CYPRESS - Billingsley Company

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CYPRESSWATERS20FA L L14 ANATOMY OF A DEALAs featured in theDallas-Fort Worth Real Estate ReviewFall 2014Reprinted with permission byFA L L 2 0 1 4D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W / 1


ON THE COVER:“HERO’S HORSE,” A25-FOOT-TALL PEGASUSSCULPTURE BY KEVINBOX, MARKS THEENTRANCE TO CYPRESSWATERS. PHOTO BYMICHAEL SAMPLES.ANATOMY OF A DEALCYPRESS WATERSARTICLES REPRINTED WITH PERMISSION FROMD A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W A N AT O M Y O F A D E A L , FA L L 2 0 1 4CONTENTS4 LAKESIDE LEGACYANATOMY OF A DEAL—CYPRESS WATERSCreating a lakeside legacy . 47-Eleven’s new heavenThe home of the Slurpee has a brand-newhome of its own. . 9Nation buildingAbout 1,000 employees will move to Nationstar Mortgage’snew headquarters before the end of the year. . 1010 OFFICE CAMPUSWorkplace of the future.12A new multifamily paradigm.14The 25-year vision . 16Contrasting neighborhoods. 18Educating for the futureAn elementary school unlike any otherin the nation. .19Embracing the great outdoors . 20A time to be boldLucy Billingsley, the driving force behindBillingsley Co. . 2215 SCOTCH CREEKDallas-Fort Worth Real Estate Review is published for The Dallas Regional Chamber and The Real EstateCouncil by D Custom, a division of D Magazine Partners, 750 N. St. Paul St., Ste. 2100, Dallas, TX 75201;, 214.523.0300. Neither the Dallas Regional Chamber nor The Real Estate Council norD Custom is a sponsor of, or committed to, the views expressed in the reprinted articles.Anatomy of a Deal Cypress Waters is available online at Waters articles are reprinted with permission from DALLAS-FORT WORTH REAL ESTATEREVIEW. ANATOMY OF A DEAL, Fall 2014, copyright 2014, Dallas-Fort Worth Real Estate Review. All rightsreserved.Select content, data, and photos updated as of October 31, 2014 by Billingsley Company.Billingsley Company: We partner in creating life-enhancing communities1722 Routh Street, Suite 1313Dallas, Texas 75201214.270.1000D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W / 3

CREATING ALAKESIDELEGACYBY KAREN NIELSENBillingsley Co. has overcome huge hurdles in makingCypress Waters a reality—from dealing with multiplejurisdictions to a lack of infrastructure to lawsuits. Now,after 10 years, all that hard work is finally paying off.4 / C Y P R E S S W AT E R SA S F E AT U R E D I N D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W A N AT O M Y O F A D E A L , FA L L 2 0 1 4C O P Y R I G H T 2 0 1 4 , D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W. A L L R I G H T S R E S E R V E D. R E P R I N T E D W I T H P E R M I S S I O N .

A ANATOMY OF A DEALDeveloper Lucy Billingsley and her husband, Henry, firstbegan eyeing land around North Lake in the 1990s. Thelarge suburban tract had a terrific location—just minutesfrom Dallas-Fort Worth International Airport, nestled between Irving and Coppell.“We always said this is a great property if there everwas a moment we might be able to get involved with it,”says Lucy Billingsley. “Finally, that moment came.”The Billingsley Co. partners began assembling land in the areain 2003, eventually amassing 1,000 acres along a 362-acre lake. It’sGOOD FULTON & FARRELL ARCHITECTShere that they’re developing Cypress Waters.The vision is to create a “really great place to live, starting today and going into the future, and a great place to work,” saysBillingsley, who describes the community as sophisticated butcasual, high-energy yet relaxed, and immersed in nature. At fullbuildout, she expects 26,000 people on-site during the day andnearly as many in the evening. It’s a place where people can work,live, and play, and have their children attend excellent schools.When all is said and done, Cypress Waters, which fronts LBJFreeway and Belt Line Road, will include 4.5 million square feet ofA S F E AT U R E D I N D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W A N AT O M Y O F A D E A L , FA L L 2 0 1 4C O P Y R I G H T 2 0 1 4 , D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W. A L L R I G H T S R E S E R V E D. R E P R I N T E D W I T H P E R M I S S I O N .C Y P R E S S W AT E R S / 5

A ANATOMY OF A DEALIT’S AN OUTSTANDING PROJECT FOR DALLAS. IT’S A LONGER-TERMPROJECT IN THE SENSE THAT BENEFITS WILL BE REAPED OVER THENEXT 25 TO 30 YEARS, BUT IT HAS VERY, VERY GOOD BENEFITS FOR US.—KARL ZAVITKOVSKY, CITY OF DALLASoffice and retail space, 10,000 multifamily residences, threeschools, parks, trails, and a lakeside town center.With development well underway, most people are unaware of the major roadblocks the Billingsleys had to overcome. For one, the undeveloped property lacked basic infrastructure, such as roads and utilities. And although most ofCypress Waters is officially in the city of Dallas, it’s smackdab in the middle of Coppell Independent School District,with a southern strip situated in Irving.When word began leaking out about plans for CypressWaters, the city of Coppell and the Coppell ISD filed lawsuits, concerned about the potential negative impact theproject could have on city operations and schools.There was also the matter of hashing out who was goingto pay for what—not an easy thing, with so many partiesinvolved, says Karl Zavitkovsky, director of economic development for the city of Dallas. In 2009 and 2010, respectively, Dallas created two taxing districts for the development,including a municipal management district and a tax increment financing district. Both entities are designed tohelp pay for infrastructure development, while the MMDallows for bonds to be sold later. Dallas remains responsible for providing police, fire, and emergency services.Already the Cypress Waters TIF District’s assessed tax value has increased by a whopping 14,171 percent from 2010to 2013, according to the Dallas Central Appraisal District.The goal is to create additional taxable value of 2.2 billionover the TIF’s 30-year life.“It’s an outstanding project for Dallas,” Zavitkovsky says.“It’s a longer-term project in the sense that benefits willbe reaped over the next 25 to 30 years, but it has very, verygood benefits for us.”6 / C Y P R E S S W AT E R SKEY PLAYERSDEVELOPER: Billingsley Co.MASTERPLAN DESIGN:Loonie Ricks Kiss Architects(original plan), Space Between(current iterations)LANDSCAPE ARCHITECT:Studio Outside and SMR(Cheddar’s and 7-Eleven)MULTIFAMILY ARCHITECT:WDG Architecture Dallas PLLCOFFICE ARCHITECTS:Omniplan, Corgan, and GoodFulton & FarrellRETAIL ARCHITECT:O’Brien ArchitectsGENERAL CONTRACTORS:Westwood Residential, AlstonConstruction, and McFadden &MillerLEAD OFFICE TENANTS: 7-ElevenInc., Cheddar’s Casual Café,Meritage Homes, and NationstarMortgageTENANT BROKERS:Avison Young, JLL,Swearingen Realty GroupOFFICE LEASING AGENTS:Younger PartnersRETAIL LEASING AGENTS:Venture CommercialLEGAL: Thompson & Knight,Carrington Coleman, WilliamsAnderson Ryan Carroll LLPFINANCING FOR VARIOUSCOMPONENTS ARRANGED FORAND PROVIDED BY: HFF, JLL,Texas Capital Bank, RegionsBank, Wells Fargo, Synovus,Bank of AmericaOTHER KEY PLAYERS: Pritchard& Associates, Kimley-Horn& Associates Inc., Binkley &Barfield, City of Dallas, DallasCounty Commissioners Court,Dallas City Design Studio, Cityof Irving, City of Coppell, CoppellIndependent School DistrictA S F E AT U R E D I N D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W A N AT O M Y O F A D E A L , FA L L 2 0 1 4C O P Y R I G H T 2 0 1 4 , D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W. A L L R I G H T S R E S E R V E D. R E P R I N T E D W I T H P E R M I S S I O N .

AN ISLAND OF LANDA ANATOMY OF A DEALCypress Waters was one of the last remaining large chunksof undeveloped land in Dallas County, and it sat idle formany years. Dallas annexed the 3,000-acre piece of remoteproperty in the 1950s, and North Lake was created to support a power plant, now owned by Luminant. Throughoutthe years, the property was used as a public lake and recreation facility, but its zoning remained agricultural until theBillingsleys came along.“It’s a very unique area,” says Rick Loessberg, director ofplanning and development for Dallas County. “We’ve gotthis ability to go in and do it right and have it be good forupscale housing and office and mixed use.”Short of Joe Pool and White Rock lakes, there aren’t manyareas with water features like North Lake, he adds.Cypress Waters is “a huge development of land that mostpeople didn’t even realize was in Dallas,” says Mary Poss, amember of both Cypress Waters’ TIF and MMD boards. “Itis a whole new tax base, and any time you create a new taxbase, money is available for all parts of the city,” says Poss,former acting Dallas mayor and City Council member.There’s no lingering animosity about Cypress Waters,says City Manager Clay Phillips, but questions remainabout the development’s outcomes and long-term impact. Although it’s not Coppell’s obligation to provide services such as police and fire to other cities, there are concerns about how the influx of people will affect ancillaryservices such as libraries, recreation sports leagues, androads.FAR-REACHING DALLASMost of Cypress Waters lies within the citylimits of Dallas, which annexed the propertyin the 1950s. The island of land is surroundedby Irving and ASIRVINGAt Alston Construction,we know that what you’reconstructing is so muchmore than a building. It isthe standing symbol of yourcompany’s past success and itsfuture endeavors. A symbol ofyour direction for growth andyour outlook for the future. Asa true partner, an honest advisor,and a responsible contractor, weunderstand the mindset it takesto build a solid foundation.We see things from a uniqueperspective.yours.Proud General Contractor of theCypress Waters Office Building ProjectAT L A N T A CHICAGOLAS VEGAS NASHVILLE DALLAS EDISON NEWPORT BEACH RENOA S F E AT U R E D I N D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W A N AT O M Y O F A D E A L , FA L L 2 0 1 4C O P Y R I G H T 2 0 1 4 , D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W. A L L R I G H T S R E S E R V E D. R E P R I N T E D W I T H P E R M I S S I O N .HOUSTON SACRAMENTOC Y P R E S S W AT E R S / 7

UPON COMPLETION,CYPRESS WATERS ISEXPECTED TO CONTAIN4.5 MILLION S.F.OF OFFICE ANDRETAIL SHAPEDEVELOPMENTMILESTONESA ANATOMY OF A DEALBillingsley Co. commissioned sculptorPETER BUSBY to create the iconiclonghorns at the western entrance.“It’s yet to be seen how it will be handled, but having saidall that, we’re working well with the Billingsleys,” Phillipssays. “We definitely want to be good neighbors to both Dallasand Irving, and at this point we’re managing to ensure wedon’t absorb or inherit obligations that we should not on behalf of our taxpayers.”Phillips adds that in five to 10 years, Coppell and its residents will likely benefit from the additional retail optionsat Cypress Waters, as well as development that occurs nearthe project. This fall, a new CISD school, Richard J. LeeElementary, opened within Cypress Waters.During the tenuous years with Coppell, Lucy Billingsleyremembers then CISD Superintendent Jeff Turner sayingone day they’d all be friends.“I thought, ‘Like hell we are. I’m mad,’” Billingsley says.“But he was right. The reason we all got over it is becauseeveryone had something they cared deeply about. We resolved the conflict, and we all still have things we care deeply about—just now they’re in concert.”MAY 2003:Southwestern parcelsacquiredJANUARY 2006:Initial zoning approval(MMD/TIF)JANUARY 2012:Begin Infrastructure andresidential developmentSEPTEMBER 2004:Southern parcelsacquiredOCTOBER 2008:Northern parcelsacquiredAPRIL 2013:Work begins on the firstspec office buildingDECEMBER 2006:South shoreline parcelsacquiredJUNE 2010:Zoning updated andfinalizedJUNE 2013:Multifamily residentsbegin moving inFEBRUARY 2014:Cheddar’s announcesheadquarters move toCypress WatersSEPTEMBER 2014:Nationstar Mortgagetakes occupancy ofits new headquarters;Meritage Homessigns lease in thedevelopment’s first specbuildingAPRIL 2014:7-Eleven announcesheadquarters move toCypress WatersARCHITECTURE PLANNING INTERIORSwww.obrienarch.com8 / C Y P R E S S W AT E R SA S F E AT U R E D I N D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W A N AT O M Y O F A D E A L , FA L L 2 0 1 4C O P Y R I G H T 2 0 1 4 , D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W. A L L R I G H T S R E S E R V E D. R E P R I N T E D W I T H P E R M I S S I O N .

A ANATOMY OF A DEAL7-Eleven’s new Cypress Waters headquarterswas designed by Dallas-based CORGAN, thesame architecture firm that designed itscurrent home, One Arts Plaza.7-Eleven’s relocation is expected to create asmany as 1,250 jobs in IRVING and generate 10 million in tax revenue for the city.7-ELEVEN’S NEW HEAVENThe home of the Slurpee has a brand-new home of its own— in Cypress Waters.BY CHRISTINE PEREZAlong with the giant sculptures that mark the southern and western entrances,one of the first things visitors will see at Cypress Waters is a bold new headquarters for 7-Eleven Inc. Designed by Corgan—the same firm that designedthe company’s current home at One Arts Plaza—the 300,000-square-foot campus will sit on the north side of Interstate 635 just east of Belt Line Road in Irving.7-Eleven’s decision to move to the suburbs was big news when the story brokethis past spring. After all, the world’s largest convenience store operator had beenbased in Dallas since the late 1920s. For years, it was the lead tenant in Cityplacealong North Central Expressway. Then in 2005, it signed a 15-year lease for 240,000square feet in One Arts Plaza. Developed by Billingsley Co., the 24-story tower wasthe first big office play in the Arts District and the first high-rise developed in downtown Dallas in nearly 20 years.It was an exciting move, but as the years went on, the company’s needs beganto change. It required more space—and more parking—and expanding within OneArts Plaza was not an option. Fortunately, Billingsley Co. had other possibilitieswithin its portfolio. The developer wanted to be able to accommodate its tenant’sexpansion needs, and with strong demand for office space in the Arts District—andrapidly appreciating rental rates—it felt confident it could find another user to leasethe space.Cypress Waters was an appealing alternative for 7-Eleven. It gave the companythe opportunity to be in a single-tenant facility with plenty of parking and room forgrowth. The development’s central location within the region, making it a convenient commute for employees all over, was another key reason 7-Eleven decided tomove, says Lucy Billingsley, partner at Billingsley Co.Although the deal was in the works for months, it stayed quiet in the market asKEY PLAYERSDEVELOPER:Billingsley Co.ARCHITECT:CorganLANDSCAPE ARCHITECT:SMRA S F E AT U R E D I N D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W A N AT O M Y O F A D E A L , FA L L 2 0 1 4C O P Y R I G H T 2 0 1 4 , D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W. A L L R I G H T S R E S E R V E D. R E P R I N T E D W I T H P E R M I S S I O N .no brokers were involved. The transaction wasnegotiated directly by the landlord, the tenant,and the city of Irving.When 7-Eleven decided to move to One Arts,Dallas supported the company with an incentives package. For 7-Eleven to cut out early,Irving had to be willing to take over that commitment. In an 8-1 vote, the Irving City Councilapproved just that, agreeing to a 10 millionpackage in tax breaks for both 7-Eleven andBillingsley.The prestige of securing a headquarters fora global brand like 7-Eleven showcases thecity’s pro-business environment, says BethBowman, president and CEO of the GreaterIrving-Las Colinas Chamber of Commerce. “Itmakes Irving a natural decision for other topexecutives looking to relocate their companies,”she says. “We also see this as a creation of jobopportunities for our residents, which will helpour city maintain its low unemployment rate.”7-Eleven’s relocation is expected to createas many as 1,250 jobs in Irving and generate 10 million in tax revenue for the city and 15 million in annual taxable sales.GENERAL CONTRACTOR:Alston ConstructionINCENTIVES:City of IrvingC Y P R E S S W AT E R S / 9

A ANATOMY OF A DEALNATION BUILDINGAbout 1,000 employees will move to NationstarMortgage’s new Cypress Watersheadquarters before theend of the year.DALLASMIDTOWNARCHITECTUREPLANNINGINTERIOR DESIGNGRAPHIC M 214.826.70801 0 / C Y P R E S S W AT E R SCYPRESS WATERSA S F E AT U R E D I N D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W A N AT O M Y O F A D E A L , FA L L 2 0 1 4C O P Y R I G H T 2 0 1 4 , D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W. A L L R I G H T S R E S E R V E D. R E P R I N T E D W I T H P E R M I S S I O N .

BY CHRISTINE PEREZOne of the first companies to catch the vision for Cypress Waters was NationstarMortgage Holdings Inc., which will take occupancy of its new 175,585-squarefoot headquarters within the development before the end of the year. Themove allows the company to trim its five North Texas locations to four—withthe flexibility to consolidate even more in the future, says John Hoffman, Nationstar’ssenior vice president of corporate communication.Initially, about 1,000 employees will move to Cypress Waters. “It’s definitely going to help us improve communication by bringing us together,” Hoffman says.The development’s central location within the region and environmentallyfriendly approach were other key considerations.Designed by Omniplan, the Cypress Waters office building provides anefficient environment, with an open-space layout and plenty of meeting andcollaboration areas.When Nationstar’s predecessor company moved to Texas in 1997, it made itshome in Dallas. “For the past decade or so, we’ve been in Lewisville, which has beena wonderful community for us,” Hoffman says. “Now, though, we are extremely excited about returning to Dallas with our move to Cypress Waters. As we move to thisdynamic new campus, we’re going home—and we couldn’t be happier.”HEADQUARTERSPARKOf the four big officedeals inked so far atCypress Waters, allare headquartersoperations:NATIONSTARMORTGAGEHOLDINGS INC.175,585 s.f.7-ELEVEN INC.300,000 s.f.CHEDDAR’SCASUAL CAFE31,450 s.f.MERITAGE HOMES(regional headquarters)15,760 s.f.KEY PLAYERSMICHAEL SAMPLESDEVELOPER:Billingsley ideGENERALCONTRACTOR:McFadden & MillerTENANTREPRESENTATIVE:Avison YoungA S F E AT U R E D I N D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W A N AT O M Y O F A D E A L , FA L L 2 0 1 4C O P Y R I G H T 2 0 1 4 , D A L L A S - F O R T W O R T H R E A L E S TAT E R E V I E W. A L L R I G H T S R E S E R V E D. R E P R I N T E D W I T H P E R M I S S I O N .8951 CYPRESS WATERS BOULEVARD - ENTRANCESALAZAR PARK8951 CYPRESS WATERS BOULEVARD - LOBBYSALAZAR PARKLONGHORN SCULPTURES BY PETER BUSBY SOUTHEAST CORNER OF BELT LINE ROAD ANDSAINTSBURY DRIVEC Y P R E S S W AT E R S / 1 1

A ANATOMY OF A DEALWORKPLACEOF THE FUTURENearly 900,000 SQUARE FEET OF OFFICE SPACE hasbeen built or is under construction at Cypress Waters.BY CHRISTINE PEREZBilling

anatomy of a deal cypress waters on the cover: “hero’s horse,” a 25-foot-tall pegasus sculpture by kevin box, marks the entrance to cypress waters. photo by michael samples. anatomy of a deal—cypress waters creating a lakeside legacy . 4 7-eleven’s new heaven

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