HomeMy WebLinkAboutOMNI CRA 2017-05-25 Agenda PacketCity of Miami
3500 Pan American Drive
Miami, FL 33133
www.miamigov.com
Meeting Agenda
Thursday, May 25, 2017
12:00 PM
(Or Thereafter)
Commission Chambers
3500 Pan American Drive
Miami, FL 33133
OMNI Community Redevelopment Agency
Ken Russell, Chair
Francis Suarez, Vice Chair
Wifredo (Willy) Gort, Board Member, District 1
Frank Carollo, Board Member, District 3
Keon Hardemon, Board Member, District 5
OMNI and MIDTOWN CRA OFFICE ADDRESS:
1401 N. Miami Avenue, 2nd Floor, Miami 33136
Phone: (305) 679-6868
www.miamicra.com
OMNI Community Redevelopment Agency
Meeting Agenda May 25, 2017
ROLL CALL
DISCUSSION ITEMS
1. OMNI CRA DISCUSSION
2371 DISCUSSION REGARDING UNSOLICITED PROPOSAL FOR MURAL
SPACE AT MIAMI ENTERTAINMENT COMPLEX ("MEC").
RESOLUTIONS
1. OMNI CRA RESOLUTION
2098 TO BE WITHDRAWN
A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE OMNI
REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY
("CRA"), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN
ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND
CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND
FINDING THAT COMPETITIVE NEGOTIATION METHODS AND
PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS
PURSUANT TO SECTIONS 18-85 AND 18-86 OF THE CODE OF THE CITY
OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE CRA; WAIVING
THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT
BEING PRACTICABLE OR ADVANTAGEOUS TO THE CRA; AUTHORIZING
THE EXECUTIVE DIRECTOR TO EXECUTE A PROFESSIONAL SERVICES
AGREEMENT WITH POPLIFE ENTERTAINMENT GROUP, LLC, IN A FORM
ACCEPTABLE TO THE GENERAL COUNSEL, FOR THE PROVISION OF
PROGRAMMING, MARKETING, AND BRANDING SERVICES RELATED TO
APPROXIMATELY SEVEN (7) ACRES OF FLORIDA DEPARTMENT OF
TRANSPORTATION OWNED LAND ABUTTING INTERSTATE 395 IN THE
OMNI REDEVELOPMENT AREA FOR A CONTRACT PERIOD OF EIGHT (8)
MONTHS AT A MONTHLY CONTRACT AMOUNT OF $5,000.00;
ALLOCATING FUNDS FROM OMNI INCREMENT FUND, "OTHER GRANTS
AND AIDS", ACCOUNT CODE NO. 10040.920101.883000.0000.00000.
2. OMNI CRA RESOLUTION
2362 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE OMNI
REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY
("CRA"), WITH ATTACHMENT(S), DECLARING THE OFFICIAL INTENT OF
THE CRA, TO ISSUE TAX INCREMENT FINANCING BONDS IN THE
EXPECTED TOTAL MAXIMUM PRINCIPAL AMOUNT NOT TO EXCEED
TWENTY-FIVE MILLION DOLLARS ($25,000,000.00) IN ORDER TO,
AMONG OTHER THINGS, REIMBURSE THE CRA FROM TAX INCREMENT
FINANCING BONDS FOR FUNDS ADVANCED BY THE CRA FOR CERTAIN
EXPENSES INCURRED WITH RESPECT TO PROJECTS OF THE CRA,
REAL PROPERTY ACQUISITION, AFFORDABLE HOUSING PROJECTS,
AND CERTAIN RELATED CAPITAL IMPROVEMENTS PROJECTS;
ESTABLISHING CERTAIN RELATED DEFINITIONS OF TERMS;
AUTHORIZING CERTAIN FURTHER AND INCIDENTAL ACTIONS BY THE
EXECUTIVE DIRECTOR, IN CONSULTATION WITH GENERAL COUNSEL
AND BOND COUNSEL, AND SUCH OTHER APPROPRIATE OFFICERS,
EMPLOYEES, AND AGENTS OF THE CRA, AS THE EXECUTIVE
OMNI Community Redevelopment Agency Page 2 Printed on 5/19/2017
OMNI Community Redevelopment Agency
Meeting Agenda May 25, 2017
DIRECTOR DEEMS NECESSARY, ALL AS REQUIRED FOR PURPOSES OF
SECTIONS 103 AND 141-150 OF THE INTERNAL REVENUE CODE OF
1986, AS AMENDED; FURTHER AUTHORIZING THE EXECUTIVE
DIRECTOR TO UNDERTAKE THE RELATED AMENDMENTS TO THE
CRA'S REDEVELOPMENT PLAN PREVIOUSLY ADOPTED SEPTEMBER 29,
2009 ("AMENDED 2017 PLAN"); DIRECTING THE EXECUTIVE DIRECTOR
TO TRANSMIT THE AMENDED 2017 PLAN AND THIS RECOMMENDATION
TO THE CITY MANAGER FOR REVIEW AND CONSIDERATION, AND TO
REQUEST SUBSEQUENT TRANSMITTAL TO THE MIAMI CITY
COMMISSION AND MIAMI-DADE COUNTY COMMISSION FOR
LEGISLATIVE ACTION.
ADJOURNMENT
OMNI Community Redevelopment Agency Page 3 Printed on 5/19/2017
OMNI Board of Commissioners Meeting
May 25, 2017
1.1
OMNI REDEVELOPMENT DISTRICT
COMMUNITY REDEVELOPMENT AGENCY
INTER -OFFICE MEMORANDUM
Board Chair Ken Russell Date: May 19, 2017
and Members of the CRA Board
Jason Walker
Executive Director
File: 2371
Subject: Unsolicited Proposal for Mural Space
at Miami Entertainment Complex
Enclosures:
BACKGROUND:
This is a discussion item to be heard by the Board of Commissioners ("Board") of the
Omni Redevelopment District Community Redevelopment Agency ("Omni CRA"). An
unsolicited proposal for a mural on the Miami Entertainment Complex ("MEC") at 50 NW
14 Street, Miami, Florida was submitted to the Omni CRA. The Omni CRA owns the
MEC and it is currently leased to EUE Screen Gems with a sublease to Viacom.
The unsolicited proposal was submitted by Becker Boards for the mural space on the
MEC with the proposal to lease, construct and operate outdoor mural advertising on two
sides of the MEC. In order to further consider whether to entertain the unsolicited
proposal, direction from the Board is required.
Granting the unsolicited proposal and installing a mural on the MEC may be seen as
consistent with the Omni CRA's 2009 Redevelopment Plan on p. 41 Section B-4 which
states "[p]romote concentrations of similar business activities that reinforces each other
and improve the area wide economic climate." This portion of the Omni Redevelopment
Area is more in line with the arts, entertainment and media.
As per Florida Statutes and City of Miami Code of Ordinances on unsolicited proposals,
if this proposal is of interest to the Board to proceed, then Board approval is needed so
that the Omni CRA may continue with the required due diligence and notice
requirements.
FINANCIAL IMPACT:
Should the unsolicited proposal be granted, this will be a potential revenue generating
opportunity for the Omni CRA. However, it must be considered with the recent decisions
of the Board to consider the Best Use (Sale v. Retention) of the MEC, Resolution No.
CRA-R-17-0019.
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1.1
City of Miami
Legislation
OMNI CRA Discussion
OMNI CRA
1401 N. Miami Avenue
Miami, FL 33136
www.miamicra.com
File Number: 2371 Final Action Date:
DISCUSSION REGARDING UNSOLICITED PROPOSAL FOR MURAL SPACE AT
MIAMI ENTERTAINMENT COMPLEX ("MEC").
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OMNI Board of Commissioners Meeting
May 25, 2017
2.1
OMNI REDEVELOPMENT DISTRICT
COMMUNITY REDEVELOPMENT AGENCY
INTER -OFFICE MEMORANDUM
Board Chair Ken Russell Date: May 17, 2017
and Members of the CRA Board
Executive Director
File: 2098
Subject: Pop Life Agreement
Enclosures: 2098 Bid Waiver Memo
BACKGROUND
The Board of Commissioners of the Omni Redevelopment District Community
Redevelopment Agency ("CRA") is responsible for carrying out community
redevelopment activities and projects within its redevelopment area in accordance with
the 2009 CRA Redevelopment Plan ("Plan").
On September 13, 2016, the CRA approved and adopted Resolution No. CRA-R-16-
0042, adopting the City of Miami's procurement ordinance as the process in which any
and all services and goods are procured by the CRA.
JUSTIFICATION
POPLIFE ENTERTAINMENT GROUP, LLC ("PopLife"), possesses a unique and highly
specialized expertise in the creation, development, and implementation of social media
programming services. PopLife's expertise is more specifically defined by them being
able to pre -activate public spaces, such as the FDOT owned land within the CRA, and
branding it as an alternative urban venue. PopLife is an event hosting group based in
the City of Miami ("City"), which has vast experience in artistic and musical
programming of varying scope and sizes in "up-and-coming" urban areas in and around
the City. PopLife frequently collaborates with local not for profit organizations such as
the Rhythm Foundation, the Perez Miami Art Museum and the City's Artime Theater,
with the goal of supporting the community in which they live and work.
Section 4.4, B., D-5, at page 41; Section 4.4, C., D-1, at page 41; and Section 4.4, D.,
A-2, at page 42 of the Redevelopment Plan lists providing employment opportunities
and upward job mobility for residents, maximizing conditions for residents to live in the
area, and the elimination of conditions which contribute to blight as stated
redevelopment objectives.
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2.1
The Omni CRA has redeveloped the 7 Acres of FDOT property and now being able to
activate, market and promote the newly redeveloped park area will help in the overall
objectives of the CRA to remove slum and blight.
RECOMMENDATION
In Tight of the above mentioned background information and in addition to PopLife's
commitment to the principles identified in the CRA's plan to reduce slum and blight, and
in consideration of the Executive Director's pledge to allocate grant funding to further
the plan and activate the area, an approval of a bid waiver is recommended.
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City of Miami
Legislation
OMNI CRA Resolution
OMNI CRA
1401 N. Miami Avenue
Miami, FL 33136
www.miamicra.com
File Number: 2098 Final Action Date:
TO BE WITHDRAWN
A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE OMNI
REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY ("CRA"),
BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED
PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE EXECUTIVE
DIRECTOR'S RECOMMENDATION AND FINDING THAT COMPETITIVE
NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR
ADVANTAGEOUS PURSUANT TO SECTIONS 18-85 AND 18-86 OF THE CODE OF
THE CITY OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE CRA;
WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT
BEING PRACTICABLE OR ADVANTAGEOUS TO THE CRA; AUTHORIZING THE
EXECUTIVE DIRECTOR TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT
WITH POPLIFE ENTERTAINMENT GROUP, LLC, IN A FORM ACCEPTABLE TO THE
GENERAL COUNSEL, FOR THE PROVISION OF PROGRAMMING, MARKETING,
AND BRANDING SERVICES RELATED TO APPROXIMATELY SEVEN (7) ACRES OF
FLORIDA DEPARTMENT OF TRANSPORTATION OWNED LAND ABUTTING
INTERSTATE 395 IN THE OMNI REDEVELOPMENT AREA FOR A CONTRACT
PERIOD OF EIGHT (8) MONTHS AT A MONTHLY CONTRACT AMOUNT OF
$5,000.00; ALLOCATING FUNDS FROM OMNI INCREMENT FUND, "OTHER
GRANTS AND AIDS", ACCOUNT CODE NO. 10040.920101.883000.0000.00000.
WHEREAS, the Omni Redevelopment District Community Redevelopment
Agency ("CRA") engages in numerous activities in the community and is tasked with
reducing slum and blight within the Redevelopment Area; and
WHEREAS, the CRA has identified approximately seven (7) acres of Florida
Department of Transportation("FDOT") owned blighted land within the Redevelopment
Area abutting Interstate 395 ("Parcels") which the CRA intends to convert into a pre -
activation neighborhood park and community event space ("Project"); and
WHEREAS, by Resolution No. CRA-R-16-0065 adopted on December 14, 2016,
the CRA engaged Urban Implementation LLC to implement the Project; and
WHEREAS, the CRA desires to engage PopLife Entertainment Group, LLC
("PopLife") to brand, develop, provide social media services, and otherwise assist in the
successful promotion of the Project and related community events on the Parcels; and
WHEREAS, Section 4.4, B., D-5, at page 41; Section 4.4, C., D-1, at page 41;
and Section 4.4, D., A-2, at page 42 of the Redevelopment Plan list providing
employment opportunities and upward job mobility for residents, maximizing conditions
2.1
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for residents to live in the area, and the elimination of conditions which contribute to
blight as stated redevelopment objectives; and
2.1
WHEREAS, Section 4, Goal D/ Principles A-2, C-4 and C-5, at page 42 of the
Redevelopment Plan lists elimination of conditions which contribute to blight,
encouraging the restoration of historic buildings, and enhancing the area's visual
attractiveness to businesses and residents, by creating opportunities for new
development through improvements to the public realm, as redevelopment objectives;
and
WHEREAS, the success of the Project will result in accomplishing the stated
objectives of the Redevelopment Plan; and
WHEREAS, based on the recommendation and finding of the Executive Director,
it is in the CRA's best interest to authorize, by an affirmative four -fifths (4/5ths) vote, a
waiver of competitive sealed bidding procedures pursuant to Sections 18-85 and 18-86
of the Code of the City of Miami, Florida, as amended, as adopted by the CRA, to
authorize the Executive Director to execute a Professional Services Agreement ("PSA"),
in a form acceptable to the General Counsel, with PopLife for the provision of
marketing, programming, and branding services related to approximately seven (7)
acres of FDOT-owned land abutting Interstate 395 in the Redevelopment Area for a
contract period of eight (8) months at a monthly contract amount of $5,000.00;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF
COMMISSIONERS OF THE OMNI REDEVELOPMENT DISTRICT COMMUNITY
REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA:
Section 1. The recitals and findings contained in the Preamble of the
Resolution are adopted by reference and incorporated as fully set forth in this Section.
Section 2. By a four -fifths (4/5ths) affirmative vote, after an advertised public
hearing, the Executive Director's recommendation and written finding pursuant to
Sections 18-85 and 18-86 of the City Code, as amended, as adopted by the CRA, are
ratified, approved, and confirmed, and the requirements for competitive sealed bidding
methods are waived as they are not practicable or advantageous to the CRA .
Section 3. The Executive Director is authorized[1] to execute a PSA, in a form
acceptable to the General Counsel, with PopLife, for the provision of marketing,
programming, and branding services related to approximately seven (7) acres of
FDOT-owned land abutting Interstate 395 in the Redevelopment Area, for a contract
period of eight (8) months at a monthly contract amount of $5,000.00, subject to the
availability of funds and budgetary approval at the time of need.
Section 4. Funds are to be allocated from Omni Increment Fund, "Other Grants
and Aids", Account Code No. 10040.920101.883000.0000.00000.
Section 5. This Resolution shall become effective immediately upon its
adoption.
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2.1
APPROVED AS TO FORM AND CORRECTNESS:
VICTORIA MENDEZ, GENERAL COUNSEL
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2.1.a
Ken Russell
Board Chair
INTER -OFFICE MEMORANDUM
Jason Walker
Executive Director
TO: Board Chair Ken Russell and
Members of the CRA Board
FROM: Jason Walker
Executive Director
DATE: February 15, 2017
SUBJECT: Recommendations and
findings to waive competitive
negotiations procedures per City
Code, authorizing the execution of a
Professional Services Agreement
with PopLife Entertainment Group,
LLC, for social media programming
and operational services in the pre -
activation of approximately seven (7)
acre of FDOT owned land, within the
CRA, to serve as an urban
community park and venue setting
BACKGROUND
The Board of Commissioners of the Omni Redevelopment District Community Redevelopment
Agency ("CRA") is responsible for carrying out community redevelopment activities and projects
within its redevelopment area in accordance with the 2009 CRA Redevelopment Plan ("Plan").
On September 13, 2016, the CRA approved and adopted Resolution No. CRA-R-16-0042,
adopting the City of Miami's procurement ordinance as the process in which any and all services
and goods are procured by the CRA.
POPLIFE ENTERTAINMENT GROUP, LLC ("PopLife"), possesses a unique and highly
specialized expertise in the creation, development, and implementation of social media
programming services. PopLife's expertise is more specifically defined by them being able to pre -
activate public spaces, such as the FDOT owned land within the CRA, and branding it as an
alternative urban venue. PopLife is an event hosting group based in the City of Miami ("City"),
which has vast experience in artistic and musical programming of varying scope and sizes in "up-
and-coming" urban areas in and around the City.
PopLife frequently collaborates with local not for profit organizations such as the Rhythm
Foundation, the Perez Miami Art Museum and the City's Artime Theater, with the goal of
supporting the community in which they live and work.
OMNI COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI
1401 N. Miami Ave 2"d Floor Miami, FL 33136
Tel (305) 679-6868
Attachment: 2098 Bid Waiver Memo (2098 : Pop Life Agreement)
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POPLIFE ENTERTAINMENT GROUP, LLC
2.1.a
Page 2of2
RECOMMENDATION
In light of the above mentioned background information and in addition to PopLife's commitment
to the principles identified in the CRA's plan to reduce slum and blight, and in consideration of the
Executive Director's pledge to allocate grant funding to further the plan and activate the area, an
approval of a bid waiver is recommended.
A waiver of the formal requirements of the competitive sealed bidding methods as not being
practicable or advantageous to the CRA as set forth in the City Code of Ordinances, as amended,
specifically Sections 18-85 (a), and the affirmation of these written findings and the forwarding of
the same to the Board of Commissioners of the Omni Redevelopment District Community
Redevelopment Agency for ratification by a four -fifths (4/5t") vote is respectfully requested.
OMNI COMMUNITY REDEVELOPMENT AGENCY of the CITY of MIAMI
1401 N. Miami Ave / 2nd Floor / Miami, FL 33136
Tel.: (305) 679-6868
Attachment: 2098 Bid Waiver Memo (2098 : Pop Life Agreement)
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OMNI Board of Commissioners Meeting
May 25, 2017
2.2
OMNI REDEVELOPMENT DISTRICT
COMMUNITY REDEVELOPMENT AGENCY
INTER -OFFICE MEMORANDUM
Board Chair Ken Russell Date: May 19, 2017
and Members of the CRA Board
Jason Walker
Executive Director
File: 2362
Subject: Omni CRA Declaration of Intent —
Reimbursable Loan
Enclosures: 2362 Exhibit
BACKGROUND:
The attached Resolution of the Board of the Commissioners of the Omni
Redevelopment District Community Redevelopment Agency ("CRA") authorizes the
Executive Director to seek additional funding for the Omni CRA's various projects as
approved by the Board.
Based on previous discussions and Resolutions that were passed by the Board, the
CRA has prioritized the need for affordable housing along with other long term CRA
goals of real property acquisition and capital improvements within the area.
Through Resolution No. CRA-R-16-0040, the Board has prioritized the need for
affordable housing. The 2009 Omni Redevelopment Plan ("Plan") on p. 123 also shows
this initiative by highlighting the need for affordable and workforce housing.
Through Resolution No. CRA-R-17-0020, the CRA authorized the purchase of an
historic building located at 1367 North Miami Avenue, Miami, Florida, 33136. There are
capital costs that will need to be expended in relation to the purchase and rehabilitation
of the building that is strategically located at the major intersection of N.E. 14th Street
and North Miami Avenue in the Redevelopment Area. The Plan on p. 42 C-4 states to
"Encourage[s] preservation and restoration of historic buildings" as a goal of the CRA.
Additionally, on p. 100, the Plan also highlights the CRA's focus on the rehabilitation of
this building.
Section 163.370 of the Florida Statutes gives the CRA authority to "make real property
acquisitions" to further the initiative of the CRA.
JUSTIFICATION:
We are requesting approval to pursue a loan or similar financing mechanism (taxable or
tax exempt as appropriate) in an amount not to exceed Twenty Five Million
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($25,000,000.00) to fund affordable housing, real property acquisition, and capital
improvements in the Redevelopment Area.
2.2
The attached Resolution constitutes a Declaration of Intent to Reimburse the CRA for
advances made for affordable housing, real property acquisition, and capital
improvements in a reimbursable amount not to exceed Twenty Five Million Dollars
($25,000,000.00) through the issuance by the CRA of tax increment financing bonds.
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City of Miami
Legislation
OMNI CRA Resolution
OMNI CRA
1401 N. Miami Avenue
Miami, FL 33136
www.miamicra.com
File Number: 2362 Final Action Date:
A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE OMNI
REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY ("CRA"),
WITH ATTACHMENT(S), DECLARING THE OFFICIAL INTENT OF THE CRA, TO
ISSUE TAX INCREMENT FINANCING BONDS IN THE EXPECTED TOTAL MAXIMUM
PRINCIPAL AMOUNT NOT TO EXCEED TWENTY-FIVE MILLION DOLLARS
($25,000,000.00) IN ORDER TO, AMONG OTHER THINGS, REIMBURSE THE CRA
FROM TAX INCREMENT FINANCING BONDS FOR FUNDS ADVANCED BY THE
CRA FOR CERTAIN EXPENSES INCURRED WITH RESPECT TO PROJECTS OF
THE CRA, REAL PROPERTY ACQUISITION, AFFORDABLE HOUSING PROJECTS,
AND CERTAIN RELATED CAPITAL IMPROVEMENTS PROJECTS; ESTABLISHING
CERTAIN RELATED DEFINITIONS OF TERMS; AUTHORIZING CERTAIN FURTHER
AND INCIDENTAL ACTIONS BY THE EXECUTIVE DIRECTOR, IN CONSULTATION
WITH GENERAL COUNSEL AND BOND COUNSEL, AND SUCH OTHER
APPROPRIATE OFFICERS, EMPLOYEES, AND AGENTS OF THE CRA, AS THE
EXECUTIVE DIRECTOR DEEMS NECESSARY, ALL AS REQUIRED FOR
PURPOSES OF SECTIONS 103 AND 141-150 OF THE INTERNAL REVENUE CODE
OF 1986, AS AMENDED; FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO
UNDERTAKE THE RELATED AMENDMENTS TO THE CRA'S REDEVELOPMENT
PLAN PREVIOUSLY ADOPTED SEPTEMBER 29, 2009 ("AMENDED 2017 PLAN");
DIRECTING THE EXECUTIVE DIRECTOR TO TRANSMIT THE AMENDED 2017
PLAN AND THIS RECOMMENDATION TO THE CITY MANAGER FOR REVIEW AND
CONSIDERATION, AND TO REQUEST SUBSEQUENT TRANSMITTAL TO THE
MIAMI CITY COMMISSION AND MIAMI-DADE COUNTY COMMISSION FOR
LEGISLATIVE ACTION.
WHEREAS, United States Treasury Regulations §1.150-2 ("Reimbursement
Regulations") prescribe conditions under which proceeds of tax-exempt bonds, notes, or
other obligations ("Bonds") used to reimburse advances made for real property
acquisition, capital, and certain other expenditures ("Original Expenditures") paid before
the issuance of such Bonds will be deemed to be expended (or properly allocated to
expenditures) for purposes of Sections 103 and 141-150 of the Internal Revenue Code
of 1986, as amended, and the regulations promulgated thereunder (collectively, the
"IRS Code"), upon such reimbursement so that the proceeds so used will no longer be
subject to requirements or restrictions under those sections of the IRS Code; and
WHEREAS, certain provisions of the Reimbursement Regulations require that
there be a declaration of official intent not later than sixty (60) days following payment of
the Original Expenditures expected to be reimbursed from proceeds of Bonds and that
the reimbursement occur within certain prescribed time periods after the Original
Expenditures are paid or after the property resulting from that Original Expenditure is
placed in service; and
2.2
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2.2
WHEREAS, the Board of Commissioners of the Omni Redevelopment District
Community Redevelopment Area ("CRA") expects to provide for the issuance by the
CRA of its tax-exempt and tax increment financing bonds in a total principal amount not
to exceed Twenty Five Million Dollars ($25,000,000.00) (collectively, "Series 2017
Bonds") for the purposes of financing the costs of the CRA's affordable housing, real
property acquisition, and other capital improvements projects (collectively, the
"Affordable Housing and Capital Improvements Projects"); and
WHEREAS, in connection with the CRA's Affordable Housing and Capital
Improvements Projects, the CRA expects to make Original Expenditures that will be
reimbursed from proceeds of the Series 2017 Bonds as set forth in the Executive
Director's Memorandum dated May 25, 2017, attached and incorporated ("Executive
Director's Memorandum"); and
WHEREAS, in connection with the CRA's Affordable Housing and Capital
Improvements Projects, the CRA desires to expeditiously provide affordable housing
loans and multiple capital improvement projects for which the CRA has already
determined funding considerations in its 2009 Redevelopment Plan adopted September
29, 2009 pursuant to CRA Resolution No. CRA-R-09-0049 ("Redevelopment Plan") and
adopted 2016-2017 budget; and
WHEREAS, the CRA desires to amend its Redevelopment Plan ("Amended 2017
Redevelopment Plan") to prioritize the Affordable Housing and Capital Improvement
Projects for which the CRA intends to issue the Series 2017 Bonds;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF
COMMISSIONERS OF THE OMNI REDEVELOPMENT DISTRICT COMMUNITY
REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA:
Section 1. Recitals and Findings. The recitals and findings contained in the
Preamble to this Resolution are adopted by reference and incorporated as fully set forth
in this Section.
Section 2. Definitions. The following definitions apply to the terms used
herein: "Reimbursement" or "Reimburse" means the restoration to the CRA of money
temporarily advanced from the CRA's own funds and spent for Original Expenditures
before the issuance of the Series 2017 Bonds, evidenced in writing by an allocation on
the books and records of the CRA that shows the use of the proceeds of the Series
2017 Bonds to restore the money advanced for the Original Expenditures.
"Reimbursement" or "Reimburse" generally does not include the refunding or retiring of
Bonds previously issued and sold to, or borrowings from, unrelated entities.
Section 3. Declaration of Official Intent. The Board of Commissioners
hereby declares the CRA's official intent to issue the tax-exempt and taxable Tax
Increment Financing Bonds in the total expected maximum principal amount not to
exceed Twenty Five Million Dollars ($25,000,000.00) and, to the extent permissible
under the IRS Code regarding the tax-exempt Series 2017 Bonds, use a portion of the
tax-exempt Series 2017 to reimburse the CRA for funds advanced by the CRA for
Original Expenditures incurred and to be incurred with respect to the CRA Affordable
Housing and Capital Improvements Projects. This Resolution is intended as a
Packet Pg. 16
declaration of official intent under United States Treasury Regulation § 1.150-2, as set
forth in the Executive Director's Memorandum.
2.2
Section 4. Incidental Actions. The Executive Director, in consultation with
the General Counsel and Bond Counsel, and such other appropriate officers,
employees, and agents of the CRA as the Executive Director deems necessary, are
hereby authorized to take such actions as may be necessary to carry out the purposes
of this Resolution and the IRS Code.
Section 5. Related Amendment of the CRA's Redevelopment Plan. The
Redevelopment Plan currently authorizes and the Executive Director is further
authorized to undertake related amendments so that the Amended 2017 Plan reflects
the Executive Director's Memorandum (i) to prioritize the CRA's initiative to fund
projects related to Affordable Housing along with other capital projects to be determined
and authorized by the Executive Director, (ii) to prioritize real property acquisitions and
improvements to historic buildings, and (iii) to require that future reallocations be
presented to the Board of Commissioners at a later date. The Executive Director is
directed to transmit the Amended 2017 Plan and the CRA's Recommendation for
approval to the City Manager for review and consideration and to request subsequent
transmittal to the Miami City Commission and Miami —Dade County Board of County
Commissioners for legislative action.
Section 6. Effective Date. This Resolution shall take effect immediately upon
its adoption.
APPROVED AS TO FORM AND CORRECTNESS:
VICTORIA MENDEZ, GENERAL COUNSEL
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2.2.a
BankUnited, N.A.
7765 NW 148 Street
Miami Lakes, FL 33016
E-mail: paguila@bankunited.com
Percy R. Aguila, Jr.
Senior Vice President
Corporate Banking
Tel: 305.818.8661
ir In BankUnited
PRELIMINARY -FOR DISCUSSION PURPOSES ONLY
Jason Walker
Executive Director
OMNI CRA
1401 N. Miami Avenue-2nd Floor
Miami, Florida 33136
March 27, 2017
RE: OMNI Community Redevelopment Agency Tax Increment Revenue Bonds, Series 2017
(Workforce/Affordable Housing Projects)
Dear Mr. Walker:
BankUnited, N.A. (the 'Bank") is pleased to provide you with this Letter of Interest outlining the basic
terms and conditions currently being contemplated for the proposed extension of credit applicable to
the financing of the CRA's Workforce/Affordable Housing Projects. This is not a commitment to lend; it
is an expression of our interest in providing the aforementioned financing request pursuant to the
following:
Borrower
The OMNI Community Redevelopment Agency (the "CRA" or "Borrower"),
which was created in 1986 and is a public body corporate and politic created
pursuant to the Community Redevelopment Act of 1969, Chapter 163, Part III,
Florida Statues, as amended, and other applicable provisions of law (the
"Acr).
The CRA's boundaries were established in 1986, and expanded in 2009, in
order to pursue a program of community redevelopment within designated
portions of the City of Miami. The CRA is responsible for implementing the
redevelopment plan as adopted and amended, from time to time (the
"Redevelopment Plan").
Amount: Not to exceed $25,000,000 (the "Series 2017 Loan Amount").
Lender:
Facility:
Closing Date:
Purpose:
BankUnited, N.A. and/or Bridge Funding Group, Inc., an affiliate of
BankUnited, N.A (the "Lender").
The obligation will be in the form of bonds issued by the CRA in an amount
not to exceed the Series 2017 Loan Amount (the "Series 2017 Loan"). Interest
on the obligation shall be tax-exempt to the Lender.
On or before September 1, 2017 (the "Closing Date") or as otherwise mutually
agreed upon by the Borrower and the Lender, but no later than September 15,
2017.
The Series 2017 Loan will finance certain grants to be made by the CRA for
some or all of the workforce/affordable housing projects, and (I) make a
deposit to the Debt Service Reserve Fund, and (ii) pay cost of issuance.
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Attachment: 2362 Exhibit (2362 : Omni CRA Declaration of Intent — Reimbursable Loan)
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2.2.a
Security:
The Series 2017 Loan shall be payable from and secured by a lien upon and
pledge of the Series 2017 Pledged Revenues, consisting of:
(a) all Tax Increment Revenues available to the CRA after the payment of its
obligations under certain Interlocal Agreements, including but not limited to
the payments being made pursuant to the Interlocal Agreement entered into
on December 31, 2007 between the City, the County and the CRA ("PAC
Payments"); the payments being made pursuant to the Global Agreement
entered into between the City, the County and the CRA for Museum Park
("Museum Payments"); and the payments being made pursuant to the Global
Agreement for the Port Tunnel Project ("Port Payments").
(b) all moneys on deposit in the Funds and Accounts established under the
Indenture that are created and established with respect to or for the benefit of
the Series 2017 Loan.
Payments: Interest is payable semi-annually, on each March 1 and September 1 of each
year, commencing March 1, 2018.
Principal is payable on September 1 of each year, commencing September 1,
2018.
Day Count Method: Based on 12, 30-day months (301360).
Term/Maturity: The Series 2017 Loan shall be for a term that extends to September 1, 2029,
corresponding to the preliminary amortization schedule below:
YEAR
Principal
Amount [1]
2017 -
2018 2,000,000
2019 2,000,000
2020 2,000,000
2021 2,000,000
2022 2,000,000
2023 2,000,000
2024 2,000,000
2025 2,000,000
2026 2,000,000
2027 2,000,000
2028 2,500,000
2029 2,500,000
Total $25,000,000
[1] Preliminary amounts, payable September 9,subject to change.
Interest Rate: The tax-exempt interest rate on the Series 2017 Loan shall be fixed extending
to September 1, 2029 at an interest rate of 3.75%.
Yield Maintenance: The tax-exempt interest rates quoted herein take into consideration a
marginal federal corporate tax rate of 35%. In the event of a decrease in the
marginal maximum corporate tax rate, the Bank shall have the right to adjust
the interest rate upwards in order to maintain the same after tax yield.
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Attachment: 2362 Exhibit (2362 : Omni CRA Declaration of Intent — Reimbursable Loan)
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2.2.a
Prepayment:
Bank Counsel:
Issuer Costs/Counsel:
Deposit & Accounts:
Debt Service Reserve
Requirement:
Optional Redemption. The Series 2017 Loan principal installments maturing
on or before September 1, 2023 are not subject to redemption prior to
maturity. The Series 2017 Loan principal installments maturing on or after
September 1, 2024 are subject to redemption prior to maturity at the option of
the District, in whole or in part, in any order of maturity as determined by the
District, on any date on or after September 1, 2023 at a redemption price
equal to the principal amount of the Series 2017 Loan to be redeemed, plus
accrued interest thereon to the date of redemption..
BankUnited will be represented by counsel to be disclosed to the CRA upon
acceptance of the Term Sheet (the "Bank Counsel").
The CRA will pay for its costs from the Series 2017 Loan proceeds, including
fees payable to its counsel, financial advisors, bond counsel, escrow agent,
placement agent (if any) and the fees charged by Bank Counsel.
The CRA shall designate BankUnited as a Qualified Public Depository
("QPD"), as defined by the State of Florida and pursuant to Chapter 280,
Florida Statutes, for purposes of establishing BankUnited as an eiigible
depository of CRA funds. The CRA shall establish and maintain a depository
relationship with Bank United with a minimum target balance of $2,500,000, to
be tested no more often than semi-annually.
The Reserve Requirement will be the lesser of i) the maximum annual debt
service requirement of the Series 2017 Loan or (l) 125% of the average
annual debt service of the Series 2017 Loan, or (iii) 10% of the proceeds of
the Series 2017 Loan.
Covenants: No additional bonds and parity obligations may be issued or incurred unless
the amount of Pledged Revenues for the immediately preceding fiscal year is
equal at least to one hundred fifty percent (150%) of the maximum annual
debt service of the outstanding Series 2017 Loan and the additional bonds
and parity obligations proposed to be issued or incurred.
Additional Conditions: (1) Upon the acceptance of this Letter of Interest, the CRA will confirm the
CRA's tax base by providing a description of the Redevelopment Area and
the approximate number of acres and parcels that make-up the CRA's
Redevelopment Area, including a breakdown of the number of taxable and
tax-exempt parcels.
(2) Upon the acceptance of this Letter of Interest, the CRA shall provide a
listing of the top ten taxable parcels (by assessed value) that are located
within the CRA's Redevelopment Area, as of May 1, 2017.
(3) Upon the acceptance of this Letter of Interest, the CRA shall provide a
table showing taxable assessed values for the Redevelopment Area on a
historical basis for the last 10 years.
Commitment Fee:
Default Rate:
Default &
Remedies:
A one-time commitment fee of 0.50% (est. $125,000) of the principal amount
of the Series 2017 Loan will be payable at closing.
Under an Event of Default, while the Series 2017 Loan is outstanding on a
tax-exempt basis, the Default Rate shall be calculated at 6.75%, per annum.
BankUnited shall be entitled to all remedies available under the financing
documents and the Indenture. Upon the occurrence of an event of default
under the Indenture, the financing documents will provide remedies to
BankUnited customary for transactions of this nature, exercise rights and
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Attachment: 2362 Exhibit (2362 : Omni CRA Declaration of Intent — Reimbursable Loan)
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2.2.a
Gross Up:
remedies available under law, equity or under the terms of the Indenture and
other financing documents.
Upon an event of taxability caused by actions or failures to act of the CRA,
the interest rate on the Series 2017 Loan shall increase to a taxable rate of
5.77%.
Tax Treatment: Interest on the Series 2017 Loan shall be excludable from gross income for
federal income tax purposes, as evidenced by a customary opinion of the
CRA's bond counsel. The CRA shall covenant to perform all actions,
functions or requirements in order to maintain the tax-exempt status on the
Series 2017 Loan.
Annual Reporting
Requirements: (1) Prepare audited financial statements of the CRA. The audited financial
statements will be posted on or before June 30 of each year for the fiscal year
ending on the preceding September 30, commencing June 30, 2017 for the
fiscal year ending on the preceding September 30, 2016.
Governing Law:
Confidentiality:
Acceptance:
Very truly yours,
Percy R. Aguila, Jr.
Senior Vice President
ACCEPTED BY:
(2) Prepare an annual budget of the CRA (the "Annual Budget"). The Annual
Budget will be posted on or before September 30 of each year for the fiscal
year commencing on October 1, commencing September 30, 2017 for the
fiscal year commencing October 1, 2017.
All aspects of the Series 2017 Loan being discussed, including this Letter of
Interest, and any related financing documents would be governed by the laws
of the State of Florida.
Notwithstanding anything herein to the contrary, any party hereto may
disclose to any and all persons, without limitation of any kind the tax treatment
or tax structure of this transaction. Furthermore, the parties to this transaction
may disclose, as required by federal or state laws, any information as
required to comply with such federal or state laws.
On behalf of BankUnited, we sincerely thank you for the opportunity to service
your financing needs. Should you wish to proceed with issuing a Preliminary
Term Sheet and subsequently obtaining formal credit approval under the
general terms and conditions outlined herein, please acknowledge the CRA's
acceptance by signing below and returning one original signed document.
By:
As:
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Attachment: 2362 Exhibit (2362 : Omni CRA Declaration of Intent — Reimbursable Loan)
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