HomeMy WebLinkAboutAgenda Item Summary FormAGENDA ITEM SUMMARY FORM
File ID: #10947
Date: 10/19/2021
Commission Meeting Date: 10/28/2021
Requesting Department: Department of Real
Estate and Asset Management
Sponsored By:
District Impacted: District 2
Type: Resolution
Subject: Direct CM - Consent to Assignment and Assumption of Hyatt Lease
Purpose of Item:
A Resolution of the Miami City Commission with attachment(s), authorizing the Manager
to consent to the Assignment and Assumption of that certain Lease and Agreement for
Development dated as of September 13, 1979 (as amended, supplemented and
assigned, the "Lease") between the City of Miami ("Landlord") and Hyatt Equities LLC,
referred to herein as "Tenant" or "Assignor") attached hereto as Exhibit "A" to Assignor,
HRM Owner, LLC, (referred to herein as "HRM" or "Assignee"); further authorizing the
City Manager to execute any and all other necessary documents, including
amendments and modifications all in forms acceptable to the City Attorney, as may be
necessary to effectuate the matters set forth herein.
Background of Item:
The City of Miami ("City") owns that certain real property located generally at 400 SE
2nd Avenue, Miami, Florida 33131 ("Property"). Hyatt Equities, L.L.C. ("Tenant") leases
from the City a portion of the Property and operates the Hyatt Hotel, pursuant to that
certain Lease and Agreement for Development dated as of September 13, 1979 (as
amended, supplement and assigned, the "Lease").
In anticipation of pursuing a redevelopment or significant renovation of the facilities,
Tenant Equities LLC, (the "Tenant") desires to assign its interest in the Lease to a new
entity, HRM Owner LLC, ("Assignee"). The Assignee will indirectly be owned fifty
percent (50%) by a subsidiary of Hyatt Hotels Corporation and fifty percent (50%) by a
subsidiary of KA Platform Holdco, LLC as more particularly described in the Summary
of Joint Venture Transaction dated September 14, 2021, provided to the City by Hyatt
and Assignee, attached and incorporated as Exhibit "A". The Lease will not be altered
as to its terms, conditions, or obligations and shall remain in full force and effect, with a
subsidiary of Hyatt Corporation, as affiliate of Tenant, continuing to operate the hotel
and facilities as a Hyatt Regency.
The City has requested, and Tenant has consented, to present the assignment of the
Ground Lease to the City Commission for its review and approval. The Tenant provided
the City with organizational charts as they relate to Assignee as more particularly
described in the attached Exhibit "B".
As part of its due diligence, the City requested to review certain necessary documents
pertaining to the underlying transactions between Tenant and Assignee, and both
Tenant and Assignee have provided copies of redacted versions for the City to review
but not retain in its records because Tenant and Assignee assert the documents fall
within the definition of "Trade Secret" pursuant to the conditions of Section
812.081(1)(c) of the Florida Statutes as amended ("Florida Statutes") and are therefore
confidential and exempt from disclosure pursuant to Section 815.045 Florida Statutes.
Budget Impact Analysis
Item is NOT Related to Revenue
Item is NOT funded by Bonds
Item has NOT an Expenditure
Total Fiscal Impact:
N/A
Reviewed B
Department of Real Estate and Asset Management
Review Completed 10/19/2021 1:59 PM
Office of Management and Budget
Office of Management and Budget
Department of Risk Management
City Manager's Office
Legislative Division
City Manager's Office
Office of the City Attorney
Office of the City Attorney
Office of the City Attorney
City Commission
Office of the City Clerk
Pedro Lacret
Leon P Michel
Ann -Marie Sharpe
Fernando Casamayor
Valentin J Alvarez
Arthur Noriega V
Jacqueline Lorenzo
Barnaby L. Min
Victoria Mendez
Maricarmen Lopez
City Clerk's Office
Suzanne Hollander
Budget Analyst Review
Budget Review
Risk Review
Assistant City Manager Review
Legislative Division Review
City Manager Review
ACA Review
Deputy City Attorney Review
Approved Form and Correctness
Meeting
Rendered
Department Head
Completed
Completed
Completed
Completed
Completed
Completed
Completed
Completed
Completed
Completed
Completed
10/19/2021 4:48 PM
10/19/2021 4:50 PM
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10/19/2021 5:36 PM
10/19/2021 6:00 PM
10/19/2021 6:06 PM
10/19/2021 6:36 PM
10/19/2021 6:44 PM
10/19/2021 7:08 PM
10/28/2021 9:00 AM
11/01/2021 7:53 PM
City of Miami
Legislation
Resolution
Enactment Number: R-21-0442
City Hall
3500 Pan American Drive
Miami, FL 33133
www.miamigov.com
File Number: 10947 Final Action Date:10/28/2021
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENTS,
AUTHORIZING THE CITY MANAGER TO PROVIDE CONSENT, IN A FORM
ACCEPTABLE TO THE CITY ATTORNEY, TO THE ASSIGNMENT AND
ASSUMPTION OF THAT CERTAIN LEASE AND AGREEMENT FOR DEVELOPMENT
DATED AS OF SEPTEMBER 13, 1979 (AS AMENDED, SUPPLEMENTED, AND
ASSIGNED, "LEASE") BETWEEN THE CITY OF MIAMI AND HYATT EQUITIES L.L.C.
("TENANT") TO HRM OWNER, LLC, ("ASSIGNEE"); FURTHER AUTHORIZING THE
CITY MANAGER TO NEGOTIATE AND EXECUTE ANY AND ALL OTHER
DOCUMENTS, ALL IN FORMS ACCEPTABLE TO THE CITY ATTORNEY, AS MAY
BE NECESSARY TO CONSENT TO THE ASSIGNMENT AND ASSUMPTION OF THE
LEASE FROM TENANT TO ASSIGNEE.
WHEREAS, the City of Miami ("City") owns the real property located generally at 400
Southeast 2nd Avenue, Miami, Florida 33131 ("Property"); and
WHEREAS, Hyatt Equities, L.L.C. ("Tenant") leases from the City a portion of the
Property wherein the Tenant currently operates the Hyatt Regency Hotel pursuant to a Lease
and Agreement for Development dated as of September 13, 1979 (as amended, supplemented,
and assigned, "Lease"); and
WHEREAS, in anticipation of pursuing a redevelopment or significant renovation of the
facilities, the Tenant desires to assign its interest in the Lease to a new entity, HRM Owner LLC
("Assignee"); and
WHEREAS, the Assignee will be a joint venture with fifty percent (50%) ownership by a
subsidiary of Hyatt Hotels Corporation and fifty percent (50%) ownership by a subsidiary of KA
Platform Holdco, LLC ("Gencom"), as more particularly depicted in the Proposed Organizational
Chart dated August 2, 2021, attached and incorporated as Exhibit "A"; and
WHEREAS, the joint venture between the Tenant and Gencom is more particularly
described in the Summary of Joint Venture Transaction dated September 14, 2021, attached
and incorporated as Exhibit "B"; and
WHEREAS, the Lease shall not be altered as to its terms, conditions, or obligations and
shall remain in full force and effect with a subsidiary of Hyatt Corporation, as affiliate of the
Tenant, continuing to operate the hotel and facilities as a Hyatt Regency Hotel; and
WHEREAS, the Tenant requires the City's consent to the assignment of the Lease;
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
hereby adopted by reference hereto and incorporated herein as if fully set forth in this Section.
Section 2. The City Manager is hereby authorized1 to provide consent, in a form
acceptable to the City Attorney, to the assignment and assumption of the Lease from the Tenant
to the Assignee.
Section 3. The City Manager is further authorized' to negotiate and execute any and all
necessary documents, including amendments and modifications, all in forms acceptable to the
City Attorney, as may be necessary to effectuate the consent to the assignment and assumption
of the Lease from the Tenant to the Assignee.
Section 4. This Resolution shall become effective immediately upon its adoption.
APPROVED AS TO FORM AND CORRECTNESS:
ndez, City Nttor ey 10/19/2021
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 Code
provisions