7,21$1'&/26(&225',1$7,21:,7+7+(87,/,7<&203$1<,61(&(66$5<723529,'($60227+75$16,7,21,187,/,7<6(59,&(&2175$&7256+$//3$<&/26($77(17,2172(;,67,1*87,/,7,(6:,7+,1$1<52$'5,*+72):$<'85,1*&216758&7,21 &2175$&72508673527(&77+(38%/,&$7$//7,0(6:,7+)(1&,1*%$55,&$'(6(1&/2685(6(7&$1'27+(5$335235,$7(%(670$1$*(0(1735$&7,&(6$6$33529('%<7+(&216758&7,210$1$*(50$,17(1$1&(2)75$)),&&21752/6+$//%(&225',1$7(',1$&&25'$1&(:,7+*2/'(19$//(<+(11(3,1&2817<$1'01'27 &2175$&7256+$//0$,17$,1$&&(6672$//$'-$&(173523(57,(6'85,1*&216758&7,21$1'6+$//127,)<$//3523(57,(6,)$&&(66:,//%(,17(55837('25$/7(5('$7$1<7,0('85,1*&216758&7,21 35,2572'(02/,7,212&&855,1*$//(526,21&21752/'(9,&(6$5(72%(,167$//(' &2175$&7250$</,0,76$:&87$1'3$9(0(175(029$/7221/<7+26($5($6:+(5(,7,65(48,5('$66+2:1217+(6(&216758&7,213/$16%87,)$1<'$0$*(,6,1&855('21$1<2)7+(6855281',1*3$9(0(17(7&7+(&2175$&7256+$//%(5(63216,%/()25,765(029$/$1'5(3$,5 7+(&2175$&7256+$//&225',1$7(:$7(50$,1:25.:,7+7+(),5('(37$1'7+(&,7<:$7(5'(3$570(17723/$1352326(',03529(0(176$1'72(1685($'(48$7(),5(3527(&7,21,6&2167$17/<$9$,/$%/(727+(6,7(7+528*+2877+,663(&,),&:25.$1'7+528*+$//3+$6(62)&216758&7,21&2175$&725:,//%(5(63216,%/()25$55$1*,1*3529,',1*$1<5(48,5(':$7(50$,16+872))6:,7+7+(&,7<2)*2/'(19$//(<'85,1*&216758&7,21$1<&2676$662&,$7(':,7+:$7(50$,16+872))6:,//%(7+(5(63216,%,/,7<2)7+(&2175$&725$1'12(;75$&203(16$7,21:,//%(3529,'(' 5()(5726859(<)25$//(;,67,1*,19(57$1'5,0(/(9$7,216 $//87,/,7,(66+2:1$5((;,67,1*87,/,7,(6 ,17+((9(17$:(//,6)281'7+(&2175$&7256+$//&217$&77+((1*,1((5$1'2:1(5,00(',$7(/<$//:(//66+$//%(6($/('%<$/,&(16(':(//&2175$&725,1$&&25'$1&(:,7+$//67$7(2)015(48,5(0(176 ,17+((9(177+$781.12:1&217$,1(56257$1.6$5((1&2817(5('7+(&2175$&7256+$//&217$&77+(2:1(5$1'252:1(565(35(6(17$7,9(,00(',$7(/<$//&217$,1(566+$//%(',6326('2)$7$3(50,77('/$1'),//3(57+(352-(&7'2&80(176 &2175$&7256+$//127,)<7+((1*,1((5,)$1<(;,67,1*'5$,17,/(,6(1&2817(5('216,7(12$&7,9('5$,17,/(6+$//%(5(029(':,7+287$33529$/)5207+((1*,1((5'(02/,7,213/$1127(6/,0,762)&216758&7,215(029(%,780,1286685)$&(5(029(&21&5(7(685)$&(5(029(%8,/',1*5(029(75((5(029(&21&5(7(&85% *877(55(029(87,/,7</,1(63523(57</,1((;,67,1*29(5+($'32:(5/,1((;,67,1*&+$,1/,1.)(1&((;,67,1*-%$55,(5(;,67,1*5(7$,1,1*:$//(;,67,1*6$1,7$5<6(:(5(;,67,1*672506(:(5(;,67,1*:$7(50$,1(;,67,1**$60$,1(;,67,1*81'(5*5281'7(/(3+21((;,67,1*81'(5*5281'&$%/((;,67,1*&217285(;,67,1*6,*1(;,67,1*)/$5('(1'6(&7,21(;,67,1*672500$1+2/((;,67,1*67250&$7&+%$6,1(;,67,1**$60(7(5(;,67,1*3267,1',&$7259$/9((;,67,1*:(//(;,67,1*$8720$7,&635,1./(5(;,67,1*522)'5$,1(;,67,1**$7(9$/9((;,67,1*+<'5$17(;,67,1*0(7$/&29(5(;,67,1*(/(&75,&$/0(7(5(;,67,1*$,5&21',7,21(5(;,67,1*7(/(3+21(0$1+2/((;,67,1*&$%/(%2;(;,67,1**8<:,5((;,67,1*32:(532/((;,67,1*/,*+732/((;,67,1*75((&/($5,1* *58%%,1*),// $%$1'2187,/,7</,1(6(;,67,1*75((/,1((;,67,1*&85% *877(5/(*(1')8//'(37+6$:&87'(023/$1&5(*(1&<+263,7$/2)03/6(;3$16,216(/(&70(',&$/*2/'(19$//(<011257+$$$$$$$%&&&&&%%%''(((7<3)))*:75/,1(*:75/,1(*8*(/(&75,&*8*(/(&75,&*:75/,1(*8*(/(&75,&*+<'5$17$66(0%/<&(7<3**$6*66:5/,1(++++++,,,,,,--66:50+*78-),5(+<'5$17-/,*+732/( 6,*1$*((3257(&2&+Ê5(1/7<3///&24--66:5/,1(-/,*+732/(-(;675066:5-'%'-8*)8(/7$1.$+++(667$576(1'3(5,0(7(5&+$,1/,1.)(1&(1257+2)*$7(725(0$,1-$&81,7623527(&7(;/,48,'2;<*(17$1.6$1'$662&,$7(',1)5$6758&785($++96750&%95&367503,3(95&367503,3(96750&%967506758&785(,::::::::::(
%,780,128675$,/%,780,128675$,/%,780,128
6
'
5
,
9
(%,780,1286:$/.:$<%,780,1286:$/.:$<660+
&%
/,48,'
2;<*(1
7$1.6
)8(/7$1
.
,16,'(&2
1
&
5
(
7
(
:$//$1'
&
+
$
,
1
/,1.)(1&
(
9(17
3,3(6
%/
%/
:9)+
',(6(/
7$1.
&25
5
8
*
$
7
(
'
0
(
7
$
/
3
,
3
(
!!&%
/3
:9
(7
(7
(0
(0
:9
*0
3,9
/3
:9
&%
/3
&%
&%
660+:9
:9
)+
/3
/3
/3
/3
39&3,3
(
835,*+7
385326
(
81.12:
1
&%
&%
/3
75$6+
*$6 67676766
0$1+2/(
6
/3
660+670+
5,0
,196
6803
5,0
,191
3
9
&
,196
5,0
,191
,196
,19(
5&3
67250
6(:(5
5&3
67250
6(:(5
5&3
67250
6(:(5
5,0
,196
,191
5,0
,19
5,0
,191
,196(
5,0
,19
5,0
,196
,19:
,19(
66
66
66
6666676767675&3
67250
6(:(5
66 6652&.'5$,1$*(6:$/(
'2&1275$,/($6(0(17
75$,/($6(0(17'2&126358&(6
'225
+,''(1/$.(6'225+(,*+7'225
'225
&21&5(7
(
%/2&.:
$
/
/
'225
29(5
+
(
$
'
*$5$
*
(
'
2
2
5
'225
(175<:$
<
$1'67(3
6
&29(5('
'225
'225 '225'225
'22
5
+(,*+7
'225'225'225$5($ 64)7+(,*+7
'225'225+(,*+7
0$,1
(175
$
1
&
(3$5.:$<6725<%5,&.&$5()$&,/,7<%8,/',1*)22735,17'225:22''(&.'225'225
'225'225'225
$'-$&(17
5
(
6
,
'(1&
%5,'
*
(
:
$
7
(
5
5
'
*$5$
*
(
)
/
2
2
5
(/(9
7+5(6
+
2
/
'
(/(9
7+5(
6
+
2
/
'
(/(9
7+5(6
+
2
/
'
(/(9
7+5(6
+
2
/
'
(/(9
7+5(6
+
2
/
'
(/(9
7+5(6+2/'(/(9 7+5(6+2/'(/(9 7+5(6
+
2
/
'
(/(9
7+5(
6
+
2
/
'
(/(9
7+5(6
+
2
/
'
(/(9
6%
6%
6%
%,780,128675$,/%,780,128675$,/%,780,128
6
'
5
,
9
(%,780,1286:$/.:$<%,780,1286:$/.:$<660+
&%
/,48,'
2;<*(1
7$1.6
)8(/7$1
.
,16,'(&2
1
&
5
(
7
(
:$//$1'
&
+
$
,
1
/,1.)(1&
(
9(17
3,3(6
%/
%/
:9)+
',(6(/
7$1.
&25
5
8
*
$
7
(
'
0
(
7
$
/
3
,
3
(
!!&%
/3
:9
(7
(7
(0
(0
:9
*0
3,9
/3
:9
&%
/3
&%
&%
660+:9
:9
)+
/3
/3
/3
/3
39&3,3
(
835,*+7
385326
(
81.12:
1
&%
&%
/3
75$6+
*$6 67676766
0$1+2/(
6
/3
660+670+
5,0
,196
6803
5,0
,191
3
9
&
,196
5,0
,191
,196
,19(
5&3
67250
6(:(5
5&3
67250
6(:(5
5&3
67250
6(:(5
5,0
,196
,191
5,0
,19
5,0
,191
,196(
5,0
,19
5,0
,196
,19:
,19(
66
66
66
6666676767675&3
67250
6(:(5
66 6652&.'5$,1$*(6:$/(
'2&1275$,/($6(0(17
75$,/($6(0(17'2&126358&(6
'225
+,''(1/$.(6'225+(,*+7'225
'225
&21&5(7
(
%/2&.:
$
/
/
'225
29(5
+
(
$
'
*$5$
*
(
'
2
2
5
'225
(175<:$
<
$1'67(3
6
&29(5('
'225
'225 '225'225
'22
5
+(,*+7
'225'225'225$5($ 64)7+(,*+7
'225'225+(,*+7
0$,1
(175
$
1
&
(3$5.:$<6725<%5,&.&$5()$&,/,7<%8,/',1*)22735,17'225:22''(&.'225'225
'225'225'225
$'-$&(17
5
(
6
,
'(1&
%5,'
*
(
:
$
7
(
5
5
'
*$5$
*
(
)
/
2
2
5
(/(9
7+5(6
+
2
/
'
(/(9
7+5(
6
+
2
/
'
(/(9
7+5(6
+
2
/
'
(/(9
7+5(6
+
2
/
'
(/(9
7+5(6
+
2
/
'
(/(9
7+5(6+2/'(/(9 7+5(6+2/'(/(9 7+5(6
+
2
/
'
(/(9
7+5(
6
+
2
/
'
(/(9
7+5(6
+
2
/
'
(/(9
6%
6%
6%
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
)25&/$5,7<6$)(7<)(1&(52&.62&./(*(1'(526,21&21752/%/$1.(7.(<127(/(*(1'6,/7)(1&(6$)(7<)(1&(/,0,762)',6785%$1&(2))6(7
)25&/$5,7<,1/(73527(&7,21&216758&7,21(175$1&(52&.62&.$%&'()6,7(6800$5<5(*(1&<+263,7$/2)0,11($32/,6(;3$16,21727$//27$5($ $&(;,67,1*,03(59,286$5($ $&(;,67,1*3(59,286$5($ $&352326(',03(59,286$5($ $&352326('3(59,286$5($ $&727$/',6785%('$5($ $&(526,21$1'6(',0(17&21752/3/$13+$6(&5(*(1&<+263,7$/2)03/6(;3$16,216(/(&70(',&$/*2/'(19$//(<015(&(,9,1*%2'<2):$7(57+(6,7(',6&+$5*(6727+(&,7<672506(:(5/2&$7(',1:22'/$1'75$,/$1'8/7,0$7(/<',6&+$5*(72$5(*,21$/67250:$7(5321'$3352;,0$7(/<)((71257+($672)7+(6,7(1257+
123$5.,1*12
3$5.
,1*123$5.,1*123$5.
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
)25&/$5,7<6$)(7<)(1&(52&.62&./(*(1'(526,21&21752/%/$1.(7.(<127(/(*(1'6,/7)(1&(6$)(7<)(1&(/,0,762)',6785%$1&(2))6(7
)25&/$5,7<,1/(73527(&7,21&216758&7,21(175$1&(52&.62&.(526,21&21752/%/$1.(7$%&'()*(526,21$1'6(',0(17&21752/3/$13+$6(&5(*(1&<+263,7$/2)03/6(;3$16,216(/(&70(',&$/*2/'(19$//(<011257+1257+6,7(6800$5<5(*(1&<+263,7$/2)0,11($32/,6(;3$16,21727$//27$5($ $&(;,67,1*,03(59,286$5($$&(;,67,1*3(59,286$5($ $&352326(',03(59,286$5($ $&352326('3(59,286$5($$&727$/',6785%('$5($$&5(&(,9,1*%2'<2):$7(57+(6,7(',6&+$5*(6727+(&,7<672506(:(5/2&$7(',1:22'/$1'75$,/$1'8/7,0$7(/<',6&+$5*(72$5(*,21$/67250:$7(5321'$3352;,0$7(/<)((71257+($672)7+(6,7(
7KLVGRFXPHQWWRJHWKHUZLWKWKHFRQFHSWVDQGGHVLJQVSUHVHQWHGKHUHLQDVDQLQVWUXPHQWRIVHUYLFHLVLQWHQGHGRQO\IRUWKHVSHFLILFSXUSRVHDQGFOLHQWIRUZKLFKLWZDVSUHSDUHG5HXVHRIDQGLPSURSHUUHOLDQFHRQWKLVGRFXPHQWZLWKRXWZULWWHQDXWKRUL]DWLRQDQGDGDSWDWLRQE\.LPOH\+RUQDQG$VVRFLDWHV,QFVKDOOEHZLWKRXWOLDELOLW\WR.LPOH\+RUQDQG$VVRFLDWHV,QF6+((7180%(5.,0/(<+251$1'$662&,$7(6,1&(867,6675((768,7(673$8/013+21(:::.,0/(<+251&20.?6HOHFW0HGLFDO&RUSRUDWLRQ?&LYLO5HJHQF\+RVSLWDO*ROGHQ9DOOH\01?'HVLJQ?&$'?3ODQ6KHHWV?&(526'(7$,/6GZJ-DQXDU\SP%<5(9,6,2161R'$7(35(/,0,1$5<127)25&216758&7,21(526,21$1'6(',0(17&21752/'(7$,/6&5(*(1&<+263,7$/2)03/6(;3$16,216(/(&70(',&$/*2/'(19$//(<01
123$5.,1*12
3$5.
,1*123$5.,1*123$5.
,1*356725<+263,7$/$'',7,21%/'*)22735,17$5($6)/(9(/ ))(/(9(/ ))(
7<3
7<3
$$$$%%%%%%%%%%$//.////*(,,,$%&(((((((())))))),,******,:3527(&7(;,67,1*5(7$,1,1*:$//6*(;,67,1*75$,/
7<3
7<3
&29(5(''5,9(83(2222
7<3$
7<3
7<32
7<32-5
66$3
$5
5
,
,
77
$
&*
7<3
7<3$
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
&822&&&&9
::::::::1(
;(4
$$0<<=$$$<<
6,'(<$5'6(7%$&.)5217<$5'6(7%$&.6,'(<$5'6(7%$&.
%
,,
%
,
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
$1'287(5&85%('5$',,$5(72%(
81/(6627+(5:,6(127('675,3('5$',,$5(72%(
$//',0(16,216$1'5$',,$5(727+()$&(2)&85%81/(6627+(5:,6(127(' (;,67,1*6758&785(6:,7+,1&216758&7,21/,0,76$5(72%($%$1'21('5(029('255(/2&$7('$61(&(66$5<$//&2676+$//%(,1&/8'(',1%$6(%,' &2175$&7256+$//%(5(63216,%/()25$//5(/2&$7,21681/(6627+(5:,6(127('213/$16,1&/8',1*%87127/,0,7('72$//87,/,7,(667250'5$,1$*(6,*1675$)),&6,*1$/6 32/(6(7&$65(48,5('$//:25.6+$//%(,1$&&25'$1&(:,7+*29(51,1*$87+25,7,(65(48,5(0(176$1'352-(&76,7(:25.63(&,),&$7,216$1'6+$//%($33529('%<68&+$//&2676+$//%(,1&/8'(',1%$6(%,' 6,7(%281'$5<7232*5$3+<87,/,7<$1'52$',1)250$7,217$.(1)520$6859(<%<.(03(5 $662&,$7(6,1&'$7('.,0/(<+251$6680(612/,$%,/,7<)25$1<(55256,1$&&85$&,(62520,66,216&217$,1('7+(5(,1 727$//$1'$5($,6$&5(6 3</2102180(176,*166+$//%(&216758&7('%<27+(566,*16$5(6+2:1)25*5$3+,&$/ ,1)250$7,21$/385326(621/<&2175$&725729(5,)<6,=(/2&$7,21$1'$1<5(48,5('3(50,761(&(66$5<)257+(&216758&7,212)7+(3</2102180(176,*1 &2175$&7256+$//5()(5(1&($5&+0(33/$16)256,7(/,*+7,1*$1'(/(&75,&$/3/$1 12352326('/$1'6&$3,1*68&+$675((6256+58%6$%29($1'81'(5*5281'6758&785(62527+(52%6758&7,2166+$//%(/2&$7(':,7+,1(;,67,1*25352326('87,/,7<($6(0(176$1'5,*+762):$<81/(6663(&,),&$//<127('213/$1627+(5:,6( 5()(572),1$/3/$725$/7$6859(<)25(;$&7/27$1'3523(57<%281'$5<',0(16,216 $//$5($6$5(5281'('727+(1($5(67648$5()227 $//',0(16,216$5(5281'('727+(1($5(677(17+)227 $//3$5.,1*67$//672%(
,1:,'7+$1'
,1/(1*7+81/(6627+(5:,6(,1',&$7('1257+6,7(3/$1&5(*(1&<+263,7$/2)03/6(;3$16,216(/(&70(',&$/*2/'(19$//(<01%8,/',1*'$7$6800$5<$5($6352326('3523(57< $&',6785%('$5($ $&(;,67,1*,03(59,286$5($ $&(;,67,1*3(59,286$5($ $&352326(',03(59,286$5($ $&352326('3(59,286$5($ $&(;%8,/',1*$5($*)$35%8,/',1*)22735,17*)$3$5.,1*(;,67,1*3$5.,1* 63$&(6352326('3$5.,1* 63$&(6$'$67$//65(4
'3529,'('67$//667$//63523(57<6800$5<=21,1*6800$5<(;,67,1*=21,1*,,167,787,21$/',675,&7352326('=21,1*,,167,787,21$/',675,&7%8,/',1*6(7%$&.6)5217
$/21*52:6,'(
5($5
356725<+263,7$/$'',7,21%/'*)22735,17$5($6)/(9(/ ))(/(9(/ ))(&2
&2
'81'(5*5281',1),/75$7,216<67(0672507(&+0&&+$0%(5625(48,9$/(17727$/6725$*(&)%277202)6721(%277202)&+$0%(57232)&+$0%(57232)6721(:4(727$/:$7(548$/,7<92/80(&)<5+:/6((6+((7&)25025(6<67(0'(7$,/6
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
:,'(&(17(5('21672503,3(,)/(667+$1
2)&29(5,13$9(0(17$5($6$1'/(667+$1
2)&29(5,1/$1'6&$3($5($6 522)'5$,1,19(57&211(&7,216$77+(%8,/',1*6+$//%($7(/(9$7,2125/2:(581/(66127('27+(5:,6(5()(5(1&(0(33/$16)25522)'5$,1&211(&7,21 $//672506(:(5&211(&7,2166+$//%(*$6.(7('$1':$7(57,*+7,1&/8',1*0$1+2/(&211(&7,216 $//672506(:(53,3(6+$//%($,57(67(',1$&&25'$1&(:,7+7+(&855(173/80%,1*&2'( 0$,17$,1$0,1,0802)6/23(,1%,780,12863$9(0(17$5($66/23(,1&21&5(7(3$9(0(17$5($6 &2175$&7256+$//5(9,(:3$9(0(17*5$',(17$1'&216758&7,1)$//&85%:+(5(3$9(0(17'5$,1672:$5'*877(5$1'287)$//&85%:+(5(3$9(0(17'5$,16$:$<)520*877(5352326('672506(:(53523(57</,1((;,67,1*&217285352326('&217285352326('6327(/(9$7,21/(*(1'352326('+,*+32,17(/(9$7,21+3352326('/2:32,17(/(9$7,21352326('*877(5(/(9$7,21352326('7232)&85%(/(9$7,21352326(')/86+3$9(0(17(/(9$7,21/3*7352326('(0(5*(1&<29(5)/2:7*(2)352326('$'$6/23(0(0$7&+(;,67,1*(/(9$7,21352326('672500$1+2/(5281',1/(7&$67,1*352326('672500$1+2/(&$7&+%$6,1&85%,1/(7&$67,1*352326('672506(:(5&/(1287&21257+/(*(1'*5$',1*3/$1&5(*(1&<+263,7$/2)03/6(;3$16,216(/(&70(',&$/*2/'(19$//(<0167250:$7(56800$5<67250(9(1735('(9(/23('4&)63267'(9(/23('4&)6<($5 <($5 <($5
123$5.,1*12
3$5.
,1*123$5.,1*123$5.
,1*356725<+263,7$/$'',7,21%/'*)22735,17$5($6)/(9(/ ))(/(9(/ ))(
67250:$7(50$1$*(0(176<67(0'(7$,/63529,'('216+((7&6$1,7$5<6(:(56&+('8/(6758&785(12(;66:566:566:566:566:5$66:566:5$66:5%66:5&66:5'66:56758&785(&$67,1*7<3(&211(&772(;66:56758&785(&211(&772(;66:5/,1(&2175$&725729(5,)<,(3,3(%(1';:<(&211(&7,2135%/'*&211(&7,216((0(3 $5&+3/$16;;:<(&211(&7,21287/(72)2,/,17(5&(3725,1/(72)2,/,17(5&(37253,3(%(1'35%/'*&211(&7,216((0(3 $5&+3/$16;:<(&211(&7,215,0*5$7((/(9$7,21,19(57(/(9$7,21,16(6:6:6:1::6:6:1:6:1:3,3(6,=(,13,3(6/23(,1,19(57(/(9$7,212871(1:1(6(1(1(1(6((3,3(6,=(2873,3(6/23(2873,3(0$7(5,$/39&39&39&39&39&39&39&39&39&6$1,7$5<6(:(56&+('8/(6758&785(1266:5$66:566:5$66:566:5$66:566:5$66:566:5$6758&785(&$67,1*7<3(35%/'*&211(&7,216((0(3 $5&+3/$16;:<(&211(&7,2135%/'*&211(&7,216((0(3 $5&+3/$16;:<(&211(&7,2135%/'*&211(&7,216((0(3 $5&+3/$16;:<(&211(&7,2135%/'*&211(&7,216((0(3 $5&+3/$16;:<(&211(&7,2135%/'*&211(&7,216((0(3 $5&+3/$165,0*5$7((/(9$7,21,19(57(/(9$7,21,16:1:6:1:6:1:1:3,3(6,=(,13,3(6/23(,1,19(57(/(9$7,212876(1(6(1(6(1(6(1(6(3,3(6,=(2873,3(6/23(2873,3(0$7(5,$/39&39&39&39&39&39&39&39&39&7KLVGRFXPHQWWRJHWKHUZLWKWKHFRQFHSWVDQGGHVLJQVSUHVHQWHGKHUHLQDVDQLQVWUXPHQWRIVHUYLFHLVLQWHQGHGRQO\IRUWKHVSHFLILFSXUSRVHDQGFOLHQWIRUZKLFKLWZDVSUHSDUHG5HXVHRIDQGLPSURSHUUHOLDQFHRQWKLVGRFXPHQWZLWKRXWZULWWHQDXWKRUL]DWLRQDQGDGDSWDWLRQE\.LPOH\+RUQDQG$VVRFLDWHV,QFVKDOOEHZLWKRXWOLDELOLW\WR.LPOH\+RUQDQG$VVRFLDWHV,QF6+((7180%(5.,0/(<+251$1'$662&,$7(6,1&(867,6675((768,7(673$8/013+21(:::.,0/(<+251&20.?6HOHFW0HGLFDO&RUSRUDWLRQ?&LYLO5HJHQF\+RVSLWDO*ROGHQ9DOOH\01?'HVLJQ?&$'?3ODQ6KHHWV?&87,/,7<3/$1GZJ-DQXDU\SP%<5(9,6,2161R'$7(35(/,0,1$5<127)25&216758&7,2187,/,7<3/$1127(6 $//),//0$7(5,$/,672%(,13/$&($1'&203$&7('%()25(,167$//$7,212)352326('87,/,7,(6 6$1,7$5<6(:(53,3(6+$//%($6)2//2:639&6'53(5$670')253,3(6/(667+$1
'((3 39&6'53(5$670')253,3(6025(7+$1
'((339&6&+('8/(3(5$670''8&7,/(,5213,3(3(5$::$& :$7(5/,1(66+$//%($6)2//2:6$1'/$5*(539&&3(5$670'&/$6681'(5&2817<52$'627+(5:,6(&/$66$1'/$5*(5'8&7,/(,5213,3(3(5$::$&60$//(57+$13,3,1*6+$//%(&233(578%(7<3(.3(5$16,2539&36,3(5$670'$1'' 0,1,08075(1&+:,'7+6+$//%()((7 $//:$7(5-2,176$5(72%(0(&+$1,&$/-2,176:,7+5(675$,17668&+$67+5867%/2&.,1*:,7+67$,1/(6667((/25&2%$/7%/8(%2/7625$6,1',&$7(',17+(&,7<63(&,),&$7,216$1'352-(&7'2&80(176 $//87,/,7,(66+28/'%(.(377(1
$3$573$5$//(/25:+(1&5266,1*9(57,&$/&/($5$1&(2876,'(('*(2)3,3(722876,'(('*(2)3,3(256758&785( &2175$&7256+$//0$,17$,1$0,1,0802)
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
1257+/(*(1'87,/,7<3/$1&5(*(1&<+263,7$/2)03/6(;3$16,216(/(&70(',&$/*2/'(19$//(<01.(<127(/(*(1'&211(&772(;,67,1*:$7(50$,1&211(&772(;,67,1*:$7(50$,1&2175$&725729(5,)</2&$7,213,3(%(1'),5(:756(59,&('20(67,&:756(59,&(),5(+<'5$17$66(0%/<:757((*$7(9$/9(*$7(9$/9()'&/2&$7,21&211(&772(;,67,1**$6/,1(&225',1$7(:,7+87,/,7<&203$1<7(/(3+21(&211(&7,21&225',1$7(:,7+87,/,7<&203$1<81'(5*5281'(/(&75,&&211(&7,21&225',1$7(:,7+87,/,7<&203$1<81'(5*5281'(/(&75,&/,1(81'(5*5281'7(/(3+21(/,1(75$16)250(5%<27+(56*$6/,1(&+,//(566((0(33/$16$%29(*5381')8(/7$1.66((0(33/$16;:75&5266*$//212,/,17(5&(3725(/(&75,&0$1+2/(6((0(33/$16*$60(7(56((0(33/$16$%&'()*+,-./0123456789:$%&&&&&''((()**&+./011222564446750:75;,1*0$,17$,12)9(57,&$/6(3$5$7,216750:75;,1*0$,17$,12)9(57,&$/6(3$5$7,21&211(&772:75/,1(6
)520%8,/',1*6((0(33/$16)25&217,18$7,2166:5:75;,1*0$,17$,12)9(57,&$/6(3$5$7,21&7+%3527(&7(;,67,1*+<'5$17$66(0%/<11,+675066:5;,1*0$,17$,12)9(57,&$/6(3$5$7,2128)8785(/,48,'3523$1(6725$*(7$1.6$1',1)5$6758&785()8785(%2//$5'67<3(;',(6(/7$1.725(0,$1(0(5*(1&<2;<*(1&211(&7,216((0(33/$16)25&217,18$7,21356/((9()25)8785(/3*$66833/<3,3,1*(;*$//218*)8(/6725$*(7$1.725(0$,135)8(//,1(9+3:(;/,48,'2;<*(17$1.6725(0$,111
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
)/2:(;,67,1*68%*5$'(,1/(7
)/2:35(&$67&21&5(7(0$1+2/(6(&7,21',$0$1+2/(67(362&,1/(7)/2:672507(&+(1'&$3 8321&203/(7,212)7+(67250:$7(5%03$1'),1$/67$%,/,=$7,212)7+(75,%87$5<'5$,1$*($5($7+(&2175$&7256+$//3529,'('2&80(17$7,217+$7$)7(5$6,*1,),&$175$,1(9(177+(%036'5$:6'2:1:,7+,1+2856 12&216758&7,21(48,30(176+$//75$9(/:,7+,17+(,1),/75$7,2125),/75$7,21%03$5($686((;&$9$725:,7+7227+('%8&.(7)25,1),/75$7,21%$6,1(;&$9$7,2172$92,'&203$&7,1*2560($5,1*2)62,/6 ),1$/(;&$9$7,212),1),/75$7,216:$/($5($$1'25685)$&(),/75$7,21%$6,1$1',167$//$7,212)(1*,1((5('62,/08672&&85,1'5<62,/&21',7,2167235(9(1760($5,1*$1'&203$&7,21'2127:25.,1,1),/75$7,216<67(0$5($,)62,/&21',7,216$5(:(7 ,00(',$7(/<)2//2:,1*%03&216758&7,217+((;&$9$7,216+$//%(3527(&7(':,7+6,/7)(1&($1'25%,252//668&+7+$7216,7(62,/6'2127(17(57+(75(1&+(;&$9$7,21$1'&/2*837+(%277206,'(62)7+(75(1&+/,0,7,1*7+(,1),/75$7,21&$3$&,7<2)7+(81'(5*5281'6<67(0 ,)$1<62,/6(17(57+(%03$5($635,2572),1$/67$%,/,=$7,217+(&2175$&7256+$//5(029(62,/6$1'&21),507+(,1),/75$7,21&$3$&,7<2)7+(1$7,9(68%*5$'(62,/6,60(7:,7+,1),/7520(7(57(676 &2175$&7256+$//&225',1$7($1'&203/(7(&(57,),('$6%8,/73/$16'(021675$7,1*$//&216758&7('67250:$7(5&219(<$1&(6758&785(6$1'67250:$7(50$1$*(0(17)$&,/,7,(6,1&/8',1*$6%8,/792/80(6&21)25072'(6,*1$1'253/$16$6$33529('%<7+(&,7< 67250:$7(50$1$*(0(17$5($672%(.(372))/,1(817,/',6785%('$5($6$5(5(6725(',)1273266,%/(6<67(060867%(&/($1('28735,2572&(57,),&$7(2)2&&83$1&<67250:$7(5%03127(6,1),/75$7,216:$/(127(6 &2175$&725723529,'('28%/(5,1*,1),/7520(7(57(676:,7+,17+(,1),/75$7,216:$/((;&$9$7,21$5($7+(&2175$&7256+$//3529,'(7+(5(68/76727+((1*,1((5)255(9,(:$1'$33529$/ &2175$&7256+$//29(5(;&$9$7($//8168,7$%/(62,/6$61(&(66$5<726,/7<1$7,9(62,/6(;&$9$7,216+$//%(5(3/$&(':,7+68,7$%/((1*,1((5('),//0((7,1*7+(01'2763(&,),&$7,21)25&2$56(),/7(5$**5(*$7(3(56(&7,21+ ,)1$7,9(68%*5$'(62,/6$5('(7(50,1('72127%(&21'8&,9(727+('(6,*1,1),/75$7,215(48,5(0(1767+(&2175$&7256+$//5(029($1'5(3/$&(7+(3225/<,1),/75$7,1*62,/672$'(37+:+(5(7+((;,67,1*1$7,9(68%*5$'(62,/60((725(;&(('7+('(6,*1,1),/75$7,215$7($65(9,(:('%<7+((1*,1((57+('(6,*1,1),/75$7,215$7(:,7+,17+(,1),/75$7,216:$/(6$5(,1&+(63(5+285
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
'''''''$$$$$%%%%$%0*/6:+3%+6&%6%(6:/&*/6%(6:/&01<$%06(0&%6%+6:+359%%(6'%+6(0*/63:::/&3::6(03::+21:/&*/6%(6:/&*/6%(666&6(0&%6:/&*/6*/6:/&(&$&%6%+6:+3&%6%+6'*/6$%01:66*-$%01:6''':+3&%6%+6:+359%'%+%(659%6:26(0:+3&%6%+6:+3&%6%+6:+3&%6%+6:+359%6(0+21%+6:+301<:/&1,13::1:6'01<3:::/&$1+01<5$6%%:+3&%6%+659%123$5.,1*123$5
.,
1*123$5.,1*12
3$5.
,1*356725<+263,7$/$'',7,21%/'*)22735,17$5($6)/(9(/ ))(/(9(/ ))(&21,)(528675((&2'(47<%27$1,&$/1$0(&200211$0(&217&$/6,=(%+6 3,&($*/$8&$C'(16$7$C %/$&.+,//66358&( % % C+7&%63,&($381*(16 &2/25$'26358&( % % C+71:6 3,&($$%,(6 125:$<6358&( % % C+7:+3 3,1866752%86 :+,7(3,1(% % C+7251$0(17$/75((&2'(47<%27$1,&$/1$0(&200211$0(&217&$/6,=(59% %(78/$1,*5$5,9(5%,5&+08/7,7581. % % C+766& 0$/86;C635,1*612:C 635,1*612:&5$%$33/( % % &$/29(56725<75((&2'(47<%27$1,&$/1$0(&200211$0(&217&$/6,=($%0 $&(5;)5((0$1,,C$87801%/$=(C $87801%/$=(0$3/( % % &$/+21 */(',76,$75,$&$17+26,1(50,6C6.<&2/(C70 6.</,1(+21(</2&867 % % &$/6:2 48(5&86%,&2/25 6:$03:+,7(2$. % % &$/&21,)(52866+58%6&2'(47<%27$1,&$/1$0(&200211$0(&21763$&,1*6,=(01< -81,3(586&+,1(16,6C0$1(<,C0$1(<-81,3(5 &217 C2&6*- -81,3(586&+,1(16,6C6($*5((1C 6($*5((1-81,3(5 &217 C2&'(&,'82866+58%6&2'(47<%27$1,&$/1$0(&200211$0(&21763$&,1*6,=($1+ +<'5$1*($$5%25(6&(16C$11$%(//(C $11$%(//(+<'5$1*($ &217 C2&'%+ ',(59,//$/21,&(5$ ':$5)%86++21(<68&./( &217 C2&*/6 5+86$520$7,&$C*52/2:C *52/2:)5$*5$17680$& &217 C2&1,1 3+<62&$5386238/,)2/,86 1,1(%$5.&217 C2&6(0 625%$5,$625%,)2/,$C6(0C6(0)$/6(63,5($ &217 C2&3(5(11,$/6&2'(47<%27$1,&$/1$0(&200211$0(&2176,=(63$&,1*63$&,1*%(6 58'%(&.,$)8/*,'$C*2/'67850C %/$&.(<('686$1 &217 2& RF3:: (&+,1$&($;C32::2::,/'%(55<C 32::2::,/'%(55<&21()/2:(5 &217 2& RF5$6 $67,/%(-$321,&$C5+,1(/$1'C 5+,1(/$1'$67,%/( &217 2&RF:/& 1(3(7$;)$$66(1,,C:$/.(56/2:C :$/.(56/2:&$70,17 &2172& RF3/$176&+('8/(7KLVGRFXPHQWWRJHWKHUZLWKWKHFRQFHSWVDQGGHVLJQVSUHVHQWHGKHUHLQDVDQLQVWUXPHQWRIVHUYLFHLVLQWHQGHGRQO\IRUWKHVSHFLILFSXUSRVHDQGFOLHQWIRUZKLFKLWZDVSUHSDUHG5HXVHRIDQGLPSURSHUUHOLDQFHRQWKLVGRFXPHQWZLWKRXWZULWWHQDXWKRUL]DWLRQDQGDGDSWDWLRQE\.LPOH\+RUQDQG$VVRFLDWHV,QFVKDOOEHZLWKRXWOLDELOLW\WR.LPOH\+RUQDQG$VVRFLDWHV,QF6+((7180%(5.,0/(<+251$1'$662&,$7(6,1&(867,6675((768,7(673$8/013+21(:::.,0/(<+251&20.?6HOHFW0HGLFDO&RUSRUDWLRQ?&LYLO5HJHQF\+RVSLWDO*ROGHQ9DOOH\01?'HVLJQ?&$'?3ODQ6KHHWV?//$1'6&$3(3/$1GZJ-DQXDU\SP%<5(9,6,2161R'$7(35(/,0,1$5<127)25&216758&7,211257+/$1'6&$3(3/$1/5(*(1&<+263,7$/2)03/6(;3$16,216(/(&70(',&$/*2/'(19$//(<01
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
/08/&+$73/$17,1*$5($63$'('('*(96+$3(':,'7+'(37+025(9(57,&$/21/$:16,'(/$:1*5$66),1,6+('*5$'(%8,/',1*(;7(5,25:$//3529,'(326,7,9('5$,1$*($:$<)520%8,/',1*63(&,),('52&.08/&+
0$,17(1$1&(675,3('*(5$663(&,),('62,/0,;72%(0,1,0802)%(/2:('*,1*72372$//2:)25$'(48$7(/,3)2508/&+63(&,),('62,/0,;),1,6+*5$'()25/$:10$,17(1$1&(675,3'(7$,/6&$/(
/ &2175$&7256+$//&217$&7&20021*5281'$//,$1&($725&$//&20729(5,)</2&$7,2162)$//81'(5*5281'87,/,7,(635,2572,167$//$7,212)$1<3/$17625/$1'6&$3(0$7(5,$/ $&78$//2&$7,212)3/$170$7(5,$/,668%-(&772),(/'$1'6,7(&21',7,216 123/$17,1*:,//%(,167$//('817,/$//*5$',1*$1'&216758&7,21+$6%((1&203/(7(',17+(,00(',$7($5($ $//68%67,787,2160867%($33529('%<7+(/$1'6&$3($5&+,7(&735,257268%0,66,212)$1<%,'$1'254827(%<7+(/$1'6&$3(&2175$&725 &2175$&7256+$//3529,'(7:2<($5*8$5$17((2)$//3/$170$7(5,$/67+(*8$5$17((%(*,16217+('$7(2)7+(/$1'6&$3($5&+,7(&7
6252:1(5
6:5,77(1$&&(37$1&(2)7+(,1,7,$/3/$17,1*5(3/$&(0(173/$170$7(5,$/6+$//+$9($21(<($5*8$5$17((&200(1&,1*83213/$17,1* $//3/$17672%(63(&,0(1*5$'(0,11(627$*52:1$1'25+$5'<63(&,0(1*5$'(6+$//$'+(5(72%87,6127/,0,7('%<7+()2//2:,1*67$1'$5'6$//3/$1766+$//%()5(()520',6($6(3(676:281'66&$56(7&$//3/$1766+$//%()5(()520127,&($%/(*$36+2/(625'()250,7,(6$//3/$1766+$//%()5(()520%52.(125'($'%5$1&+(6$//3/$1766+$//+$9(+($9<+($/7+<%5$1&+,1*$1'/($),1*&21,)(528675((66+$//+$9($1(67$%/,6+('0$,1/($'(5$1'$+(,*+772:,'7+5$7,22)12/(667+$1 3/$176720((7$0(5,&$167$1'$5')251856(5<672&.$16,=250267&855(179(56,215(48,5(0(176)256,=($1'7<3(63(&,),(' 3/$17672%(,167$//('$63(501/$ $16,67$1'$5'3/$17,1*35$&7,&(6 3/$1766+$//%(,00(',$7(/<3/$17('8321$55,9$/$76,7(3523(5/<+((/,10$7(5,$/6,)1(&(66$5<7(0325$5<21/< 35,25723/$17,1*),(/'9(5,)<7+$77+(5227&2//$55227)/$,5,6/2&$7('$77+(7232)7+(%$//(' %85/$375((,)7+,6,61277+(&$6(62,/6+$//%(5(029(''2:1727+(5227&2//$55227)/$,5:+(17+(%$//(' %85/$375((,63/$17('7+(5227&2//$55227)/$,56+$//%((9(1256/,*+7/<$%29(),1,6+('*5$'( 23(17232)%85/$321%%0$7(5,$/65(029(327213277('3/$17663/,7$1'%5($.$3$573($73276 3581(3/$176$61(&(66$5<3(567$1'$5'1856(5<35$&7,&($1'72&255(&73225%5$1&+,1*2)(;,67,1*$1'352326('75((6 :5$3$//60227+%$5.('75((6)$67(1723$1'%277205(029(%<$35,/67 67$.,1*2)75((6$65(48,5('5(326,7,213/80%$1'67$.(,)1273/80%$)7(521(<($5 7+(1((')2562,/$0(1'0(1766+$//%('(7(50,1('83216,7(62,/&21',7,21635,25723/$17,1*/$1'6&$3(&2175$&7256+$//127,)</$1'6&$3($5&+,7(&7)257+(1(('2)$1<62,/$0(1'0(176 %$&.),//62,/$1'72362,/72$'+(5(7201'2767$1'$5'63(&,),&$7,216(/(&772362,/%2552:$1'72%((;,67,1*72362,/)5206,7()5((2)5227652&.6/$5*(57+$121(,1&+68%62,/'(%5,6$1'/$5*(:(('681/(6663(&,),('27+(5:,6(0,1,080'(37+72362,/)25$///$:1*5$66$5($6$1''(37+72362,/)2575((6+58%6$1'3(5(11,$/6 08/&+72%($7$//75((6+58%3(5(11,$/$1'0$,17(1$1&($5($675(($1'6+58%3/$17,1*%('66+$//+$9('(37+2)'28%/(6+5(''('+$5':22'08/&+'28%/(6+5(''('+$5':22'08/&+72%(86('$5281'$//3/$176:,7+,1785)$5($63(5(11,$/$1'251$0(17$/*5$66%('66+$//+$9('(37+'28%/(6+5(''('+$5':22'08/&+08/&+72%()5((2)'(/(7(5,2860$7(5,$/$1'&2/25('5('25$33529('(48$/52&.08/&+72%(%8))/,0(6721(72',$0(7(5$70,1,080'(37+25$33529('(48$/52&.08/&+72%(21&200(5&,$/*5$'(),/7(5)$%5,&%<7<3$525$33529('(48$/:,7+12(;32685(08/&+$1')$%5,&72%($33529('%<2:1(535,2572,167$//$7,2108/&+720$7&+(;,67,1*&21',7,216:+(5($33/,&$%/( ('*,1*72%(&200(5&,$/*5$'(9$//(<9,(:%/$&.',$021'25(48$/32/<('*,1*2563$'('('*($6,1',&$7('32/<('*,1*6+$//%(3/$&(':,7+60227+&859(6$1'67$.(':,7+0(7$/63,.(612*5($7(57+$1)22721&(17(5:,7+%$6(2)723%($'$7*5$'()2502:(5672&87$%29(:,7+287'$0$*(87,/,=(&85%6$1'6,'(:$/.6)25('*,1*:+(5(3266,%/(63$'('('*(723529,'(96+$3(''(37+$1':,'7+72&5($7(6(3$5$7,21%(7:((108/&+$1'*5$66,1',9,'8$/75((6+58%255$,1*$5'(1%('672%(63$'('('*(81/(66127('27+(5:,6(('*,1*720$7&+(;,67,1*&21',7,216:+(5($33/,&$%/( ('*,1*72%(&200(5&,$/*5$'(&2/0(725(48$/67((/('*,1*7+,&.&2/25%/$&.2563$'('('*($6,1',&$7('67((/('*,1*6+$//%(3/$&(':,7+60227+&859(6$1'67$.(':,7+0(7$/63,.(612*5($7(57+$1)22721&(17(5:,7+7232)('*(5$7*5$'()2502:(5672&87$%29(:,7+287'$0$*(87,/,=(&85%6$1'6,'(:$/.6)25('*,1*:+(5(3266,%/(63$'('('*(723529,'(96+$3(''(37+$1':,'7+72&5($7(6(3$5$7,21%(7:((108/&+$1'*5$66,1',9,'8$/75((6+58%255$,1*$5'(1%('672%(63$'('('*(81/(66127('27+(5:,6(('*,1*720$7&+(;,67,1*&21',7,216:+(5($33/,&$%/( $//',6785%('$5($672%(62''('256(('('81/(6627+(5:,6(127('3$5.,1*/27,6/$1'672%(62''(':,7+6+5(''('+$5':22'08/&+$5281'$//75((6$1'6+58%662'72%(67$1'$5'0,11(627$*52:1$1'+$5'<%/8(*5$660,;)5((2)/$:1:(('6$//72362,/$5($672%(5$.('725(029('(%5,6$1'(1685('5$,1$*(6/23(62)25*5($7(56+$//%(67$.('6(('$663(&,),('$1'3(501'2763(&,),&$7,216,)127,1',&$7('21/$1'6&$3(3/$16(((526,21&21752/3/$1 3529,'(,55,*$7,2172$//3/$17('$5($6216,7(,55,*$7,216<67(072%('(6,*1%8,/'%</$1'6&$3(&2175$&725/$1'6&$3(&2175$&725723529,'(6+23'5$:,1*672/$1'6&$3($5&+,7(&7)25$33529$/35,2572,167$//$7,212),55,*$7,216<67(0&2175$&725723529,'(23(5$7,210$18$/6$6%8,/73/$16$1'1250$/352*5$00,1*6<67(06+$//%(:,17(5,=('$1'+$9(635,1*67$5783'85,1*),567<($52)23(5$7,216<67(06+$//+$9(21(<($5:$55$17<21$//3$576$1'/$%25$//,1)250$7,21$%287,167$//$7,21$1'6&+('8/,1*&$1%(2%7$,1(')5207+(*(1(5$/&2175$&725 &2175$&7256+$//3529,'(1(&(66$5<:$7(5,1*2)3/$170$7(5,$/6817,/7+(3/$17,6)8//<(67$%/,6+('25,55,*$7,216<67(0,623(5$7,21$/2:1(5:,//1273529,'(:$7(5)25&2175$&725 5(3$,55(3/$&(253529,'(62'6(('$65(48,5(')25$1<52$':$<%28/(9$5'$5($6$'-$&(17727+(6,7(',6785%(''85,1*&216758&7,21 5(3$,5$//'$0$*(723523(57<)5203/$17,1*23(5$7,216$712&267722:1(5 5$,1*$5'(1127(3529,'($1',167$//(526,21&21752/%/$1.(7$75$,1*$5'(1$5($6,'(6/23(6$)7(5$//3/$17,1*+$9(%((1,167$//('%/$1.(772%(21(6($621*(2-87(01'27&$7(*25<675$:6:22'),%(5625$33529('(48$/%/$1.(772%(29(5/$33('%<$1'$1&+25('%<62'67$3/(63/$&(%/$1.(73(53(1',&8/$5727+(6/23(75(1&+,1('*(62)%/$1.(7$5($7235(9(1781'(50,1,1*3529,'(6,/7)(1&($77232)6/23($61(('('6+5(''('+$5':22'08/&+720$7&+27+(5352-(&73/$17,1*08/&+3/$&('(37+2)08/&+$7$//3/$17,1*$1'(526,21&21752/%/$1.(7$5($12),/7(5)$%5,&6((5$,1*$5'(1'(7$,/)25)857+(5,1)250$7,215$,1*$5'(1723529,'(3523(5,1),/75$7,21$1''5$,1$*(5(48,5(0(1763(5(1*,1((56$33529$/ 0$,17$,175((66+58%6$1'27+(53/$176817,/352-(&7&203/(7,21%87,112&$6(/(667+$1)2//2:,1*3(5,2'<($5$)7(5352-(&7&203/(7,210$,17$,175((66+58%6$1'27+(53/$176%<3581,1*&8/7,9$7,1*$1':((',1*$65(48,5(')25+($/7+<*52:7+5(6725(3/$17,1*6$8&(567,*+7(1$1'5(3$,567$.($1'*8<68332576$1'5(6(775((6$1'6+58%6723523(5*5$'(6259(57,&$/326,7,21$65(48,5('5(6725(255(3/$&('$0$*(':5$33,1*6635$<$65(48,5('72.((375((6$1'6+58%6)5((2),16(&76$1'',6($6(5(3/(1,6+08/&+727+(5(48,5(''(37+0$,17$,1/$:16)25'$<6$)7(5,167$//,1*62',1&/8',1*02:,1*:+(162'5(&,7(6´,1+(,*+7:(('3/$17,1*%('6$1'08/&+6$8&(56$70,1,08021&($0217+'85,1*7+(*52:,1*6($6213529,'($0217+/<5(3257727+(2:1(521:((',1*$1'27+(50$,17(1$1&(5(63216,%,/,7,(6/$1'6&$3(127(6/$1'6&$3('(7$,/6/5(*(1&<+263,7$/2)03/6(;3$16,216(/(&70(',&$/*2/'(19$//(<01
OFFICEOFFICECORRIDORW.C.W.C.VESTIBULEBOILERROOMRECEPTIONLOBBYCLOSETCLOSETMEN'SLOCKERS83)(&8383'15()5()5()5()33( 33(83'183*(1(5$7250$,132:(5(0(5*(1&<32:(50(&+$1,&$/+5$'0,72)),&(2)),&(2)),&(2)),&(2)),&(2)),&(&21)(5(1&(:$,7,1*9(67,%8/(:25.5(&(37,21635,1./(5*5$9(/*5281'&29(5,1**5$9(/*5281'&29(5,1*1(:&216758&7,21(;,67,1*&216758&7,211(:&216758&7,21(;,67,1*&216758&7,21(/(9$725($6767$,5$5($$$5($%$5($$$5($%35,9$7(35,9$7(35,9$7(35,9$7(72,/(7$72,/(7$72,/(7$72,/(7$72,/(7$35,9$7(35,9$7(35,9$7(35,9$7(72,/(7$72,/(7$72,/(735,9$7(35,9$7(35,9$7(35,9$7(72,/(7$72,/(7$(/(&35,9$7(35,9$7(72,/(7$72,/(7$35,9$7(35,9$7(72,/(7$72,/(7$35,9$7(35,9$7(72,/(7$72,/(7$35,9$7(72,/(7$72,/(735,9$7(35,9$7(72,/(772,/(7$6725$*(',&71856(683(59,625+80,',),(5-$1,725&/($1+2/',1*62,/('+2/',1*&/($1/,1(167$))/281*(0('1285,6+&(175$/%$7+,1*,1',9,'8$/2)6,=(,62/$7,21,1',9,'8$/2)6,=(72,/(7$72,/(7$72,/(7$,1',9,'8$/2)6,=(,1',9,'8$/2)6,=(72,/(7$72,/(7$,1',9,'8$/2)6,=($17(%'$<5220',1,1*)$0,/<2)),&(7'5',&71(:&216758&7,21(;,67,1*&216758&7,211(:&216758&7,21(;,67,1*&216758&7,21(/(9$7251856(67$7,211856(67$7,2172,/(7$($6767$,5$5($$$5($%$5($$$5($%3/$11257+.(<3/$1$5($$ $5($%(;,67,1*'$7(352-(&7180%(56+((7180%(55(9,6,2166($/352-(&71$0(6+((71$0(0DLQ6WUHHW6XLWH1RUWK/LWWOH5RFN$53KRQHZZZWDJJDUFKFRP*:*$5&+,7(&785(3//&$%&'($%&'(127)25&216758&7,21$(29(5$//)/2253/$16*2/'(19$//(<0,11(627$5(*(1&<+263,7$/%('(;3$16,21-$18$5<&'68%0,77$/6(73/$11257+3/$11257+
$VW)/22529(5$//3/$1 $'',7,2112 '(6&5,37,21 '$7(
&QG)/22529(5$//3/$1 $'',7,21
)(&83832)),&((2)),&((2)),&((2)),&((:25.5220(),/(5220(&255,'25(5(&(37,21(2)),&((6725$*((/2%%<(6+(//63$&(&255,'25(&255,'25('$7(352-(&7180%(56+((7180%(55(9,6,2166($/352-(&71$0(6+((71$0(0DLQ6WUHHW6XLWH1RUWK/LWWOH5RFN$53KRQHZZZWDJJDUFKFRP*:*$5&+,7(&785(3//&$%&'($%&'(127)25&216758&7,21$($VW)/2253/$15(129$7,21*2/'(19$//(<0,11(627$5(*(1&<+263,7$/%('(;3$16,21-$18$5<&'68%0,77$/6(712 '(6&5,37,21 '$7(1257+
$VW)/2253/$1 5(129$7,21
838383)(&83$'&''***(1(5$7250$,132:(5(0(5*(1&<32:(50(&+$1,&$/9(67,%8/(635,1./(5*5$9(/*5281'&29(5,1*1(:&216758&7,21(;,67,1*&216758&7,21$5($$$5($%$5($$$5($%$$($%'+%$'$&2817(5$&&(66&255,'25$$$$%&$($$$(%$&$$($$():(6767$,56725$*(:25.5220$:6(1*,1((52)),&(%$%%')&$$($$($$($$($$($$(*&//+5$'0,72)),&(2)),&(2)),&(2)),&(2)),&(2)),&(&21)(5(1&(:$,7,1*9(67,%8/(:25.5(&(37,21*5$9(/*5281'&29(5,1*1(:&216758&7,21(;,67,1*&216758&7,21(/(9$725$5($$$5($%$5($$$5($%$%)3529,'(352*5$00$%/(&21752/2)'225)25$)7(5+2856/2&.,1*$1'81/2&.,1*5((/(&75,&$&$5'5($'(5255(027(5(/($6(6+$//29(55,'( 23(1'2256$)7(5+2856$'$&2817(5$&&(66&255,'25&255,'25$($$($$($$($$$($$(%$(6$$(6667256$(&$$($$($$($$(&$(%,3$57,1*$8720$7,&'2253$&.$*(,17(5&20%(7:((1(175<$1'1856(67$7,21725(/($6('22563529,'(8//,67('5(027(5(/($6(%87721$71856(67$7,21725(/($6('2256&$5'.(<&21752//('$&&(66.(<3$'/2&.6(7$&&(66,17(5&200$67(567$7,210$*1(7,&'225+2/'23(10$*1(7,&'225+2/'23(1($&+/($)#602.(%$55,(5&21&5(7(02:675,3612786('12786('12786('12786('12786('12786('3529,'()8//+(,*+7)53$7(17,5(52203529,'(3/<:22'%(+,1'/289(5(':$//6<67(03529,'(3/<:22')5207232)%$6(72
+,*+,1'$7$5220612786('3529,'(+$1'5$,/&5$6+*8$5'5$,/:,7+$&529<1:$//3527(&7,2172$))3529,'(&251(5*8$5'6$72876,'(&251(563529,'(2$&529<1:$//3527(&7,21+,*+$%29(%$6(723$7$))3529,'(&251(5*8$5'6$7$//2876,'(&251(56,1&255,'256$1'$73$7,(1752206
+,*+7<3,&$/3529,'($&529<172$)):,7++$1'5$,/12786('0(',&$/*$6&211(&7,2165(0(3)'5$:,1*60(',&,1(',63(16,1*81,72)2,/2&.(563529,'(*<3680%2$5')855'2:17<3'5,1.,1*)2817$,1$1'+&'5,1.,1*)2817$,181,7',$/<6,6%2;(4),5((;7,1*8,6+(5&$%,1(7),5((;7,1*8,6+(5:,7+:$//02817%5$&.(7.12;%2;&225',1$7(/2&$7,21:,7+/2&$/),5('(379,(::,1'2::,7+,17(*5$/%/,1'79$1'79:$//02817%5$&.(7(42)&,3529,'(%/2&.,1*'(*5(('2256:,1*.((3:$//&/($512*8$5'5$,/+$1'5$,/%(+,1''2256:,1*3$,17(;326('&2/8016:,1780(6&(173$,1712786('12786('12786('12786('$,3+21()5205(&(,9,1*720$,17(1$1&(2)),&(12786('12786('%8,/',1*(;3$16,21-2,175((1/$5*(''(7$,/66+((7$(12786('5(&(66('33(&$%,1(76(('(7$"""$1''(7$""".(<('127(63/$11257+.(<3/$1$5($$ $5($%(;,67,1*'$7(352-(&7180%(56+((7180%(55(9,6,2166($/352-(&71$0(6+((71$0(0DLQ6WUHHW6XLWH1RUWK/LWWOH5RFN$53KRQHZZZWDJJDUFKFRP*:*$5&+,7(&785(3//&$%&'($%&'(127)25&216758&7,21$(VW)/2253/$1 $5($$ % $'',7,21*2/'(19$//(<0,11(627$5(*(1&<+263,7$/%('(;3$16,21-$18$5<&'68%0,77$/6(7
$VW)/2253/$1 $'',7,21 $5($$3/$11257+
&VW)/2253/$1 $'',7,21 $5($%3/$11257+12 '(6&5,37,21 '$7(
33( 33(83'183'15()5()5()5()83$'&35,9$7(35,9$7(35,9$7(35,9$7(72,/(7$72,/(7$72,/(7$72,/(7$72,/(7$35,9$7(35,9$7(35,9$7(35,9$7(72,/(7$72,/(7$72,/(735,9$7(35,9$7(35,9$7(35,9$7(72,/(7$72,/(7$(/(&35,9$7(35,9$7(72,/(7$72,/(7$35,9$7(35,9$7(72,/(7$72,/(7$35,9$7(35,9$7(72,/(7$72,/(7$35,9$7(2)),&(7'5',&7''**$($1(:&216758&7,21(;,67,1*&216758&7,211856(67$7,2172,/(7$$5($$$5($%$5($$$5($%&255,'25&255,'2572,/(7$72,/(7$72,/(7$$$('$(&+$$%6725$*(%,//$%/(121%,//$%/($($%$$$$$$$$$$$$$$$$$$$$%$(&$(%$(%$$(&5$6+&$5772,/(7$$($$()6725$*(7+(5$3<5220:(6767$,5$('$($$(%666666:666666666')$$($$($$($$(&$($$(72,/(7$$(35,9$7(35,9$7(72,/(7$72,/(7$(/(&72,/(7$72,/(735,9$7(35,9$7(72,/(772,/(7$6725$*(',&71856(683(59,625+80,',),(5-$1,725&/($1+2/',1*62,/('+2/',1*&/($1/,1(167$))/281*(0('1285,6+&(175$/%$7+,1*,1',9,'8$/2)6,=(,62/$7,21,1',9,'8$/2)6,=(72,/(7$72,/(7$72,/(7$,1',9,'8$/2)6,=(,1',9,'8$/2)6,=(72,/(7$72,/(7$,1',9,'8$/2)6,=($17(%6)'$<5220',1,1*)$0,/<'**&//1(:&216758&7,21(;,67,1*&216758&7,21(/(9$7251856(67$7,21$5($$$5($%$5($$$5($%&255,'25)$($$(&&$%$$$$$%$$$$&&255,'257,(5;;67$))$66,67('72,/(7$(%6LP$(%6LP$6LP$('$('$(&&$(&6LP$$(7$&5$6+&$5772,/(7$$((6$$(($6767$,566666666666$('$$($$($$($$(%,3$57,1*$8720$7,&'2253$&.$*(,17(5&20%(7:((1(175<$1'1856(67$7,21725(/($6('22563529,'(8//,67('5(027(5(/($6(%87721$71856(67$7,21725(/($6('2256&$5'.(<&21752//('$&&(66.(<3$'/2&.6(7$&&(66,17(5&200$67(567$7,210$*1(7,&'225+2/'23(10$*1(7,&'225+2/'23(1($&+/($)#602.(%$55,(5&21&5(7(02:675,3612786('12786('12786('12786('12786('12786('3529,'()8//+(,*+7)53$7(17,5(52203529,'(3/<:22'%(+,1'/289(5(':$//6<67(03529,'(3/<:22')5207232)%$6(72
+,*+,1'$7$5220612786('3529,'(+$1'5$,/&5$6+*8$5'5$,/:,7+$&529<1:$//3527(&7,2172$))3529,'(&251(5*8$5'6$72876,'(&251(563529,'(2$&529<1:$//3527(&7,21+,*+$%29(%$6(723$7$))3529,'(&251(5*8$5'6$7$//2876,'(&251(56,1&255,'256$1'$73$7,(1752206
+,*+7<3,&$/3529,'($&529<172$)):,7++$1'5$,/12786('0(',&$/*$6&211(&7,2165(0(3)'5$:,1*60(',&,1(',63(16,1*81,72)2,/2&.(563529,'(*<3680%2$5')855'2:17<3'5,1.,1*)2817$,1$1'+&'5,1.,1*)2817$,181,7',$/<6,6%2;(4),5((;7,1*8,6+(5&$%,1(7),5((;7,1*8,6+(5:,7+:$//02817%5$&.(7.12;%2;&225',1$7(/2&$7,21:,7+/2&$/),5('(379,(::,1'2::,7+,17(*5$/%/,1'79$1'79:$//02817%5$&.(7(42)&,3529,'(%/2&.,1*'(*5(('2256:,1*.((3:$//&/($512*8$5'5$,/+$1'5$,/%(+,1''2256:,1*3$,17(;326('&2/8016:,1780(6&(173$,1712786('12786('12786('12786('$,3+21()5205(&(,9,1*720$,17(1$1&(2)),&(12786('12786('%8,/',1*(;3$16,21-2,175((1/$5*(''(7$,/66+((7$(12786('5(&(66('33(&$%,1(76(('(7$"""$1''(7$""".(<('127(63/$11257+.(<3/$1$5($$ $5($%(;,67,1*'$7(352-(&7180%(56+((7180%(55(9,6,2166($/352-(&71$0(6+((71$0(0DLQ6WUHHW6XLWH1RUWK/LWWOH5RFN$53KRQHZZZWDJJDUFKFRP*:*$5&+,7(&785(3//&$%&'($%&'(127)25&216758&7,21$(QG)/2253/$1 $5($$ % $'',7,21*2/'(19$//(<0,11(627$5(*(1&<+263,7$/%('(;3$16,21-$18$5<&'68%0,77$/6(73/$11257+3/$11257+3/$11257+3/$11257+
$QG)/2253/$1 $'',7,21 $5($$
&QG)/2253/$1 $'',7,21 $5($%12 '(6&5,37,21 '$7(
QG)/225
QG)/225
522)'(&.
522)'(&.
3$5$3(7
3$5$3(7
62)),7
62)),7
VW)/225VW)/22567$,5'(&.
35(),1,6+('0(7$/3$5$3(7&$3&2/25720$7&+(,)6(;7(5,25),1,6+6<67(0(,)6,168/$7('*/$=,1*,1[$/80,1806725()52176<67(035(),1,6+('0(7$/3$5$3(7&$3&2/25726721(35(),1,6+('0(7$/3$5$3(7&$3&2/25726721(0$6215<6721(9(1((5720$7&+(;,67,1*%8,/',1*(;7(5,25),1,6+6<67(0&2/801(,)6&29(5,168/$7('*/$=,1*,1[$/80,1806725()52176<67(00$6215<6721(9(1((5720$7&+(;,67,1*%8,/',1*35(),1,6+('0(7$/3$5$3(7&$3&2/25720$7&+(,)6(;7(5,25),1,6+6<67(0(,)635(),1,6+('0(7$/3$5$3(7&$3&2/25726721(,168/$7('*/$=,1*,1[$/80,1806725()52176<67(0(;7(5,25),1,6+6<67(0(,)6&2/801&29(50$6215<6721(9(1((5720$7&+(;,67,1*%8,/',1*
%(-+25,=217$/0(7$/3$1(/(;,67,1*%8,/',1*(;,67,1*%8,/',1*
%(-QG)/225
QG)/225
522)'(&.
522)'(&.
3$5$3(7
3$5$3(7
62)),7
62)),7
VW)/225VW)/22567$,5'(&.
35(),1,6+('0(7$/3$5$3(7&$3&2/25720$7&+(,)6(;7(5,25),1,6+6<67(0(,)6,168/$7('*/$=,1*,1[$/80,1806725()52176<67(035(),1,6+('0(7$/3$5$3(7&$3&2/25726721(35(),1,6+('0(7$/3$5$3(7&$3&2/25726721(0$6215<6721(9(1((5720$7&+(;,67,1*%8,/',1*(;7(5,25),1,6+6<67(0(,)6&2/801&29(5,168/$7('*/$=,1*,1[$/80,1806725()52176<67(00$6215<6721(9(1((5720$7&+(;,67,1*%8,/',1*
35(),1,6+('0(7$/3$5$3(7&$3&2/25720$7&+(,)6(;7(5,25),1,6+6<67(0(,)635(),1,6+('0(7$/3$5$3(7&$3&2/25726721(,168/$7('*/$=,1*,1[$/80,1806725()52176<67(0(;7(5,25),1,6+6<67(0(,)6&2/801&29(50$6215<6721(9(1((5720$7&+(;,67,1*%8,/',1*%(-%(- %(- %(- %(- %(- %(- %(-%(- %(-QG)/225
QG)/225
522)'(&.
3$5$3(7
62)),7
VW)/225VW)/225'*&67$,5'(&.
1(:&216758&7,21(;,67,1*&216758&7,211(:&216758&7,21(;,67,1*&216758&7,21)+$%35(),1,6+('0(7$/3$5$3(7&$3&2/25720$7&+(,)6(;7(5,25(,)6),1,6+6<67(035(),1,6+('0(7$/3$5$3(7&$3&2/25726721((;7(5,25(,)6),1,6+6<67(0&2/801&29(5,168/$7('*/$=,1*,1[$/80,1806725()52176<67(00$6215<6721(9(1((5720$7&+(;,67,1*%8,/',1*(;7(5,25(,)6),1,6+6<67(0522)'(&.(;,67,1*
')+25,=217$/0(7$/3$1(/
%(- %(-(-QG)/225
QG)/225
522)'(&.
3$5$3(7
62)),7
VW)/225VW)/225'*&67$,5'(&.
1(:&216758&7,21(;,67,1*&216758&7,211(:&216758&7,21(;,67,1*&216758&7,21')+$%35(),1,6+('0(7$/3$5$3(7&$3&2/25720$7&+(,)6(;7(5,25(,)6),1,6+6<67(0,168/$7('*/$=,1*,1[$/80,1806725()52176<67(0(;7(5,25(,)6),1,6+6<67(0&$123<35(),1,6+('0(7$/3$5$3(7&$3&2/25726721(0$6215<6721(9(1((5720$7&+(;,67,1*%8,/',1*522)'(&.(;,67,1*
)')0$6215<6721(9(1((5720$7&+(;,67,1*%8,/',1*(;,67,1*%8,/',1*'$7(352-(&7180%(56+((7180%(55(9,6,2166($/352-(&71$0(6+((71$0(0DLQ6WUHHW6XLWH1RUWK/LWWOH5RFN$53KRQHZZZWDJJDUFKFRP*:*$5&+,7(&785(3//&$%&'($%&'(127)25&216758&7,21$((;7(5,25(/(9$7,216*2/'(19$//(<0,11(627$5(*(1&<+263,7$/%('(;3$16,21-$18$5<&'68%0,77$/6(7
$1257+(/(9$7,21
%6287+(/(9$7,21
&($67(/(9$7,21
':(67(/(9$7,2112 '(6&5,37,21 '$7(1257+(/(9$7,2164)7&/$66,0$7(5,$/61$785$/6721(VTIW*/$66VTIW&/$66,,0$7(5,$/6$57,),&,$/678&&2(,)6VTIW35(),1,6+('0(7$/3$1(/6VTIW&/$66,,,0$7(5,$/6120$7(5,$/66287+(/(9$7,2164)7&/$66,0$7(5,$/61$785$/6721(VTIW*/$66VTIW&/$66,,0$7(5,$/6$57,),&,$/678&&2(,)6VTIW35(),1,6+('0(7$/3$1(/6VTIW&/$66,,,0$7(5,$/6120$7(5,$/6($67(/(9$7,2164)7&/$66,0$7(5,$/61$785$/6721(VTIW*/$66VTIW&/$66,,0$7(5,$/6$57,),&,$/678&&2(,)6VTIW35(),1,6+('0(7$/3$1(/6VTIW&/$66,,,0$7(5,$/6120$7(5,$/6:(67(/(9$7,2164)7&/$66,0$7(5,$/61$785$/6721(VTIW*/$66VTIW&/$66,,0$7(5,$/6$57,),&,$/678&&2(,)6VTIW35(),1,6+('0(7$/3$1(/6VTIW&/$66,,,0$7(5,$/6120$7(5,$/6
83(;,67,1*/2$',1*'2&.1(:6725<+263,7$/$'',7,21(;,6,7,1*6725<+263,7$/'$7(352-(&7180%(56+((7180%(55(9,6,2166($/352-(&71$0(6+((71$0(0DLQ6WUHHW6XLWH1RUWK/LWWOH5RFN$53KRQHZZZWDJJDUFKFRP*:*$5&+,7(&785(3//&*2/'(19$//(<0,11(627$5(*(1&<+263,7$/%('(;3$16,21-$18$5<&'68%0,77$/6(712 '(6&5,37,21 '$7((6,7(3/$13+2720(75,&6WDWLVWLFV'HVFULSWLRQ 6\PERO $YJ 0D[3URSHUW\/LQH IF IF3DUNLQJ/RW IFIF
kimley-horn.com 767 Eustis Street, Suite 100, St. Paul, MN 55114 651-645-4197
MEMORANDUM
To: City of Golden Valley
CC: Regency Hospital
From: Jacob Rojer, P.E.
Alan Catchpool, P.E.
Kimley-Horn and Associates, Inc.
Date: January 13, 2021
Subject: Trip Generation & Roadway Capacity Memo – Regency Hospital Modernization
1300 Hidden Lakes Parkway, Golden Valley, MN
INTRODUCTION
Regency Hospital is proposing a modernization of the existing hospital located on Hidden Lake Parkway
approximately three quarters of a mile east of Minnesota Highway 100 and half a mile south of Golden
Valley Road in Golden Valley, Minnesota. The modernization will increase the building from 87,000 square
feet to 123,600 square feet to improve building efficiencies and stay up with medical technology to serve
the 92 hospital beds.
This memorandum documents the anticipated trip generation of the proposed Regency Hospital
modernization compared to the existing hospital and how this is expected to impact operations along
Hidden Lake Parkway.
TRIP GENERATION COMPARISON
The trip generation for the existing hospital and the proposed modernization was calculated based on the
Institute of Transportation Engineers (ITE) Trip Generation Manual, 10th Edition. For the existing and
proposed modernization, ITE Land Use Code (LUC) 620 (Nursing Home) was used as it more accurately
represents the services available at the Regency Hospital. The trip generation can be calculated using
either the square footage or the number of hospital beds. However, there is a small sample size for the
hospital beds data points, so the square footage metric was used in this analysis as the larger data set
provides more accurate trip generation rates. Table 1 provides the comparison of the existing hospital to
the proposed hospital modernization. The proposed modernization is anticipated to generate 20 additional
trips in the AM peak hour, an additional 22 trips in the PM peak hour, and 244 more daily trips. The total
trip generation for the hospital will be 68 AM peak hour trips, 73 PM peak hour trips, and 822 daily trips.
Page 2
kimley-horn.com 767 Eustis Street, Suite 100, St. Paul, MN 55114 651-645-4197
Table 1 – Trip Generation Comparison
Land Use
Description
ITE
Code
Intensity /
Units Daily
AM Peak Hour PM Peak Hour
In Out Total In Out Total
Existing Hospital 620 87,000 Sq.
Ft. 578 37 11 48 21 30 51
Proposed Hospital
Modernization 620 36,600 Sq.
Ft. 244 16 4 20 9 13 22
Total Hospital Trip Generation 822 53 15 68 30 43 73
PLANNING LEVEL ROADWAY CAPACITY
The proposed hospital modernization will maintain the same site access as the existing conditions, with the
one site access at the end of Hidden Lakes Parkway. Hidden Lakes Parkway serves as the only access to
the residential neighborhood and the Regency Hospital. There is not available daily traffic data along
Hidden Lakes Parkway, but the traffic can be estimated based on the number of houses in the neighborhood
and the Hospital trip generation determined in Table 1. Table 2 provides the trip generation of the existing
153 houses in the neighborhood. The neighborhood generates 113 AM peak hour trips, 151 PM peak hour
trips, and 1,446 daily trips.
Table 2 – Neighborhood Trip Generation
Land Use
Description
ITE
Code
Intensity /
Units Daily
AM Peak Hour PM Peak Hour
In Out Total In Out Total
Single-Family
Detached Housing 210 153 Houses 1,446 28 85 113 95 56 151
The Highway Capacity Manual (HCM), 6th Edition provides a Level of Service (LOS) estimate based on
roadway characteristics and the Average Annual Daily Traffic (AADT). LOS ranges from A to F, with LOS
A as the highest (best traffic flow and least delay), LOS E as saturated or at-capacity conditions, and LOS
F as the lowest (oversaturated conditions). Hidden Lakes Parkway is classified as a two-lane undivided
urban roadway, Table 3 shows the expected LOS based on the AADT. Adding the neighborhood daily trips
to the existing hospital daily trips results in daily traffic of around 2,025 vehicles per day (vpd) on Hidden
Lakes Parkway. With the hospital modernization, the daily traffic is expected to increase to around 2,275
vpd. With 2,275 vehicles per day, Hidden Lakes Parkway is expected to operate at LOS B which is well
within the capacity of the roadway. The hospital modernization is not anticipated to have a significant impact
on traffic operations.
Page 3
kimley-horn.com 767 Eustis Street, Suite 100, St. Paul, MN 55114 651-645-4197
Table 3 – Planning Level Roadway Capacity
Facility Type Planning Level Daily
Capacity Ranges (AADT)
Under Capacity Approaching
Capacity
Over
Capacity
LOS A B C D E F
V/C 0.2 0.4 0.6 0.85 1.0 >1.0
Two-lane undivided
urban 8,000-10,000 2,000 4,000 6,000 8,500 10,000 >10,000
CONCLUSION
The proposed Regency Hospital modernization is anticipated to generate an additional 244 daily trips, 20
AM peak hour trips, and 22 PM peak hour trips. With the proposed modernization the daily traffic on Hidden
Lakes parkway is expected to increase from 2,025 vehicles per day to 2,275 vehicles per day. Hidden Lakes
Parkway is expected to operate at LOS B which is well within the capacity of the roadway. The hospital
modernization is not anticipated to have a significant impact on traffic operations.
12/29/2020
Jason Zimmerman, Planning Manager
City of Golden Valley
7800 Golden Valley Road,
Golden Valley, MN 55427
Re: 1300 Hidden Lakes Parkway, Golden Valley
Dear Mr. Zimmerman:
The Minneapolis Park and Recreation Board (MPRB) has received notice to
amend the current planned unit development (PUD) in order to expand the
existing hospital at the address listed above. This lot fronts public parkland
owned and operated by MPRB. As such, any use of the park property is
subject to permits issued by MPRB.
MPRB does support the development, however, please ensure that the
applicant is aware of the following:
• Should the applicant require temporary use of the parkway including by
trucks or associated MPRB lands during construction, the applicant must
secure a construction permit from Tom Johnson
tjohnson@minneapolisparks.org. Also, please be aware that the use of
parkway by a truck requires a permit from Tom Johnson.
• The applicant should provide a survey of the property line between
private and MPRB property. We would also ask that the applicant clearly
mark this property line during construction, to ensure all parties working on
the site are aware of and respect the adjacent park property, just as would
be the case with adjacent residential lots.
• The applicant should provide adequate erosion protection within the
private property, to ensure no erosion, siltation, or other impact occurs on
park property.
Please be aware that, though MPRB has standard permitting procedures,
permits can take time. The applicant should coordinate in a timely manner
with MPRB staff.
Sincerely,
Siciid Ali,
Park Planner
612-230-6576
sali@minneapolisparks.org
Dear Mr. Zimmerman,
I am a resident of the Hilltop Village neighborhood next to Regency Hospital in Golden Valley. I
understand that Regency Hospital has proposed an expansion of its facility. I have seen the Hospital's
presentation on this proposed expansion and would note in particular that they are proposing to
increase the number of beds by 39% and the total space of the facility by 27%. However, there was no
mention in this presentation of what the Hospital would offer to ameliorate the adverse consequences a
significant expansion like this would impose on the surrounding residential neighborhood. Would you
please confirm what Regency Hospital is proposing in this regard?
I would remind you that there is only one way in and out of Regency Hospital. An increase in traffic of at
least 39% alone would impose added maintenance costs on residents in addition to increasing safety
and health hazards. Employees of and visitors to the Hospital already routinely exceed the posted speed
limit, ignore traffic signs, and litter the road with PPE and other trash. I assume that as Planning
Manager for Golden Valley you know this already, so I'd appreciate understanding what the City will be
doing on behalf of residents to require Regency Hospital to manage these associated increased risks and
costs.
Regency Hospital is a for‐profit organization with ample resources not only to expand its facility but to
pay for the direct and foreseeable costs and negative side effects this will impose on our adjacent
neighborhood, without which Regency Hospital would not be able to function.
David Whitescarver
1730 Waterford Court
Golden Valley, MN 55422
Hi Jason,
I'm a resident of Hidden Lakes (1740 Waterford Court) and am writing to inquire what the City of Golden
Valley, the Planning Commission and Regency Hospital are doing to address the *CURRENT* safety
hazard and gross negligence on Hidden Lakes Parkway and the public trail, in light of the proposed
expansion at Regency Hospital.
My family and I, not to mention our neighbors, are impacted daily by the employees of Regency Hospital
speeding up and down Hidden Lakes Parkway at rates up to *twice* the posted speed limit, which I wish
was an exaggeration. Speeding at over 10 miles an hour over the speed limit is the rule, not the
exception.
It is also the general rule that the employees do not obey the stop sign at the top of Hidden Lakes
Parkway, where there is a public crosswalk, which is part of the public trail which runs through the
neighborhood. I (not to mention our leashed dog!) have been repeatedly nearly run down by cars racing
to their shift at the hospital; they have learned from years of experience that they will not be ticketed by
the Golden Valley Police, despite the fact that they are speeding through a stop sign, a crosswalk, and a
public trail.
It is just a matter of time before someone, be it an elderly adult or child, gets seriously injured or killed as
a result of this negligence. I request a list of action items that the City of Golden Valley, the Planning
Commission, Regency Hospital and you are doing to address this ongoing safety hazard that is currently
happening on Hidden Lakes Parkway and public trail system and will only worsen as time goes on.
Thank you for your time,
Patrick Dea
1740 Waterford Court
Dear Mr. Zimmerman:
I am contacting you as you are designated as the Planning Manager for the planned expansion of the
Regents Hospital Project at 1300 Hidden Lakes Parkway.
I am a resident of Hidden Lakes community and have received in my mailbox yesterday an
unstamped/undated notice from the Regents Hospital calling an informational meeting for tomorrow
(12/3/20) night about the planned expansion of their facility (the letter is attached for your reference).
As you will see the site map provided is not detailed, and most importantly is missing a legend.
Furthermore, I believe the residents are not given enough time and information to analyze and
understand what is being proposed, and how it will impact our community.
I am very concerned that this may be rushed quickly through the approval process, and that this
development will very negatively impact our development.
I was wondering if you are aware of this letter, and if anything can be done to ensure that adequate and
detailed information is provided to the community by the proposers, the community feedback collected
in a timely and inclusive manner, and the community is protected from the negative impacts of this
development.
Sincerely,
Al Aksan
1375 Waterford Dr. Golden Valley MN 55422
Dear Mr. Zimmerman:
Thank you for your message and for participation in the meeting last night. I think the lack of
transparency on the hospital side (refusing to provide detailed plans even though I asked three times so
far) combined with their statement in the zoom call last night that the first floor is reserved for future
expansion, makes me realize that once they get some sort of a green light from the city, they will want to
also apply for an increase in bed license, which probably would be granted if they have the infrastructure
being constructed. Their proposed expansion is approximately 18000 ft2, for an additional 26 beds,
which is about 750 ft2 for each patient. This is a very large number, which also shows that immediately
after they get building permits approved, they will increase their capacity further.
Combined with the lack of an environmental impact study, and traffic study (one would imagine these
would be the first two priority studies to be conducted for a hospital located in a residential community
right next to a parkland) really worries me that they do not intend to respect our community's concerns.
With their expansion plan, the buffer zone that currently somewhat isolates the parkland from the
hospital will disappear and be converted into a parking lot. This will very negatively impact the wildlife in
our woods, which is home to deer, coyotes, foxes, hares, and turkeys. Increasing light and noise pollution
in the area will definitely impact the bird species who call the lakes their home, including some protected
species such as the bald eagle and the golden eagle. We currently have 6‐8 bald eagle nests and one
golden eagle nest on the lake, in addition to 2 osprey nests. Northern and red‐bellied wood‐peckers and
hummingbirds in the area, in addition to all of the migrating songbirds, which use the area as a pitstop
twice annually, I am afraid will eventually leave our community for good.
Furthermore, I have seen no plans on noise and dust mediation, and water pollution controls during the
construction phase (and later during the operation phase), and no concerns were expressed on their part
on the heavy load and traffic burden our own roads will sustain, the safety and security issues our
community will suffer due to increased traffic to and population in that area. Given that, as it stands, the
hospital is already a nuisance (due to noise and light pollution as well as the trash left on and around the
property by their staff and visitors), it is my deep concern that our neighborhood will lose its appeal, and
eventually its residents will move away. But, even before that happens, the property values will decrease
very drastically (especially for properties such as mine that are facing the parking lot), significantly
reducing the property tax income for the city (I am pretty sure, more than any income it may generate
from the hospital with its increased capacity). Apparently, the hospital did not even plan to propose a
compensation plan to the community for the stress and damage that we will sustain during construction
and increased operation.
I am therefore completely opposed to the proposed expansion plan.
Sincerely yours,
Al Aksan
1375 Waterford Dr.
Golden Valley MN 55422
I feel like this was sprung on us late in the game with little if any real chance to weigh in. I personally
feel that we are getting engaged late in the process. This area is largely private property with impact on
the citizens who live here. The corporation that is wanting to expand is not local and we need to have
conversation with the city in my opinion.
Nancy Hanna
Waterford Court
Last night (Thursday, December 3) the Hidden Lakes community was presented, for the first time, with
Select Medical's plan for expansion of Regency Hospital; a hospital which is located in the very heart of
the Hidden Lakes residential community. Every passenger vehicle, service vehicle, delivery truck, and
ambulance that goes to the hospital every day, drives through the heart of our community. Those of us
who walk (and many of us do so every day) see the hospital and its parking lot on our daily walks, and
many of our homeowners see the hospital from their homes all day every day. We knew it was there
when we bought our houses, but we weren't ever told that it could be expanded. In fact, it is our
understanding that this week is the first anyone in Hidden Lakes or its management company was ever
told that expansion was a possibility, much less an all‐but‐done deal.
While the presenters from Select Medical gave us a very good overview of their plans for the building and
the parking lot, they refused to discuss the impact of their plan on the environment, quality of life, and
property values of Hidden Lakes. They had considered the visual impact of their project on the
community, but apparently had not considered the much more pernicious short term impacts of
construction and the long term impacts of a larger operation and the resulting increase in traffic would
have on us. They were asked if they had done a traffic study or an environmental impact assessment. The
answer was no. In fact, it appeared that they had avoided considering the impacts on the community,
and were completely unprepared to discuss them, let alone quantify them. They said that they'd do
environmental and traffic studies later if they were needed at all.The problem is, that if "later" is after
they've received the approval of the City of Golden Valley, then Hidden Lakes will have no leverage other
than through legal action.
It doesn't take much imagination to see that a major construction project at the farthest end of Hidden
Lakes Parkway in the heart of a quiet residential neighborhood will have major impacts on our
environment and our quality of life. The most obvious is damage to Hidden Lakes Parkway from heavy
construction vehicles. Hidden Lakes Parkway was just rebuilt over the past two years at a substantial cost
to both Select Medical and the Hidden Lakes HOA. While the cost of the recent road upgrade was shared
between Hidden Lakes and Select Medical, it was the residents that had to put up with the negative
impacts: the inconvenience due to rerouting of traffic around blocked roads, construction equipment
parked on side streets, trash dropped out of construction vehicles, noise and air pollution, heavy and
often speeding traffic, increased danger to pedestrians, dust, and dirt, to name a few.
We can only assume that the proposed construction at the hospital would bring many of the same
problems to Hidden Lakes again, and as before, it will be the residents that suffer. And one can only
assume that Hidden Lakes Parkway will have to be repaired after the construction is finished. Once
again, Hidden Lakes residents will bear the brunt of the impacts of the road repairs, but surely, the HOA
shouldn't be required to share the cost of fixing the road after construction is finished. Yet no suggestion
of compensation was made. And after construction of the hospital addition is done the impacts on our
community will remain unless plans are made now to mitigate those impacts. There will be an increase in
traffic‐‐not only passenger vehicles, but delivery trucks, and ambulances as well. The increased traffic will
pose an increased danger for pedestrians crossing Hidden Lakes Parkway, and noise and air pollution will
increase as well.
The Select Medical presenters told the Hidden Lakes community that an opportunity had opened up to
expand Regency Hospital within the last two months, and that was why they were only coming to the
community to present their plans two weeks before their hearing before the Golden Valley City Council.
Apparently they told our HOA board at their first meeting on Wednesday, that they expected to finish
this project in six to eight months. If they are on such a short timetable for a major construction project,
it is inconceivable that their planning effort has only taken two months. This looks like a project that has
been worked on for years, not months. In fact, the presentation seemed to be an attempt to gaslight the
community of Hidden Lakes rather than one that was meant to start the process of negotiating with
Hidden Lakes to mitigate our concerns. Further, when pressed, the Select Medical representatives
admitted that they had designed Phase 1 addition so that the number of beds could be further expanded
in a future Phase 2. Yet they were not prepared to talk about the increased impact of that expansion on
the community either. It is essential that environmental and traffic studies take into account all future
expansion, so that all efforts at mitigation deal with those additional future impacts.
Recommendations
We ask that you, our representatives in city government, require Select Medical to conduct the
environment and traffic studies to identify all of the impacts to the environment, quality of life, and
property values in Hidden Lakes, and to work with the community to develop an acceptable plan that
mitigates our concerns before you consider the Select Medical proposal. We ask that you cancel the
December 28, 2020 meeting with Select Medical and inform Select Medical that a meeting will not be
rescheduled until they commission, fund, and present an independent environmental and Hidden Lakes
community impact analysis and comprehensive mitigation plan to the Hidden Lakes Homeowners
Association and to the City of Golden Valley. Further we ask that you require Select Medical to work
directly with the Hidden Lakes Homeowners Association and Board of Directors in preparing and
reviewing the impact analysis so that the community's concerns are respected and addressed. Finally, we
ask that you inform Select Medical that any further application for expansion of the facility beyond the
currently licensed 92 beds will be vigorously opposed by the City of Golden Valley because of the
irreparable harm that any such expansion would do to Hidden Lakes.
It is not enough for Select Medical to claim to "want to be good neighbors." There needs to be a good
faith effort to back up that claim. So far we have seen nothing of the sort; in fact, we've seen the
opposite.
Sincerely yours,
Margaret and Jim Janis
1460 Skyline Drive
Golden Valley, MN 55422
Good Morning,
It has come to the Hidden lakes Development's attention that Regency Hospital is considering an
expansion to their existing facility.
It was obvious from last Thursday's neighborhood discussion with Regency, that 100% of those on the
call (over 100 Hidden Lakes households) were not in favor of the expansion, and most likely you have
already heard directly from some of those neighbors.
Here is our reason we are not in favor of the expansion ‐
Fact ‐ 30% more beds + 40% larger facility + 40% increase in parking space = 40% increase in traffic flow
(with possible increase in the future).
Concerns ‐
Today, the hospital is unable to properly manage the excessive speed by their employees on our
private road. I have reached out several times to the GV police on this matter, as well as to the
HOA and Hospital directly. Nothing has changed. This will only increase by 40%. Can't tell you
how unsafe it can be at times when walking the dog......40mph+ by many of their employees
who ignore the speed bumps, stops signs, cross walk, etc., and use the road as a speed course,
especially if they are running late for their shift.
Today, the hospital is unable to properly manage the rolling stops or complete running of the
stop sign at Hidden Lakes and Waterford ‐ this will only increase by 40%. I can't tell you how
many times myself and my neighbors, while walking our dogs, have to watch the cars approach
the stop sign carefully because of the likelihood of being hit as we cross the street. Remember,
this is OUR private road that WE ALL pay large dollars to each and every month as part of our
Assoc Dues!!! At times I feel that the Hospital owns the road and we are all vistors...........it is
really a shame.
Today, there are 2 different food semi trucks, 1 recycling truck, 1 trash truck, 1 semi uniform
and linen truck, 1 semi regulated medical waste truck, 1 to 3 medical supply box trucks, and
countless ambulances, mobile mobility, and medical couriers ........who make daily visits to the
Hospital ‐ this will only increase by 40%. And, the hospital hasn't proven it can control deliveries
to the AFTER 7am private road curfew. The noise is ridiculous by these large trucks prior to 7am.
Countless trucks arrive at 3am, 4am, and 5am for their deliveries.......waking us all up who live
near the road! Think about that? We choose to come to this Development, but have sleep
interrupted mst nights by the Hospital who can care less about their neighbors. They knowingly
violate the City's commercial vehicle ordnance every day!! Now this could be increased by 40%?
Today, there are countless pop cans, booze bottles, beer cans, etc., thrown out on the side of
our road.......most of which is between the Hidden Lakes and Waterford intersection and south
to the Hospital entrance ‐ these employees are NOT good neighbors to have......they are of an
age and ethnicity that they have no regard for law and order. These incidences will only increase
by 40%.
40% more staff traffic will mean more cars driving during late night shifts blaring their car stereo
music..........and they aren't playing Frank Sinatra.
Wear and tear on our private road will only increase by 40%, causing the Master Assoc to
budget more $, meaning homeowners' HOA dues will rise.
Sit back and digest the above. Put yourself in our shoes for a moment. We live in a neighborhood. We
live in a beautiful community. I was born and raised in Golden Valley. I chose to move back to GV 1.5
years ago to make the Hidden Lakes Development my retirement home. If I knew then what I know now
about the above living situation of having Regency Hospital as my neighbor, I would have NEVER moved
to the Development. It is really quite bad/sad today. The Hospital just is not a good neighbor, and what
we should all be considering is, relocate and sell the property to an 8am to 5pm office tenant. A 24/7
operation should not be allowed to operate within a neighborhood like ours!!!!!!!!
As you can tell, we are NOT in favor of any expansion, and are in the camp of fighting against this.
Regardless of the expansion, here is what the City should be asking Regency to do now as part of their
operating license, since we ALL still pay GV taxes and we don't get any tax relief (discount) for all of the
expenses the City doesn't have to incur as a result of for our private road, lighting, snow maintenance,
etc ‐
Hospital to improve the visual buffering (now) of the facility with more softscapes/trees
Hospital to fund more routine GV police surveillance during shift times......easy way to add $$ to
your coffers
Hospital to pay the expense for more speed bumps on Hidden Lakes Blvd
Set specific 'contractual ' delivery times with the City and Development for their vendor trucks
Hospital to foot a larger % of the private road maintenance expense while the Development
maintains full authority on maintenance schedules and ownership of the road
Hospital to foot the expense of a private gate and guard at our entrance, with specific oversight
for adhering to the road and noise curfew. This would also help with safety within the
Development.
Hospital to add cameras to the light posts so the Development can properly monitor their staff's
inappropriate driving behaviors.
Limiting Truck size < 25' , thus reducing the wear and tear on the road
40% increase in traffic is not going to help our safety, nor our property values. You can bet the
Development will fight this hard.
The Fox's
1620 Carriage Path
Dear Mr. Stricker,
We are writing as Hidden Lakes residents that have concerns about the proposed expansion. Our home is
adjacent and very close to Hidden Lakes Parkway. We frequently walk the neighborhood ‐ at least three
times a day with our dog and additionally without her.
We have lived in this home since 2006. We have witnessed speeding by Regency employees and/or
visitors several times a week. We have witnessed frequent running of the 4‐way stop at the intersection
of Hidden Lakes Pkwy. and Waterford Drive by drivers coming from/going to the hospital. We were
nearly hit at dusk one evening by one of these drivers, while in the crosswalk. We have witnessed
littering by some of these drivers. Finally, noise is acceptable during the daytime, but between 10pm and
5am, we have experienced noise from drivers and from ambulances that do not comply with the
agreement to silence sirens once in the neighborhood.
We are concerned that the expansion will lead to more instances of these behaviors with the inevitable
increase in traffic. We understand that this expansion may be approved. We simply ask that you address
our concerns with your employees and figure out a way to minimize the problems I describe.
We are hopeful that we can cooperate as mutual occupants of this beautiful neighborhood.
Sincerely,
Pat and Arne Sorenson
1750 Carriage Path
Thank‐you for taking the time to email your concerns. I will continue to educate my staff
regarding the speed, attention to traffic signs, and trash around the grounds.
I have all assurances that we are accepting deliveries during daytime hours only. Any
infractions well be handled on a case‐by‐case basis. We do have emergent lab courier service
in the evening, but this should not be disruptive as they do not occur often. Additionally, I will
share your concerns with the North Memorial EMS services.
Feel free to update me accordingly,
Sean Stricker
Representatives,
We live next to Regency Hospital's parking lot. We will be seriously impacted by the building being
planned by the hospital. Here are some of our major concerns.
1. If the knoll is taken down our view will be the trucks unloading, the garbage containers, the
electric boxes and the tanks, This would be a completely un acceptable option. There appears to be
space for parking on both sides of the knoll without this huge loss. The area next to the fence by the
park is not used now for anything and could be enough for a staff parking lot. Taking down the green
space next to us would be a loss in property value of substance and we would never have bought here if
that would have existed. The trees they intend to put in would not be adequate to prevent the impact
and would be immature for years to come. This is our biggest concern.
2. Already mentioned by many others are the lighting issue, the traffic, and the number of large
trucks.
3. The hospital does not accommodate smokers so they smoke on the trail next to our house or
further down on the trail. This results in a lack of privacy, garbage and at times noise. The hospital staff
are wonderful but they are not provided with a reasonable option. Also many smoke in their cars often
with radios loud and windows or doors open. An increase in this already troublesome situation is not a
fair request of Regency.
4. The garbage in the parking lots does not seem to be addressed by the hospital. A great deal
blows into our yard and is unpleasant to have even across the trail. Daily I pick up hospital trash that
often includes beer bottles, small liquor bottles, fast food containers, masks and plastic gloves. At this
time with the virus the toxic waste is most concerning and is probably an OSHA violation. I once put a
bag of their trash by their dumpster and it sat next to the dumpster for a month. The garbage also blows
into the Theodor Worth trails behind the dumpster where many of us walk our dogs. I have seen more
gloves and masks in this area. With the planned addition and parking spread out to new areas this issue
will only increase.
5. The addition seems unnecessarily large for the 26 beds they are wanting to add. I assume the
back is not an option for what they are planning but perhaps it would work if they were more
reasonable about there space needs. Moving out as far as they plan into the parking lot brings the noise,
constant activities and light much closer to our yard.
Thank you for all the work you are doing on this new challenge. My hope is that it will not happen. One
further Question are you in touch with Theodore Wirth park people as they have a stake in this as well.
Lil Heiland & Katie Flannery
We are writing this email in regards to the meeting from Thursday, December 3, 2020 with Select
Medical for Regency Hospital and Hidden Lakes Association member/neighbors, to discuss Select
Medical's plan for the hospital. Neighbor/Members were given a two day notice this meeting was
happening. Upon commencement of the meeting it was quickly apparent that there had been a great
deal of planning regarding the hospital expansion, most of which has to do with reaching Hospital’s
licensed capacity through this expansion and the design of that expansion and as well as how beneficial
this will be for the hospital and their patients. However, absolutely no mention was made of how this
would affect the hospital’s neighbors, us.
In order to get to their hospital, all of their workers, delivery trucks, ambulances, visitors, etc, etc. drive
directly through the heart of our quiet and peaceful neighborhood. What was terribly disappointing and
alarming is how very little Select Medical has given thought to how this expansion would affect their
Hidden Lakes Neighbors. There was a sense of removal from environmental impact that these planners
displayed. They aren’t even aware of how the hospital currently affects our neighborhood. At present,
many of us walk throughout the neighborhood for enjoyment and exercise whether walking the dog,
exercising or just being outside for mental well‐being and the close connection to nature this
neighborhood provides. Currently we need to be extremely careful crossing the Hidden Lakes Parkway at
various points: Skyline Drive and immediately in front of the hospital entrance at the cul‐de‐sac of
Bridgewater Road, or right at the entrance to Hidden Lakes, because workers at shift change, delivery
vehicles throughout the day etc. race to enter or leave the facility, many times running right through the
stop signs at Hidden Lakes Parkway and Waterford Court/Drive. One can only imagine how the addition
of construction vehicles, patients, workers to care for these patients and run hospital, and volume of
deliveries will affect our environment.
When we were able to ask questions at this meeting about traffic studies or environmental studies done
for this project/expansion, shockingly none have taken place. The planners/presenters didn’t even seem
to consider this, nor the City of Golden Valley. This is extremely disappointing. Finally, we were informed
that they would be having a meeting December 28 with the City Council to present their plan. This
meeting is too soon, especially without any traffic studies or environmental studies completed and Select
Medical springing it on us at this last moment. We sincerely hope that you will consider Hidden Lakes
neighborhood and how this expansion will affect this beautiful community we live in.
Thank you.
Sincerely,
Maria & Tom Tierney
1420 Skyline Drive
Golden Valley, MN 55422
Hello.
I am concerned about the proposed expansion of Regency hospital.
I live at 1401 Waterford Drive across the pond from the hospital.
I have walked in Wirth Park and on the other side of the fence from the hospital dumpsters, I have seen
a lot of latex gloves, syringe caps and other hospital waste. I asked them to clean it up but they never
did. I don’t think their dumpsters are very secure.
I have also seen discarded masks and latex gloves on the streets in our neighborhood.
Their parking lot has a lot of traffic at odd hours with employees coming and going, locking their cars
and thereby honking their horns and car alarms going off at all hours and 5 a.m. delivery trucks.
Employees speed through our streets as well and often don’t stop for the stop sign. I see this almost
every day as I walk the neighborhood.
I object to the increase of noise and traffic and careless disposal of potentially toxic materials so close to
the park and to Sweeney Lake and Hidden Lake. And the increased disruption in our neighborhood.
Thank you.
Paula Anderson
Dear Council Member Rosenquist,
We are residents of the Hilltop Village neighborhood next to Regency Hospital in Golden Valley. As you
may know, Regency Hospital has proposed a significant expansion of its facility in our neighborhood. I
have seen the Hospital's presentation on this proposed expansion and would note in particular that they
are proposing to increase the number of beds by 39% and the total space of the facility by 27%. However,
there was no mention in this presentation of what the Hospital would offer to ameliorate the adverse
consequences that such a significant expansion would impose on the surrounding residential
neighborhood.
We would like to ask you to advocate on behalf of the residents of our community.
You may know that there is only one way in and out of Regency Hospital, namely though our
neighborhood on a road maintained by the community (not Regency). An increase in traffic of at least
39% alone would impose added maintenance costs on residents in addition to increasing safety and
health hazards. Employees of and visitors to the Hospital already routinely exceed the posted speed limit,
ignore traffic signs, and litter the road with PPE and other trash. We'd appreciate understanding what
you will be doing on behalf of residents to require Regency Hospital to manage these associated
increased risks and costs.
Regency Hospital is a for‐profit organization with ample resources not only to expand its facility but to
pay for the direct and foreseeable costs and negative side effects this will impose on our adjacent
neighborhood, without which Regency Hospital would not be able to function. It should not be allowed to
force our community to subsidize its expansion.
David and Anne‐Lise Whitescarver
1730 Waterford Court
Golden Valley, MN 55422
As a Hidden Lakes resident in close proximity to Regency Hospital, we’re writing to share our concerns
about the proposed hospital expansion. We live at 4241 Woodland Trail – in the townhouse unit right
next to the Regency Hospital parking lot.
First, we believe the hospital expansion should not be allowed as such expansion would have a direct
and monetary impact on the neighborhood and our home values, and there isn’t adequate space to
expand in any direction (per the attached drone photos). We moved into the neighborhood in April 2019
and before submitting an offer for our home, we checked on the hospital status. We were told the
hospital was a good neighbor and that the hospital would either remain the same size or it might
potentially even close its doors. While we appreciate the services that the hospital offers to patients and
families, we have not had a neighborly experience with it. The perimeter of the hospital is not well
maintained and the coming and going of employees and visitors is disruptive. An expansion of the
hospital will undoubtedly lower our home’s market value and take away from the neighborhood feel.
These direct impacts to individuals and homeowners outweigh the potential business gain for this for‐
profit hospital.
We would also like to raise a significant concern about current plans to remove the knoll (grassy hill
area) along the walking path and on the side of Theo Wirth park, and replace it with additional parking
spaces. Because we are so close to the hospital, the knoll serves as a visual blocker from our home to
the industrial look and feel of the hospital, and the garbage area in the back. It is also a nice transition
between the hospital and Theo Wirth park. If the knoll is removed, the sight line from our home will be a
parking lot, cars, people, smokers, delivery trucks and the garbage area. This will significantly impact the
value of our home. We strongly urge the hospital to keep the knoll in place.
Because we are so close to the hospital and use the walking path every day, we are very familiar with
the perimeter – as well as the area outside the perimeter – as the impact of the hospital extends into
our street and yards. We find garbage on the ground nearly every day – face masks, shoes, alcohol
bottles, other garbage. Employees and visitors are sometimes loud. Additionally, employees smoke
outside the hospital perimeter along the walking path and near our yards. These issues will only grow
with the hospital expansion. If the expansion is approved, we request a line of mature trees along the
entire edge of the parking lot to serve as a buffer and to create greater separation between the hospital
and the neighborhood. We also believe a designated smoking area near the building is critical. We
would also expect hospital maintenance or security staff to better maintain the outside area and
individuals’ behavior.
Like other residents that have voiced their concerns over traffic, we are concerned about the increased
volume of traffic and the everyday occurrence of speeding drivers at the beginning and end of shifts
which puts homeowners, friends and pets at risk. If the hospital expansion plan moves forward, the
hospital should assume cost of the road and maintenance, and properly manage employees’ safe
driving.
Lastly, construction on such a site would be very dirty, loud and disruptive. We request tight
management including strict and respectful construction hours and daily clean‐up of the site and
perimeter.
While we understand this is a business opportunity, the impact to the neighborhood and surrounding
park is significant and out of proportion to the gains. For these reasons, we strongly urge the hospital
and city to reconsider the expansion plan.
Thank you.
Todd and Michelle Wildenauer
4241 Woodland Trail
Dear City of Golden Valley Council Members,
I’m writing to document my deep concerns over the Select Medical proposed expansion of Regency
Hospital at the end of the Hidden Lakes neighborhood in Golden Valley. My concerns as a homeowner
fall under 3 main categories:
• Increased traffic
• Light pollution
• Decrease in property value
Below I detail the key points of my concerns. Please read carefully and consider how you would feel
about your home and property value if an out‐of‐state, for profit company was proposing to negatively
impact your home and neighborhood this way.
I am also including comments on how poorly and disrespectfully Select Medical handled the proposal
with the community.
If you don’t read the details, the single thing Select Medical could do to minimize the disruption from
expanding Regions Hospital would be to build an alternate access road to the hospital that didn’t
require the heavy utilization of Hidden Lakes Parkway.
INCREASED TRAFFIC:
The Hidden Lakes community is private property, including our roads that we pay for—to maintain and
plow. Our roads are lined with very nice trees and landscaping that we also pay for. Currently the only
access to Regency is to use our Hidden Lakes Parkway, where every car, truck, delivery semi, and
ambulance drives back and forth by more than 30 houses in the neighborhood all day and night every
day. Increasing capacity will also increase traffic, at a minimum from the increase in staff to care for
more patients. safety issues, increased cost to homeowners, and noise pollution
The current traffic to the hospital often speeds and drives through the stop signs without stopping at the
intersection of Hidden Lakes Parkway and Waterford Ct/Dr—the exact corner I live on. When it’s not
speeding cars to the hospital, it’s the ambulance beeping its siren and flashing its lights outside my
bedroom window every time it passes.
There is also a public trail through the neighborhood, and walkers, runners, bikers, etc use it throughout
the year. I’ve experienced it and seen on more than one occasion, cars speeding through the
neighborhood come close to hitting them and also persons in wheelchairs from the Courage Center.
Increasing the traffic and offering no alternate route to the hospital will worsen the situation. Last week
one of the cars going to the hospital killed one of the turkeys in the neighborhood at the intersection of
Hidden Lakes Parkway and Waterford Ct/Dr. And, left it on the corner lawn across from my house. What
if that had been one of the children from Waterford Dr who regularly ride their bikes across that cross
walk?
Despite trail access right next to Regency hospital, staff regularly walk through our private streets,
through our houses, and sometimes even cut through my back yard. I know my neighbors, and it’s not
them doing that wearing scrubs. The auto and foot traffic also cause noise pollution. Not only is my
home where I live, it’s also now where I work from home during COVID, and the noise pollution is
incredibly disruptive. I hear and see every car that drives on Hidden Lakes Parkway.
Lastly, every few years, the semis/large delivery trucks damage the monuments at the entrance to our
neighborhood. Again, we have to pay to have them repaired. Instead, Select Medical touted how our
beautiful neighborhood entrance will add to the value/appeal of their facility, never even suggesting or
seeming to even consider, an alternate, less disruptive access road.
The excavation equipment, construction traffic, noise, and increased strangers to the neighborhood
during construction will be very disruptive.
PROPOSED RECONCILIATION: Build an alternate access road to Regency—not our one private road,
Hidden Lakes Parkway.
LIGHT POLLUTION:
This will not directly affect me at 1530 Waterford Ct, though indirectly it will increase the brightness from
the hospital throughout the neighborhood. Select Medical’s proposed design, putting the large, lit atrium
off the front of the current structure directly faces several houses. They admitted they considered facing
it off the back of the current facility, which would minimize the light pollution, but described building
needs that would increase their construction costs. They described the view from the atrium would be
very appealing to their residents, because they would overlook our beautiful community, again, noting
the value to them without recognizing the proposal detracts value from our homes.
PROPOSED RECONCILLIATIONS:
Face the atrium off the back of the current facility, facing away from the houses.
Install lighting in the parking lot that minimizes glare toward the houses that face the parking lot.
Build an alternate access road to the facility to minimize car lights constantly shining into the houses
along Hidden Lakes Parkway, Waterford Drive, and the end of Bridgewater.
DECREASE IN PROPERTY VALUE:
I first moved to Golden Valley in 2003. I moved to CA for 3 years, but have otherwise lived in Golden
Valley. When I moved back from CA in 2017, I couldn’t imagine living anywhere other than Golden
Valley. I found the Hidden Lakes community and fell in love with the house I’m in now. I had no idea
when I moved in just how much I would also grow to love the neighborhood and the neighbors. In the
first few months I live here, I met and got to know more than 60 of my neighbors. It is a very special
community. Here are a few of the reasons that Hidden Lakes is a great place to live:
• Lovely homes and neighbors who look out for each other
• Access to Sweeney Lake within the neighborhood
• Access to trails that connect to Luce Line
• Less than 4 miles from downtown Minneapolis—easy access to all the city has to offer
• It’s PRIVATE. It’s not a throughway, with the exception of hospital staff.
• It feels safe.
• Beautiful landscaping that we pay for
• Private roads that don’t have cars from outside the neighborhood parked on the side of the road in
front of our houses
We purposely purchased our homes in this community for the community it is today. We didn’t purchase
it thinking the hospital would increase traffic, noise and light pollution, strangers to the neighborhood, or
increased use of the amenities we pay for by a privately‐owned hospital that doesn’t pay for their fair
share/impact.
Increased traffic, safety issues, and noise and light pollution will decrease the value of all the homes
affected by an expanded Regions Hospital. Lower property values = lower taxes, and that’s the only
possible negative impact to the City of Golden Valley. If this were proposed to go next to your house,
wouldn’t you want them to try to minimize disruption instead of taking advantage of the environment
you built and maintain? Select Medical bragged about how our neighborhood would add to the appeal
for their facility, to our faces.
If the city approves the plans without listening to the voices of the homeowners and taxpayers about
their concerns with the hospital expansion impact, it will notably change how I feel about living in Golden
Valley. I will lose respect for the governance of a town I’ve been so proud to say is where I’ve lived for
almost 15 years.
PROPOSED RECONCILLIATIONS:
Build an alternate access road to the facility to minimize car lights constantly shining into the houses
along Hidden Lakes Parkway, Waterford Drive, and the end of Bridgewater.
Add large evergreens to wall off the community from the facility.
COMMENTS ON SELECT MEDICAL, OWNER OF REGIONS HOSPITAL IN GOLDEN VALLEY
Select Medical is a private medical provider with more than a $3B market cap, and they were elusive,
tried to avoid speaking with the community, and when they did they were demeaning and talked to us as
if we were children, not a neighborhood full of highly educated professionals.
I have been in healthcare since 1997, where I started in patient care for those with heart failure. I have
an MBA from Carlson School of Management, which led me to work in the medical device industry since
the early 2000’s. I’ve been involved in building proton therapy radiation centers. I understand the
challenges in developing healthcare facilities in neighborhoods and the cost and regulatory factors that
must be considered. It’s not an easy undertaking.
I was appalled at how Select Medical and the local management at Regions Hospital handled the process
with the community. Here are some key takeaways:
• They started the project here at Regions in Oct. To do that, Select Medical would have explored several
of their current facilities across the US to determine this is their preferred option to expand.
• We learned late in the process, and we were given 2‐days’ notice they were meeting with the City of
Golden Valley.
• They then informed only the homeowners of Waterford Drive, completely disregarding that the
expansion will affect almost all the homeowners in the neighborhood.
• The neighbors spread the word, and we were invited to join a Zoom meeting the next day.
• They sent a message via our association contact, but it required each homeowner to individually
request a link to the Zoom meeting. Adding a step to deter high attendance seemed quite intentional,
especially if you didn’t make the request before 4 pm, since the admin in PA leaves work by then.
• The Development Director from TX spoke to us in the most condescending manner, despite several of
the participants noting they were experienced professionals.
• The presentation they provided appeared to be a pitch they would make to potential referring hospitals
and residents/residents’ families. Leveraging our neighborhood was part of the appeal, and they didn’t
even realize how insulting that might be.
• On the call, they explained that they had secretly driven through our neighborhood for some time,
assessing the environment (invading our privacy), and determining our beautiful community added value
to their planned expansion. Again, not realizing how odd that might sound to the people who own the
property.
They don’t know the community at all, including Golden Valley. They are in PA, TX, etc, not MN. Regions
Hospital is already not a safe or respectful neighbor, and increasing the number coming/going through
our neighborhood will exacerbate all the concerns. They didn’t do any homework to learn who they were
presenting to on the Zoom call. Before I present to the C‐level executives at hospitals across the US, I at
lease check LinkedIn to understand the background and experience of those I’m presenting to. The tone
of the individuals who spoke with us was dismissive and condescending.
I sincerely hope you took the time and consideration to read this. These are our homes, our community,
and our lives, and we want our concerns to be heard and possible reconciliations seriously considered.
If there is value to Select Medical and value to Golden Valley, why can’t the two work together to keep
from subtracting value from all the 120+ homeowners in Hidden Lakes.
Sincerely,
Melissa Byrd
1530 Waterford Ct
Golden Valley, MN 5422
Dear Mayor Harris and Golden Valley Council Members,
We are writing to express our concern and opposition to the expansion plans of the Regency Hospital in
Golden Valley.
Over the past couple weeks, out of nowhere, our Hidden Lakes community was made aware of a plan to
expand the Regency Hospital which is about 500 feet from our back porch. The fact that this plan has
been in the works and that there was no formal process for feedback from the Hidden Lakes neighbors,
Golden Valley residents or other interested parties raises high suspicion on our approval process. Then
to ask for feedback “quickly” in the middle of a pandemic and right before the holidays is another
unacceptable turn of events. This has established a precedent that I hope you, our city council, would
work to prevent in the future. As our representatives, we are writing to ask for your support in opposing
this hospital expansion.
Below are individual concerns and more collective concerns we have about moving forward with this
expansion.
We have been residents of Hidden Lakes and Golden Valley since 1999 and have witnessed the
increased traffic, continued property damage, litter and increased noise the hospital has caused as it
ramps up to its capacity. Our house backs to Hidden Lakes Parkway and the traffic (speeding cars at that)
begin early in the morning ‐ 4am and does not stop until 7am, then as shifts change, the pattern repeats
itself. This does not include the loud trucks that come in constantly.
We purchased our home in a planned community where we would not expect this kind of traffic. With
that said, after moving in and experiencing the traffic, we planted landscaping to help reduce the noice,
but it can only do so much. Now, with this expanded hospital plan, this disruption will only get worse. In
addition, this hospital does not even serve our local community. Over the years, we have asked for their
support to reduce the speeding, but to no avail. Accepting this plan to move forward would only hurt
our interests in the community with no upside for us as homeowners.
Our comments above refer to our personal impacts, but we also ask the council to consider the broader
impacts of such an expansion on the community. Below are some that come to mind in no particular
order:
‐ Increased traffic and speeding ‐ impacts not only our backyard, but all who live facing Hidden Lakes
Parkway or drive on it.
‐ Increased Maintenance due to more traffic. We bear the actual financial cost of these repairs
‐ Construction disturbances
‐ Additional lighting in the parking lot ‐ the lights already are too bright and what are the impacts on
wildlife or the environment
‐ What are the impacts to current easements and additional landscaping needs
‐ Pedestrian / bikers on our public trails competing with this larger traffic pattern and numbers.
These are just some of the possible impacts. Then, there is the possibility of even further expansion of
this hospital that may be in the works. Given how this plan came out of nowhere and is being rushed
through, it does not give us confidence that a future proposal would not be treated the same way. The
plan is all about the hospital and the fact that there was no transparency to the process to get direct
neighbor feedback is unconscionable. And now, those of us who would be most impacted have little
precious time to voice concerns, get input or even be at the table.
Please use this letter as our formal and strong opposition to the hospital expansion.
The courtesy of your response would be appreciated.
Respectfully,
James Assali
Michael Mauch
1499 Waterford Drive
Golden Valley, MN 55422
Mayor Harris and Council Members,
We’re writing to you in reference to the proposed expansion of the Regency Hospital campus
in the Hidden Lakes community, and to express our concerns about it, as well as the hurried
process in which it appears to be moving.
Earlier this year, my wife and I purchased a home in the Hidden Lakes community of Golden
Valley, with the intention that it would be our retirement home.
From the time we started looking for a home in the area, closing on the purchase and planning
the renovation, there’s never been any information put forth about any potential upcoming
project, of the magnitude being proposed by RHC, until recently.
Approximately three weeks ago we received a letter from our HOA inviting us to take part in a
Zoom meeting with the representatives of RHC, discussing the project, and stating they were
intending to present it to your body on December 14th. According to the HOA, they too were
only notified a day prior to sending out the notification to the residents. What was scheduled
as a 30 minute Zoom meeting ended up being well over 2 hours, due to what you might
expect, overwhelming concerns being brought forward by many of the attendees about the
project and the process by which it was being pushed along. After the Zoom meeting, it was
learned that this item had been pushed to the Council’s December 28th meeting.
We have many of the same concerns as the other residents about the project, as how the
expansion will affect traffic flows, noise, affect on property values, wear and tear on the roads
(which are private, and as I understand maintained by the HOA), as well as the potential further
expansion later on (based on the proposed design and information provided by the RHC rep).
What was also surprising was the fact that, according to the RHC representative, there’s not
been an environmental impact study or any traffic surveys completed for the project, prior to its
presentation to the Council. I later checked the last few months of the City’s Planning
Commission meeting minutes (on the City’s website) and did not see any mention of this
project in any of their agendas.
As new residents of the City, we have some questions about the process being undertaken by
RHC, in putting forward this project.
‐ Are construction projects (of this magnitude), especially when they effect the residents
and area around it so directly, normally first brought to the City’s Planning Commission?
‐ Was this project brought to the Planning Commission for review/approval, prior to being
moved for City Council approval?
We’re sure you can appreciate the concern we have as new residents in the city, what the
potential negative impacts this project can have on the Hidden Lakes community as a whole,
and ask that you oppose it.
Thank you for your attention in this matter, and please ask staff to acknowledge and respond to
the process questions above.
Respectfully,
Dominic & Kristine Cotroneo
1535 Waterford Ct.
Dear Mayor Harris and Golden Valley City Council Members,
We are writing to express our concerns and opposition to the expansion plans for Regency Hospital in
Golden Valley. Our concerns fall into four categories:
1) the Process and timeline used by Select Medical in pursuing this expansion
2) Neighborhood impact
3) Alternate route considerations
4) misleading claims presented to homeowners during zoom meeting of December 3, 2020.
To begin, I imagine that Select Medical would like to be perceived as trustworthy in the development of
their expansion plans. Given that, I hope they and the City of Golden Valley will be open to the ways in
which, from the beginning, that has not been apparent. The neighborhood of Hidden Lakes was given a
2‐day notice of the meeting of December 3, 2020 in which we were informed of the benefits to Select
Medical and Regency Hospital of their expansion plans. This emphasis of benefits to them, took up most
of the time during the Zoom meeting even disregarding attempts of participants to seek “benefits to the
neighborhood.” In terms of trustworthiness, it is impossible to conceive that the development of this
expansion only began in October, 2020, as David P. Garman, Director, Design & Construction Select
Medical stated numerous times. Quite Incredulous! From the start, it felt like someone was trying to
“pull the wool over our eyes.”
When asked about a study of traffic‐impact, David Garman indicated they had not done that and
wouldn’t until possibly AFTER construction. THAT would have been of interest to Hidden Lakes
homeowners and would have felt like a trustworthy effort. A number of the comments from Hidden
Lakes homeowners spoke of the impact of both construction traffic and eventually traffic from the
increased capacity and staffing of the finished expansion. A traffic‐impact study could go a long way to
answering some of the greatest concerns of the hospital’s neighbors and has the potential of building a
sense that they care, at least a little bit, about harmonious relations.
My second point: Homeowners of Hidden Lakes can have little to nil impact on Regency Hospital or
Select Medical, but Regency Hospital and Select Medical can have a HUGE impact on the neighborhood
of Hidden Lakes. During the Zoom meeting a homeowner spoke of the litter, face‐masks, liquor bottles
and general garbage that she regularly picks up in the parking lot that abuts our neighborhood. Regency
Hospital and Select Medical should initiate immediately an appropriate and frequent clean‐up of their
property. Even visitors, if seeing an unkept parking lot, must wonder about the safety considerations
INSIDE the building. And of course, the history of that hospital gives one reason to harbor such
questions.
Further, during the Zoom meeting, David Garman alluded to this being Phase One, but provided no
further indication of what or when a Phase Two would occur. Unanswered issues, such as these leave
me feeling like the “wool is being pulled over our eyes” both now and into the future. Unfortunately,
this is just a small list of the ways in which the process and timeline used by Select Medical has greatly
eroded any sense of trustworthiness with our Hidden Lakes neighborhood.
My third point: has any consideration been given to an alternate route into the hospital? While no
current alternative route has been developed, what is the possibility of entry through Hennepin County
parkland? This concept may be met with even greater opposition than the current pathway using
Hidden Lakes Parkway, the road privately owned by Hidden Lakes Homeowners Association and its
members. That may or may not be a reasonable alternative access to the hospital, however giving it at
least a thorough study would be welcome.
My final set of issues deals with misleading claims presented to homeowners during the quickly‐called
Zoom meeting of December 3, 2020. David Garman responded repeatedly to various questions by
stating that “we’re a privately‐held hospital.” This statement coming from the spokesperson whose very
title includes Select Medical. And while I realize that Regency Hospital of Minneapolis is registered as an
LLC, its taxes are sent to Altus Group LLC in Southlake, TX, as a representative of Select Medical. Select
Medical is a company publicly traded on the New York stock exchange (SEM). Walking through the
parking lot daily we can observe painted arrows on the pavement, large construction machinery in place
and newly installed silo‐like storage buildings ‐ leading to the impression that approval has already
occurred and shovels are ready!
A couple of additional comments: Building trust while holding a Zoom meeting is met with challenges,
but to choose to hide one’s photo or face comes across as a manipulating and controlling effort. I wish
that participants from Select Medical and from the City of Golden Valley had not chosen to do that. It
didn’t help the trust‐building effort.
Furthermore, if it is not currently included in City of Golden Valley code, please consider adding a
requirement of both traffic impact and neighborhood inclusion in proposed business, commercial, or
“privately‐held businesses” expansions in the future.
Please consider this communication as representing only a small snapshot of the concerns and
opposition we are expressing regarding the proposed expansion of Regency Hospital, Golden Valley and
consider it our formal and strong opposition to the proposed plan.
Respectfully,
Richard and Ann Christiansen
1495 Waterford Drive
Golden Valley, MN 55422
Dear Gentlemen,
I have been a homeowner in Hidden Lakes for 21 years. I was on the call a couple of weeks ago and
heard how Select Medical would benefit from an expansion of Regency. I did not hear how it would
benefit Hidden Lakes Residents. We are a residential neighborhood and I only see how an expansion of
the hospital would affect us negatively. An exponential increase in traffic, noise, and pollution from staff
and vendors. You have several other hospital locations in the Twin Cities, why don't you use your
resources into expanding one of those hospitals? It seems to make more sense.
I look forward to ongoing discussions to find solutions that work for both your company and our
neighborhood.
Kind regards,
Nancy Alexander
Mayor Harris and Manager Zimmerman –
I’m writing today regarding the proposed project at Regency Hospital, in the Hidden Lakes development.
As a longtime resident of Golden Valley, it is important to express my views about Select Medical’s plan.
I’m a recent new resident of Hidden Lakes, but have lived in Golden Valley for 23 years. My first two
Golden Valley homes were in North Tyrol, and I attended the meeting last year that you graciously
attended regarding narrow lots. I was so impressed with your willingness to listen and take feedback
from neighborhood residents, even when faced with frustration and anger. I love living in Golden Valley,
and that meeting was a good example of the open conversations between our city government and its
residents that are so vital to our continued community health.
A key reason I chose Hidden Lakes when I was ready to move from a single family home to a townhome
was the ability to stay in Golden Valley. So much to love about our suburb, including the city’s careful
balance of commercial vs. residential real estate. Those interests often do not play well together, and I
applaud city planning efforts to develop the 394 corridor and “downtown” Golden Valley at Hwy 55 and
Winnetka to keep traffic and activity out of residential neighborhoods while also increasing our tax base.
The quality of our housing stock and livability of our neighborhoods is so crucial to our city’s future.
That seems to be the crux of the issue with Regency Hospital. Obviously I knew the hospital existed
when I purchased my townhome, and in fact live just a few units up from Regency’s parking lot. That
was a compromise I was willing to make to live in a lovely neighborhood, stay in Golden Valley and be
close to city parks and downtown. Any development will have a direct impact on the quality of my unit
and surrounding area and reduce the livability of the neighborhood. I was absolutely appalled at the
scope and plan presented by Regency, and the total lack of consultation with the neighborhood. I’ve
worked at senior levels in three Fortune 100 companies, and know full well that this kind of project
often spends years in development. So their presentation noting only a few months of work on the plan
was disingenuous at best, and an outright lie at worst. The assumption that we would welcome an
increase in traffic, noise, light pollution and physical presence with open arms was poor thinking.
Most appalling to me was Select Medical’s acknowledgement that the planned construction includes
room for expansion – thus increasing even further the impact on our neighborhood. It seemed to be
sleight of hand – build in expansion space now to make it easier to expand later, thus further increasing
traffic, noise and disturbance. If Golden Valley wants to continue touting quality of life, this is certainly a
move in the wrong direction.
I’d strongly advocate that the city refuse the application for construction, and actively seek how to
better use that space. It is ideally situated by lakes and parks, and seems to have value to our city well
beyond its current use.
I would also like to suggest that the city strongly consider a change in lighting should Regency remain,
and potentially a global change across the city. Living next to Regency now for several months has made
it clear that the need to control lighting and accomplish both safety and preservation of dark skies is
essential to quality of life.
On a recent visit to Tucson AZ, I was struck by how dark the sky was, and learned about the Pima County
initiative to preserve the dark sky by changing how the city of Tucson is lit. It is fascinating work, and has
a huge environmental impact as well as improving quality of life. I’ve attached a reference about lighting
to preserve dark skies to this note, and urge you and the City Council to seriously consider a change to
our codes. Of course there are many sources of information about dark sky preservation, but the City of
Tucson has done a magnificent job.
https://www.darksky.org/wp‐content/uploads/bsk‐pdf‐manager/RASC‐GOL_2018_51.pdf
Here is a short list of the areas I believe need further exploration to even consider Select Medical’s
request for expansion, prior to any debate regarding a construction permit.
1. Create a traffic and activity flow for both the current expansion and the planned future
expansion, noting that the decision rests on the ultimate capacity rather than the interim
capacity. Predict increased traffic, noise, parking requirements and "wear and tear" on the
roads.
2. Study how increased capacity will impact plans for food service and facility supplies, and the
increase in number and size of delivery vehicles.
3. Evaluate alternate construction plans to minimize the physical presence of the building and the
expanded parking lot. Determine if there are alternate entry and exit paths without coming
through the Hidden Lakes neighborhood
4. Explore alternate lighting solutions. The parking lot creates tremendous light pollution, and
many options exist to provide a safe level of light while minimizing light pollution and impact on
wildlife in the park. Additionally, the planned day room would likely be a source of light
pollution for residents with a direct view of the building, so planning for any 24 lighted internal
spaces should face away from the neighborhood
5. Fully develop a landscape plan, and mitigate both the physical presence of the building, the
parking lot and all activity associated with the hospital. Identifying sight line blocking plantings,
and include plans for proper maintenance and waste pickup will be crucial. Current maintenance
by the hospital is unacceptable, with waste products frequently found littering the grounds and
the hiking path.
6. Create an environment impact plant to
a. minimize environmental impact
b. reduce visual presence, auditory disturbance and traffic impact
c. Reduce energy and water use
Thank you for taking comments on this issue, and of course I’m happy to have further conversations if
that would be helpful.
Nancy J Eicher
4211 Woodland Trail
Golden Valley MN 55422
Dear committee members,
Today when I went out to walk my dog at 7:45 I was greeted by a hospital face mask, a hospital
measuring container for liquids, and an empty cigarette pack. This is just one morning and these things
were directly across from my home by The Regency parking lot.
As the plans are continuing to expand this hospital my concerns about the increase in noise, garbage and
traffic also grow. I believe my home value will be substantially impacted. If the wooded hill across from
me is turned into another parking lot my garbage situation will cover the entire side of my home. Also,
the noise I hear daily from trucks and tanks being filled will have no puffer. With the hill some noise and
truck views are blocked. I cannot believe if you came to see the situation any one would think this was a
good idea.
Lil Heiland & Katie Flannery
Mr. Zimmerman,
Good afternoon, I understand that you are managing Planning issues for the proposed Regency Hospital
expansion.
I’m forwarding along one of many email threads I’ve had with City staff regarding unchecked speed
issues on the Hidden Lakes Pkwy. While I personally do not object to their need to expand the hospital,
it must be done in a way that does not threaten the safety of the residents here, and it’s not an
exaggeration to use that language. I have been fighting for attention to this issue for 13+ years (see
below), with not one truly effective solution ever proposed by the City.
Unfortunately, another speed limit reminder posted in the Regency Hospital employee break‐room isn’t
going to cut it, we need real partnership and creative solutions with the hospital on this issue as part of
the expansion approval process. While I understand the City’s positive bias toward any new construction
projects, I would respectfully ask that you personally ensure that this ongoing community safety issue is
not swept under the rug in the current race to give the hospital their approval.
thank you,
Scott Booher
Hidden Lakes
Dear Regency Hospital Construction and Golden Valley City Representatives,
I live in Hidden Lakes on Bridgewater Road and have some concerns regarding the future proposed
expansion of the Regency hospital. My concerns are as follows:
1. Increased traffic along Hidden Lakes Parkway. A few concerns here, first and foremost is the safety
of residents in our private development. The second is the increased time it will take to get anywhere to
and from our neighborhood. The third is wear and tear of our roadways, I assume just Hidden Lakes
Parkway, due to construction and employee access would only be on Hidden Lakes. I strongly feel that
Hidden Lakes Parkway be the only road that would be affected by the additional traffic from both
construction and hospital employee/visitor access, see more below. With increased traffic and due to the
construction, road repair or construction would be more frequent, which would also end up with more
cost to association members / residents.
2. Rerouting of traffic for various reasons to the hospital directly down Bridgewater Road, mostly due
to Hidden Lakes Parkway road construction. This has been done a few times in the recent past and
although most traffic going to and from the hospital have obeyed the speed limit, there are some cars
that still speed through. I have children, including a 6‐yr. old that has just learned to ride a bike. Being a
private residential road, there are no sidewalks on Bridgewater. In addition, I have observed vehicles
speeding through the neighborhood going to the hospital, including running over the bollards at the end
of Bridgewater after the Parkway construction had been complete for weeks. I believe this to be
employees who now realize they can get to the hospital quicker through Bridgewater and may be in a
rush to get to and from work.
3. With the re‐routing of non‐residential traffic down Bridgewater Rd. for construction/hospital
employees and visitors, it provides increased access for strangers around our children. I do not see myself
as a paranoid parent but the additional access to public traffic obviously increases the general public into
our private neighborhood, including awareness of our neighborhood. In the past we have noticed the
public access had produced some "creepy" strangers taking pictures of my daughter and her friend (we
had called the police) and others driving slowly including stopping and looking at our kids.
To summarize, my primary concerns are 1) increased traffic ‐ safety, increased drive time, and including
more wear and tear on our roadways with associated additional repair costs, and 2) increased
probability for re‐routing of traffic through our residential street on Bridgewater Rd. including safety of
our residents and children. I am not totally opposed to the expansion but strongly advise that
precautions be taken to avoid or address these issues.
Thanks,
Nick Aloi
1525 Bridgewater Rd.
The site in PUD 74 is an (I‐3) medical facility surrounded by (R‐1) single family residential uses and (I‐4)
uses such as parks, golf courses, and parks. It is serviced by a shared private road though the residential
community. It is the only (I‐3) site with these parameters in Golden Valley and deserves special attention
to separate the (I‐3) use and institutional architecture as much as possible from the (R‐1) uses.
My objection to the originally proposed plan, along with the usual objections such as increased traffic,
noise, construction noise, etc., is the increased encroachment of institutional architecture upon our
park‐like single family residential neighborhoods, especially the large gathering room planned for the
northeast corner of the addition.
“Planned Unit Development – A development plan approved by the City that offers flexibility in the
regulation of certain aspects of the City Code in exchange for public benefits by the developer in the
form of amenities. Common modifications include ... unique site concepts. In return the City may ask for
… public open space, or enhanced infrastructure.” Little of that was being proposed. In the past, we
have at Association expense, planted as much screening as possible on our Common Areas to separate
the institutional architecture from our residential architecture.
In a presentation to the residential community, the hospital said they explored adding to the west side
of the building and ruled it out for various reasons. They will be removing the tall parking lot light
fixtures and replacing them with lower level lighting. However, they are also removing open space for
the addition. The added gathering room with commercial floor to ceiling windows that wrap around it
would emanate a bank of light at night at a height of the existing parking lot lighting they are removing.
It is significantly closer to the residential areas than need be. Because these windows also wrap around
the corner, they can be seen from most homes of the west side of Waterford Drive, homes on
Woodland Trail, homes on the east side of Waterford Drive close to Woodland Tail, and some homes on
Bridgewater Road. If the existing parking lot lights can be seeing form homes on Skyline Drive, chances
are that the windows will also be seeing from those homes as well.
It is a shorter walk to a stairway adjacent to the added gathering room from on any home on Woodland
Trail, some homes on Waterford Drive, and six homes on Bridgewater Road than from some rooms in
the hospital. With a site as big as they have, that doesn’t make sense. The room is too far from many
patient rooms and much too close to the residential areas. It would be much better for patient and
family convenience if it was built as central as possible, such as over the courtyard on the west side of
the building; or over the ambulance entry. The plan could be improved further by moving the
ambulance entry further south and farther away from the residential areas.
The new wing itself cannot be moved further south because of the need for service the southeast corner
of the existing building with food deliveries, but after moving the room, it would be possible to shorten
the new wing and move the stairway further from the residential areas. A room on top of the
ambulance entry would still have views of the pond and its fountains, albeit from a greater distance as
well as views of Theodore Worth Park and possibly Twin Lake.
I must also say we have enjoyed the benefit of the use of their meeting rooms for our monthly Board
Meetings and annual Association meetings, so having the hospital as a neighbor isn’t all bad.
The attachment is an aerial view of part of Hidden Lakes with the proposed addition added to it to show
how much the community or gathering room encroaches on the community.
I didn’t mean to convey that I approved of the addition. I am opposed to it. I welcome the changes in
this parking lot lighting, that is all. I would rather the facility be changed to a 55 plus extended care
facility in keeping with its neighboring community. My second choice would be a nursing home. Either
one by its existing owners or through a sale to an entity that ran such facilities.
Such a change would reduce traffic, eliminate the need for daily ambulances, possibly reduce parking
requirements in exchange for more landscaping, and possibly provide a place for our older residents to
move to when the time came to thing about those eventualities.
Paul Pink
Dear Mr. Zimmerman,
I am sharing some concerns of some of us at Hidden Lakes regarding Regency Hospital expansion plans.
This has also been addressed to our homeowners association and planners:
We live at 1435 Waterford Drive, with the back of the townhome facing the pond and Hidden Lakes
Parkway. We note the lack of any hedge or tree barrier along our side of the road. We have heard and
seen large delivery trucks in early morning hours, and various vehicle traffic at all hours. This would
increase considerably with the expansion plans.
Regardless, we recommend evergreen trees along Hidden Lakes Parkway facing our houses, that would
reduce vehicle noise to residents, and much improve the view.
We will appreciate your consideration on this matter.
Yours Sincerely,
Gerald G. Mindrum
Dear Mayor Harris and Members of the Golden Valley Council:
After residing in the Hidden Lakes Community for almost 21 years as one of the original homeowners, I
am writing to express my strong opposition to the proposed expansion of the Regency Hospital in our
tranquil neighborhood.
Never did I realize how my life would change as a resident of Hidden Lakes, after a very urban lifestyle
living in Los Angeles for 33 years. It was a wonderful surprise and a gift that I found myself living in the
middle of nature with all the wildlife in my own back yard … deer, fox, beautiful song birds, squirrels,
rabbits, turkeys, opossum. The Hidden Lakes community is a tight knit group of homeowners and we all
enjoy life here and absolutely love this beautiful environment surrounded by Theodore Wirth Park and
Twin and Sweeney Lakes and I don’t want to see any of this change.
In the early years the Hospital was very quiet and after several failed owners we never thought we would
be faced with the possibility of this facility expanding. I have a dog and walk the community on a daily
basis, and it has become increasingly clear that the current owners, Select Medical, have a thriving medical
facility evidenced by the fuller parking lot and increased traffic on our private streets.
My concerns of this hospital expansion are shared by my many of my neighbors and I will outline them
regardless.
Increased traffic from medical staff, guests, vendors and very large vehicles not meant for private
roads.
Additional parking lot lighting while existing lighting is already too bright for homeowners already
exposed on Woodland Trail and Hidden Lakes Parkway
Recently very costly roadway repairs on Hidden Lakes Parkway and we fear there will be early undue
wear, tear and damage with the increased hospital traffic.
Littering which is currently a very annoying problem throughout the parking lot, along our walk paths
and on Hidden Lakes Parkway, and the Regency management doesn’t seem to do anything to improve
the situation. Hospital trash also ends up in Theodore Wirth Park next to the south buffer zone.
Hidden Lakes entry monument is currently damaged by a large hospital vehicle and the cost to repair
is $10,000. This is a common occurrence with large medical vehicles entering the community and
since I have lived here this monument has been damaged at least a half dozen times or more.
Modified parking lot plans with this expansion include cars parked too close to homes on Woodland
Trail.
Serious concern that Hidden Lakes property values will be jeopardized by this expansion, thus
reducing taxes the City of Golden Valley currently levies – and lowering the appeal of the Hidden Lakes
community.
Hospital traffic often ignores the 20mph speed limit and stop signs on Hidden Lakes parkway, and
with this expansion these problems will worsen causing serious concern for safety and security issues
of our community along with more noise and trash littering including erosion or our roads.
We haven’t seen an Environmental Impact Study or a Traffic Study to support this expansion.
Removal of the hillside buffer zone on the south Hospital parking lot with at least 4‐5 large evergreen
trees and other large trees isolating the Theodore Park land from the hospital – increasing parking lot.
Expansion will negatively impact wildlife in our wooded areas around Hidden Lakes and Theodore
Wirth Park which is home to deer, fox, rabbits, turkeys, opossum and many others.
You should be aware that Select Medical is a well‐established diversified health care company with a
national presence and recognized as one of the “Best Managed Companies in America” by Forbes. In April
2001 the company completed an initial public offering and was listed on the NASDAQ, and 14 months
later listed on the New York Exchange (symbol SEM). In 2004 they acquired the world‐renowned Kessler
Institute for Rehabilitation, adding inpatient medical rehabilitation to its patient care offerings. Their 2019
value was reported at $5.2‐5.4 Billion Dollars. Select Medical can well afford to meet any City of Golden
Valley required amendments to their current proposed expansion plans, while also addressing serious
concerns of our Hidden Lakes Community.
This is a very tranquil, unique and special residential neighborhood and we want to keep it that way, and
this expansion only jeopardizes everything we love about our Hidden Lakes Community. We are not a
commercial or industrial area, and frankly if Select Medical wants a large active hospital they should
maybe consider selling this property and moving their hospital facility where they can be supported by
public roads in a more appropriate commercial/industrial setting in Golden Valley or other area of the
Twin Cities.
Since you, our City of Golden Valley government leadership represent us in this City, and as possibly the
highest tax‐based community in Golden Valley, we hope you will be prudent in your decision making to
protect our community from anything that might adversely affect our lives and property values. Clearly
this expansion of a medical facility will without a doubt cause some very negative impacts to all of us in
this community. In the event any of you have never been in the Hidden Lakes community – I urge you to
come over to Hidden Lakes to see for yourself what we are all describing in our various communications
before you move forward with any decisions for this proposed expansion.
I along with the Hidden Lakes homeowners strongly urge you and the City Planning Commission to vote
against this proposed expansion by Select Medical of their Regency Hospital in the Hidden Lakes
residential community. We expect that you will prioritize the interests of Golden Valley residents over
those of an out‐of‐state conglomerate public company.
Sincerely,
KATHERINE SOBIECK
1400 Waterford Drive
Golden Valley, MN 55422
Ladies and Gentlemen:
We are writing to express our concerns and opposition to the above referenced expansion project for the
following reasons:
1) Current operations of the hospital are already a neighborhood nuisance to the surrounding residences
and Theodore Wirth Park. On a daily basis, employee and vendor vehicles exceed posted speed limits.
This vehicular traffic routinely ignores the posted stop sign at the intersection of Hidden Lakes Parkway
and Waterford Court/Drive. Incidences and near incidences with wildlife and pedestrians are
commonplace. Safety is a major concern with the present operations of the hospital, and future
expansions routing increasing commercial and personal vehicle traffic patterns would only exaggerate an
already unsafe situation.
2) Presently, Regency Hospital does not dispose of its waste in a proper manner. On a daily basis, used
facial masks, gloves, sanitizing wipes and assorted other hospital disposables can be seen littering the
parking lot and neighboring properties. This is in addition to the trash of cigarette butts, empty liquor
bottles and fast food containers. Any expansion would bring more employees and visitors and only
worsen the littering situation.
3) The hospital is licensed for 92 beds and presently operating at 66 beds. The proposed expansion
involves a reconfiguration back to 92 beds. However, by the hospital’s own representations, this
expansion is only the 1st phase of a multi‐phase, multi‐year project. The transparency on the ultimate size
and scope of the project has been poor. It is apparent to numerous homeowners, including us, that
Regency Hospital is not being truthful with their ultimate plans for the site. As an example, the hospital
now conceals their future phase plans after their initial presentation to Hidden Lakes homeowners.
4) The current footprint of the property is limited in space and future expansion capabilities as it is
surrounded by single family and townhome residences, Twin Lake and Theodore Wirth Regional Park
(City of Minneapolis). Regency’s current phased expansion would add 60+ employees thus concentrating
more vehicles, foot traffic and the resulting nuisances noted above in the same footprint.
5) This property is a for profit commercial facility. It should be located in a commercial area, ideally near
other medical facilities including a full‐service hospital for those patients needing emergency care.
The Regency facility is the remnant of what was once a large grouping of other medical on‐site facilities
located on what is now Waterford Drive and Waterford Court. Over time, these facilities were
demolished, and the property sold to the developers of what is now known as the Hidden Lakes
residential development. This hospital no longer fits the majority use of the surrounding properties
(residential, recreational, wildlife preserves, etc.). Rather than facing this reality, Regency is attempting
to expand a grandfathered facility that should neighbor other medical facilities, if for no other reason
than the needs of their patients, into a care facility that is not close to emergency medical services.
As the homeowners of 1750 Waterford Court, Golden Valley, MN 55422, we respectfully ask the Mayor
and City Council to reject this proposed expansion. To date, no credible consideration and no impact
studies have been performed (traffic, environmental, etc.). To the best of our knowledge, none are being
proposed with this expansion. We ask Regency Hospital and its Parent Company, to consider moving
their hospital to other locations that are commercially consistent with their facility. This would not only
lessen the impact to neighboring homeowners, wildlife and nature preserves it would also better serve its
patients who may need immediate medical attention their facility cannot provide. Unfortunately, and all
too often, the residents of Hidden Lakes witness Ambulances who must travel at high rates of speed on
the long road from Duluth Street to get to the Regency facility, only to then backtrack to rush a critical
patient to North Memorial Hospital or even further locations to provide emergency care.
Thank you for your consideration,
Patrick A. Luis
Brigitte Stream
Hi Shep,
I am writing to share my concerns about the planned expansion of Regency Hospital. I serve on both the
Valley Village and the Master Boards for Hidden Lakes. Valley Village (on Waterford Drive and Woodland
Trail) is the closest and most vulnerable to the proposed expansion. 26 twin units on these two streets)
have direct views of the hospital and parking lot. That amounts to 52 families. Another 10 to 12 single
family units have partial views. Further, a number of units on top of the hill (HillTop Village) do have
longer distanced partial views. A very high percentage of all residents are opposed to the expansion.
As an association, we have tried very hard to reach an accommodation with the hospital and have made
little progress. Our history with previous owners of the hospital have been very neighborly, cooperative
and friendly. The newer hospital organization (approx.5 billion in net worth) has created an environment
that is not encouraging. When I first heard of the potential expansion about 3 months ago I sought to
get info from the hospital headquarters and was referred to David Garmin (a high‐ranking officer). I did
so early as it takes time to obtain owner input and reactions. Especially during the Winter when many
residents flee to warmer climes. He assured me that he would email the plans to me. I never received
them. 10 days later, I called back and he was most apologetic and again asked for my email. They were
never received and he did not return any of my follow‐up calls. Much Later, he scheduled a Zoom
meeting with the residents to provide info and answer any questions. That call was cancelled by him the
same day it was scheduled. Much later, he scheduled zoom calls with the Master Board and a later one
with any residents that were interested. He got an earful!
During that call David Garnmin told us that there would be another expansion later; but was very vague
on the timeline. Further, a VV resident who is a hospital engineer stated that their existing double rooms
(that they now use as singles) could, in the future, be converted to single rooms. The hospital has
provided no info about any additional expansions. They have been purposely vague about that question.
Recently, the unit next door to me was sold to a medical engineer who moved to Golden Valley to teach
and research cancer cures at the "U" with a directed heat process. His unit is identical to mine only
flipped. He has direct unobstructed views of the hospital and parking lot. His realtor lowered the price
twice as potential buyers objected to the views with 24 hour very bright lighting. He bought it for
21,000$ less than the value of our unit. I have planted trees to partially block the same views. The
expansion of the commercial building and parking lot will unquestionably diminish the values of our
homes because all of the expansion is to the east and our complex. Little can be done about this and we
do not expect remuneration; but causes disappointment with the owners.
The other main objections that the owners have expressed to us in large numbers are as follows in order
of priority:
1. Damages to our infrastructure and streets from increased traffic and truck deliveries. Our private
streets were never designed for this kind of heavy traffic 24 hours a day and we have experienced
costs in repairing the same.
2. Smoking is prohibited on the hospital grounds so their smokers walk our streets and hang out by our
pond leaving lunch trash and too many cigarette butts to count. Also trash from smokers in their
cars idling creates exhaust pollution and trash ends up on our property. We have to deal with
discarded masks, gloves and other task on a regular basis.
3. There are two active eagle nests on Sweeney Lake and I have heard nothing of an environmental
study for this Lake including migrating ducks and geese.
4. Noise pollution will only increase
5. With this expansion, the number of employees will increase significantly and we have always had a
problem with their employees speeding in and out and ignoring speed limits and stop signs. This is a
danger to our residents as we have many walkers in our community and a limited number of
sidewalks. In agreement with the city, we built narrow streets with temporary parking on one side
only. The other side is for emergencies of course.
I could list more challenges but, I will defer as you have probably heard them.
What are some solutions?
No Expansion
Sell or keep the property and convert it to a nursing home. It could be profitable without expansion
and I am confident the city would be willing to help them build a new facility in Golden Valley. They
would be an asset to any city and is the only one of its kind in Minnesota.
Fully cooperate with our Master board and agree to resolve all of these issues. It would be very
costly to them, especially the massive landscaping required to eliminate the views. Much of it would
be necessary on our property and we are OK with that. Of course, companies worth billions dislike
spending that kind of money. Thus all the smoke screens, disinformation, disregard for your
neighbors and all leading to a hurried process before the opposition can organize logical solutions.
David Berry