Tom,
I hope you're doing well. I'm writing in connection with the Stonebridge Data Center Campus project and the ongoing entitlement workstream. Please find attached two draft documents for Ashcroft & Wynn's review and comment ahead of our target filing date of May 30, 2025 with the Loudoun County Department of Planning and Zoning. Both sets of materials were prepared in coordination with Alan Mercer and his team at Cornerstone Land Use Consulting.
**Attachment 1: ZMOD Application Narrative and Statement of Justification (Draft)**
The first attachment is the draft narrative and statement of justification for the Zoning Modification Application (anticipated docket number ZMOD-2025-0038). The narrative addresses the proposed rezoning of the 81.4-acre campus — consisting of the 62.0-acre Stonebridge Parcel (Loudoun County Tax Map Ref. /95-4A-1///) and the 19.4-acre Meridian Parcel (Tax Map Ref. /95-4A-2///) — from the current PD-IP (Planned Development – Industrial Park) zoning to permit data center use under the Loudoun County Zoning Ordinance. The campus is located at the intersection of Belmont Ridge Road and Stonebridge Boulevard in unincorporated Loudoun County, Virginia.
As currently contemplated, the campus will consist of four data center buildings (Buildings A–D, each approximately 120,000 sq ft shell with 24 MW critical IT load per building), a central utility plant, structured parking, and supporting infrastructure. Total campus capacity is 96 MW critical IT load across approximately 480,000 sq ft of gross floor area. The developer and applicant is Ironhaven Data Centers LLC, with Stonebridge Campus Holdings LLC as the anticipated ownership entity once formed.
We would appreciate A&W's review of the narrative with particular attention to the following:
- Consistency with Loudoun County submission requirements and formatting expectations; - Adequacy of the justification under the applicable ZMOD standards; and - Any locally specific issues or sensitivities you are aware of from your experience with the County that we should address or anticipate.
**Attachment 2: Draft Proffer Statement**
The second attachment is the draft proffer statement for submission to the Loudoun County Board of Supervisors in connection with the ZMOD application. The current draft contemplates a total proffer amount of $2,400,000, calculated at $5.00 per square foot of gross floor area based on the estimated 480,000 sq ft GFA. The draft addresses proffer categories including fiscal impacts, transportation improvements, noise mitigation, and visual screening/landscaping commitments.
We would particularly value your input on the following:
- Whether the $5.00/sq ft rate and the resulting $2,400,000 total proffer amount are in line with recent comparable data center proffers approved by the Loudoun County Board of Supervisors; - Whether there are additional proffer categories or community benefit commitments the County is likely to request or expect; - Phasing of proffer payments — specifically, whether payments should be tied to building-by-building certificate of occupancy or to another milestone; and - Any revisions needed to conform to current Board expectations or staff preferences.
**Timeline**
Our target filing date of May 30 is approximately two weeks out, so we are working on a compressed schedule. We would be grateful if A&W could return comments by no later than **Friday, May 23, 2025**, to allow sufficient time for revisions and internal client review with Leonard Castellano (EVP, Development, IHDC) and the Cornerstone team before filing. As you know, the anticipated Board of Supervisors hearing for ZMOD approval is currently targeted for October 2025, and timely filing is important to keep us on track with the project schedule.
**Pre-Application Conference**
As a related matter, I wanted to follow up on the pre-application conference request letter that was submitted to the Loudoun County Department of Planning and Zoning in April. Have you received any feedback or scheduling information from County staff in response to that request? If any guidance has come back, we would like to incorporate it into the application materials before filing.
**Interrelation with Other Project Milestones**
I also want to flag that the ZMOD timeline interrelates with the land closing target of September 15, 2025 for both parcels and the construction loan closing targeted for October 15, 2025. Maintaining the entitlement schedule is therefore critical to the overall project timeline. Cynthia Ho is separately analyzing the interplay between the ZMOD approval timeline and the closing/financing schedule and may follow up with additional questions on that front.
**Logistics**
Both attachments are in Word format for ease of markup and tracked changes. Once you've had a chance to review, we are happy to schedule a call with you, Alan, Cynthia, and me to discuss your comments and work through any open issues. Please don't hesitate to reach out to me directly at the number below, or to Cynthia (cc'd), if you have any questions in the interim.
Thank you for your continued work on the entitlement strategy, Tom. We appreciate the partnership on this one.
Best regards,
**Grace Nakamura** Associate Calderwood & Harkness LLP 1900 K Street NW, Suite 800 Washington, DC 20006 T: (202) 555-4187 E: gnakamura@calderwoodharkness.com
Matter No. 1043-00002
**Attachments:** 1. ZMOD Application Narrative and Statement of Justification (Draft) (.docx) 2. Draft Proffer Statement — Stonebridge Data Center Campus (.docx)
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