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HomeMy WebLinkAboutExhibit 2ATTACHMENT A SCOPE OF SERVICES GENERAL A. The Provider shall be under the supervision of the Director of the Department of Public Facilities (hereinafter referred to as "Director") or designee. B. Provider shall attend required meetings as deemed necessary by the Director to accomplish the Scope of Services and to present its findings and recommendations to the City Commission. C. Provider shall confer with the City team periodically -during the progress of the 'work and prepare and present such information and materials as may be necessary or reasonably requested by the City to determine the adequacy of the work or the Provider's progress D. Provider shall submit the required deliverables within the time frame specified by the City. E. As may be directed by the City through its designated representative, Provider is expected to cooperate and fulfill requests for information, verbal and written, that pertain to the work. F. The Provider shall provide its own office and work space, except as necessary during meetings or presentations. II. ACTIVITIES TO BE UNDERTAKEN Phase I - Pre -Sale Due Diligence & Analysis Phase The Staubach/H\VE.team will perform the _following work tasks to include: 1) Collect and research all available Property information currently in the possession of the City. 2) Review and prepare appropriate financial models and assessment of leases for the following: a) Land leases and air rights for the office tower, hotel and retail spaces b) Convention Center operations c) University of Miami Conference Center 3) Assess the physical condition of the vertical assets including planned capital improvements. If advisable, recommend to the City the engagement of an engineering firm to assist in completing the assessment 4) Evaluate the supply/demand characteristics of the parking market; consult local and regional operators to project potential cash flow. If necessary, engage a parking consultant to assist in tlus assessment 5) Evaluate the supply/demand characteristics of the convention center and engage an architectural partner to develop several re -use concepts for the site to present to and discuss with stakeholders; Review revenues and expenses generated by the convention center; review University of Miami (the conference center) lease/relationship. 6) Assess zoning/regulatory issues potentially affecting disposition or redevelopment; meet with all appropriate stakeholders (after discussion with the City) to discuss reuse concepts for the Property. 7) Discuss and advise the City team of alternative reuse concepts and transaction structures. 8) Prepare a comprehensive report with findings, conclusions and recommendations, including a comprehensive timeline for disposition and an assessment of risk/challenge issues associated with the disposition(s); work with City team to create optimal deliverable format and content, which shall include, but is not limited to, delivery of a preliminary report for the City's review prior to submission of the final report. 9) Attend meetings and hearings of stakeholders and snake presentations as necessary. Estimated time period for Phase I: 75 — 90 days Phase - Marketing & Disposition Phase The steps below outline Provider's process for marketing the Property through negotiating and documenting a transaction, which may include a phased asset sale. l) Acquisitions a) If requested by the City, Provider will represent the City in the acquisition of various interests to facilitate the overall disposition and/or redevelopment of the Property. 2) Identify Potential Investors/Buyers a) Compile a target list of possible buyers for the ground lease and air rights .lease for the hotel, convention center, office tower, parking garage. b) Prepare a pre -marketing campaign that will be disseminated to the appropriate community of buyers to generate upfront market interest. 3) Generate Interest a) Distribute marketing information through e-mail. b) Follow up with phone calls to targeted bidders. c) Register parties who express interest in bidding on the opportunity. These potential bidders will receive a full marketing package, once identified. 4) Develop and Distribute rlarketirig Package(s) to potential bidders inch ding- - a) Overview/introductory letter. b) A physical description of the site(s). c) Preferred transaction structure. d) A solicitation section requiring that the buyer fully identifies the purchasing/partnering entity, its experience and credentials, financial capabilities, principals, references, etc. 5) Analyze Offers Provider will provide guidance to all potential bidders and will analyze terms and conditions of offers including quantitative and qualitative criteria. 6) Recommend Finalists based on: a) value of offer b) likelihood of closing c) financial viability of the candidate d) proposed transaction structure and/or proposed use of site in question, and e) candidate's alignment of interests with the City's goals. f) Solicitation of Best and Final offers (BAFO). 7) Participate in Bidder Selection and Negotiation Select the successful bidder for the Property, or each portion thereof; conduct negotiations; supervise due diligence; negotiate transaction price and terms. Attend public hearings regarding the disposition of the Property, or each portion thereof, as may be required. Estimated time period for Phase II: 1$ to 24 Months IIT. WORK OF SUBCONSULTANTS Provider wi]] be subcontracting with Hodges Ward Elliott (HWE) to assist with. the predisposition due diligence and subsequent transaction efforts for the hotel portion, in addition to advising on all other transactions. Any other subconsultants shall require the prior written approval of the Director, and except as noted below, shall be provided at Provider's sole cost and expense. The City acknowledges the benefit of Provider engaging the services of an architectural partner to develop several re -use concepts for the site to present to and discuss with stakeholders. Subject to the Director's prior written approval of the architectural partner and the scope of work to be conducted, the City shall reimburse Provider the actual cost of these services based upon submission of an invoice and documents supporting the requested reimbursement, which cost for these services shall not exceed fifty thousand dollars ($50,000).