HomeMy WebLinkAboutCover MemoRE.7
CITY OF MIAMI
OFFICE OF THE CITY ATTORNEY
MEMORANDUM
TO: The Honorable Mayor and Members of the City Commission
FROM: Julie O. Bru, City Attorney WA
DATE: May 27, 2008
RE: Proposed Resolution for City Commission Meeting — June 12, 2008
Authorizing the engagement of outside counsel and bond counsel to assist the
City in preparation of the Invitation for Bids and possible disposition of the
Knight Center/North Assets.
Matter ID No.: 07-1743 File ID No. 08-00617
The attached proposed Resolution seeks authorization to engage the Law Firm of Korge
& Korge to assist the City Attorney in the preparation of the Invitation for Bids (IFB) and
possible disposition of the North Assets of the Knight Center Complex, and the Law Firm of
Bryant Miller and Olive to act as bond counsel to the City on an as -needed basis on issues
pertinent to the Knight Center Bond Indenture, with said firms to be compensated in amounts to
be negotiated by the City Attorney with funding to be appropriated from the Non -Departmental
Account Code Number 00001.980000.531010.0000.00000.
Background:
On May 10, 2007, the City Commission considered the analysis presented by the
Staubach Company, Northeast, Inc., relative to the possible disposition of the James L. Knight
Center Complex (the "Property"), which included dividing the property into the "North Side
Assets" (north of I-95 ramp) and "South Side Assets" (south of I-95 ramp) On that date,
pursuant to Resolution No. 07-0275, the City Commission directed the City Manager to bring at
a future date an Invitation for Bid (IFB) for the potential sale of the North Side Assets and the
exploration of the scenarios that contemplate the redevelopment of the South Side Assets, which
include amending or entering into a new lease with the Hyatt.
Construction of the Property, including the Parking Garage, was financed with City's
Convention Center and Parking Garage Revenue Bonds, Series 1980, which were refinanced by
Special Revenue Refunding Bonds, Series 1987 (the "Series 1987 Bonds"). The disposition of
interests in the Property is subject to certain restrictions and limitations set forth in the Trust
Indenture between the City and Florida National Bank, as Trustee, dated as of February 1, 1988
(the "Indenture").
Currently, the City is preparing the IFB to dispose of the City's interest in the North Side
Assets, consisting of its interest as owner of the Parking Garage and landlord of the tower above
the Parking Garage, known as the "Bank of America Tower", which IFB will be presented to the
City Commission for approval prior to its issuance.
The City intends to offer the North Side Assets to the highest qualified bidder in "AS -IS"
condition. The process contemplated in this IFB requires the preparation of all disclosures
pertinent to a disposition of assets in "AS -IS" condition, including but not limited to title reports
or commitments, and all documents to be executed in connection with the disposition of the
assets, including, but not limited to the Purchase and Sale Agreements, the Warranty Deed and
assignment documents.
The City Attorney requires the assistance of outside counsel to assist in the preparation of
the IFB and all related documents, as well as the possible disposition of the assets, and to act as
the City's bond counsel on matters relating to the Indenture. Funds for the fees and expenses of
such bond counsel are allocated from the Non -Departmental Account Code No.
0000 1.980000.531010.0000.00000.
cc: Pedro G. Hernandez, City Manager
Elvi Gallastegui, Agenda Coordinator
Attachment(s)