HomeMy WebLinkAboutR-19-0255City of Miami
Resolution R-19-0255
Legislation
City Hall
3500 Pan American Drive
Miami, FL 33133
www.miamigov.com
File Number: 5971 Final Action Date: 6/27/2019
A RESOLUTION OF THE MIAMI CITY COMMISSION AUTHORIZING THE CITY
MANAGER TO NEGOTIATE AND EXECUTE A DEVELOPMENT
MANAGEMENT AND CONSTRUCTION AGREEMENT ("NEW FACILITY
AGREEMENT"), IN CONSULTATION WITH THE CITY'S FINANCING TEAM OF
CITY MANAGER, DEPUTY CITY MANAGER, CHIEF FINANCIAL OFFICER,
BUDGET DIRECTOR, FINANCE DIRECTOR, FINANCIAL ADVISOR, RISK
MANAGEMENT DIRECTOR, CITY ATTORNEY, BOND COUNSEL, AND
SPECIAL REAL ESTATE COUNSEL, AND IN A FORM ACCEPTABLE TO THE
CITY ATTORNEY AND BOND COUNSEL, BETWEEN THE CITY OF MIAMI
("CITY") AND LANCELOT MIAMI RIVER, LLC ("LANCELOT"), WHEREBY
LANCELOT SHALL MANAGE THE DEVELOPMENT AND CONSTRUCTION OF
THE CITY'S NEW ADMINISTRATIVE BUILDING, INCLUDING NECESSARY
PARKING (COLLECTIVELY, "NEW FACILITY") FOR A FEE NOT TO EXCEED
FOUR PERCENT (4%) OF ACTUAL EXPENDITURES, CONSISTENT WITH
THE APPROVED PROJECT BUDGETS, AND FURTHER CONSISTENT WITH
ALL LEGAL REQUIREMENTS, INCLUDING THOSE FOR PUBLIC FINANCING,
CONTINUING DISCLOSURES, AND ONGOING COMPLIANCE THEREFORE.
WHEREAS, the City of Miami ("City") owns the riverfront property located at 444 and
460 Southwest 2nd Avenue, Miami, Florida 33130, commonly known as the Miami Riverside
Center ("MRC"); and
WHEREAS, Lancelot Miami River, LLC, an affiliate of Adler Group ("Lancelot") owns the
property adjacent to the MRC located at 230 Southwest 3 Street, Miami, Florida 33130 ("Nexus
Site"); and
WHEREAS, the City is interested in developing a new City administrative facility,
including necessary parking, to accommodate the increasing number of the City's administrative
employees and meet the growing needs of the City's residents; and
WHEREAS, on February 2, 2016, the City issued a competitive solicitation, inclusive of
Offering Memorandum No. 15-16-008 ("OM") for the disposition of the MRC, and Request for
Proposals No. 15-16-009 ("RFP") for the development of a new City administrative facility,
including necessary parking (collectively the "OM & RFP"); and
WHEREAS, pursuant to Resolution No. 16-0611, adopted on December 8, 2016, the
City Commission approved the City Manager's and Selection Committee's recommendation to
select Lancelot, the top -ranked bidder for the OM & RFP; and
WHEREAS, pursuant to Resolution No. 18-0324, adopted on July 26, 2018, the City
Commission approved (1) the ballot language for the MRC sale and the design and
City of Miami Page 1 of 3 File ID: 5971 (Revision: A) Printed On: 4/18/2025
File ID: 5971 Enactment Number: R-19-0255
development of a new administration building, together with (2) an initial term sheet, attached
thereto, for the ground lease of the MRC; and
WHEREAS, as backup information in connection with Resolution No. 18-0324, an initial
proposed term sheet for the development, management, and construction of the new
administrative building and related necessary parking (collectively, "New Facility") was included
but not attached to the resolution for authorization, because at that time the material terms could
not yet be determined, inter alia, for the location, type of financing, and financing amount of the
New Facility; and
WHEREAS, on November 6, 2018, the disposition of the MRC and the design and
development of a new administrative building were approved by the electorate; and
WHEREAS, pursuant to Resolution No. 19-0050, adopted on January 24, 2019, the City
commission selected the Nexus Site as the ideal location for the City's New Facility; and
WHEREAS, pursuant to Resolution No. 17-0266, adopted on June 8, 2017, the City
Commission authorized the retention of Weiss Serota Helfman Cole & Bierman as Special Real
Estate Counsel ("Special Real Estate Counsel") to negotiate the MRC Lease, as defined herein,
pursuant to Resolution No. 16-0611; and
WHEREAS, the City has finalized negotiations of the terms for the lease of the MRC
("MRC Lease"); and
WHEREAS, upon the determination today by the City Commission of the type and
amount of financing for the New Facility, then hereafter the City's Finance Team of City
Manager, Deputy City Manager, Chief Financial Officer, Finance Director, Budget Director, Risk
Management Director, Financial Advisor, City Attorney, Bond Counsel and Special Real Estate
Counsel, will be able to negotiate and finalize the terms for the New Facility development
management and construction agreement ("New Facility Agreement") consistent with an
approved New Facility project budget and further consistent with all legal requirements,
including those for public financing, continuing disclosures, and ongoing compliance therefor;
and
WHEREAS, the New Facility Agreement provides for Lancelot to manage the
development and construction of the City's New Facility, located on a portion of the Nexus Site;
and
WHEREAS, the City's New Facility is estimated to cost approximately one hundred forty
million dollars ($140,000,000.00), inclusive of hard costs (including infrastructure), soft costs,
and relocation costs, and further inclusive of land costs that shall not exceed twenty million
dollars ($20,000,000.00), for a cost of development not to exceed one hundred and forty million
dollars ($140,000,000.00) under the New Facility Agreement; and
WHEREAS, after discussion on the floor at the June 27,2019 public hearing, the City
Commission has initially determined to publicly finance the New Facility through a tax-exempt or
taxable special obligation bonds or any other financing mechanism advantageous to the City, in
a form acceptable to the City Attorney and Bond Counsel, in a total maximum aggregate
principal amount not to exceed one hundred and fifty million dollars ($150,000,000.00),
including costs of issuance and other incidental costs for this type of public financing, subject to
further review of the tax-exempt components and taxable components with the City's Financial
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File ID: 5971 Enactment Number: R-19-0255
Advisor and Bond Counsel with final bond issuance authorization to return to City Commission
for approval;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF
MIAMI, FLORIDA:
Section 1. 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. The City Manager is hereby authorized' to negotiate and execute a New
Facility Agreement, in consultation with the City's Financing Team of City Manager, Deputy City
Manager, Chief Financial Officer, Budget Director, Finance Director, Financial Advisor, Risk
Management Director, City Attorney, Bond Counsel, and Special Real Estate Counsel, in a form
acceptable to the City Attorney and Bond Counsel, between the City and Lancelot whereby
Lancelot shall manage the development and construction of the New Facility for a fee not to
exceed four percent (4%) of actual expenditures consistent with approved project budgets and
further consistent with all legal requirements, including those for public financing, continuing
disclosures, and ongoing compliance therefor.
Section 3. This Resolution shall become effective immediately upon adoption and
signature of the Mayor.2
APPROVED AS TO FORM AND CORRECTNESS:
Outside Counsel
Outside Counsel 1/15/2020
1 The herein authorization is further subject to compliance with all requirements that may be imposed by
the City Attorney, including but not limited to, those prescribed by applicable City Charter and City Code
provisions.
2 If the Mayor does not sign this Resolution, it shall become effective at the end of ten (10) calendar days
from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective
immediately upon override of the veto by the City Commission.
City of Miami Page 3 of 3 File ID: 5971 (Revision: A) Printed on: 4/18/2025