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City of Miami Legislation Resolution: R-16-0611 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 1292 Final Action Date: 12/8/2016 A RESOLUTION OF THE MIAMI CITY COMMISSION ACCEPTING THE CITY MANAGER'S RECOMMENDATION APPROVING THE FINDINGS OF THE SELECTION COMMITTEE THAT LANCELOT MIAMI RIVER, LLC, AN AFFILIATE OF THE ADLER GROUP ("PROPOSER"), IS THE TOP RANKED PROPOSER FOR BOTH OFFERING MEMORANDUM ("OM") NO. 15-16-008 FOR THE LEASE/SALE OF THE CITY OF MIAMI'S ("CITY") MIAMI RIVERSIDE CENTER ("MRC") AND REQUEST FOR PROPOSALS ("RFP") NO. 15-16-009 FOR THE DEVELOPMENT OF A NEW CITY ADMINISTRATIVE FACILITY; AUTHORIZING THE CITY MANAGER TO FINALIZE NEGOTIATIONS WITH THE PROPOSER AND FINALIZE THE NECESSARY AGREEMENTS FOR THE LEASE/SALE OF THE MIAMI RIVERSIDE CENTER AND DEVELOPMENT OF A NEW CITY ADMINISTRATIVE FACILITY, WHICH AGREEMENTS SHALL BE SUBJECT TO THE LEGAL REVIEW OF THE CITY ATTORNEY AND PRESENTED TO THE CITY COMMISSION FOR FINAL CONSIDERATION, REVIEW AND APPROVAL, ALL OF WHICH ARE TO OCCUR PRIOR TO ANY EXECUTION; AUTHORIZING THE CITY ATTORNEY TO RETAIN SPECIAL REAL ESTATE COUNSEL TO ASSIST THE CITY MANAGER WITH THE NEGOTIATION AND COMPLETION OF THE AGREEMENTS FOR SAID PURPOSE, IN CONSULTATION WITH THE CITY ATTORNEY; DIRECTING THAT THE SPECIAL REAL ESTATE COUNSEL AND CITY ADMINISTRATION SEEK THE GREATEST FINANCIAL RETURN TO THE CITY AS A RESULT OF NEGOTIATIONS; DIRECTING THE INCLUSION OF AFFORDABLE HOUSING WITHIN THE RESIDENTIAL PORTIONS OF ANY SALE/LEASE AND DEVELOPMENT OF THE MRC, WITHIN THE PARAMETERS SET FORTH IN THE COMPETITIVE SOLICITATION DOCUMENTS CONSISTING OF THE OM AND THE RFP; FURTHER PROVIDING THAT THE SELECTION DOES NOT CONSTITUTE AN AWARD OF EITHER THE OM OR RFP, OR CONFER ANY CONTRACTUAL OR PROPERTY RIGHTS UPON THE PROPOSER UNLESS AND UNTIL THE APPLICABLE AGREEMENTS ARE APPROVED BY THE CITY COMMISSION AND THE ELECTORATE HAS CAST A FAVORABLE VOTE APPROVING THE LEASE/SALE OF THE MRC AS REQUIRED BY SECTIONS 29-B AND 3(F)(III) OF THE CHARTER OF THE CITY OF MIAMI, AND ALL APPLICABLE LAWS HAVE BEEN FOLLOWED AS TO THE AWARD OF THE RFP. WHEREAS, the City of Miami ("City") owns the riverfront property located at 444 Southwest 2nd Avenue, Miami, Florida 33130 commonly known as the Miami Riverside Center ("MRC"); and WHEREAS, the City is interested in moving the City's administrative facility from the MRC to another location to accommodate the increasing number of the City's administrative employees and meet the growing needs of the City's residents; and City of Miami Page 1 of 3 File ID: 1292 (Revision: A) Printed On: 6/27/2018 File ID: 1292 Enactment Number: R-16-0611 WHEREAS, on February 2, 2016, the City issued a competitive solicitation, inclusive of Offering Memorandum No. 15-16-008 ("OM") for the sale/lease of the MRC and Request for Proposals No. 15-16-009 ("RFP"), for the development of a new City administrative facility; and WHEREAS, two (2) proposals were received in response to the OM and one (1) proposal was received in response to the RFP; and WHEREAS, pursuant to the OM and the RFP, the City Manager appointed the Selection Committee ("Committee") consisting of five (5) members comprised of one (1) professional City staff member and four (4) non -City representatives to evaluate proposals received in response to the OM and the RFP; and WHEREAS, the Committee met on August 25, 2016 to evaluate the criteria and scoring values assigned, determine a rank order based on the score achieved, and render a written Memorandum for Recommendation for Final Selection to the City Manager; and WHEREAS, the Committee recommended Lancelot Miami River, LLC, an affiliate of Adler Group ("Proposer"), as the top ranked bidder; and WHEREAS, the City Manager approved the recommendation of the Committee and transmitted to the City Commission his recommendation; and WHEREAS, the passage of this Resolution is simply a conceptual approval to proceed as stated herein and does not constitute an award of either the OM or the RFP, or confer any contractual or property rights upon the Proposer unless and until the applicable agreements are approved by the City Commission and the electorate has cast a favorable vote approving the lease/sale of the MRC, as required by Sections 29-B and 3(f)(iii) of the City of Miami Charter ("City Charter"), and all applicable laws are followed regarding the award of the RFP; and WHEREAS, any future agreements will recognize existing utility easements and State of Florida related submerged land rights; and WHEREAS, the above actions and procedures have been performed in accordance with all applicable provisions of the City Charter, the Code of the City of Miami, Florida, as amended, the OM, and the RFP; and WHEREAS, pursuant to the recommendations of the Committee and the City Manager, and considering the highly specialized nature of these complex transactions, the City Attorney is authorized to retain special real estate counsel for the negotiation and completion of the applicable agreements; and WHEREAS, the City Commission directs that the special real estate counsel and City Administration should seek the greatest financial return to the City as part of the negotiations; and WHEREAS, the City Commission desires the inclusion of affordable housing within the residential portions of any sale/lease and development of the MRC, as allowed within the parameters set forth of the competitive solicitation document consisting of the OM and the RFP; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: City of Miami Page 2 of 3 File ID: 1292 (Revision: A) Printed on: 6/27/2018 File ID: 1292 Enactment Number: R-16-0611 Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this Section. Section 2. The City Manager's recommendation to approve the Recommendation of the Committee is accepted. Section 3. The City Manager is hereby authorized' to finalize negotiations with the Proposer and to finalize the agreements necessary for the lease/sale of the MRC and development of a new City administrative facility, subject to the legal review of the City Attorney, and subject to final consideration, review and approval by the City Commission, all of which are to occur prior to any execution. Section 4. The City Attorney is authorized to retain special real estate counsel to assist the City Manager with the negotiation and completion of the agreements for said purpose, in consultation with the City Attorney. Section 5. The City Commission hereby directs the special real estate counsel and the City Administration to seek the greatest financial return to the City as part of the negotiations. Section 6. The City Commission City directs the inclusion of affordable housing within the residential portions of any sale/lease and development of the MRC, as allowed within the parameters set forth of the competitive solicitation document consisting of the OM and the RFP. Section 7. The City's selection of the Proposer does not constitute an award of either the OM or the RFP, or confer any contractual or property rights upon the Proposer, unless and until the applicable agreements are in a form acceptable to the City Attorney, approved by the City Commission, and until the electorate has cast a favorable vote approving the lease/sale of the MRC, as required by Sections 29-B and 3(f)(iii) of the City Charter, and all applicable laws have been followed as to the award of the RFP. Section 8. This Resolution shall become effective immediately upon adoption and signature of the Mayor.2 APPROVED AS TO FORM AND CORRECTNESS: ndez, ity Attor 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: 1292 (Revision: A) Printed on: 6/27/2018 CFEY OF M LAW, FLORIDA INTER -OFFICE MEMORANDUM 'TO: Dan i el .i. NIfonso DATE: August 2.5, 2016 C.Ity I\Aanager ) n, ROM: „Jacql.ine 1,...,..orenzri .(,,,,. / Committee (:hairpersi)il(n 1-voting) SUBJECT: Recommendation for !Warn i Riverside Center Offering Memorandurn No, 1546-008 and 1"(ecornmenda1ion for New Administrative Facility f(Eiciitiest. tnir Proprisals No, 15-1.6-009 REFERENCES: ENCLOSURES: Signed and Completed Evaluation it OrTTIS,. & Administtrative Financial Review SOLICITATION The City of I\Alia nil Department of Real Estate and Asset Iglanagernent ("F)REAM") issued Offering Mernor a n rliirn No., 1..5 1.6-002 (”CtIVIi") for the disposition of the city-ciwried waterfront iidin in istrative center lociiitedl at 444 SW 2 Avenue, and known iis, the' Miaryii Riverside Center, Two (2) proposals were received in response, .to the OM iincl deemed! ritsponsive, However, one (1) proposer withdrew its Proposal„ Siroultanentisly ‘Anth, the OIVI, DitHAM issired Request for itroposiliS No., 154h-009 ("RI:V):for the acquisition of as new City of, NI i a iti i a cl in in ist rativ e center. A single proposal was inc ri iv ed i,triri deemed responsive, The Selectioti Cornrnit.tee ("( orniinittee") .,,iiiiiiointed by the City Manager,. met on August. 25, 2016 to ew,ituate the criteria and scaring vtilue.s iissigneci for lea Ch the OM and the REP; 'Otte Cotrarnittee was ,corn prised of the .fonowing individuals: 1.) Ryan Henderson, Assistant to the City Manager, City of Fort 1.auderdale 2) Andrew Schimmel., Senicur Project Rept esentative,, City of Miami .3) Robert Murrziyi. General Mam.iget, James 1.,. Knight Center 41) „rererny trirkin, Real Estate Broker, NAI Minn .5) AtIeiandra Argudin, Chief (Verations 0 ffi Ce r, M. i a Tll .. i)ark 1 Ilg Authority Pursuant tr...) Ordinance 12;;i71,.„ Section 1.8-86(C)(6) Proposal Evaluation., "The recommendations ,of the evaIttatibt Gamin ittee shall he stibmitted to the city manager," l'he Cormrnittee it onsidered the Proposals (incl rill relevant docurinerits in their evaluation of the Pi oprisers sir bin issions„. including Pi i,: adrnistrarive, 'ti in a tidal. analysis,. the p,reseniations, C:larificationst Meat arid Firial ()tiers, etc..., as, notect 'telt:inn the OM/RFtt SO iftitation.. Below are tile results iind recornrneridatkirts isstied hy the ,tr la ov it,- rit en t ioriedCorri rti ittee for 15e. OM and the itt FP, r es p e rit ively. lkt1ttl(fl0R1(,NOttNel NO„ "The Corn al ttee riecorn m ds 1,11 a t the City enter into contract 1C0tPdtl011 s with .the toptrankrid proposer: (fiver, ILLC (01/bla Adier Group) (4,56J500 pts) tittle C„ornenittee's Irecortirnendation .to proceed with contract rriiiT„otiations includes a recorrirrutindation that the financial to r rn s of 't he appl ic JIJ0 gire ern en t pr ov irk? a grei a ter fhlrlflLldl re t ro to the City „ The C‘.) m ittee adopted and iric or per ated d veatirninistrative flinabrilat analysis drafted 'by lhe Ci.ty's Broker. foil' this project,. as a non -binding [Alt inis.tructive guideline for the terms to be improved, A..dclitionally„ the Corn rnittee fanflier recorruineadcid the Lise of aiitsicie counsei for the negotiation arid completion rit the applicable agireettient in light of the specialized rlatrire of the agreements to t'te drafted dnegot e Please provide ycirtrr ding. the1 orTtVorecortirnend t i.Ort regarding OM and sign beiow. Plei"i.CSe Ctrt k'.;? 5 eC, ti 11: D. let 1, Allonsie,piCitY Manager AiRPRC)Viii.D RE../Eil,,,TIo I NSTR. (;1(:„. l) To 141 EVA LU ATE 1LI1 EST RC? The Conl rT)iittee t CC° rrirneilicis that the City enter into con triict. negotiations with the top -ranked proposer: Lain:Out rill r, LLC (d/bia Acfler Group) G',),,,94,600 (ts) As with the OK the CiorrintitteriPs recommendation to proceed with contract negotiations. for the 111 includes a recorrirnencliiiition that the financial terms of the applicable agrei?itiorit provide a greater financial return to tit City, 'Flu? Cinrrirrilittee adopted and incorporiatcd the administrative 'financial analysis drafted by the City's Broker for this projeic.t cal- bind ing and iristructitve p,tirideline for the terms to be improved, Corritinittee further recoil" mended the USe of outside counsel for the, negotiation and conipletion of the applicable agreiment lien' cif the su filature of the agreements to be drafted and (egot Please provide your decision iicigai Oil if the CoinmitterRsrecornmelidation regarding 'the RIP aiid siv„n he ow, AP If P11 1 IN5tl1UcTE,D R1 EVAL0AIE Please circici, sic.de(tiork: "Pc 11 Allinr LS (1, t3 japer itc „ Alberto Parins Assist.ani City Witt nager lt1itEAttl.1,60045 Project Description: RFP Number(s): EVALLIATION FORM REQUEST FOR PROPOSALS FOR NEW ADMINISTRATIVE BUILDING The City is inviting PrepSerS to bid on R eqLest for P110035315 (REP") No. 15-16-009 ror the Rev bpment of a new administrative facility or the City of Ilksrn RFP No. 1E-15-609 Name a. Signature. ilkirgal/7/42;' c(ij1l2V ja-, Date: EVALUATION CRITERIA Value 1 (Adler} COMMENTS Fronosects Financial Ca-acite and Dual -Poston 20 pis /d i) Iaif1/-sile4C,c; _PfiitTiI liifi-4L'l2(-7. 7i e?,-y f,e, / I1iiiV- f f _ , / /1?-7 kftalL,Z. Financial Returns to the City 20 pts .' I ' : 5.-5 i il &rt 1 d 5/ i - ry t1atAtis -.1,1-1-0,e a tAike, /.<-1-w, L Extent of Laical Participation 5 Os J I 4X(-1 ' (A.EZ /77t' ll a a 1 tj. ':tTiluil n. Cf. 94 Elexiniliv and Ability to Provide Seamless Occupancy 10 ptr, r 11CI15tAi' AO r 104:i ZVI'5 r; iV aL,), 11- ' I ?VW ; , n f 1 il La 1-2=i i (= 4 5)V IPAR k _ Transition letween OM and RFP nncmepentut awl astteadtePd isaenunsntianinn/aDbeoan. teAcroantiottmecictuludienriad 20 pts in .-/ 5l- Aewr17 C 11 -1 I1/ - a,L3aZen-l4t.,,_,/„:,,•,,id/,/ efI /Lt (ctna5/_7f4i dreevienlc aCllaiPthrislii dotherfnle Project Team and Development Team Experience 15 pis / 6.f,7,-- . ,cep,,,e-Y i7/1 1 ioi-,,,;_-;.47,4 6:-,,:s- 1,-/ ,,,,-45," . m ev -- ,,,- 6- / , „.5...-/.„!._ ,..„, Benefits of New Adminiedrative Feat" Location 10 pts 1 , ifi, it,- k -,,,, ,, -is - , , (-!./iii-i Aie, . '.,ai - nit v.-.:- t( is al -if jf Pee yvIC r', i ird-rt - i i r - ; - - -.1 57 1 ani n&ydij SZ 7 dater: ItZtajyaal taCi2eye iike, 7-&-43,u,„/-il,12:5- ,;.,-,,,,,47/12-4-7-2-4,:w,- , „ -,,,, inciddina if on City ned canape a roximity to major roadways & 01.1 bli a transportation etc,' TOTAL 100 pante Please indicate whether you rebtornmend to proceed with nedatiations or rewct al proposals; (7 r P-J-1/4/ Instn.ictionsi 1) The Evaluation Criterla Fated above is derived frann aw information provided in the RFP for this project. 21 Each Reviewer must sign end date their Evatuaton form(s) in ink_ 31 Each Reviewer roast base their evaluation on the same criteria so that value tatiterernly can be esbilishee gNLY wt}ole nuinnecs should be used in sabring 4} Each Reviewer will evaluate and score elf Proposals are provide. tire original conrolefe-d score sheets_ 5) Committee Chair Win provide a Nwittan IRiecerranunciaton tor Final Setuctent tooperrandteb .dressed ;a fhe Chy bteree-ger Proposer's Firms: 1 Lancelot Miami River. LLC ("Adler) 2 Project Description:: RFP Number(s1: EVALUATION FORM OFFERING MEMORANDUM FOR MIAMI RIVERSIDE CENTER DISPOSITION 1 4 City Is na nc Proposers to NC on Of:_. tog Mernetarcium. OM") NO. 15 i & CCE f r tso clsp0s? c.t of Gay -owned property located at 4,4 SW 2 the Mani Riverside Center. OM No. '...5-1E-ooa Name & Signatu EVALUATION CRITERIA -...- Value t (AdIaq 2lpanther) COMMENTS Prooneer's Financial Capacity end O,aelifieatians 40 is p'_ ,_ MA tt'5 }(� Ditty I { t t ;,fig j-1 p C - ' i V -' ldiJ a id t` ,I i )O[ •= P -- Financial Returns to the City 45 pts MA L+i } 0 Neil et ( Extent o€ LOCBI Far icipati0n 5 pts. J NSA # Fiealtaliy and Ability to Provide Seamless OccuaancY 1Q F NA 1 i n Ti�its` iI[d11/l SriI t t f � (wheeler i } t'` f ,l 'rlfy�1 TranSitiDe between OM and RFP TOTAL 7aoptslnts ' NIA Please indicate y-u racpmmerd to pr^.ceed with gat ap. s r r3je toll proposals, j� j 1 eti id ='ie a0dura 2C 2S5ev Proposer 5 Firms: 1 Lancelot Miami delver.. LLC f'°A: E 2) Each Rea ever mast sin sro date LIe0 Fir: s4 _s�ivat€ a scare al pro owls ar O mottle € to aona p 2 Panther Capital Management LLC (Panther) WITHDREW 1 NO LONGER APPLICABLE .,_= the Same cr1'.0'a_c that oak', err. tench ion for teEta. Select:Sri. Project Description: RFP Number(s): REQUEST FOR PR The Li =5 3r' li n2 PP ;pCs .y _`o bid on Requ-e: RFP No 15-164)09 e 8 Signature: ALUATION FORM OR NEW ADMINISTRATIVE BUILDING RFP"). No. the Development .,f a new administrative faci Sty for me City of Miarnl- Date: EVALUATION CRfTERIA -.. Value t gAdler) i COMMENTS '... Prg¢$.sses Financial Capacity- arty QuafiFcatione 20 pis , Fine e'. Return§ to the Cif 20 pts '+ ---�,_?- s ',. Fx.nt of Lpcaf Particioatitn 5 pts EleRitail 'tv ana Ability to Provide S m0500 accedence t4 p _ ' i.. NJ 'a- „€`'z.. s .: Transition between OM and RFP onso trra1 F'cttooa PI ino.VosiontArOSlt tus= incit;dinn . rsr�ent w toted s:tstsfoaOltiiv. eco*s mi o : i reF. _ = ``-i - _ and other noels, Fe1atToarr5 ar.A. tveincrrsgnt Vans Exrs.?.rie?ncR 15pts 'q ". Bsn�;tits of Now fisi_eililiatrad e Facility's Location 10 pis _.. ] �' =, "•; `° "` 1 1`. f ffngiddinq II' on City: 7vme:J ProPerts, proximity to m®ior r. {aos ®ubhr transport tzmn. east TOTAL 1-4 paanis A The Evaluation Criteria listed abai^s is .:drrveri rytrts 1h into, provNed in the REP for:hi project. 2; Each Reviewer must sign and date the, r Evaluaton tc s established. 0N1 Y whsis numbers shou d be used in scoring. 4) Each Reviewer will evaluate and store all Proposals and provide the original completed stare addressesto the City Manager. Prodoser'S Firms: 1 La ami in ink.. 2) Each Reviewer must baso their evaluation on the same c.i,-.,.^,a so that vat s. 5= Cs mmlltee Chair wii provide a written 'Recommendation for Fin I Ns05 isn" ptlon: Number{ ;EVALUATION FORM OFFERING MEMORANDtlit FMIAMI RIVERSIDE CENTER DISPOSITION The City is inviting Proposers to bid on Merin the Mrmi Riverside Center, OM No,15-16-008 urn ("OM') No. 15-15-008 for the disposition of City -owned property, located at 444 SW 2 Ave, Miami Florida 3313 Dabs_ vn as EVALUATION CRITERIA Value 1 (AdterJ 2 (finer) iflMMEN'i=$ Prooese(4 Financial Capacity anrons 40 pts ,+ '= , r iv 4.-q Financialrns.to tho City 49 pts i sit -_ v 45 i'1- t t Extent of Local Participation 5pis s (_ fiexibilei and Abinny to Prgvine Sham esc Occuoancv 10 pits - TraP,5ition between OM anal RFP TOTAL 100 points tnr_rr41Qn. Thai Evaluation Cate, -xate ,..=&inlay cznu: bashed. ONLY h rr r.e.-�nora uro addroso€d to Ina Day Manage, Pr000seds Firms", 1 Lancelot Miami River, LLC ("Alter"} 2 Panther Capital Man C (Panthe ink 3. Each Re4ower aini use f=^.e=r e,iniuMkiln oo the same ite oo that ve e Cinnhanien Chair v11 provide a Mitten `Fecornman en.•or Firo1 Saleclion" Project Description: RFP Nurnber(s): EVALUATION FORM OFFERING MEMORANDUM FOR MIAMI RIVERSIDE CENTER DISPOSITION The City is int/0nd Prop-000re tO bid On Offenn AlMihrandurri COM') No, 15161Q08 for the disposition of City-ovimod properti locaticed at 444 SW 2 Ave Miami. Florida 33120 end known as the katerni Riverside Cents._ Na, 15-16-1Y38 Name & Signature: Fluhfaraci< Oate: F1-1 - EVALUATION CRITERIA Value 1 Ocher) 2 Weather) COMMENTS Proposer's Financial Capacity and Qualifications 40 pts oil 1 ..2.-1 0 NiA = a F o , , / , r oI /- coil ici-: Financial Returns to the City 45 pis --,, Sas 11- NIA in Extent of Local Partici nation 5 pts, ci, NIA iIi, FT, 7-IcioLl, Cac --LO F -fir 1-,1 1-2374-13005 iii—.O=0:2 7,1714ha FF; rz ii_v-7-c_ o...:20 y-V-ii_CriiC iiii Plir-i- Flexibitty and Ability to Provide Seamless Occupancy , 0 a . SNP ?FL, NIA . , S4.--,7 /7,1F? 5 iiitif 2- tif it T r ii: iii :, Fili/N1711' 15-17-: rii- /0 C.1-Fro- -II'l' Transition between OM and RFP_ TOTAL 100 hoinM '77 --,:' NIA Pease indicate whether you recochnerid to orcee.ed nit?: negctiatians cr reject ail ohne-Nolo Metructionsf 11 Inc Evaluation Catena holed oboes, is derived from the iniformadon prodded in Sae OM far Old pi-n*1 21 Edon Redewer must faign sae nate the Fuel:Fa-Cul loos) in ink 31 Foch Feniewer must hasp their nyalualica on Me some orifeind se Mel value unitarmity can be establisciedi ONLY whole numbers should he used in scoring. 4) Each Reiviaim evaluate and score all Proonsals and provide We -original completed seere she -Nisi 5) Comminee Chair will provide a whiten Wocarnmendation for F. Selection" memorandum scstessee os th:e City Manager, Proposers Firms: 1 Lancelot: 0) scsi River. LLC ("Ad/oh) 2 Panther Capital PA anagernent, LLC (Panther) WITHDREW NO LONGER APPLICABLE Project Description: RFP Number(s): EVALUATION FORM REQUEST FOR PROPOSALS FOR NEW ADMINISTRATIVE BUILDING The City is in no Proposers L< bid on Recut for Proposals , R. P- i No, 15- 5-0,73 for the Deveicpment of a new administrative €i.,• ` : RFP No. 15-16-00a Na ms & Signature Cute: EVALUATION CRITERIA Value. 1 (Adler) CO: a1;i€NTS PrOnosees Finenrial Capacity and Gnat iieatians 20 pis c ,fd °.f'<. tea, ,, -. : f" - 70 O-. _ Financial Returns to the City 20 prs PoefF o l 4-00'P1 - ,`�` .- - - -"! Ee ent of Local PartEcipalian 5 pis }-- _ Flexebilty and Ability to Provide'aeamlass. occupancy 10 pis _. .i Transition betwaan oM and REF Con entual Pro.-ct Plapnineraesiontirchitecture incIudina 2a pis. y c` ems£ . _ ,�. -- .� . .. : .! _ 07 - Co .r0 _ �+ _ , i - - L3 = ; - 't -:; J`"+r FY F - M6- :-�ai- .: i-:r . -E {5 . .<_4:rri-. ..5`::, - a7 c nment with stated susta,nability. economic development and other goal Proti°et Tea: and Ee4 :oor-e.-:tTeatn Exp. raerce 15 Pis 6' %.L r t %t = cp . Benefits of New Administrative Facility's Location 10 ptsj 1 `r ' r i =tom li > } ; . , ''- �,< 1,<- , _¢t ,� , r a y :s..'` f e' ii'd-.� .� find udiaq if an Cit'v-awned property. proximity to motor roadways &.) public transportation. etc TOTAL. leis points. PO O a f- ee =._% instructions: 11 The F.a,aun. .� 05 ry car Le _s.0_, the0 NL _ •>•: olr tneTbrannoth Bildressedt=-=%eCyr .canna Propooer's Firms: 1 Lancelot Mlami River. LLC ("Adler") FP `or this Protect 2) €a=.h Reviewer must and da _ Ch_ e Evaluation is-n� a.€ P;0Fc_�.s e ,, '<, the srici al cornotelec score elneets Each Fie° vs: base stria so -tai uai Project Description: RFP Number(s)t EVALUATION FORM REQUEST FOR PROPOSALS FOR NEW ADMINISTRATIVE BUILDING The City is €nulling Proposers to bid on Request for Proposals (R°P') No, 15-16-00 for the Developm va adminslrative facility for the City of Miami, talc,, st. Name & Signature: 5 EVALUATION CRITERIA _ --- _..-... Volga 1(AdItr gF^.sr _erg €;rers f 20 Gts 20 I'ltu ftharcldl rsT�.envt: Ct!'c,r_uz;F -�_ iR tle�proposal liYFC �k'6,LL eCil C�ilYi"Flf %�pLL#abl6' India �'t¢Sl.klt.'f}[3�a6'd Ekit€2llCed.�da:F3 caaa snd th nddct. - .. - _ - _. -___. Financial RR5SErSSsQ h&Citx -...- 2a #ts 10 The �r 1l UC PrgUpos1d Cp. ,j0- 2) an.Cl the a€ bsequCnl ).iAP L➢dicate R ro pocC of achie do sans actnc peri l€'rnanC4; nn rho !4 +.4Fiiii7, wisa 34 €Ci U:at .1FE 41t} ad Cl err =€c.tr r €r ar; nun €3. rt t . l'1!R= C;:'..'I^C p€`� kCd C4�ct C5t tltC nC4:' 84f215 RFSt d1.' t45[lI�E1 �, }.CSC °.�. it h3 1�2 �1�_ B>d l�c.ii�e,2u't.3r in. tl3#r.,. t, steni.,of Local Particleatleo 5 pts p2 _ l t oftlie prtspasal details CISe iC 3l 118.'tirtpa<inn dior t•.ill ent;a 4, in. Tit �t�,]Cctat1C:.t* for (till± i.r.te.tu'.lro Lfearl_r 4T 1= Frcxila=l,�Abillty to P-- 16p#s - e. s tle-xible wish .Cs terms. however_ .ts tia':ate Frapo_al ism ri..? €et nt tt meat the ..dvriz:•i tca calve - TF n 8 ion a>s='xen Oi'�l and FtFP -•. - - _ C�r�Cet#t;t$�Er4i�&.S?!�'tiir�y fi3€o�At�hit�?'s&Inc 20 uts 20 "r , is,U._ iJ Lie L` t'sli .2-L<'II Peve .ili-•o st _-;�..2'e R"ii iI alined. Supporting tit v C . _.. �',t .. ..SC 'f .s or rd s Ae€b_ . P< 8 cafe ore are clean-; m..t Or csheeded, not ent vri n stated es in 5 fo eospp e)c devodzpinggt Pra3 -,fit `a8ra� a*�d C7evei� er=serg.'y, Exaerience 15 pts 15 Ahe project and develocenect team ises -n .= .xperse.:.e v es-.uc: caco i e _pas s .. e- 5_ tea<.=<u,_.. in l' e propasal, I led there .maid be a c of tie minfstr< < -,t' '�`'}� pts isvo e„ .he [tree, Lahr tc _s , r d r trc suecGY ? bt [he Cie;-- c=c .Fe :4r'e < .c«maser, p o f ::#-;e . /lit Iud'`tip <t drt C eusad Q. oo ' . 4F X55I10 water roed^i°ay=.$ggt�ll tP2!;Rng[tatitm TOTAL lruopotnts ,� e P 'as s Z t `u l I F� .ape c .per n e �r-= l he -ar• •oat. genera- e *t , n-r e efrr o i`hs. nos ata d 4�car_ ta,onabl, 1recn€om^ndp,-w-wsii, .tl vr...and lec,a= cal mez <.act.seer,Ialso ._®o ,ueorzthctw,.sci ist tnstruciion5.' 11 The vaM.aia =Crle;i unifermlty can be :stabs seed. 0NLv w memorandum 000resseo to the C:ly l a Pronosere Fioms: 1 Lancelot Miami River, LLtl ¢"Adler-) �d abcue `s give- n rhs ,nsarmari prided Is the Rr-o : Sh s pro --eel. z; Each Fevietver must sign and mete then Evaluation fbrmts in ink. 2) Each Rev'.,?r number should ha used In scodrg. 4) Each Reviewer will evaluate and score ail Proposals and prbv'cie the anginal completed score sheets. 5) Committee Cha prov zErrw , c ,err: a ua5.v-1 on the same criteria so that sob s z "Recommendation for Foal 5_I?.etan" Project OescrIptIon: RFP Number(s): The city the Miami OFFEI Pa en EVALUATION FORM NG MEMORANDUM FOR MIAMI RIVERSIDE CENTER DISPOSITION rs la bid on Offering Memorandum ("OM") N. 15-16-Q08 for th=. dleposItion of Gi v.' props iy located at 444 SW 2 Avo, ft9iarni, Henna 33100, ar°d Knave as O,1 lvo.15-10 6 Name & Slgnat EVALUATi€1N CRITE, LA. Value 1 (Adler) 2 (Panther) COMMENTS Pto: Plnanca3 Cnsnn4v and zr IEivaticro_n 40 pt=_ 40 The fleao Indcdcl (u t)na prep°'. xt ere fro ro r�,d :�nc°.s-n, t putt able ?e..ding inct €a- -ey a `red terr . - - - Pinal Ratnrnn in fha Otto 45 pis 22 1e finer dial ret-Er.-_ C,tFC.c;. , <.�.da?fc. c City -o a hsvFe .,-.�a">+ i`.is t . n_, `Lv..„ n t'..nt? fry el RC to pay for a now a .ia trat 3 e building. a w_ f:r. d: au.,'r-- rF c t€nt of bonnl Pvrt;Gi„atlrn 5 pts 5 Page 48 of the proposal Lls Ole':acal rho' ra„e in. 'Ph- eepectations t€r-th s chi :. o.° a;I. eles',blity seenAbility to Pnedide_Sesroieso Oecunancr S[ pis — Acildr is tl, tthlc o' it`h its °ern.. hus� ` _ .. iS`W.+ €��.ts .ta � Prap<r�F � c�c .,u �tciect .,a root tf?d Czh-> needs s r==..,az.: =`=lrl ng. Transition 424='ion betwe 1 and. RFP TOTAL1 0 Fa'r EStt r 72 e pa- a ear LeELa d welider ; neiai and t nan to trot air PF._FY�.i.s el 1. it -eh, aC �u u'v Y6^€��a,.. L is CcEs3 t<__ tiucrg.`r `F ,�+_-. n t.,L UPncne.1.�f . t�Q.... r,e .i1= Jt 31 Instructional ,, The Evaivaaon CMena Feted above is derive)) to n the Inform, Cleo provided In the 014 for Me project. 2) Enett Reviewer m ttn tcrml'y ....an ea established. r6 J whole numbers should 0e used in scaring, aj Each F.ev et°rer will evaluate and _core odl Proposals and m= ore= uw adcrusond It the City Mnnouer. Prove edi.Ftems: 1 Lancelot Miami River, LLC I''Ad )n and date t'^-eir Evaluation (errata) in Irk a) Each Revievler must base their evaluation on the same criteria so that value 1a ihs utig{r i cewplotrA score sheers- 5) Committee Chair will provide a written °'Recommende ion for Final Selector' 2 Panther Capital Management, LLC (Parther) lth one_ Project C1escripn: RFP Number(s): EVALUATION FORM REQUEST FOR PROPOSALS FOR NEW ADMINISTRATIVE BUILDING The City is inviting Proposers to bid on Request for Piloposals (RFP") No 15=16,0C9 for the Development of a new administrative tociiit`y for the City of Miami. RFP N 1s-'E-G 9 Name & $rgnature. �1 _ ©ate: C`- /., S .` EVALUATION CRITERIA Value 1 (Ad1er) COMMENTS . Praacs&r's Financial Capacity ood Qualifications 20 .'t5 • �ti- •��`'� '4,,_'s`®. I gibe. 'S K Stel e .� Financial Returns lathe City pis (' rti, #a ' �:.,,,.. -say s ,_�.� - ,. ' Extent of Lepel Participation 5 pts T r` .-. � ' ems.-- , A- q s ; .. Flextbilty and Abitily to Provide Seamless Occupancy_ iit pis Transition between OM and REP Cooceatuai Project Plannintt!D sieritArchitncture includictt 20 pis 1#'4.-p' i; -- cs .it1 -,_i;:5 y--.-'^- a. tlonmen t with statedsustanabilirv, economic development and other 0Oats Project 7eam;and Ltevelapment Team Experience 15 pts "..-- bs 5-�e""'. �' i »'.. - " - 0azi t'r=-�S '-ems•-.. y. L.>.. t , 7� - Benefits of New Adrr=,1nis. a atsan 10 pis ' yg ` :`� � �` r' . +"i t"'# �- '4 t `r sa.�, �Sa `t �. ti y £-4 � '� � � lm z m. _. S ` i �t R. Cam-? 4 T-a- t i � 5 ,.c. � .¢ = 3a "'� '� •. - •- l-`�. L* { S' --�-i`. as- finciudingl. on City -owned pro©erty psoximlty to major roadways $ public transportation. etc.i TOTAL 1G0 points; Pease icht ra' a _3 : =m a ::^.d ._„> tieed e. _._;e ,s . �.j I Instructions_ 11 The Eva, men crirannity can be estatic .v= ONLY attele s.., me3^: rndxin. addresSee to thecae Manager ProPDoor'S Faros: 1 Lancelot. Miami River, LLC ("Adler"} e_c act R z RFP ter INC t Esc, Revk-2.ver e&i1-'trrrtse in score sheets a, sn -tinmi so than vac _A..- -°�=. Project Description: RFP Number(s): EVALUATION FORM OFFERING MEMORANDUM FOR MIAII I RIVERSIDE CENTER DISPOSITION The City is InAting P -oi oo s to bid ch. 0 00no Memaancium )'M 1o. 1 -18 for the d5o s' c-n of Cit-pottn pretty. : i s144 : SW 2 Ave, Miami, Freda 3313 as the Miami Riverside Center. - OM No. 15-16-0CS Name & Signature: Date: EVALUATION CRITERIA Value 1 (Adler) --. 2 (Panther} COMMENTS PrOReser'S Financial Capacity and Qualrfiealions 40 pts 3 C NIA Via= , a g t �� �. i t �. � t' <�§ - �c�. � ,,,.�8� — ;��,:. -,� d ,>i '" a t e - tot 6ic®a •' .. vs,B ice:-�}+. =c.s (,+n al-=—•-% '.�+.', ct.. E �, s.t �(. - - �.I:�� ' .-_.. t�T• -r -- Financial Returns to the CRY ASpis ` N/A }} .m I 'f-at F >-at C v e. -. Extent of Local F ticipation 5 pts NM i FIs*aibIity and A5i ity tat Previdless Oecuaancv tt} P NIA - - :t. i i & > „rL F• was ' Trail sitacr. tveaen uM and RFP TOTAL 100 points C NIA P L'a5£ Indicate .vnether yc, recemm=nil 4G proceed wi'n ney i [ u`r'S •fir dejeci ail prop I_. - g- , al ?-4: G r .. i = d -- tea' t_ `` z.:.,...L4 -,L, .i instruct nS i T o E.c uallan Critaria listed shaves Jennyed /ism 'ti urifet'retty eat 5 es 3: ,..eu. ,mot.€ Y, r, e !lumbers _ culd t-e us` in memorandum cadres €.. 1•e 1 City Manager Praposer's Firms: 1 Lancelot Miami river, LLC ("Adler") Each Peme er 2) Each Reoeaa-et m P0)poeEls an- 2 Panther Caoital Pa 5. Edon Resiersor must Orma a m r era a, Csrem:I-ite_ Chair will provide 0 0d 089 AELE 1dat1u^. Lee Ann Korst First Vice President CBRE, Public Institutions and Education Solutions Group To: City of Miami Miami Riverside Center Evaluation Committee From: Lee Ann Korst, First Vice President Michael McShea, Executive Vice President Shay Pope, Senior Vice President Robert Given, Vice Chairman, Cushman & Wakefield CC: Daniel Rotenberg, Director Jacqueline Lorenzo, Property Management Specialist City of Miami Department of Real Estate and Asset Management Subject: Miami Riverside Center City of Miami OM #15-16-008 City of Miami RFP #15-16-009 Date: August 16, 2016 225 Water Street Suite 110 Jacksonville, FL 32202 (850) 251 9319 Cell Leeann.korst@cbre.com www.cbre,com Pursuant to the subject OM and RFP, CBRE is writing to address the selection committee members regarding a number of key points related to the disposition of the current site and acquisition of new City of Miami administrative headquarters. CBRE sees three primary points of consideration for the selection committee to consider during the evaluation of the proposal submitted by Lancelot Miami River, LLC d/b/a Adler Group ("Lancelot"). Operational The current Miami Riverside Center site was originally built for a single tenant corporate occupant, not a municipal or government purpose. Thus, the space functionally does not meet the City's needs or the needs of serving its constituents. As the City has grown in population, it has also outgrown the space provided in this existing site. While the building itself may not be functionally obsolete, it has many operational challenges and deficiencies related to serving the citizens of Miami including security, parking, adequate reception and waiting areas as well as poor organizational effectiveness related to daily operations. Economic Development While the current MRC site is operationaliy challenged, as described above, the location lends itself to be an economic driver for the City, Situated off of 1-95 and along the Miami River, a disposition of the site provides an opportunity for the City to expand downtown development West along the river providing continuity and connectivity to downtown along the riverfront. The proposed redevelopment provides a unique opportunity for the City to generate approximately $1,550,000 in annual tax revenue once the building is completed and stabilized, as well as significant short and long term job creation. It is important to note that if the City elects to build on an existing City owned site, no further land or property will be removed from the tax base and the current MRC site is returned to the tax base. Financial CBRE recommends the selection committee consider the following key terms when making their recommendation to the City Manager: 1) Improve the economics with regard to the "Guaranteed Minimum Payment" aka "No Development' scenario. Currently, if the developer does not execute on a new development on the MRC site, the minimum lease payments will deliver a net present value of approximately $40,000,000 per the attached analysis. We believe we should attempt to improve the terms so that the worst case scenario is a net present value of $60,000,000. This value would be consistent with interest from other parties, This can be accomplished in a number of ways such as increased minimum lease payments, deposits and/or a buy/sell scenario under certain terms whereby development has not been initiated by a date certain. 2) Negotiate a larger economic participation if there is a future capital event of the completed new development on the MRC site. As currently proposed the City would be entitled to three percent (3%) of the gross sales price less any amounts paid by Lancelot for Capital improvements including both hard and soft costs. The possibility of additional proceeds to the City in the event of a recapitalization or sale of the project could further reduce the economic gap between the sale of the MRC and the cost of the development of the new facility. 3) Explore the opportunity to provide a guaranteed lease payment in lieu of capitalizing the new administrative headquarters development. The lease payment could be financed with a credit tenant lease, perhaps with tax exempt debt, and allow the developer to capitalize and finance the new development on their own at very attractive financing terms. We would further want to negotiate a fixed purchase price option with a 2 reasonable, market driven developer mark up. 4) The purchase option may be linked to the City receiving further consideration from the recapitalization or sale of the MRC by the developer. Thus reducing economic burden on the City's cash flow, It is CBRE's opinion that there may be an opportunity to improve those transaction terms based on Lancelot's proposal and presentation. They indicated that there is a willingness to negotiate components of their proposal, including a guaranteed lease option for the new facility. Outside Counsel Should the selection committee decide to recommend an award of this project, CBRE recommends the City hire outside real estate counsel to negotiate the development agreement, finalize lease provisions, the sale /leaseback agreement as well as any easements, cross easements and other supporting documents. The City Attorney's staff provides excellent counsel to the Division of Real Estate and Asset Management, however, this is a non -routine and complex set of agreements which require deep real estate transaction and legal expertise to mitigate risk and ensure the outcome of this transformational project has a positive long term impact on the City. Additionally, the time commitment given the City Attorney's staff's workload may be such that outside counsel can accommodate the workload more expeditiously. 3 City of Miami MRC Building (90 Years) C356, Fee, Cornpa war Analysis as of 1/1/17 Ftscal Year. Endkw Dec 31 etPki 4,0% Dated 8/4,16 Cash Flow Comparison (Years 1 thru 11 of 90) 84471 Yeer2 Year 3 Year 4 Year 5 Year 6 Seat 7 Yd. 8 Ye. 9 Year 13 Year .11 745134 2417 2010 2014 2020 2021 3023 2423 2624 2926 2028 2627 70544 SO Yeat Raven. 370620226 338229,341 sentsrrwtre TASLES 5ealas, 5A3P543554653 31.590003 31,530.409 $4.3-75,W $5876 049 04,000,020 34,673,090 34.875 OEM 54 875,049 54 633,003 $1,509.404 61560360 31 300060 A.Zeanel Rent Areo4761 01.000,0004 01_750.698 145814 380 922 229 r 371_911 643 $2.089.M $73.9411966 33.250 OM 673 833 474 s-2.5wmo 374 679.833 32,7517399 375 399 2,97 AcIditasest met amounts are praposed payments Made In Yea, 4-6 af tne anstasmaanna ag,e iivpt V4-13 (Y.AOSensltivity ratie 02,850088 379,333.714 023 3475 WO 3573 494 3675 839 0775.60) 88752430 3473 080 $1 690,300 I 338 215 1.!.1 342 833.552 347 436 963 032.043 774 336,644,508 37 750 033 319.218 754 343 622 566 346 426 377 353 0^0 188 567.833.688 02 030 COO 040.384.100 344,611 979 349 ,0 3760 634 016.691 383.8251.412 02 250 COG 341 197 561 345,631,392 330 405 NI 555 039 315 32.303,900 $42.136 935 348.790,006 351 394 617 WS 988 428 $2.750 000 343176 408 041 808.210 352,384,434 358 987,641 63 000000 344 135 822 048 769,633 553 373 444 357 977,255 53 250 3C-3 645.155 235 049 769.048 354.362 857 353 665 668 33.531,409 346.144,346 350,743,463 355.352 271 44616enat rent ealbe ma ate preaosed pornerea Made ke Year 4-8 of lee anae7Sa 31_833,736 31 675.003 52,167 $63 S1.686.259 $2.447 844 Si 897 838 $1.212.198 $499773 $1,248.602 3422,066 31,266019 3434.726 3441249 NI 3165,321 357 m. page is art ale eatialge ease eeraesseaer Waeree en tee 6.76844Ser Wane, MIRE Finerectra ConsratinoGraus EVIS+20,6 ,011A.4, City or Miami MRC Building (90 Years) Caw Row C col mew, Cash Plows 04440,-001.41004,144/4400040 4,04 44, Loas,s 000o4oe 1.0044 11004 NOTES !REM' STRUCTIME MR. 0431124004.10 £.4‘0,041400400 .00044 40014 400 1044— 010017 101142144 019.4 Win Ea= OD Veers GO lo 44,42240090.12 SD. TOD 77 to 01 .040210.4013 1£97 063 OR OF 4470200142,44 4714 700 47.190 00404402,. 0740004 16-210 140 44,44044.20 V. 574 041 lo 144 0,274)44017 00715404 130 04 144 4402004,44 440141744 015 1,05 247444444419 0000200 147 0D5 40-0040044,0 4,91,0417 0.0022 70114 lee 407400470412 20. Me 11314 2C4 140134104,4 0441770 .14 219 447414044-44 5414,015 217 ooe .07400494406 4004 01. n Cir4 to re< 34 e75 999 reel /.44,497 on 0 041000 4449D 0700 1 2 2723 017100024404010441470100 00700o tor 10,04poses I 7414050 VoNorit oo(i•okiot o - vovoitti 141,11-1. 141=1Nol "'"417' '444174 140001Envemas 774416701041£001 1904, 7044e I 040 CR4 10097 740044340071444 Iehait 14, 14704, ti R401 040 144,0 100411900.0 R001010 024424274*74 44,700 111/40 Sulldao R01 44104041R401 10,401.0049710. R. 1144-4,.,,,R4040041140444 01374 100 so 000 000 444 4011 17.4 0111 a 40147 fie 1 509410) 10829469 4930001 2010,, Deo D 40; 50 9 00 5.114 Tee .10.3 4714 0 0.79 040 SIO 2O.O BOo 0702 574 093,0 0 0 040 764 407004 147 ODA I 1 010 146 I 1040 5411 1 099 a 975,9011 4 075,903 4 875,1M 0 4 4 e ooPoOoo 1 40900C 1 e470 00e 0.009 1 500 907 1 SOD coo 4 875.009 4073 044 I 4 870 MO I 1,509009 1 509 099 .1 ow owl 1 DORM 1 509.117 I 4714401 0096074 44,41.440 900199 400465 0 779. 249 0411 014,014 901.014 25013290014 2,9,9 159 047 444 417 724 047 1 599 ODD 14 605 OW 7 0.M 904 206.5140 070472,440 so_s00000 so,oeseso so,eoo.aoo 1 skomoto so,les,aeo 3,0001 010-43,74$ 47200000 44-00.044161044.709 I 31.7.49441 I 51, !cool seeosooixeo ! .40049447 CBRE CPty of Miami MBC Building i90 Years) da, 5tt'att.- 0,,t4 ',v.,. 41 ft.. 513911:10 I LIM. nnIsta mewel .9,, A. V.Jr, I ugs., vt,etra 454.1 1,,S110 1 3. wt.,. 9 t t imam. i ttte,t. t I wavv wmaK, vvvvv , VVVD "zo,s, , Jsa...a. I I J,J,Jam,f sl.f...aveg it sr frt. I j JJ,J,rs.a. ,22,2,22-2 ge.22.222,22, f.z.sorx swoz.ae, i ..224,” D=.,,,1 MO, 020, 42-2Lf.2222,12 June 16, 2026 City Clerk's Office First Floor Counter 3500 Pan American Drive Miami, Florida 33133 Re: Miami Riverside Center OM No, 15-16-008 and City Administrative Building RFP No. 15-16-009 To Whom It May Concern: Lancelot Miami River, LLC an affiliate of the Adler Group ("Adler"), is pleased to submit its proposal to the City of Miami ("City") for the City's existing administrative facility called Miami Riverside Center located at 444 SW 2nd Ave., Miami, Florida 33130 ("MRC" or "Property") (OM No. 15-16-008) and to provide a replacement Build to Suit within the City limits, for the City's new administrative facility (RFP No. 15-16- 009). Our proposed project, Nexus Riverside Central ("NRC"), fully integrates the MRC Property with the adjacent property to the north to provide a comprehensive mixed -use development that is able to offer a return to the City of fair market value for the Property. NRC will deliver a mixed use setting that is functionally and aesthetically integrated with the existing surroundings, providing much needed market rate housing for the local community and connecting an underutilized stretch of the Miami Riverwalk. The development will increase activity along the Riverwalk by creating a unique destination where residents and visitors can live, work, and play. Concurrently, Adler proposes a collaborative partnership with the City to deliver a world class, 21' century, state of the art City administrative facility ("Building") that will improve organizational effectiveness, business strategies and daily operations to better serve the citizens of Miami. The development will embody a true partnership between Adler, the City, and the local community. Adler Group, led by Michael M. Adler, is a multigenerational full service real estate company, headquartered in Miami, Florida with an impeccable reputation and a deep understanding of the real estate industry. Adler Group is comprised of three core operating businesses, Adler Development, Adler Realty Services and Adler Kawa. Throughout its 50-year history, Adler Group has developed and acquired over 20 million square feet of industrial, office, and retail real estate and over 8,000 residential units. Adler is a credible, capable firm that has the capacity to execute and successfully complete NRC and deliver the Building on time and on budget. Adler is immensely committed to NRC and Building both from an economics and community development standpoint. As a truly local player, Adler feels a strong connection to the City of Miami, has a vested interest in the MRC Property, and is passionate about contributing to its development. Adler recognizes and appreciates the important responsibility that comes with this opportunity and is committed to ensuring this project is a success for the City of Miami and the local community. terits I XECU'L'IYE SUMMARY ............ ............... VISION, GOALS, & OBJECTIVES OF PROJECT......... PROJECT & PLAN DESCRIPTION ,...,. PROJECT / DEVELOPMENT SCHEDULE: ...... ............... MARKET & ECONOMIC FEASIBILITY. FINANCIAL PLAN & CAPACITY ..................... ............... .8 20 .. 23 28 RECENT FINANCIAL HISTORY.,,,,.,.,, 35 PROPOSING ENTITY'S ORGANIZATIONAL C HART PROPOSING ENTITY'S THRESHOLD QUALIFICATIONS .................. PROJECT TEAM QUALIFICATIONS„,.... ................. DEVELOPMENT TEAM QUALIFICATIONS ............................................. COMMUNITY BENEFITS ......... ................................�,.,,..,. ,,.,..�,...,..,.. REQUIRED REP RESPONSE FORMS,, ,,,,,,,,,,,,,,,,,,,, ,..,..,.............,..., 50 EXHIBITS & REQUIRED RESPONSE: FORMS ........................................................................51 EXHIBIT A - LEED SCORECARD ....... ........... ................. ....52 EXHIBIT B - FINANCIAL REFERENCE LETTERS ...................... 53 EXHIBIT C - SAMPLE OF PAST DEVELOPMENTS 57 39 40 41 .44 ,48 EXF,1C1.7F[VE SUNINIARY Offering Memorandum (OK4) #15-16-008 Adler is uniquely positioned to maxir-nize the value to the City for the MRC Property (01M 415..16- 008) given that Adler owns the adjacent prope'ty directly to the north, which includes the access easements to the MRC and the plaza ir, front of the N4RC property. Adler has a unique understanding of the MRCProperty asirrelates to all of the underlying easements and is in the. best position tode|iver and execute a plan to provide the City with a fair marketvalue for the Property, Nexus Riverside Central plans to he a mixed-ose development providing much needed market rate housing for the citizens of K8|ami and activating stretch of the Miami Kive/wa|k.The project shall consist ofayproxim,�,Ite|y I,350 residential units in three distinct towers, a 150 key hote| along the RiverwaUk, and approximate|y3O'OOOsquare feet of retai[ and restaurant space Connecting and activating the area along the river to the frontage along SW 2 n, Aveaind SVV 3m street, Adler is about to begin Phase | of the project onitsexis0ngpropertyconsirLinQofa36-story,c|ass"A~muhi-fanni|yprojectwith4G2residenba|unitsand 7'OOOsquare feet ofretail, located at23OSVV3" Street, Miami'K33l3O(~NexusKiveoide^),Onthe K4KC Property, Adler plans to build Phase || arid Phase U| that will consist oftwo (2) 36-s\ory' class "4^ Multi- family towers with a total of 900 units (450 units each), 1.50--key hotel, arid 20,000 square feet of' r�staurant and retail space. With respect tothe OM, Adler prnposesUa enter into a ninety(90) year &,ound lease with the, City of Miami with a present valuation of over $70 million ("Ground Lease"). The Ground Lease would be structured asfoUows� 2, Foterinto othree year lease (with (Z) lyear extems,ions)ofthe K4KCbuidinr,,;with the City of Miami (n/$4,Q75 miUion per year net of all expenses, Including but not limited to any real estate taxes, insurance, utilities, maintenance, and operating expenses. This is the equivalent ofapproximate|y$25 per square toot (PSF) triple net (NNN) for the 194^679 office building and exclusive use of the existing 179'982 square foot pa/Nog garage. Payment of the $4.875 million per year shall be made as a rent credit for the proposed ground lease. 3Payment of $13 rnillion per year for five consecutive years immediately following the City of Miami fully vacating the K4RC building, 4, Payment utparticipation rent of3%ofgross revenue generated by the development in accordance with the �,erms ofthe resulting agreement, Via participation rent, the City will accrue 3V&mf all gross project revenues. In the first stabilized year nfthe, project, this equates toupwards of $I,2OQOOOper year that �sexpected tmgrow 0naverage at3%per 5, Over the term of a 90-year lease, total lease payments mmuhj amount to $334,800889. The value of these cash flows at a 4% discount rate yields a present value of total lease payments of$7U'53l82Q. A0LERGR3UP 1 1PaQe With respect to theReque�t forPmposa|(RFP#1S-16-009),Adler proposes, working inpartnership, with the City to deliver v Class ~A" office space for the []ty's administratve facility ("Building") within the City limits, which will functionally, securely, and conveniently serve the citizens of the City ufKxiami The new facility shall bring together the various City departments into nne tacUi�y thereby improving, organizational effectiveness, business strategies, and daily operations. Adler is, proposing to defiverthe Building in conjunction with the offer for the MRCPmperty, thereby allowing the City cf Miami toremain inthe current MRC building until construction iscompleted onthe City ofMhanmi'$newbmh|ttosuitfad|ityBuNdin0eVUowimOforaseamm|essoccupancytramoltinnbetmeen[)Mamd RFP. In order to achieve this mission AdW shall enter intc)a joint development p,",)rtnerslhip ("JDV) with the City to secure a location, design, finance, and ccnstruct, a ±37S,0OOgross square foot office Building that meets all of the City's goals and specifications. Adler is confident that it will be able to build and deliver an "p(hcp of the future" for the City of Miami, per the RFP specifications and in coordination with a top tier design team, The City may elect at its option to structure the ]DP as a (l> fee for service to manage the development(2) purchase the compVeLed facility atao a8reed upon price stipulated in thc]DP or enter - into a |ease structure wherein the base renL' net o(all expenses' shall be ca|cu|mted based on 7%ofthe total development costs, Total development costs shall include the cost ofland, soft costs, and hard rosts required to deliver the completed Building. Adler shall work od|ebomtivelywith the City toidentify the ideal location onprivate ordty-owmed land. An affiliate of Adler is currently negotiating a lease with��iami-Dade County for 7 acres of land surrounding the Douglas Road Metrn=i| Station at�SVV37"'Ave and USI ("Link at Doug|asStation"). The Adler affilhat(: is willing to offer a portion of Link at Doug |as Station as a potential location for the Building Ad|erhasexperienceoxecutinQsucceofu|commeuia)urbancoedeveopmentsvithintheCityof Miami for over 30years. Tha effectiveness and credibility of: our deoe|opment team professionals are well known to the City ofMiami. Through the JDP' Adler and the City shall solicit proposals and se|ecithe mon experienced and robust dm eve|opeomarchitect,��eainc|udinA� architect, civil engineer, landscape architect, hotel opera\or, and use attorney, retail |easinQconsu|tant, arid environnnentaVsustainabiUtyconsu|tant. The 6emrlinpmeot,teamShall hmp|ementall o[the [it/sreqm)rememts, and plans tnexceed expectations. Before commencement ofconstruction, the ]DP shaU enter into a gross maximum price contract with a third party pe*em| contractor and provide a payment and performance bond for the full cost of construction. Adler anticipates that it will take approximately one year to design and fully permit the Building, hoUovvcd hytwo years ofconstruction with a target move in date no later" than the January 2020. Adler arid its affiliates have decades and mu|dple generations of expenence developing, constructing, and managing commercial space in Miami and across the United 6taites. Ad|er has a proven track record in its ability to maximizevalue through cost-effective design arid construction todeliver the highest quality projects on time and on budget, Adler has the ability to secure the required financing necessary to complete the project throuEh relationships with a prestigious list ofinstituhona| and private investors arid n,,ibovaUyrecognized financial lenders. Adler prides itself on successful partnerships and a commitment to public private partnership development programs and is excited for the opportunity to deliver to the City of Miami an excep0uoa| NEXUS RIVERSIDE [ENTRALATK4RCPROPERTY The development team has selected the name Nexus Riverside Central (~NR[^) fnr the redevelopment ofthe MR[site ("Deve|opmentSite°) NRC sits atthe cross section nfK4iam|'Smost vibrant neighborhoods: Little Havana, 8rickeU, Downtown Miami, the Miami River District, VVynvvood, Midtown, and the Design District. This positions Nn[totruly be the nexus ofand to everything Viami has to offer. Moreover NKCmiU further enhance the di^ectoonnecUvity between these various neighborhoods to the surrounding areas by creating pedestrian connectivity along the Aivemva|k and between Br|ckeU and Downtown. NR[ shaU be a tmnsiiohen/ed development with the Metro Mover, MeLoz,ai| station, and the AU Aboard F|ohdastahon only few b|ocksaway providing direct access toall of Downtown Miami, 8hckeU the arts and entertainment, the Health Dls1i Miami international Airport, and much morle, The overaU vision for the site is to develop a cohesive brand fovaU phases ofthe Aro�x'A and to, cnhamccthe newly developing, K4iamiRiver Distdct. One that will provide symb�osisbetween and amongst the restaurants, the hotel, Rivewva|koutdoo/ park,. area, and oesideotia|components. Given itspem�e/ location, with multiple 1-95 entrance points w\thio the |mmediate vicinity, and proximity to mass transit, NRCvviU be known as a premier- desdoaliun thm\ delivers a vibrant community environmentNRC shall he functionaliy and aesthetically integrated w4h the surrounding neighborhood and existing Riverwalk, Adler will deliver an iconic design that will have not only architectural creativity and excellence, but also an innovative and symbiotic layout. The Development Site sits at the center ofa growing u/bain and tourist neighborhood and is accessible by walking, driving, an,d public transit, The goal is to achieve the hiighest and best use rnixed-Used development with approximately 900 residential units, a 150 key hotel, 20,000squaie feet of retail, and a public park on the Development Site. The various uses and components will serve to transform the 8eve|opmemtS�te into an excitinQand vibrant destination, The Development Site is designed as ain urban, neighborhood that enhances the quahty of life for residents and visitors by creating a true vibrant community The retail mix is specifically cumted to support the lifestyle of the esiden�� Riverwa|k pedestrians, and neiOhboringcommunity, creating a sense of place. The Miami River and Rwerwa|k is the defining element of Nexus Riverside Central and serves as a tool for neighborhood developirnent by increasing urban vibrancy through connectivity, The' DeW-21oprnent Site is defined by placing active uses along the Rivemva|k and creating functional and aesthetic iotegradnn betwee"theRive/wa|kandthest,eeLTheRiveuidep|azapa/k("P|zza"),shuUsemeastheanchorkurihe neighborhood and premierdestinadon on the Miami Riverwa|k. The plaza isdedgned to open outward drawing pedestrians in from the Rivemva|kand 2nd Ave stairs The Plaza a|sofaces |-95 creating great visibility along one ufMiami's nnain thuoouBhfare�. The P|aza seeks to maintain as muchofthe existing park asfeasih|eand create afocal point around the existing dock slip The dock sUpshall serve asaplanned stop for the proposed water taixi servjoe, further integrating NR[ with the surrounding community and enhancing accessibility. Nexus Riverslcle Central will cornplernent and harmonize with existing and planned developmerit in the surrounding area by being attractive to community residents and visitors, The plan calls for a variety ofpedestrian passageways and access lined with ictme reta�| Co make the Plaza both accessible and interesting, The retail along SW 2nd Ave and SW 3rd Street shaU provide pedestrian connectivity to the other comi-nunity anchor to the north arid northwest, [his will forrin, a clear and continuous network of walkability and a sustainable interconnected livable neighborhood. TNs is the true active Rivenma|kexperience with the k4iami River right inthe heart ofthe action, not the side show, ADLERGRDUP 311 "af',1e � N � �����0|�� ��������T��� u���J`���A v���,�"��� �������m�� CENTRAL ��� � � � �t, For those visitmg and |iWngon the Mianmi River, the P|aza and NRC, with coffee shops, restaurants, and other lifestyle retail, will becnmeafun, pleasurable, and social experience One ofthe main goals for the Plaza and NR[is to create a shaned public space. Making the poh|ic ea|m an urban asset, vvh�ch is a useful, inte^cnooerted' social, dynamic, and: vibrant space, We know that design affects human behavior, which iswhyeachasprc uftheNR[isdesjBnediomaximizetheexpchence and safety o1both residents and visitors. The design focused approach tothe development provides Ubsiy|ethat emphasizes walkab0ity arid the use of the Riverwalk. The landscape and hardscape elements are designed to be attractive and eoga8ing, making walking and sitting in, the Plaza a pleasure. Special attention is paid to the, spatial definition of the Plaza, Lhe Riverwalk, connectivity with the str(eet and all the spaces between the buildings. The space between the buUdings are extensions of tlie buddings thernselves with an intention to be outdoor- living rooms, The puh|ic realm, where civic life plays out, shaUseam|essly, MoWinto ihe private 'oa|mofthe retail shops and lobbies, that hug both the sidewalks and the base ofthe buildings, The architectural details at the ground level are designed tic) engage paop|eas they walk past with a varietyof unique elements, This dynamic creates an active life along, the Rivervva|k and at. the street level, which is fully interconnected' safe, )n|eresong, and ;mab|eWe believe that creating livable cities starts with creating livable neighborhoods Nexus Riverside [eotm| aims to be a model world class neighborhood that is centered on the Miami River. Thr K0R[ Property isa commuoKyasset waiting to be transformed into ore of Miami's most vibrant and attractive neighborhoods. Its location is second to none, sitting atthe center point n(Miami's moxr popular neighborhoods, If, � i �'`� ^ �� =+w ,`' o~ '�� ~—~ F9 =~' ~ ° « ADLER GROUP 4|Pa�e NEXUS RIVERSIDE CENTRAL— CONCEPT IMAGES ,I,J11044,,,00,111„n' „ IIDj vi1111114'111', ,,'',„1„,„'„'„'„,,,,,,"",,,,•,„1“11;"''' ,IVA1,1,111,V)111,1;„,1,„,, ,N,„,„,1111[[..1 11,1i1111''1,111 ,„ ,'••••' 1111111 IN I 1111'1" 10ISI, 1111), ",' •r„. "'"•,," l''' "',„'„,,I,',,,," , ,,,'„I', . ... ,. . . . 0.4'0,0011011"'' „I( •11,*, '117111 11411i, P fe, ',„,v„ 1111,0„ 41o", nrilioli"10:11111.1„1„1.'1„„111 01.1„ 41: I 5 ADLER GROUP 5 1P RFP FOR NEW CITY OF MIAMI OFFICE BUILDING Adler recognizes and shares the City of Miami's ("City") desire to bring its various departments together into one facility to improve organizational effectiveness, business strategies and daily operations in order to better serve the citizens of Miami, Adler also recognizes the importance of delivering a cost- effective design that maximizes value in design development and construction. The design shall take into consideration both initial and life -cycle costs, use modern workplace technology, and design strategies to provide an "office of the future" atmosphere — one that delivers an optimally sized and high -quality building (with related parking facilities). With the above goals in mind, Adler offers its vision for the City's new 21' Century base of operations ("Building"). The Building will 'incorporate state-of-the-art and forward -looking architecture and interior design that will be viewed by the public as an expression of Miami's culture, vibrancy, design quality, and energy. The main public spaces of the Building will lay the groundwork for a larger climate of hospitality and openness for the City's citizens, employees, and visitors. The Building's workplace environment will eloquently balance openness and adaptability which will allow for communal working — where managers and workers mingle informally within a spatial configuration that increases the frequency of social interactions — while promoting productivity and creating a sense of security and respect for every employee.. The Building will be an "office of the future" that will implement a multitude of cutting -edge technologies, including those for efficiency, productivity, and security (for the Building's employees and visitors), yet will have a design that will allow for cost-efficient future upgrades. The entire Building will be wired to accommodate wireless work anywhere and everywhere for employees, visitors, and citizens. It will promote operational and organizational efficiencies by providing a mixture of office types, interior and exterior collaborative spaces, fitness center, conference rooms, break and support areas, and a host of public areas including lobby, waiting and dining facilities, and residential -styled amenities, The Building's avant-garde design will enthuse employee recruitment and retention by creating an environment that fosters creativity and collaboration both in and across departments. It will also promote efficiency through private and collaborative workspace areas that will be adaptable to specific department's needs, There will be readily accessible public meeting and waiting areas that will imbue a culture of welcomeness, productivity, and efficiency. This will be achieved via open-plan offices with communal desks that can be raised and lowered to accommodate the different needs of changing teams punctuated by glass rooms that respect the need for privacy, while still remaining transparent. The connective spaces will be designed to bridge the gap between workers and management, on the one hand, and civil servants and citizens on the other. Given the importance of our environment, from the start of construction through the completion of the Building, practices will be implemented to ensure environmental sustainability, durability, and safety. Not only will the Building's design be environmentally responsible and energy efficient, it will at a minimum achieve LEED Silver certified by integrating top-notch eco-friendlly interior and exterior systems. These technologically advanced systems will maximize thermal performance and capitalize on natural sunlight, Finally, the Building will have a highly desirable green, plush, artistic, and environmentally sensitive exterior with an atrium that delivers daylight and fresh air with interior courtyards that unfold into outdoor rooms. This design will promote healthy work -live practices and communal relationships, and give the City's employees and the Building's visitors a culturally rich atmosphere and highly desirable ambiance, ADLER GROUP 6 1 P a g 0 NEXUS RIVERSIDE CENTRAL MRC OFFICE BUILDING — CONCEPT IMAGES Natural daylight in open work spaces, interactive meeting rooms, and breakout spaces for informal collaboration 4irMAAM,A,* fAim g „gMAM MAW 44,g.V,IftP110 4 ' OPea,,1,44,/t 411'ij r Akilr74,M, "Ow leitiSOON'ob ' 1°1» , , g r ttt ttt4 'Nlal11,,111" 4i6rvoio, "" "110'0W d+' 1.11 '141, gij igitt 9041#44114414"4''' rgt, 4,AV,43vio 1110,11,,1,111 ,,144,„ 4 ADLER GROUP 7 1") a e E IDE CENTRAL PROJECT & PLAN DESCR,IPTI(. Office Building Plan and Description Adler proposes delivering to the City a turn -key development of the Building that meets the requirements of the RFP. We believe this is a collaborative process between the development team and the City. Therefore it is impossible to adequately and accurately design and estimate the cost for the Building without coordinating directly with the City. There are significant cost savings in executing a collaborative design build process between the City and the development team that shall include design professionals, engineers, consultants, and a general contractor. There are significant required expenditures and decisions that can only can be determined by consultation with the City. It is Adler's intent to, in partnership with the City, meet the specifications detailed in the REP and to develop an economically viable, efficient, and well - designed Building for the City. SITE SELECTION & SITE PLAN The selection of the location is necessary in order to provide a site plan. Adler shall work with the City to identify the property and develop a site plan that meets all of the City's requirements, In addition to the three proposed locations identified below - Marlin Stadium Location (Option 1), Overtown Lyric Theater Location (Option 2), Link at Douglas Station Location (Option 3, an Adler Group development) - Adler would welcome the opportunity to develop the Building on another privately -owned or City -owned site. Option 1— Marlin Stadium Location Accessibility to 836: 1610 NW 6th Street, Miami, Florida 33125 1680 NW 5th Street, Miami, Florida 33125 idaiSPwr FOLIO: 01-4102-005-5810 FOLIO: 01-4102-005-6850 N w 6'rH Si. ADLER GROUP 8 NEXUS �Tq����T��� m����~���U x���,�^�~� m����_������ CENTRAL x��� Option 2—UvertownLyric Theater Location immediately accessible to 1-95, the Lyric Ovcr\own Aboard Florida Miami 3!a6nn: ~� 157 NVV8 Street, Miami, Florida 33136 ~� 153 NW 8 Steet, Miami' Florida 33136 ~� 8llNVVICourt, Miami, Florida 33l36 ^� 823NVVJAvenue, Miami, Florida 33l36 821NVV1[ourt, Miami, Florida ]3136 U25NVVICourt, Miami, Florida 3]13G 826NVV1 Court, Miami, Florida 33130 �} 829NVVICourt, Miami, Florida 33136 **o 830NVV1Court, Miami, Florida 33136 **e 835NVVlCourt, Miami, Ror�da33l36 **.* 847NVVlCourt, Miami, Oorida33136 K4e\rowi| Station, and the soon to be comp|eied Ni '! : luh FOL10i01O104(]50-1010 F0L|O�Ol'01C8'08]'l23O FOL|O:O1-0103-050-l231 F0L|0:Ol'0103'060'I18O FOL0:O1-01O3'O60'I17O FOL0:O1'O1O3'O6O'l14O FDL0:O1'O1O3'OOO'1120 FOLIO: 01'0103-060'11I0 FOL|0�O1'01O3-060'lO60 FOL|U:OI-OlO3'O6O'1O8O FUL|O:0l-0l03-06O-lO2O _ ADLER GROUP 91Pm0e NEXUS RIVERSIDE CENTRAL Option 3 — Link at Douglas Station. Location Immediately accessible to the Douglas Road Metrorail Statin and US-1: •:.• Vacant Land / Park Area FOLIO: 01-4120-068-0020 3060 SW 37 Court, Miami, Florida 33146 FOLIO: 01-4120-068-0010 /4,,NiklneRp. ve*..40• Conceptual Plans for Building Conceptual interior floor plans for the ground floor and Public Zone. Final approved design shall be completed in collaboration with the City and meet all stipulations required by the RFP. , 04 orA 014 4.07,0 lege " /AlvtiP r *If* 010- • ADLER GROUP. 10 1 P a ,g NEXUS RIVERSIDE CENTRAL 1 Conceptual interior floor plans including furniture layout for a typical office floor in the Department Zone. Final approved design shall be completed in collaboration with the City and meet ali stipulations required by the RFP. 4 lo•r 4s. OFOi T FE!? EyEscArf :,0,4Th A ADLER GROUP 11 IPage Conceptual parking plans shall meet the parking requirements as stipulated in the RFP, «• Furniture, Fixtures and Equipment (FF&E) specifications must be chosen in collaboration with the City and the design team. All requirements stipulated shall be met. The Building shall be designed and built to achieve a minimum LIED Silver rating. o See Exhibit A — LEED Scorecard On conjunction with the City, Adler shall comply with and meet all of the REP requirements to fulfill the needs of the City departments that will occupy the Building. We intend to meet the requirements of the RFP listed below, while utilizing best building practices and innovative design and engineering: 1. The BUILDING will comprise approxirnately 375,000 gross square feet, plus 1,200 parking spaces, which may be increased or decreased by the City. 2. A to -be -built facility that meets all the functional and technical requirements of the RFP. 3. The base building shall be of sound and solid construction with facades of stone, glass, steel or other permanent materials. The building design shall reflect the dignity and public service nature of its governmental functions; it will appear welcoming to visitors and its architectural design shall fit contextually in its immediate surroundings as they currently exist or as city development plans contemplate. 4. Finished ceiling heights on typical office floors shall be no less than 9 feet. Finished ceiling height on the ground floor shall be a greater height; the public hearing room shall have a ceiling height of no less than 12 feet. ADLER GROUP 12 I 5. In order to maximize flexibility of workspace layout, spacing of any columns in workspace areas shall be 30 feet on center. Perimeter columns shall be spaced no less than 20 feet on center. 6, The building shall meet all requirements of the Miami 21 zoning code for the transect zone in which it is located. However, in no event will parking capacity be reduced below the minimum number of spaces required in section B. 7. The building shall meet all requirements of the Florida Building Code, including the provisions for High Velocity Hurricane Zones that are incorporated by reference into the Miami -Dade County Building Code. S. The building shall be designed to attain a Silver rating in the LEED accreditation system administered by the U.S. The City will be provided an updated scorecard at the issuance of drawings at each major design phase. 9. Building floors shall support a Rive road of no less than 100 pounds per square foot except for areas designated for high density storage which will require a higher live load. 10. The building facades and interiors shall be designed to maximize the amount of natural daylight available to light the regularly occupied spaces (public spaces, offices, workstations and meeting areas, etc.). Ninety percent of the regularly occupied square footage should have access to an exterior view from a seated height. 11. The Building, roof shall have an SRI value of 79 or greater for 75% of the roof area. As an alternate to light colored paving the project may provide a green roof, Fifty percent of ground level paving shall have an SRV of 29 or greater or should be located under shade. 12, The building shall have redundancy and be designed to operate for one week with an emergency generator and without externally furnished power and a fuel tank with a capacity of one week's fuel. 13. HVAC shall be a new, centrally distributed, four pipe VAV system or its equivalent. HVAC and the building design shall be coordinated to minimize non-renewable energy usage. HVAC controls shall permit differential settings in zones throughout the building, each of which shall comprise no more than 1,500 square feet, except on the ground floor which shall be zoned to fit major areas. 14. The mechanical system should also accommodate: a. MERV 13 filtration b. Separate exhaust and full height partitions are required for rooms storing chemicals (e.g., janitor`s closets, high volume copy centers, etc.) c. During the design process, project teams shall prepare an energy model as outlined in ASHRAE 90.1 2007.Appendix. The team will target a 20% reduction. d. The project shall meet the minimum indoor Air Quality Performance as outlined in Section 4-7 of ASHRAE 62.1 2007. 15. The project team shall include a Commissioning Agent, the scope of whose duties shall meet LEED Fundamental and Enhanced requirements. 16. Landscaping will use native species that can survive naturally in the Miami climate and shall consider storing rain water on site during the rainy season for use in the dry season. A sustainable strategy for addressing storm water quantity and quality will be provided in schematic design plans. 17. The Building will use low flow water fixtures throughout targeting a 35% reduction below the baseline established in LEEDv3 WEp1. 18. Elevators shall provide sufficient capacity that the building population at peak periods will experience maximum wait times of 30 seconds. For building population at peak periods, it will be assumed that 50% of the building population is utilizing the elevators in a 30 minute period. 19. The bottom of windows on typical office floors shall be no higher than 30 inches from the finished floor. Window lines shall offer maximum views outside and also utilize exterior or interior elements to reduce solar gain and glare on the most affected facades. ADLER GROUP 13 P n f e 20 The building shafl have, full Wi-Fi, including coverage on any outdoor plaza or terrace, rooftop and pubhcspaces 21- Building shall meet electric power requirements described inRFPAppendix. 22. Building shall meet lighting requirementsdescribed inRFPAppendix. 33. The BU|LD|N6wiU meetADAaccessibi|iLyrequirements. 24, SiQnaQevviU be posted communicating that smoking will not be allowed within 25' of all building mntrances'openings, o'air intakes. 25. The BUILDING shall belocated within aMiamiJ1T5orT6Zone. JG. The 8U|LD|NG shall be located within B mi|e of an existing or proposed commuter rail or rail transportation station and within Y4 mile of one or more existing busstops serving more than one bus|inc 27There shall he at least lO basic services within X mi|es of the main ent/ancle(s) of die BUILDING. This indodesservices like restaurants, grocery and convenience stores, f estaucant� banks, gyms, daycare, etc, Also within a Yz mi|* the site shall have residential u*bsei(k a densi4ufIO units per acre org,neater. This requirement is not intended to preclude siting the BU|LD|WG in a location in which its presence will catalyze surrounding retail, office, or residential development, ZQ|fsufficient food service is available within A mi|eof the 8UULD|WG's main eotmnce<s) to meet half the seating requirement of the emp|oyee cafeteria specified in section C,15, the BUILDING cafeteria maybe/educed byone-third ofits seating capacity. The cafeteria shou|d ha°e arcess0o anoutside seating area. 29� The BUILDING may be part of mixed -use development,- however the BUILDING itself will be a building or buildings occupied so|e|y byCity functions. 30. The BU|LD|NG requires parking as delineated below. if the parking is not provided in the same structure as other BUILDING programmatic requirements, the parking must be directly adjacent with a covered walkway to the BUILDING, a, "75 spaces clunnE weekday seiVce hours that are reserved for visitors to the BUILDING. The spaces will be directly adjacent to the public entrance of the BUILDING, and he connected byacovered walkway. b, 75 "nun'24 hour spaces" wiH be occupied byCity-ownedvehicles. These vehicles may be - used off -site during weekday working hours, but will be parked at the BUILDING' a1oLber rimes.They are shared amon&[�tyemployees, c. I'O5Oemp|oyeespaces will be occupied by pr|va1e|y-owned vehicles ofCity employees during weekday working hours, d A hardstandcar-vvashingstadonwirh room for lvehicles with hoses, water connections and drainage. e Five percert of the employee park0ig spaces shall be designated for Fuel Effident Vehicles. ]l Secure parking for bicycles will be provided per Miami21reQu\remen\o.Showers shall beprovided kor05% of the budding occupants, separate and apart from those provided in the Emergency Operations Center. 3I In interior workspace and public o,("ommonarea spaces, the design, maieria|sand finishes shall be comparable in quality to that of cc,)nternporary new or renovated buildings n the Miarni rTlarket offered to major )mgituhuna| or, corporate users for occupancy, 33 The RU|LD|NG shall include b@uc Furnit"ure' Fixtures and Equ#nuent (FF&E) for the following PrnBrammadcreqoinememts� aOffice furniture b� Workstation furniture c Conference furniture d. Training room furniture e. Pantry equipment and furniture ADLER GROUP 14|Paa NEXUS RIVERSIDE CENTRAL I t Pub|kcwa�tinQarea furniture 8� Exclusions include: i [ustoxm*mrb,tahons ii Monitors and mnnik`rarms iii Speda|tyequipmeot, ,large format scanners and printers iv. Copiers and printers v. Audio-visual screens 34. Thetypica|officeOoorshaUprovideaminimumof2lO0OUSFandprovdemaximumUexibi|ityin structure and layout. It is expected that orf�lanicationa| structure will change in the future and therefore the space will support rapid and inexpensive changeover to meet the needs of City functions inthe |on8e/term. 35. The typical floor will have a highe/p/oportion ofcnUabombon/meetinGseats to individual work sears than currently exists in the K8R[ to accommuclate increased meeting space needs. Conference rooms are to be sharec] among agencies and departments wherever possible, 36, 8ui(din8 shall meet size iud allocation gu�deUnes for floor support spaces, stated /n Appendix U.A. Each floor will have copy staduosand atleast one collaborative cafe 37, The BUILDING will include three wlnoomo 38, "The 8uUdi"gwill provide for n(reigh\elevator accessing all floors, 39. The Budding will provide a loading clock sufficient for the Building population an d functions, 40. Waste collection stations shall poovide receptacles for both "landfill" and "recycling", [oUection stations shall halve a minimum ofLh/ee consecutive bins toallow compost coUecdon to be added at later date. The building shall have sufficient space in the loading area tokeep waste streams separated until they are collected 41. The ground floor will provide a main pedestrian entrance into the lobby that in scale and design provides ndignified and welcome entry portal Clear and aUrachvesi8oaRe will he provided to guide visitors\odes\ina[ioos in the lobby and elsewhere in the BU|LDiWG A lO' walk off mat shaU be provided at all rriajor entranuzs to the exterior inc|ucling parking garage lobbies, 42' The8roundMuorvvN|provdeacommonwaidmga^eaeasUyidemtifiedandaccessib|efromthemain entrance. 43 Achacenttothegroundf|oo/waibnQarea'the/evviNheaspaicetoaccommodateasemicecountar, workstations and meeting tables for the use of employees of Planning and Zoning, Building Department arid Publlic Works -Survey to rneet with members of the public to resolve questions and issues cunce,nin8those functions, Theemp|oyees serving citizens in this area also have seats in their departments' spacee|sewhepc in the BU|LD|NG, 44, The building will utilize mcasu/es such as e|ectronicentry turnstiles, surveillance cameras, locked - off elevators and remote view entry doors to restrict entry to employee workareas, 45. In the Pubhc zone as shown in the stack it) Appendix H.A., there will be provided kitchen arid serving facilities and Counters and seating furaI60person cafeteria. 46. The Public zone will provide a public hear]nf.',, room of approximately 2,900 square feet including a ,aisedda)s. 47, The Public zone shall contain aCareer Couose|ingCenter. 48If the public hearing room, Career Counselinf,; Center and cafeteria are iocated above the first floor, a dedicated means of public access will be provided to them from the first floo/lobby separate arid apart from the elevators to employee areas. An esca|ator, stairs and dedicated ADA-comphant elevator are acceptable solutions, 49. The BUILDING will provide a fitness tadUiK with equipment and showers sufficient to accommodate 2Omenand 2Owomen atadme. "The fitness facility can beooany floor ADLER GROUP 15 1Pa�e 50. The BUILDING will contain an Emergency Operations Center (EOC) that may be on the ground or 2nd floor. The EOC must house 100 emergency managers in a collaborative setting and capable of supporting 40 occupants in overnight facilities, including showers and a galley. 51. If the project entails exterior work the contractor should develop and follow a storm water Impact Plan (SWIP) to keep construction debris and dust from contaminating the surroundings. 52. The project will divert 75% of construction waste from the landfill, Tipping receipts and a log shall be provided at the time of each payment application to show the current percent diverted for the Partnership's approval. 53. The project will source materials locally when possible. The project shall be constructed with at least 20% of the total material value going towards recycled content. Material receipts and a log shall be provided at the time of each payment application to show the current percent of materials sourced from recycled content and the percent of regional material for the Partnership's approval. 54. The project shall use low VOC adhesives, sealants, paints, coatings, composite wood products and flooring systems. The VOC limits shall be drawn from the LEEDv3 rating system. The contractor shall develop an on -site indoor Air Quality Management Plan to prevent mold growth and debris from entering the mechanical system during construction. 411114,. d 04,1 10111001 )00 Nr1:tlrewrwv"^vo"AVI^,mnrr, iR41p��"n NINO tog Ji afArgl ADLER GROUP 16 P a 11,1‘1111 01,00111111111111110 11111111111111 111111IIIIIIII 0 unn„un unnuun 111111111111111111111111111111111111111110000000000l00000000000 10 000 00 0 LI0 us o .111 1)41)4141)1„„„ ,'"':11011111111011010 000010 01100 11111111111111111111111111111111111111111 NEXUS RIVERSIDE CENTRAL 11111111111 014111 11 1 1 I 0000000000oloolooloop00000000000000000000000000000000000000000doolo 00001 1111 1111111111111111111111 000000000000000110001110000011011111100 111111111111111111111111 1111100010111:011111111110.011011 1000001101111111111.000 11111111111111111111111111111111 11111 1111111111111111111111,001000110 111111111 I 111111N11 111111111 11000000000.01010.1.111.00i 11,111111111111111111111111111111ililili111111111111 „ unund,',00.!,1011111111111110u 1111'411111111111111111111111111111111111111111111111111111111111111111?111111100000000?„'„V„V„?„1110011„,„,„,1,111000000000 110110,01,0 I / 11, lulu ,,, 111111111100, 001 4000)40yi 00010110000011111111000100010 11,1111111 1,1,1,1,1,1,1,1,11111111111111111111111111111111111111111111111111111111111111111111111111111101111111111111111111/11111111,111 11111111111m in 010.11110 010 Ho 00111110.111111111000001111:111:01 „„„„1„11111111111111111111111111111111111111111111111111111111110,1,1,1,111111111111111111111111111,1„,„„„„,„„„„„„„„„„ „ , „, 111111111 gn ........111111111111111111111.1010 III 1111111111111111111111111111111 111110 0 0 11 1111 0 0 1 111111111 0000 0000 0111110001111111111111111111111111111111111111111111d11111111111111111111111111111111111111111111111111111111 111111111001111111111111111111111111111111111 1 1 1 1 0 1 1 1 0 0 0 0 1 0 1101111111111111?1?I'l "" u,,111110 10 0 /16 morve gem w0000,,proveromm0 111111,10. „'rn jr ,f:11:11ool )4' „1,111 1110000m101,11.10000.11111111101111111110ovv.,1111.1.,,.y,y.11111100111"Iv 111,11 Invono,loolop 11111111111111r,v11)111111 11111111110.11, ADLER GROUP 17 Nexus Riverside Central Project Plan and Description The Nexus Riverside Central development achieves the highest and best use of the current MRC site within the shortest feasible timeframe through a mixed -use development approach. The iconic design of each element will demonstrate the excellence, creativity, and innovation that the NRC project embodies. Innovation in both architecture and layout design define NRC, and will set this project apart from other mixed -use developments NRC will serve as a vibrant destination that will attract community residents, as well as visitors, via the integrated Riverwalk.. NRC will complement and harmonize with the existing community and neighboring developments, and integrate effectively with the planned developments in the surrounding area. This innovative Riverwalk-centric development offers a public/private program which accommodates a variety of vibrant and diverse uses. Designed for development in two phases, NRC creates an animated atmosphere for residents and visitors alike with programmatic uses including retail, residential dwellings, hotel, public open space, and Riverwalk connectivity. The Riverwalk is integral to the development design and serves as the central core from which the other program elements radiate. Phase I Nexus Riverside Lancelot Miami River LLC owned property currently under development of a 36-story tower consisting of 462 multifamily units and 7,000 square feet of retail. Phase II — Nexus Riverside Central During the 3 year MRC office building lease the development team will begin the design and permit process for the 150 key hotel facing the Miami River, 450 units of multifamily rentals in a 36-story tower, and 1.0,000 sf of retail. It is anticipated that construction of Phase II shall commence immediately following the City of Miami vacating the existing office building. It is estimated to take approximately 28 months from ground breaking to certificate of occupancy, followed by an 18 month lease -up period to stabilization. The proposer requests the use of office space (approximately 1,000 SF) within the MRC office building, during the lease term, so as to facilitate and oversee the various tasks of the Building's development. Phase III — Nexus Riverside Central It is anticipated that design and permitting work shall commence on Phase III during the construction of Phase II. Phase III shall consist of a 36-story tower with 450 multifamily rental units with 10,000 sf of retail. It is anticipated that construction of Phase III shall commence immediately following the completion of Phase II. It Is estimated to take approximately 28 months from ground breaking to certificate of occupancy, followed by an 18 month lease -up period to stabilization. Adler shall design and construct NRC in a way that promotes environmental quality, economic vitality, and creates an environment that aspires to provide the highest possible level of operational efficiency. This shall be accomplished through energy, water, and materials efficiency that provide a healthy, productive, andl comfortable park environment with long-term benefits. Adler will work toward incorporating, in both the design and construction, the requirements for the project to obtain a LEED silver rating (or equivalent designation such as Florida Green Building Coalition). The design is based on the Federal Leadership in High Performance and Sustainable Buildings Memorandum of Understanding five Guiding Principles, which are: employing integrated design, optimizing energy performance, protecting and conserving water, enhancing indoor environmental quality, and reducing the environmental impact of materials. ADLER GROUP 18 1 6' 444, 11'1 """,v1 411,i111"011 OjkiWal,EgaNgeKtil,140, )04-ris trf„i7k „, 1,11R114,d'61:11i1,1, 111,11,11 1111111111100 ANDEL ADLER GROUP 4110' ,,A14h4r, 11-"11111111111111,1i, 111101111M1"01111111'""9,v,,,,, 11,1111P1114",,1-111i , " ' 444,44,iroei,torre Wologaried‘060,kgradmirEaditraiwaddimaiga,,iiik,,,,,,,,, 0)04o4p 44f "11' 1111111111111111110106111rAf111901111iL1,I, 00000,0,0„ ,,,"",,,,,"011,01101101000,1),11,111,1110,0000,110,0,00. ill'I'1101111111111111 w1,1(ip r1,1}, )011' 114 )" ,,e1„onn11 1,i1„ 011,11,1f,, 11, 11111111, rttr11"Wrr,01', 11' 1111,111"111 ,11,,, 1,1,"01"qlfp,u" ", uo,0,1,111,111,1111,111111„,:11111,,11111111,,„ , s„,,„,171111,:,,11'11111',1:4 , 6,,,11111111111, 19 P NEXUS RIVERSIDE CENTRAL pKOJ[C" F/8E 0PN1FNTSCl3I [E The identification and selection of a new office building for the City of Miami will begin July 2016. Construction commencement is ant�ipated to begin in June 2018 with a completion in January 2020. City of Miami Office Building Schedule DURATION START FINISH SITE SELECTION Identify and Select Location Negotiate, Perform Due Diligence, and Close oothe Land ENTITLEMENTS PHASE (Concurrent with S0Phase) Engagement ofArchitect and Engineers � Preparation ofPreliminary Design byDesign Team Submittal ofWaiver Application Submittal ofVQRBApplication UDKBHeahmg Approval ofWaiver Application b*Planning Final Approval of DESIGN DEVELOPMENT Schematic Design Phase S0WDesign Development Working Time 1OOY6Design Development submittal Owner's Design Development Review 1UO%DID - Owner review and Cost Estimate ofU0Phase lDO%DU Value Engineering Workshop 10J96DID ' Owner approval ofDID final submittal CONSTRUCTION DOCUMENTS 301.6 Construction Documents Time 80%` /yGMP Documents Owner's GK8Pand Construction Documents Review/ Approvals ' Owner approval: GMPEstablished �18O%CDs/ Master Permit Documents PERMITTING PROCESS Main Building Full Building Permit Submit Building Permit City otMiami Processes Delivery ofMaster Building Permit CONSTRUCTION PHASE Notice ofCommencement Mobilization (Contractor) .� Bu0dingGonstmmclioa Substantial Completion f 24 9/1/2016 12 9/1/2016 12 11/24/2016 28 116 O 1 16 1 16 2 3/16/Z017 ' 2 3/30/2027 ' 4 4/13/2017 ` 2 5/11/2017 2 5/25/2017 24 6/8/2017 10 6/8/I0I7 5 8/17/2017 5 9/21/2017 1 10/26/2017 1 11/2/2017 1 I1/9/2017 l 11/16/3017 12 11/23/2017 '.6 11/23/2017 [) � `1/4/2018 G 1/4/2018 0 J� '-_1- 'n'. '2/I5/I018 16 2/15/2018 8 2/15/2018 0 4/12/2018 8 4/1I/I018 O 6/7/IO1Q 06 6/7/2018 �0 6/7/2018 ^2 6/7/2018' 84 6/21/2018 2/16/2D17 I1/24/3O1G 2/16/2O17 6/0/2O17 1l/24/2O16 ]/16/2O17 ]/]0/2017 � 4/l3/2Q17 5/11/207 5/25/2017 6/8/2U17 11/23/2O17 8/17/IO17 9/ZI/ZO17 1Q/I6/ZO17 11/2/2Ol7 Il/9/2Ul7 1I/16/2O17 11/J3/2O17 2/15/2otN I018 1/u/2 2/15/2018 2/15/2D18 2/15/2018 6/7/2018 4/12/J 18 4/1Z/201U G/7/2O18 6/7/2O18 2/30/2020 6/712,018 6/21/2O18` 1/30/2020 . `-_,-_-- TOTAL .. `, � `.--' ' -'--__ -~_°_---' -`3-'-0_0 ADLER GROUP 201Pa8e NEXUS RIVERSIDE CENTRAL If 4fri Nexus Riverside Central Phase III design start date is scheduled for July 2018. Construction is slated to begin, in November 2019 and construction completed by March 2.02.2. Phase II - Nexus Riverside Central Schedule TASK DETAIL DURATION WEEKS} START FINISH ENTITLEMENTS PHASE (Concurrent with SD Phase) Engagement of Architect and Engineers City of Miami Entitlements Preparation of Preliminary Design by Design Team Submittal of Waiver Application Submittal of UDRB Application UDRB Hearing Approval of Waiver Application by Planning Final Approval of Waiver DE GN DEVELOPMENT 50% Design Development Working Time 100% Design Development submittal Owner's Design Development Review 100% DD - Owner review and Cost Estimate of DD Phase 100% 00 - Value Engineering Workshop 100% 00 - Owner approval of DD final submittal CONSTRUCTION DOCUMENTS 30% Construction Documents Working Time 80% CD / GMP Documents Owner's GMP and Construction Documents Review / Approvals Owner approval: GMP Established 100% CDs / Master Permit Documents PERMITTING PROCESS Main Building Full Building Permit Submit Building Permit City of Miami Processes Delivery of Master Building Permit CONSTRUCTION PHASE Notice of Commencement Mobilization (Contractor) Budding Construction Substantial Completion (Certificate of Occupancy) Lease -up Period to Stabilization 24 1/15/2019 2. 1/1/2019 24 1/15/.2.019 4 1/15/2.019 4 2/12/2.019 4 3/12/2019 4 4/9/2019 4 5/7/2019 4 6/4/2.01.9 16 7/2/2.019 4 7/2/2019 4 7/30/2019 2 8/27/2019 9/10/2019 2 9/24/2019 2 10/8/2019 1.5 10/22/2019 7 10/22/2019 0 12/10/2019, 8 12/10/2019 0 2/4/2020 0 2/4/2020 12 2/4/2020 6 2/4/2020 0 3/17/2020 6 3/17/2020 0 4/28/2020 204 4/28/2020 0 4/2.8/2020 4 4/28/2020 120 5/26/2020 0 9/1.3/2022 80 9/13/2022 7/2/2019 1/15/2019 7/2/2019 2/12/2019 3/12/2019 4/9/2019 5/7/2019 6/4/2019 7/2/2019 10/22/2019 7/30/2019 8/27/2019 9/10/2019 9/24/2019 10/8/2019 10/22/2019 2/4/2020 12/10/2019 12/10/2019 2/4/2020 2/4/2020 2/4/2020 4/28/2020 3/17/2020 3/17/2020 4/28/2020 4/28/2020 3/26/2024 4/28/2020 5/26/2020 9/13/2022 9/13/2022 3/26/2024 TOTAL PROJECT 273 1/1/2019 3/26/2024 ADLER GROUP ���~�N��� ������������ CENTRAL on������� ���m~������ "��x� u ��� Nexus Riverside Central Phase U|designstart date is scheduled for July 20Z0.Construction isslated to begin inNovember 2O21and construction completed byMarch 2O24. Phase III -Nexus Riverside Central Schedule TASK DETAIL DURATION -— START FINISH (WEEKS) = ENTITLEMENTS PHASE (Concurrent with 80Phase) Engagement ofArchitect and Engineers City ufMiami Entitlements Preparation ufPreliminary Design byDesign Team Submittal ufWaiver Application Submittal ofUDRBApplication UDRBHemring Approval ofWaiver Application by Planning Final Approval ofWaiver DESIGN DEVELOPMENT 60% Design Development Working Time 1O0:% Design Development submittal Owner's Design Development Review 1 DD-Om/ errevienvand[qstGstimateofDOPhage . 10096DQ_ Value Engineering W.rkshop 1QQ%oQ-Owner approval ofDOfinal submittal � CONSTRUCTION DOCUMENTS 3O%Construction Documents Working Time A0%CD/GN1PDocuments Owner's GK8Pand Construction Documents Review/Approva|s Owner approval. GKHPEstablished 1OOY6CDs /Master Permit Documents �PpR8A[rrNG PROCESS � Main Building Full Building Permit Submit Building Permit ' City ofMiami /Processes Delivery — De��ryc�KUas�orBuUd��P�rn�t CONSTRUCTION PHASE Notice ofCommencement Mobilization (Contractor) BuMimRCoostrucdun Substantial Completion (Certificate ofOccupancy) Lease -up Period toStabilization 24 4 4 4 4 4 4 16 4 ' 4 Z ' 2 '2 ' � %! is 7 24 7/15/202I 7/15/2U21 7/15/2O21 8/12/2021 9/9/2U21 10/7/20I1 11/4/ZU31 1J/I/Z0I1 12/3.202% 1,2/30/2021 1/27/IO2,2 � ./'2°/2v22 3/1U/2O22' � 3/24/2022 4//2022 4/21/3022 4/21/2022 U 6/9/IO23 O 6/9/ZO2I O O/4/IU2I O 8/4/2OI2 12 2� ' -' � �6 ' 8/4/2022 <0 9/15/2022 ' '^ ' (6 �� � �9/15/2022 0 10/37/2022 204 10/27/2023 O 10/27/20I2 4 I0/27/2022 120 11/24/2022 0 3/13/2025 80 3/I3/2825 11 7/1S/IO21 12/3D/20Z1 Q/12/Z0I1 9/9/ZDZ2 1O/7/2O21 11/4/Z0Zl 13/Z/ZOZ1 12/30/2OI1 1/2023 `1 !.282 ' '2/202Z 3/1O/2022 24/2022 4/7/2022 3/4/21/2022 8/4/2022 6/9/ZO2Z 6/9/2O2I 0/4/28Z2 Q/4/2O22 8/4/2Q22 10/27/2022 9v15/2w22 3 .~2 9/24/2026 1Q/27/2U22 11/24/ZOI2 3/13/2025 ]/13/2DZS 9/Z4/Z835 TOlA . PROJECT ADLER GROUP 22|Pae IAIRK T & E(:oN().lII(' I E ASIII11ATY The Miami CBD is currently in the midst of a new renaissance of development. Numerous large scale residential and mixed use projects are under construction in Downtown and Brickell, signifying a complete turnaround from the 2008 housing downturn, While the current development pipelr,ne is sizeable, it is important to note that the residential inventory under development remains far below the 22,000+ condominium units that were constructed during the last cycle from 2007 to 2009, all of which have been fully absorbed by the market. Number of Units Miami -Dade County Condorninium Sales Price Above $1i4rfiicn 2012 2013 2014 Miami's urban hub is also expanding its boundaries as developers push to the north and west with acquisitions in areas such as Edgewater, Midtown, Wynwood, and the Miami River Neighborhood. Unit prices in well located luxury communities with top tier views, such as the riverfront Epic and the One Thousand Museum tower to be built across from Museum Park, are among the highest in South Florida. Prime new construction condominium units in Downtown Miarni and Brickell sell in excess of $1,000 per square foot with even older and less luxurious units trading hands at pricing that exceeds $600 per square foot. Nonetheless, Miami remains a bargain in relation to comparable global cities, with the lowest per square foot pricing for luxury residential product among Christie's International Real Estate top ten markets index. The Miami renter is quickly beginning to realize the benefits of apartment living over renting from third party condominium owners. The Miami core, which has been plagued by a dearth of Class -A apartment supply, is beginning to shift fundamentals with the delivery of full -service apartment buildings aimed towards the millennial renter. The Downtown Miami and Brickell's Class -A apartment properties, which are still significantly under -supplied, command a significant premium over the peer condominium supply. In addition to the peace of mind offered from professionally managed units from an on -site 24-hour staff, these apartment buildings generally offer amenities that are far superior to condominium rentals. Local . market economics support a for - rent market rate apartment strategy for Nexus Riverside Central as demand for residential properties in Miami's urban core continues to accelerate. The wave of residential development in. Downtown Miami and Brickell over the past ten years has transformed the neighborhood into a dense, urban live -and -work environment with international appeal, attracting an Year MU CBD RESIDENTIAL Avergo Rant RENTAL RATES C'urneelafive Rent Growth 2015 $2,916 49% 2014 $2,429 24% 2013 $2,405 23% 2012 $2,263 16©% 2011 $ 2, 015 3° 2010 $1,959 -- e Dowel() Dive/opment Auihonty energetic mix of residents from young professionals to international business executives to empty -nesters.. ADLER GROUP 23 I P a„e NEIGHBORHOOD DEVELOPMENTS & ATTRACTIONS Riverside Wharf (0.15 miles from Nexus Riverside Central) The recently approved $30 million waterfront redevelopment. of Riverside Wharf will be a mecca for dining and entertainment along the Miami River. The plans for the project are to construct a 58,000 square foot night life and dining hub to include four restaurants, a fish market, and boat slips on the north bank of the river, just west of Interstate 95. With over 60% of the combined area being open space, the project is characterized by its openness, consisting of three plazas and breezeway entries providing water views and promenades creating the wharf along the Miami River. I r���dt�'�oWki Flagler Street Revitalization (0.3 miles from Nexus Riverside Central) Since the Miami -Dade County commissioners unanimously approved funding for nearly half of the $13 million Flagler Street improvement plan in July 2014, developers have been actively purchasing and assembling properties in downtown Miami. The original redevelopment plan called for expanding and straightening sidewalks, adding trees, benches, and bicycle racks. Molshe Mana, the New York developer, has assembled 31 properties and 805,500 square feet on or near Flagler Street in Downtown Miami. Mana intends to infuse Miami's urban core with arts, culture, and an elegance unknown since the '20s real estate boom according to a spokesperson of Mana's firm. Plans include renovating existing 1.920s buildings into a true lifestyle retail and entertainment destination. One River Point (<0..4 miles from Nexus Riverside Central) Designed by famed architect Rafael Vinoly, this dual -tower luxury condominium its targeted to open along the Miami River in 2019. Each tower will be comprised of 193 units crafted by award -winning interior designer Mimi Tessier. The extensive list of amenities include biometric security access, a floating four-story podium with an 85-foot cascading waterfall, infinity pool, boat valet services, atmospheric lighting, on -site vault, automated parking, and an unparalleled private 35,000-square foot Sky Club located on the three-story sky bridge. Located 2 blocks to the east of the Property. River Yacht Club (1/4 miles from Nexus Riverside Central) Miami's newest 'members only' yacht club, which opened in March 2016, offers varying membership levels starting at $1,200/year for social members ranging to $4,800/year for boating members with complimentary dockage for yachts of up to 80 feet. ADLER GROUP 24 Page Revitalization of Jose Marti Park (1/4 miles from Nexus Riverside Central) A proposed $21M redevelopment that links the pedestrian friendly Miami Riverside with the Brickell Financial District — increasing mobility and bridging the small geographical divide between the Miami River Neighborhood and the Brickell Financial District. Brickell City Centre (1/2 miles from Nexus Riverside Central) Located less than a half -mile from the Project, Bricked( City Centre is a $1B mixed -use development spanning nine acres and six bllocks in Miami's Brickell Financial District. The development will include 5.4 million square feet of office, residential, hotel, retail, and entertainment space, in addition to a two -level underground parking garage that spans seven acres below the property. The project has created over 1,700 construction jobs and 6,2.00 direct and indirect jobs that will be in place through completion. Miami Central —All Aboard Florida's Miami Station (1/2 miles from Nexus Riverside Central) All Aboard Florida is a privately funded rail proposal that will provide express rail service from Orlando to Miami. The project's southern terminal will be completed in Downtown Miami, with current plans calling for 1.5 million square feet of office space, 785 residences, 820 hotel rooms, and 450,000 square feet of retail in the station complex. Future Home of Miami's Major League Soccer (MLS) Club (<1.0 miles from Nexus Riverside Central) David Beckham and investors have purchased private land for a new 25,000 seat soccer stadium in the Overtown area of Downtown Miami for their Major League Soccer (MLS) franchise. The land is hhocated north of the Miami River, within walking distance of Nexus Riverside, in western Overtown, bounded by NW 8th Street to the north and 6th Street to the south. Little Havana Famed developer Chetrit Group and partner Ari Pearl have plans to build a $1B mixeduse project on a 10 acre site in a large section of Little Havana llocated directly across the river from Nexus Riverside Central. The complex, desFgned by architect Kobi Karp, would be comprised of four towers, 1,678 residential units, a 330-room hotel, 196,882 square feet of retail space, 98,040 square feet of office space, and a 30-slip marina. ia�a t mw PI " v ,t i�ireN A ii ii ii Mir „ Nd y 4ul lil ire o �� riry i4 y��r p i'Yi uli ��;�d�fi �bj li'W�V,�lrl �wtiIlh�u��ll�lpluyUIN i „e.�„��„�9�.),�'; ..✓,. ,, i�Vl (III ADLER GROUP 25 I p ,, d1101JD 11310V OTHER JIMMY'S D AND STIR JOINT - =_ PA CHANG'S RCISA INSIOCAIN) - -tTAVERNA ODA ------:- :57 dflOtID H310V NJ tvliarniCentral - 8 minute walk MiamCentral Stdfirm - FloOda's mass rad transit :system linking Manli to Fort Laterda.4, Palm Beach CoAmiy, and Orion -do FlagFer Street - 5 minute walk The $13M ic4 QfFknilec' str*et fnen.Qqy profnenade The RA,er Yathi avb - A mArnbe,--s GA* private data atr.4 reisiaprant offermig and yachting rnnh gn from 11 ,200-14,8C0 S.wle's 05 8Jn 8rck& CityCentTe mixed To be compieted 03 2016 NEXUS ��������y��� ���� U w���'�~� ����~���'�� CENTRAL ��m_ FINANCIAL pl"X"N & CAPA(0[N' Nexus Riverside Central sproposed asatwo phase devebpmeruprogram prevmuslyreferred ioasPhase U & Ui A one and a half year predeve|opment and planning phase, cnmmendng in July 2018, with construction beginning in November2OIQ. Each asset within each phase will be financed mdividuaUyThe Nexus Riverside Central hoaoda| plan assumes the use of construction as well as pe/m*nentf\oanc|ngfor each phase of cuns(ruct|on. Please see below for- the financing summary by phase. Phase H Financing Construction Financing Hard, Soft, & Contribution Costs Rate(|/Q) Fees Loan Proceeds Assumptions 65.00% 4.00% I.S0% 107,945,'483 pennanentFinam6nF, LaaintmValue (LTV) 70.00% NO|Stabilized Year 12,213,202 ExhVailuc 210,816,I89 Loan Proceeds 147,571,332 Rate 4.0094 Amortization 25 Fees 1.50% Phase /it Financing Construction Financing Hard, Soft, & Contribution Costs Kate(1l/O) Fees Loan Proceeds Assumptions 70.00% 4M% 1,50% 103,273'345 Permanent Financing Loan toValue (LTV) 70,00% NO|StabiNzedYear I0,I17,346 EuiitVa|ue I90,693,298 Loan Proceeds 133,485,309 Kate 4.80% Amortization 25 Fees 1.5096 Nexus Riverside [entny| wiU he built over Iwo phases and wiU feature three as"sc1 use, types; rcsdent�a[ re(ai[ and hotel, N Phase U' hotel, residential, and retail deve|opmentisproposed, In phase U|' resident4 and retail development is proposed. Ac/uo aU phases' the development team has proposed 850,000 rentable square feet ofresidrnhai 70,000 rentable square feet c,f,etaH' and 63'007 hotel square feet. Please reference the table below foi the phased overview of the Nexus Rivei side Central development plan Nexus Riverside Central - Phased Plan byUse JFloor ]�*�� ' 'Phase UnitsArea — Residential Retail Hotel D TOTAL oe U U 450 600000 85% 425,000 — 11,111 90% 10,000 9�00 1,0001,08 85% 850,00 N/A 22,222 90% 20k000 �5� �S,000 74�� G]/0OD — -----' 1,052 1,107,222 84Y6 933,000 Operab nf,?, assurn ptions for the resident ial, i eta il, and hotel components of the project were der ived based on1heevJ|uahnDthocunentmarke1onvirunmen1acrnsscomparab|epropertios, ADLER GROUP Revenue Assumptions Onthe residential deve/opment, starting /esideniia|rentsof$7G5/sfisassumed based onmnevaluation of compar able market rates, On the retail deve|upmenL starting retail rents ufS35/sfis assumed, and on the hotel development, $161 in average daily room /evenue is assumed (includes room rates as well as other incorne). All operating revenue aSSUMptiOrIS aSSUrrie growth rates of 3% annually. Expense Assumptions On the rcsidcoiiu| development, operating nupensex are assumed at $9,500/wnit based on current comparable ma/ketdata, Oothe ogai|deve|opmeot, leases are assome6to, be, NNN |eases, with retail loss facto' of 5f6� On the hote| development, an ope,at|n8 margin of 33% is assumed (gross of rent payments> All operating expenses are assumed togrow at 3%annuaUy Key Operatiriig'Assumptions - Residential Revenue Growth Expense Growth Starting Residential Rents Starting Residential C]pex(PUPY) Exit Sai|eCosts Key Operating Assumptions - Retail - — Revenue Growth Expense Growth Starting Retail Rent(NNN) Retail Loss, Factor (of EG|) Exit Sale Costs Key Operating Assumptions - Hotel Revenue Growth Expense Growth Starting Hotel ADM (Inc. other Rev Hotel Margin Exit Sale Costs Construction Costs Hord construction costs and soft costs are defined be|uvv for each asset type. Construction cost assumptions are based on current construction market rates and projected at 3% annual growth rates. Construction Costs - Residential Starting Hard Costs PSF Soft Costs as%ofHard Costs 240 � Construction Costs _Retail Starting Hard Costs P,SF Soft Costs as%of Hard Costs 240 25% Construction Costs - Hotel � Starting Hard Costs PSF Soft Costs as % of Hard Costs ADLER GROUP ]91Pa�e Value Proposal tothe City ofMiami l. Upfront Payment — Upon the "Notice to Proceed", Proposer shall pay the County S1'500'000 as an upfront and immediate payment. 2. MRC BuilclinR Rent — The Cd:y of Miami shall enter into a three year lease, with two (2) 1-year extension options, for the IVRC building, at $4.875MK{ per year net ofall expenses, including but not limited to real estate taxes, insurance, utilities, maintenance' and operating expenses. This is the equiva|entot approximate|y$25 per square foot (PSF) triple net (NNN) for the 194'679squae hoot office building and exclusive use of the existing 179.982 square foot parking garage, Payment of the $4,875 million per year shall bemade asorent credit for the proposed ground lease. 3. Additional Rent— Upon the City of Miami vacating the office building, Proposer shall pay $1'500'000 per year for S years. providing the City of Miami o guaranteed income. 4. Participation Rent — Payment of participation rent of 3Y& of gross revenue generated by the development in accordance with the terms of the resulting agreement. Via Par\idpahoo rent, the [ih/ mhU accrue 3% of all gross project revenues, In the first stabilized year of the project, this equates to upwards of �1,200,000 per year that is expected to grow on average at 3% per year. Total Value Accrual tothe City qfMiami Over the term ofa9D'yearlease, total |easepaymentswuu|damountto$394'800889.|heva|ueof these cash flows at a 4Y6discount rate yields ^ present value of total lease payments of$7l537'8)8. ,Full Value of Groun'd Lease Lease Termination Date Annual Growth Rate Discount Rate Applied Total Lease Payments PV Total Lease Payments Average Rent Payment: First 6tabiNzedYear First Five Stabilized Years First Ten Stabilized Years Full Lease Term 1Z/31/2lO5 I00% 4.0]% 334,800J88970,532,828 1,212'196 1,Z87'142 1,389,646 4,756,257 Rent Payment Summary -,' Up -Front Payment K0RCBuilding Rent Additional Rent Participation Y6Gross Revenue 1,500,000 14,625,000 7,500,000 3.0% Global Project Overview Below isthe global financial overview nfthe Nexus Riverside Central development program across both development phases. The puojectwiU develop 933,000 of rentable square feet nfresidential, retail, and hotel uses. Total costs for the program, including minimum rent payments, pre -development costs, hard costs, and soft costs tota|approximately $3l3'0O0OOO. Pae dnOki9 ):1310V w NEXUS RNE—R-NDE CENTRAL_ - RONAL 10 TEAR VALUE TO COLONY StMONANY Phase I Mane N Tel at a Warm Payment tot* e.r 5 w Tot t Value to Citintry First 10 Years $21125M° Tat* Pleat Payments January=17 fammry-18 January-19 farwary-20 January-21 Year 0 Year 1 Year 2 Year 3 Year 4 1,5-50300 4,675, -MC 4,875,= 4,375,330 formyty-22 Year 5 fammm23 Year 6 January-24 Year 7 January-25 Year 8 January-26 tarmary-27 Year 9 Year 10 3887s8 697,363 .718,799 70,Nr33 762 514 229,3-.5 411,83-3 P85,988 338,768 69781.3 34711.34 1,211,196 1,20561 I 1.5008= 1.903800 i33000C 4,875,710 4,878,119X. 4415,050 1500,300 1,500, 1,5710:e1,500303 15M, 1530= 4,879,8,9751972 8,875,801 1,5019L 1.90030R- 1.831,768 2,197,863 2,447,844 1,112,198 1,142,581 Piens Rivetsiile CePtrel Gkiliat Pct Oveiview Type 13tpitp Units FI4 Ame Faetc RSF ell Stabilized GI Ren Total (eV' Ocrwitmry Poyiriellt Residentia$ Petal 450 500,301 95% 425,CM 139,2E4,750 11,111 19,1-= 3,192,7M H'Jte! 1:83 95.303 03 t33,37---X 23,683.03C '.pesideriaj .493 79.V:...WPI 4598 44CIP 1322,493 Retell 11 11,144,1 95% 9,928,313 459,922 95% 399,18-6 11,911 79% 2,637,503 248.966 Residential Retail Hotel 900 1,000,000 85% 850,000 282,587,443 4 22.222 9056 20,000 6,460,881 150 85,000 74% 63.000 23.680.000 20,154,475 743,357 2,637.503 933,642 24,179 246,966 Phase 11 Summary and Returns Residential Retail Hotel Total RSF Ground Lease Contribution Hard Costs Soft Costs Total Dev. Costs Unlevered Net Profit Unlevered XIRR Unlevered MOIC Stab. YOC Stab. Adj. YOC Levered Net Profit Levered IRR Levered MOIC 8.5.3% 2.0% 12.7% 425,000 10,000 63,000 100.0% 498,000 5,000,000 129,657,960 31,469,490 166,127,450 104,480,614 12% 1,62 7.8% 7.4% 71,341,051 21% 2,1 Phase III Summary and Returns Residential Retail Total RSF Ground Lease Contribution Hard Costs Soft Costs Total Dev. Costs Unlevered Net Profit Unlevered XIRR Unlevered Multiple Stabilized Yield on Cost Stab. Adj. YOC 97.7% 425,000 2.3% 10,000 100.0% 435,000 4,000,000 114,080,699 28,520,175 146,600,874 90,825,078 12% 1.63 7.2% 6.9% Levered Net Profit Levered IRR Levered Multiple 60,388,352 23% 2,2 ADLER GROUP 32 I P g: MRC Office Building — Project Costs In order to determine the all -in cost there must be an approved set of construction drawings that can be bid out to subcontractors to perform the work. Thereafter the work must be bought out in order to lock in the pricing. Therefore we are not able to provide a precise cost estimate without a fully approved permit set of plans and specifications. At this conceptual level, project costs have been developed from information based on the design narrative from the RFP and from past experience on similar types of construction, historical cost data, and the current construction climate. Budget does not ascribe a land cost as site may be located on City -owned land, the value of which would be subject to discussion between Proposer and the City of Miarni.. The Building will be 375,000 gross square feet plus 1,200 parking spaces with a typical office floor minimum size of 20,000 square feet of usable space. Building shall include Emergency Operations Center (EOC), fitness facility, wellness rooms, career counseling center and cafeteria. The cost estimate includes the following: • Soft costs — design professionals • Hard costs — construction trades • Furniture, Fixtures & Equipment (FF&E) • Fees • Includes fire wet pipe sprinkler horizontal distribution throughout. • Flat floor, no raised flooring • Floor main electrical panels & mechanical cooling • Finished restrooms for Men & Women matching building standard • Wall board applied to interior of exterior and core walls Tenant Improvements — Model A The following Tenant. Improvement ("TI") costs are for typical "Mid -Range Office Space" improvements. Included are upgraded 2x4 recessed direct/indirect light fixtures, level 4 finish interior walls, 2x2 fineline ceiling, wood veneer building standard doors with mortised hardware, full -height glass office fronts in aluminum framing system, plastic laminate millwork with solid surface countertops, $35/yd. carpet tiles, electrical and plumbing additions, HVAC. Cost estimates for the potential build -out, including costs to design, permit and construct the improvements: Mid -Range Office Space $53 to $67/SF. Tenant Improvements— Model B The following Tenant Improvement costs are for typical "Building Standard Office Space" improvements. Included are standard 2x4 recessed light fixtures, level 4 finish interior walls, 2x2 fineline ceiling, wood veneer building standard doors with mortised hardware, no glass at office fronts, minimal plastic laminate millwork with all plastic countertops, $25/yd. broadloom carpet, standard electrical, plumbing additions and HVAC. Cost estimates for the potential build -out, including costs to design, permit and construct the improvements: Building Standard Office Space $39 to $48/SF. The project budget assumes Model B TI. Furniture, Fixtures, & Equipment (FF&E) Basic Costs contain: • Office Furnishings: $0-35/sf • Systems Furniture (Cubicles): $1,500-5,000/cubicle • Cabling: $1..2.50/sf • Pantry Equipment: $ TBD • Training Room Furniture:$ TBD ADLER GROUP d110119 N31GV crry OF IVIIAMI OFFICE ErUILDING EIEVELOPIVIENT COST StlivItitlAY ALL -IN CIYST SUMMARY Total Hard Cost - Office Total Hard Cost - Parking Total Soft Costs 61,384,499 29„550,a)0- 23„946e780. Total Development Cost (Warm Lit Shell) 114,881,279 Total Furniture, Fixtures, & Equip -want Total Project Cost w/ FF&E & 11 Tenant improvements (Model 6) 8.437.500 123,318,779 13,500,000 Building Assumptions Office Gross SF Office Net SF (90% 'Efficiency Factor) Parking Gres_s SF Parking Spaces 'SM./X.10 337,500 420.000 2,200 Division Construction Budget - OFFICE Per NSF % Descriptkin Total 1 General Requirements 12,00e0,000 35.56 9,7% 2 Sfte Construction 2,692,905 7_98 2.2% 3 Concrete 14.556,240 43_13 4 Masonry 1,785,280 5_29 1 4% 5 Metals 719,250 2,13 0_6% 6 Carp -entry 1,605.468 4716 1.3% 7 Thermal and Moisture Protection 522,312 1.55 0.4% 8 Doors and Windows 4,448,216 13.1S 3.6% 9 Finishes 7,509308 22_25 6 1% 10 Sp-ecialties 393.875 1 17 0 3% 11 Equipment 8111593 2.37 06% ,2 Furnishings 0 0-54 Window Treatments 111,312 0.33 0.1% 13 Spacjai Construction 222,625 0.66 0 21ia 14 Conveying Systems 2,294,749 6,80 1 9% 15 tviechanical 0.0% Plumbing 2„628,586 7.79 2.1% F I re Protection 1.0e31,812 2 97 0 8% HVAC 3,347,935 9,92 2 7% 15 Electrical 4443,935 13.17 3 6% 1,2) 150-kW backup generator 30.3.000. 0.89 0.2% TOTAL HARD COSTS (Excluding FF&E} 61,384,499 181.88 49.8% Furniture, Funnies, & Equipment 8,437,500 25.00 6.8% Division Construction Budget PARKING Description Per Spate % General Requiremems Constructon 3 Concr ete 4 :Masonry 5 Meta I s 6 Carpentry 7 Thermal and -Moisture Protection 8 Doors and Windows Finishes 10 Specialties (Parking Deck Surface Coating) 11 Equipment (3arriers, -Gates, Signage, etc.) I 7 Furnishings 13 Special (Construction 14 Conveying Systems -15 Mechanical Plumbing ei re Pr °feu, on 16 Electrical 4.000,306 3,333 3.2% 1,500.300 1,250 1.75-e 15,)04,143,0D0 12,500 12.2% 1,5430.000 1.250 1 2% 1,)00,000 833 0 8% 550„000. 458 0 4%- 500,000 417 0 4% 250,000 208 0.2% 500,000 417 4% 500,300 417 0 % 503.300 417 04% 50,000 42 0 0% 50,000 42 0.034 &moo° 667 0,6% 0 0% 1,3011.0&10 833 G 8% 330.003 292 0 3% 1,500,000 ,250 1_234 TOTAL HARD COSTS 29,550,009 24,625 24.0% Coristrirctiori Budget- SOFTCOSTS Description Total Per NSF Land Costs Architectural 8 Engineering Permits & impact Fees Legal & Professionel General & Administrative Development Fee- /434) insurance Financing Fees Contingency an% 5.062,500 15,00 4,1% 4,252,503 12_60 3_434 675000 200 05% 1,687,500 5.00. 1.4% 4,743.030 14_05 3.834 810,000 2.40 0,734 810„000 2.40 0.734 5,906,250 17.50 4.8% TOTAL SOFT COSTS 23,946,780 70.95 19.4% * Budget does not ascribe a land cast as pits may b- located on City -owned (and, the value of whicb would be- subject to discussion between Proposer and the Citv of Miami TOTAL DEVELOPMENT COST' 123,318,779 36S_39 100% RECENT ENT Fi A CE.'1(, ((JST()RY. Adler Is extremely committed to the development project, both economically and from a community standpoint. We envision the joint development of the City of Miami office Building and the Nexus Riverside Central project as a model public private partnership. Adler is a highly successful and competent local development company with experience that spans generations and product types. To ensure success, this development must embody a true partnership between our private business and the public that will be served. Adler Group and its affiliates have completed over 100 separate real estate investments. Adler Group manages and owns an extensive portfolio of residential and commercial real estate across the United States, with assets under management currently exceeding $1 Billion. Each investment is organized as a separate legal structure, with its own single purpose entity. This is a requirement made of us by our investors and lenders, Our operating businesses take full responsibility for and management of each separate investment entity. The Proposer, Lancelot Miami River, LLC, an affiliate of the Adler Group, is capitalized with over $9 million in capital. Through our relationships with a variety of funding sources Adler is fully committed to providing the necessary capital to complete each phase of Nexus Riverside Central and deliver the new City of Miami office building. See Exhibit B— FinancialReference Letters Adler shall execute and deliver to the City, or cause to have executed and delivered to the City, prior to commencement of construction of each phase and the Building, a Payment and Performance Bond in the amount of the total cost of construction, prepared on applicable form(s) acceptable to the City. Adler Group has directed the development of millions of square feet of residential, commercial, and retail projects throughout Florida, Most recently, the process was completed with the City of Miami for the construction of Shorecrest Club in Miami, Florida. The final certificate of occupancy was delivered in April 2015. We are also currently working with the City of Miami and other local municipalities on numerous other projects such as Motion at Dadeland, Link at Douglas Station, and Nexus Riverside. With a history that spans 50 r years, we have developed industrial, office, retail and residential units throughout the state of Florida, and with our decades of experience we have become extremely knowledgeable with the Florida Building Code. We are very familiar with the permit and regulatory process, beginning with the comprehensive development master plan, zoning approval, land subdivision/plat approval, infrastructure approval, construction permitting approval, inspections approval, and finally obtaining the certificate of occupancy. Lancelot Miarrl¢ River LLC Balance Sheet (May 20 ASSETS Total Cjrre,nt :aset: Lar d Other Ass t5 2.591,5i2 14 329 954 07,131 TOTAL ASSETS L1AB1L1TWS To:a1 Li t'0t Testa catal 17,128,707 7,303,1 9,325,5 f4 TOTAL LIABILITIES AND CAPITAL 17,128,707 ADLER GROUP 35 I fP L; �����|N�� ��������T��� �����~���k vw��x��~� r���u_������ CENTRAL ��� Shorecrest Club, Miami, FL Located ioanarea commonly referred |oasthe Upper East Side, Shnrecrest Club Apartments on the Bay is a new 46/'unit 20'story, two - tower luxury apartment complex comprising 43l'O22SFofrentable residential and 4'20OSF ofrentable retail space The property sits atthe entrance to the 79`^ l\rep\ Causeway with direct frontage on Biscayne Day. Wong with inep|aceab|eviews' the site offers convenient access to K4iami Beach tnthe east, Downtown and Midtown Miami to the south, Ba| Harbor and Avenm/a to the north' and all of South Florida's major roadways to the west, Coastal Construction was used for the development which cost approximately $95MV. Partners included ECl Group and Canyon Johnson. Construction was completed with a final certificate of occupancy in April �rm�� � ��*�� A� 2015. 1221Brickel�lAvenue, Mioni,FL Located on the presiiginus RrickeU Avenue in the heart of K4hami'sFinancia| District, 1221 8hckeU Center isa 28story [|ass'A office building. It sits on the corner BrickeU Avenue and Southeast 12thStnset only three blocks west nf Biscayne Bay. This spectacular high profile towers enjoys beautiful views o[both the bay and city skyline, Completed in 1986. 1221 BhckeU [enter is widely recognized for its stunning architeciure,designed byrenown HKSArchitects, its aU-Q|ao'tiered sides, and elegant reception area. |thas been awarded LEED Silver status by the U.S. Greer, Building Council, aswell asthe prestigious "Energy Star" label from the U.S. Environmental Protection Agency. Nexus Riverside, MiamiFL Adler Development iscurrently working on a lS9ocredevelopment site at 230 IVV 3',1 Street, directly adjacent to the Miami River in downtown Miami. The development will feature a 36-stoq\ 462 unit, 433,780 rentable square foot luxury Class ^A^ mu|tibmi|y building with afirst class amenity package that rivals the premier multi -housing developments inthe region. Nexus Riverside will offer residents everlasting views of Biscayne Bay and Downtown BhckeU skylines, unriva|ed accessibility to downtown Miami 8rickeU, and the Miami River District. The estimated bui|ding cost is approximate�y $152K4M and is set to break ground inJu|y2OI6. � � ADLER GROUP 361 P a ge NEXUS RIVERSIDE CENTRAL Pearce atPavilion Luxury Apartments, Brandon, FL Adler Development isnearing completion ofPearce at Pavilion, featuring b' 4-story garden style residential buildings comprising 248'000 leasable square feet and 250 multifamily units on 13.6 acres. The property is located in the east central portion of unincorporated Hillsborough County, in one ofthe largest residential communities within the County, known as the Brandon Varket Area. Brandon is a suburb of Tampa and has Immediate access to downtown via the Crosstown Fxp/eoway.Construction began mFebruary 2016 and completion is estimated for June, 2016, First Florida Construction was used for the development which cost approximately $38MM, Partners include the Vlattnn� Group and Atlantic American opportunities Fund. = .� ~ ` ,----�r�--"~--~ * w � u ° Link at Douglas Station, Miami, FL Adler Development and 13dh Floor Investments have partneed to develop Link at Douglas Station on a seven acre parcel ufland located a\the Douglas Road Metro/ail Station in Coral Gables. Once completed, Link will have97U residential units, a 150-key hotel, over 7lO00square feet ofretail space' and a public plaza, all of which Mill be incorporated into the current Douglas Road k4etrorai|Station Motion atDade|am[Dadelam±FL Adler Development, in partnership with l]m � Floor Investments, are currently developing a ' ~ 0.8/ acre development site at 8332 SW 84m Street, directly adjacent to the K4|am/ KXetrorai| Dade|and North Station and Dade|nod Station — ^ (big -box vertica| noaU with Target, Sports Authority, and Bed Bath & Beyond). Motion at Dade|and is positioned around the concept of °ionUt oriented deve|opment," providingIiV residents direct covered access to the K4ctromi| station. The development (under construction) will feature a 25'stony, 294unit' 257'670rentab|e square foot luxury Class ^A^ mu|\ibriI 17 development with striking views of Biscayne Day and Downtown VlhamI, Ajointventure between 1311 Floor Investments andAdler Deve�pment purchased the long term ground lease encumbering the property, which isowned byViami'DadeCounty. � m ^ I ADLERG0JWP 37 1 P * 2, r PUBLIC PRIVATE PARTNERSHIPS Dadelmnd North Phase III Contract Administered by: Miami -Dade Transit Authority <> Description: Ground Lease Total Contract Amount: 5.7S%ufgross rent the first five years, 535Y& thereafter ~� Term of Contract: 90years ee County Contact person- Foni|aoBaez + AnAffiliate ofthe Proposer, PeUinoreDade|an6LP + Project Result: Project is currently in the design phase for 294 unit multifamily units with 8.346SF of ground floor retail Miami International Airport Newdink ~� Contract Administered by: Miami-DadeAviation Department Description: Lease Concession Agreement for a Retail Concessions Program Total Contract Amount:Total minimumannual guarantee $6.16million *� Term ofGont/act� 2008-Present *� County Contact Person: George MBurgess *� Statement otwhether Proposer was the prime contractor orsubcontractor: Adler Realty Services, LLC anaffiliate ofthe Adler Group +*e Project Result Successfully operating retail concessions program as per lease and fulfilling all obligations asset forth in the lease Opa Looka Airport Contract Administered by� Miami -Dade County Aviation Department Description: Ground Lease of 181 acres of land at the Opa Locka Airport to develop and/or Operate facilities a portion of the Airport in order to improve and serve the Airport and the aviation community by construction new |mprove ments at the Airport and providing and/or facilitate the providing of aviation services at the Airport, and to serve nori-avi2tion proposes which further support the aviation community. *� $1G2'90l0OOinanticipateddeve|opmentandconstroctioncusts.Aviation&nnua|LandRentoi$0l5 for each square foot of land and $005 for each square foot of exiting pavement, A Fair Market Value rental rate for non -aviation uses, as determined on a Parcel by Parcel basis. +� Term ofthe Contract: S6Years ~� County Contact Person: Aviation Director ~� An affiliate of the Proposer, &A Acquisitions, LLC negotiated the Lease and began construcdon. At this time the Proposer innolonger affiliated with the project. ~*e Project Result: Project is currently under development ofPhase I with afixed based operator, hangar facilities, and significant site work completed. Link at Douglas Station ~� Contract Administered by: Miami -Dade Transit Department ~� Description: Ground Lease of approximately 7acres at the Douglas Metro Station with plans to develop the station aind its surroundings into a unique center where residents and visitors can hve, work, and play Link at Douglas Station will deliver a mixed use setting that is functionally and aesthetically integrated with the community, Term of the Contract: 90 Years ADLER GROUP 381Pa8e Afr NEXUS RIVERSIDE CENTRAL VT PROPOSING ENTITY'S ORGANIZATIONAL CHART Proposer Principal lae! M Adler, Chairman, Adler Group tofect„Managers ,,Aidler;„P,residitint„ Adler Development ectitive Vice President Adler Development Os‘nt PrOject Managers Topment Coordinator, Adler Developrnent ,,$enicit Project Manager„ Adler Development lSectior project Manager, Adler Development alto and Accounting htet FnanaiI Officer, Adler Group "tirltne$0ellor,Firianti al Analyst, Adler Group VI 1001 h '1'11,11'9 g 0,411 0111n,'It,,,,',1 ;14 0 ,,,1“1“ ,11'441A up'hApt," iIIF ADLER GROUP 39 P a 3 €.! Pft()i1OSIl\C ENTITY'S TIIREti11() E) QL.JA IF C,ATF.. - Either a member of the Project Team or staff must have a minimum of ten (10) years' experience with a building of similar size and complexity. The Project Team has multiple persons who either meet or exceed the 10-year experience requirement and who have developed buildings of similar size and complexity. Many of these former projects are outlined in the sections titled "PROJECT TEAM QUALIFICATIONS" and "DEVELOPMENT TEAM QUALIFICATIONS." For example Michael M. Adler (CEO of Adler Group) has over forty (40) years of development experience and has built a multitude of projects including some that were similarly sized/complex and others that were larger/more complex. David S. Adler (President of Adler Development) has nearly two decades of development experience. During this time David Adler has developed a handful of similarly sized/complex and larger/more complex buildings. Jonathan Raiffe (Executive Vice President, Adler Development) has been developing for over a decade and has a wide range of experience in the development of similarly sized/complex and larger/more complex buildings. Additionally Tina Spano and all of the architects have the required experience. Either a member of the Project Team and the Proposer (the latter as applicable) or its staff must have played a leading role with principal responsibility for the design of a project(s) of similar size, complexity and constraints as the facilities and uses proposed. The Project Team has multiple persons who have played a leading role with principal responsibility for the design of a project(s) of similar size, complexity, and constraints as the facilities and uses proposed. Many of these former projects are delineated in the sections titled "PROJECT TEAM QUALIFICATIONS" and "DEVELOPMENT TEAM QUALIFICATIONS." For example, during his over forty (40) years of developing, Michael M. Adler has acted as lead developer on dozens of projects that were similarly sized, complex, and constrained (if not greater) as the facilities and uses proposed. David 5. Adler, over the course of his nearly twenty years in development, has played a leading role and held principal responsibility for design of multiple projects that were similarly sized, complex, and constrained as the facilities and uses proposed, Moreover, Jonathan Raiffe, has over a decade of wide-ranging development experience including construction of similarly sized, complex, and constrained as the facilities and uses proposed. Additionally Tina Spano and all of the architects have the required experience. Any of the principals or Project Team members must have successfully developed and obtained financing for at least one project of similar size and complexity, with similar uses and constraints. Michael M. Adler, David S. Adler, and Jonathan Raiffe, have all successfully developed and obtained financing for at least one project of similar size and complexity, with similar uses and constraints. In fact, while Jonathan Raiffe and David S. Adler (combined) have done so on a handful projects, Michael M. Adler has done so for dozens of projects whose scope and complexity either match or exceed the threshold requirements. Please refer to the sections titled "PROJECT TEAM QUALIFICATIONS" and "DEVELOPMENT TEAM QUALIFICATIONS", for additional information. The Project Team or any of its principals must have secured or provided, at minimum, twenty million dollars ($20,000,000) or more in financing for at least one (1) single project. Michael M. Adler, David S. Adler, and Jonathan Raiffe, have secured financing in excess of $20,000,000 on multiple projects. For additional information, please refer to the sections titled "PROJECT TEAM QUALIFICATIONS" and "DEVELOPMENT TEAM QUALIFICATIONS." ADLER GROUP 40 I P as g ee 1 3tJ."1 w_.f 'I .: T1NS Michael M. Adler Chairman and Chief Executive Officer, Adler Group, Inc. Michael M. Adler serves as the chairman and chief executive officer of Adler Group, Inc., one of South Florida's largest and most successful real estate companies. With over 40 years of real estate related experience, Michael has played a significant role in the growth and development of South Florida as a major center for international trade. Adler serves as Chairman of the Board and Investment Committee member for Adler Kawa Real Estate Advisors, a joint venture between Adler Group, Kawa Capital Partners, and Ganot Capital. Adder Kawa manages funds that invest and provide asset management services for multi -tenant commercial real estate focusing on office, flex, and industrial properties in the Southern and Eastern United States. Adler graduated from the University of Miami with a bachelor's degree in business administration in 1973. He is a member of the National Association of Industrial & Office Properties (NAIOP), the Beacon Council and Greater Miami Chamber. A devoted member of Miami's philanthropic community, he is the Vice Chairman of Florida International University Board of Trustees, and is a past Chair of the Florida International University Foundation, Inc. Development Committee. Adler is the Immediate Past Chairman of Mount Sinai Medical Center and Board Member of Mount Sinai Board of Trustees. David S. Adler President, Adler Development, LLC David S. Adler is the president of Adler Development, the development and project management division of Adler Group, Inc.. In this position, he is responsible for contributing to the development and acquisition of high-rise multifamily, industrial, office and retail properties. Additionally, he oversees business development of third -party development projects, project management services and capital expenditure and facilities management programs for properties owned and managed by Adler Group. Since joining Adler Group in 1997, Adler, a licensed general contractor, has been involved in all development and construction projects. Currently, he is working on high-rise multifamily commercial and retail projects, primarily in the Sou h East. Committed to community service and education initiatives, Adler is a member of the Florida International University Foundation Board of Directors; is a dedicated member of the Young Founders Club at Mount Sinai Medical Center; and is the Treasurer of the Jewish Museum of Florida. Additionally, he is actively involved with the Greater Miami Jewish Federation, the Miami Beach Jewish Community Center, and the American Jewish Committee of Greater Miami and Broward. ADLER GROUP 41 I P' a g NEXUS RIVERSIDE CENTRAL ]onathanRaMfe Executive Vice President, Adler Development, LLC Jonathan Raiffe is the execut�ve vice president ofAdler Development, LL[. In this position, he is responsible for all day to day activities of the company including acquisition, investment, predeve|opment, construction, and financial management ofaU development projects. Raiffe formerly served as Adler G,oup's Director of Finance, where his responsibilities included oversight of financing activities, treasury functions, corporate reporting, financial analysis, structuring now investments, and sourcing new opportunities, prior to taking the position of Director of Finance, RaiOt served as 0rec\o/o|Business Opportunities for the Adler Group, where he focused on acquisition analysis and new business development. Before joining the Adler Group, Raiffe worked at Ronio Capital Management, a global macro hedge fund, vvhre he fulfilled a variety of functions including trade support and administration, research ana|yst, marketing coordinator, and trade execution. Raiffe earned a Bachelor of Arts, majoring in anthpopo|ogy, and a Bachelor of Science in Business AJmini/tration, with an emphasis in Marketing from Washington University (in St. Louis). He also received a Master of Science in Finance and a Master of Science in International Real Estate from Florida International University. Additionally, Raiffe is licensed as both a Honda Real Estate Sales Associate and Florida Mortgage Loan Originator. TinaSpanm Chief Financial Officer, Adler Group, Inc. TlnaSpanujoined Adler Group inJanuary 2014asController with awealth of property management experience, including Ya/di' Ar8us' investor reporting, acquivihons.aod cash management. Spano is responsible for managing the accounting department for the Adler Corporate entities as well as the Adler Rmfty Services commercial portfolio. As head of the accounting operations ofAdler Group, her roles include the production of periodic financial reports, maintenance of on adequate system of accounting records, and a comprehensive set of controls and budgets designed tnmitigate risk, enhance the accuracy o(the company'sreported financial results' and ensure that reported results comply with 6&4P or international financial reporting standards. Prior 0njoining Adler, Spano served as Controller for Axisnn Young Flor�da, She previously served for more than 12years as Controller ofF|ag|er Real Estate Services and its predecessor, DBR &Axsociates, where she was responsible for the financial reporting for 2OUproperties located throughout the Southeast U,5, Sparc) holds Bachelor o<Science degree inAccounting and Business Administr Uno from the University of North [ano|ina-Gxaenshnrn and a Master o[Science in Accounting from Stetson University in Deland, FL, Due toher academic excellence, she became lifetime member ofthe International Honor Society ai Beta Gamma Sigma. Spano is a Certified Public Accountant licensed in the State of Florida, a Charted Global Management Accountant, and amember ofA|P[A. ADLER GROUP 421Pae NEXUS RIVERSIDE ENT AL Adam D. Mait, Esq. Development Coordinator, Adler Development, LLC. Adam Mait joined Adler Development in August 2015 as a Development Coordinator. Mait graduated cum laude from the University of Pennsylvania with a Bachelor of Arts and cum laude with a Juris Doctor from the University of Florida - Levin College of Law. While at the University of Florida, Mait served as the research editor for the Entertainment Law Review, Attorney General for the Honor Court and received Book Awards in Negotiation & Mediation, Comparative Law, Fiduciary Administration and Law & Policy in the Americas. Mait worked as an Assistant State Attorney at the Miami -Dade State Attorney's Office, rising to the position of the Assistant Chief of the Narcotics Unit. Mait also ran his own law practice, Mait Law L.L.C. Mait is a member of the Florida Bar and the United States District. Court for the Southern District of Florida. Morgan Sirlin Senior Financial Analyst, Adler Group, Inc. Morgan Sirlin graduated from the University of George Washington with a Bachelor of Arts in Finance and brings with him over 8 years of finance related experience, Sirlin joined Adler Group in June 2015 as an analyst and works with the development and accounting departments where his responsibilities include a variety of analysis ranging from current properties under management, acquisitions, dispositions, financing, and ongoing development projects. Before coming to Adler Group, Morgan worked at a boutique development group where he was the lead acquisitions analyst and assistant project manager. He also served as a commercial real estate mortgage broker in previous years, assisting with the financing and refinancing of a wide variety of asset types and loan products. Jose M. Martinez Senior Project Manager, Adler Development, LLC Jose Martinez has over 20 years of experience in the development, construction, and acquisition of commercial real estate in the Eastern U.S, Martinez joined the Adler Group in 1993 and held the a multitude of positions including President of Adler Development LLC. Martinez supervised the construction and development of over 4 million square feet of commercial projects and performed due diligence on over 7 million square feet of property acquisitions. Prior to Adler Group, Martinez worked for Gerrits Construction and Richard Plumber. His professional expertise includes: Architecture, Engineering, Interior Design, Industrial Design, Land Planning and Development, and Graphic Design. Martinez received his Bachelor of Science from the University of Florida - College of Architecture. Wilfredo Cotto Jr. Senior Project Manager, Adler Development, LLC Wilfredo Cotto Jr. has over 29 years of experience in construction and is a licensed general contractor, licensed building inspector, and OSHA 500 Trainer. Cotto Jr. has managed the development and construction of an array of projects types such as multi -story high-rise, healthcare, civil, environmental, commercial, retail and automotive. Prior to Adler Group, Cotto Jr. worked for Miami Dade County Roads and Bridges Dept., Miami Dade County Building Dept,, Gryphon Construction, CBRE, and Overholt Construction Corporation. Cotto Jr. received his Bachelor of Science from the Florida International University - College of Engineering in Construction Management. ADLER GROUP 43'Page sro up Adler Group is a multigenerational full -service real estate company, headquartered In Miami, Florida, with an impeccable reputation and a deep understanding of the real estate industry. Adler Group is comprised of three core operating businesses, Adler Development, Adler Realty Services, and Adler Kawa. Throughout its 50-year history, Adler Group has developed and acquired over 20 million square feet of industrial, office, and retail real estate and over 8,000 residential units. With extensive experience in leasing, property management, acquisitions, investment, development, and construction, Adler Group provides a seamless network of realty services designed to leverage the strength of the company's experience in order to maximize the value of its real estate assets. Today, Adler Group owns and manages over nine million square feet of commercial properties located strategically throughout the major markets of the Southeastern United States, and has approximately 2,000 multifamily units in various stages of development. For more information, please visit. http://www.ad'lergroup.corn. Adler Development provides vision, reliability, and an in-depth understanding of the marketplace to maintain a market leading position in the region's real estate market,. The company offers a full suite of development services, including economic and market analysis, assistance with land acquisition, master planning, regional impact analysis, and construction management. Adler Development has directed the development of millions of square feet of residential, commercial, and retail projects spanning from South Florida to Ohio. From pre -design through post -construction, the company achieves results with efficiency and a clear focus on cost-effective strategies that produce the bottom line. Adler Development's recent projects include: Shorecrest Club, a 467-unit, luxury apartment project on Biscayne Bay; Pearce at Pavilion, a 250-unit modrise luxury apartment community in East. Tampa; Nexus Riverside, a 462-unit luxury multifamily building located adjacent to the Miami Riverside Center in downtown Miami (scheduled to break ground in late summer 2016); and Motion at Dadeland, a 294-unit high-rise transit oriented development immediately adjacent to the Dadeland North Metroraii Station (scheduled to break ground in early 2016),. ADLER GROUP 44 I P a , e NEXUS ������������ ����|�~���1 ,�����"� �������m��� CENTRAL ��� Al HISTOWAL PERFORMANCE Residential: Adler Development's first projects were residential developments, starting in North Bay, Village in 1957 with Fast Drive Apartments and The Anchorage. Adler built approximately 8,000 apartments throughout the 1860s, I970», and I980s, selling the portfolio in 1983, Ad|c/s visionary development prcxmcts ioc|udegO Edgewater Drive, the first waterfront project in Coral Gab|eo' Camelot Ha|| located on the ocean in Ba| Harbour, and U ViUnQ|o, one of South Beach's premier oceanfront condominiums. Adler is curreritly developing over 2000 units through several niarket rate irultifarnily apartrTient projects including Pearce at Pavilion, Nexus Riverside' Link at Doug|as Station, and Motion at Dade|and. The recently comr.i|etedSho/ec/estproject is a 467 unit 2 tcxwer, mu|tifami|ydevelopment on 79mStreet and Biscayne Bay in Miami 4d|e/spartnpo include E[| Groups, Canyon Capital Realty Advisors, Fifteen G(o"p' Encore Hows|ngOpportunity Fund, Capital One,and Sv"T,ost Industrial: Adler Development is one of the largest warehouse, distribution, and light indUStrial developers in Florida. The company developed the hi�hiysuocessfo| HexzSpaceconcept and set the new standard in small office warehouse incubator space thnou0houtthe Southeast United States. Hi8hUghts from 4d|er's industrial/flex property portfolio have included New Town Commerce Center in Ft, Lauderdale and SWIPOrt [vmmerccCenter in Orlando. |npa'tnershipwith Hi|cvG|oba|,Adler isdeveloping a 300'acre indusma| park in Mansfield, OH. Office: Adler Development has successfully deve|oped several miUino square feet ofoffice space in Florida. Pnominentdevelopments include l2JlB/|ckeU\nthe heart ofMiami's0nancia|disthc[GaNesOne Tower on South Dixie Hlghwayin Coral Gables, and 1170 Kane Concourse in Bay Harbor b|ands Ret$&[ Adler Development works closely v�th national retailers throughoutthe Southeast United States. The company has developed key projects including, single -tenant commema| development, small specu|atiw*retail coo(em,aod|ar8eanchmredshoppin8centeo, Adler Development also pridesitself io(ts successfo| deve|upmentofin-fill projects such asStirling Town Center-, Kenda|! Market P|ace, and Shops of PinecnasL Multi Use Business Parks: Adler has deve|opedseveral |arpe business parkpro�ects in Florida' ioduding Miami International Commerce [enter (K4|[[i Vista [enter (West Palm 8each>, and Boca Commerce [enter. The success of these developments was due to Ad|e/s ability to carefully plan the parks with a diversity of uses including industrial, retail, office, hotel, and recreational (including golf courses and lhf.,alth/fitness facilities). Project Management: Adler Development has the capability and skill set to assist clients wkh their own individual plans by acting as po«ectmaoaf?,,e.s. As project manager, Adler Deve|opmentoffers a mu|t�tude of services for the development of cornniercia[ retail, residential, and hospitality projects. Acting onbehalf of the owner, an Adler project manager coordinates and manages all of the pnojocrs players iodu6iu8 architects, engineers, designers, contractors, subcontractors, communication consultants, and all other additional parties invwllvedinthe deve|opmentprocess, See Exhibit C —Sample of Post Developmen ts RESIDENTIAL ARCHITECT STUDIO X ARCHITECTS Studio X Architects is a Miami -based architecture firm specializing in large-scale, mixed -use developments. Founded in 2010, Studio X has provided numerous architecture studies for mixed -use projects throughout Miami including 1000 Biscayne Blvd (now 1000 Museum), 801 Brickell Plaza, 1451. Brickell Ave (now Echo), Miami River Central, Surf Club, and Riverside Tower. Studio X is the architect of record for Nexus Riverside Tower, a 36-story, 462-unit residential tower; the University of Miami Hillehi,. Jewish student center; Buro co -working offices, and the Vapiano restaurants in Florida. C., Chloe Keidaish, AIA / LEED AP Principal Chloe is an award winning architect with extensive experience managing and designing large-scale, mixed - use high-rise projects in Miami, Milan, and the Middle East. Notable clients include Hines, The Related Group, Aldar, Abu Dhabi Investment House, and Qatari Diar. Prior to founding Studio X Architects, Chloe was a Vice President at Arquitectonica and a Project Manager in the Middle East at SOM. Chloe was the lead architect for Skyline on Brickell and the 1800 Club towers in Miami. She also oversaw the original design and city approvals for Brickell Citi Centre, 1770 N Bayshore Dr. )now Aria on the Bay), and 1400 Biscayne Blvd (now Auberge Residences). She also served on the City of Miami Zoning Board for two years, appointed by City Commissioner Johnny Winton. Education: Harvard Unversity, ALB; University of Miami, Master of Arch. Licenses: Florida, Georgia, North Carolina, Tennessee, Washington D.C. and Illinois Eric. Zachrison, AIA / MBA Design Director As a Studio Head and Technical lllll Coordinator at SOM, Eric led some of the most prestigious tower projects in Dubai, China, and Saudi Arabia during his twelve years there. Notably, he ledthe design teams for Infinity Tower in Dubai, a 73-story twisting residential tower, Rolex Tower, a residential and commercial office building on Sheikh Zayed Road, and University Club Tower, the Premier Luxury Condo building in Milwaukee. In 2014, the Council on Tall Buildings and Urban Habitat named Infinity Tower the Best Tall Building in the Middle East & Africa Region. Eric was also a Vice President of the City Design Team at Cannon Design in Chicago and Managing Director of Peter Ellis New Cities in India. Education: University of Chicago, MBA; Illinois Institute of Technology, Bachelor of Arch. Licenses: Massachusetts and Illinois ADLER GROUP 46 I i, a g e OFFICE ARCHITECT STANTEC Stantec, with approximately 22,000 employees across six continent, is a premier architecture and design firm that creates award -winning and high -quality workplace, mixed use, hospitality, retail, branding and residential projects across the globe. At the core of Stantec's design process is flexibility: its solutions allow the workplace to be responsive to change while controlling cost and the impact on users. For each project, Stantec's design teams develop a guiding vision to enhance value and enrich neighborhoods, Stantec's corporate office design process and solutions are derived from a common understanding with its clients, that the work environment must support the evolution of work processes driven by the need to maximize human resources, provide better service, and deliver work on schedule. Its integration of management strategies, technologies and furniture enables design solutions that are responsive to its clients' work processes. The success of Stantec's corporate office project work is in knowing that its designs enhance and energize environments while satisfying its clients' goals and practice. Stantec carries a wide-ranging portfolio that include workplaces for Suffolk Construction, EZ Corp, and iRobot; the award winning Gale South Beach and Shelborne South Beach hotels; the Jade Signature tower with Herzog & de Meuron, the Ritz Carlton Residences in Miami Beach; Solitair located in the heart of downtown Miami/Brickell, and a multitude of other clients across the globe from a wide array of industries including oil and gas, utility, legal, commercial and governmental. Jon Card'ello —AIA, NCARB Senior Principal As Senior Principal, Jonathan combines his planning and design expertise in large- scale healthcare, residential, mixed -use, retail and workplace projects to formulate planning visions that create dynamic multi- faceted destinations. Powered by regional themes and local goals, Jonathan organizes building forms, uses and sustainable design opportunities into compelling stories that welcomes collaboration between developers, public agencies and neighborhoods. Education: Bachelor of Architecture - Roger Williams University Eric Holland - IIDA, LEED AP Principal Eric brings a vast portfolio of law firm design and workplace expertise to the ADD Inc/Stantec team. Leveraging deep experience with a unique eye for usable space and interior planning, Eric's design solutions fit the practical needs of the client without compromising creativity and high design. Education: Bachelor of Science, Interior Design — University of Minnesota Haven Lea Peaden — AIA, NCARB, LEED AP Associate Haven is a (licensed Architect with extensive experience in project design, project management, and construction administration. Her experience includes project programming, entitlements, construction document production, as well as interdisciplinary coordination. She is an experienced project manager .-- managing schedule, deliverables, and budget successfully on diverse projects types. Haven is a LEED Accredited Professional. Education: Bachelor of Arts Environmental Design in Architecture — North C rolina State University ADILER GROUP 47 I P a rf. BE;k l'l Local Participation The Proposer is an affiliate of a Iocaily owned and operated business with a significant amount of employees that live In the Miami area. The development team, including both architecture firms for the DM and RFP, as well as all engineers, consultants, and support staff are all locally based firms. The Proposer intends to work with the City to engage a local general contractor who in turn shall engage local subcontractors to perform and deliver on the OM and RFP. Estimated Ad Valorem Taxes Once Nexus Riverside Central is fully completed and stabilized, Lancelot Miami River estimates it will have an assessed value of $190 million, This will generate an estimated $4,399,754 in annual ad valorem tax revenue. Based on current trim notices the tax revenue will be divided as follows: $940,671. to Miami -Dade County, $1,477,250 to Miami -Dade Public Schools, $1,543,655 to the City of Miaml, and $438,178 to others. The details are in the following table: atedAd Valorem loxes Phase 1 Assessed Value 100, Phase 2 00 90,000,000 Total 00,000 Miami -Dade County: County Wide Library Public Schools: By State Law By Local Board Municipal: Tax Rate (Millage) 4,6669 466,69E 420,021 836,711 0.2.84 28,400 25,560 53,960 5.527 552,700 497,430 1,050,130 2.243 224,800 202,320 427,120 City of lra: ri 7.6465 764,650 688,185 1,452,535 DDA 0,478 47,800 43,020 90,320 Water Management: SFWM District Everglades CP Okeechobee Basi Independent District: F.I.N.D, Children's Trust Voter Approved Debt: County Debt: School Debt: City Debt: 0.1577 15,770 14,193 29,963 0.0548 5,480 4,932 10,412 0,1717 17,170 15,453 32,623 345 3,450 3,10.5 6,555 0.5 50,000 45,000 95,000 0.45 45,000 40,500 85,50E 0,199 19,900 17,910 37,810 0.7385 73,850 66,465 140,315 2,315,660 2,084,t3 ADILER GROUP 48 P a P.F..> Estimated Impact Fees Each phase of Nexus Riverside Central shall contribute a significant amount of money through impact fees to various City of Miami and Miamo-Dade County. Using rates as of 3/4/2015 it is estimated that Nexus Riverside Central shaPil pay impact fees totaling $10,656,158. This amount is allocated as follows: $4,913,146 for Roads, $414,302 for Fire, $519,567 for Police, $1,331,100 for Schools, $2,415,564 for Parks, and $1,062,480 for Water & Sewer Connection. The details are in the following table: Estimated Permit Fees Each phase of Nexus Riverside Centra0 shall contribute a significant amount of money through permit fees to Miami -Dade County. Using rates as of 3/4/2015 it is estimated that Nexus Riverside Central shall pay Permit Fees totaling $1,150,000. This amount is allocated as follows: $600,000 for Phase 10 and $550,000 for Phase III. The details are in the following table: Nexus Riverside Central Estimated City and County Impact Fees and Building Permit Fees Phase II units Aaea d5F3 Roan Fes, Police : 5 hcsol Parks rater & Sewer Connection TOTAL Hotel 150 85,000 5857,291 537,205 531,501 nja n/a S10 ,850' Retail 10,000 590,268 54,377 533,706 n/'a n/a. $6,990 Residential 45-0 425,000 51,93.7460 5184,172 52-40,327 5663,550 S1,207,782 5171,825 TOTAL. 520,000 52,585 218 5228.733 5215„53- 5665,550 •51,207,752 S58,3d665 55,843,502 Phase III d nits Area tSFi Road Fire Police School, Parks Water & Sewer Connection TOTAL Retail n/a 10,000 S90,268- 54,377 53,706 n f a n/a 56,990 Residential 450 425,000 51,937 660 51.84,172 $240,327 5oo5,550 $1.20 782 5471,525 TOTAL 35,000 52,0"27,?28 51.95,541 752 r4:'S,815 54,812,656 haws lII Rapti File Police wool parks, Water $paver Connection TOTAL 54,913,1 t, S411,302 S519,567 51,331,1017 52„ 415,564 $1,062,4.80 $10, r5b,15 Notes and Assumpt{ons.' - These figures assume no credits for edit. ng uses on the prerper5 . - Fees calculated at rates: as of 3/4/201S. School 'irnpact Fees calculated at $512/d u.+5; 518 per s f to a maximum of 3800 s.f. -Architectural: and engineering plans for the structures that ,S4I comprise the, Proi have no formulated at thi> time to calculate accurate amounts that iEf be paid in building permit fees. sut5cie€1tl` eted Building errnit Fee Phase 2 5550,000 ADLER GROUP 49 I P FP FORM 8 SOLICITATION CHECKLIST PROPOSER NAME: Lancelot Miami River LLC PROPOSAL FOR (circle one or both): RFP NO. 15-16-009 OM NO. 15-16-008 ALL SOLICITATION SUBMISSION REQUIREMENTS REGISTRATION FORM of Yes r.: No REGISTRATION FEE Yes u No BACKGROUND SCREENING CONSENT FORM Yes Li No SEALED BACKGROUND CHECK Yes r No PROPOSAL SUMMARY FORM /Yes ❑ No ENTITY CERTIFICATION FORMS Yes ❑ No PROPOSERS DISCLAIMER / DISCLOSURE / Yes ❑ No ORIGINAL & 22 CONES OF PROPOSAL cf Yes a No RFP NO. 15-16-009 SUBMISSION REQUIREMENTS: PROJECT TEAM EXPERIENCE ` Yes o No DEVELOPMENT TEAM EXPERIENCE 'Or Yes ❑ No PRELIMINARY EARNEST MONEY DEPOSIT sarYes ra No OM NO. 15-16-008 SUBMISSION REQUIREMENTS: LEASE -BACK AGREEMENT (if applicable} ** All required submittal forms (1-8) have been attached to this proposal Yes u No ADLER GROUP 50 I 'P NEXUS RIVERSIDE CENTRAL EXHIB REQUIRED I p - W4c?.1/14 WM NSE R s ADLER GROUP 51 P df10)99 b31ad Y ? N 4 LEED v4 or SD+C:: New Construction and Major Renovation jest E hec lit Project Name. City of Mian Date : 611312015 1,^t:ag.;=tie Process S ensitive Lard Pros:ciin 1 15 S UTX.Iledelg De r.ey and ta-:merse'Uses Atiss to 0:sa ;yTransit 5 BkYE& "aiditiet 1 Red -aced Pxlary Fon4tini 1 Green Vehicles Fes Gc See i ssessm Ste DeveStdrient Open Space Ratmaclter Maragetnert Heal s.lwal R ii t n ? gIi Podatim Refit: rero Fees Starr,- Water U R Iz 3ea t a§er Use RedIs or Burg-Levc+ Water Aftterany D ' 'Natal: Use Red Indoor Wagger Use Re tattYn Crt Toter Water Use Water Meier.- Furir; edersa dir eve1 Energy Meter.. Fees Fundanseretcl Refrigerant Managemert EnharyNd Cdinmissystey .-Oratclze Energy Pero reuse Advarted Energy tesstrt Demarcl Respanse :Retrevyacle Energy Prodt E;aianded Net:Newt 34.'ana rnwst :Green Power and Ga b n Offsets :R: Nabrat le Headquarters and Rezy s R :xx€t i n a.::d Cierntitasn Was Afarage ter- F" r:^ r . Redwed Staidly Lge-Cycad. lnitact N : an 5 Sle IX. Product Disc/est:ye ant deanra:'t-t:reanmezrl€ Itynts.7. Detivaixvis 5Widing. Prryitw D io: r_ arm: Lm€ iion-'Sswuty of Rave Materials 5tsls retry Prcdtazi DDiS baure and Optanitaltan - t3ateriiV nyretients Soratrtt sn and Derntitsan Wast Ma€a ,n ++., p eez ErbnrE'i. n Er anted lydtar As Quaky Strategts �._-.. niv-.rnatrr datigeria::- Constr. r Air Quarly ViodorAr- tasty Assesmnent Therd131: X-rx:: Seerir.0 Lightty Day it Quad,/ Ways Frame Are, -'tc Pefor. a€ - 3 3 mum TOTALS Rmitie Points. Certified: 410 to <g prz.-ris; Silver:.t7 it §a points, 73 p rsrs. Platinum: 5O Vs 110 FINA.NCIAL REFERENCE LETTERS HFF May 10. 2016 Cit4„, of Miami Office of the City Clerk City Hall 3500 Pan „A merican Drive EL 33133 Dear SirMadam This letter is in regards to a. request from The Adler Group in regards to City of Miami MRC building: City of Miann OM #15-16-008 .and City of Miami PIP #15-16-009. Michael M Adler, Adler Group, and affilmtei (Adier") Tathzed the financial ervsces ofHFF for mo. re than I 7 ears and HFF has raised more than Si00,000,000 of financing for Adler. During the tune subsequent to the creation of each loari, Adler has performed adranrably with respect to its obligationand maintaim an outstanding reputation with those capital 5ourcer, arranged via HFF We are pleased with this long tern relationship and are currently working with Adder on numerous conmuung opportunities, Sincerely, Paul Stasaitis Senior Ntanazing Dire c tor 1150 Nickell Avenue • Suite 2950 roliarni, FL 33131 Tel 305-418-1333 . Fax 305-448-9499 . www.hfk.corn ADLER GROUP 53 P i3 g e BRODY & ASSOCIATES Corm& Pt kill' ACC1)1 MAVIS Ont Thribv.7. 1.94g5 .BiAorot Boulevard 54itc .850 Mamma, Florida 33 May 13, 2016 City of rytiarril Office of the City Clerk City Hag 3500 Pan American Drive Miami, FL 33133 Dear Sir/Madarn Teltpttomr, 3•05) * FAX: (.30” '931-221 a ?, This letter is in regards to a request from Adler Development, LLC in regards to the City of Miami's offering memorandum (OM) to sell the City's existing administrative facility called Miami Riverside Center (MRC) located at 444 SW 2.nd Avenue, Miami, FL, also known as OM #15-16-008 and a request for proposals (RFP) to provide a replacement build to suit location within the City Ihnits, for the City's new administrative facility, also known as RFP # 15-16-009, We have represented Michael Adler and his affiliates for more than 20-years. Our representation encompasses primary tax consultation and compliance services, but we have performed numerous audit and compilation assignments. As a result, we confirm that Adler and affiliates are majority owners in several business parks, of which, its affiliate Adler Realty Services, manages more than 7,000,000 square feet of commercial real estate and that Adler has completed numerous development projects in South Honda Furthermore, Michael Adler has always demonstrated the highestdevel of ethical standards and is in good standMg with the Internaf Revenue Service, Please call me with any questions. Sincerely, Evan J. Brody President Copy to: Tina Span° ADLER GROUP 54 I P a e May 16, 201 City of Miami Office °Lithe City Clerk City flail 3500: Pan American Drive FL 3313.3 Dear Sir/Madam This letter is in regards to a request from Adler Development, 1,1(:` in regards to the City of Miami's offering memorandum (OM) to sell the Cityexisting administrative facility called Miami Riverside Center tivIRC) located Ell 444 SW 2nd Avenue, Miami, FL., also known as OM #15-16-008 and a request for proposals (KIT) to provide a replacement build to suit location within the City limits, tbr the City's new radministrative1u1n, lso known as RH' (0) 15.16-009, l4k4ichael M, Adler and affiliates ("Adler') have a good lending and banking relatitmship with Suilf rust Bank. Lending has been in excess of thirty million dollars and included both comilerciitt and deyek}ninent piriteets We confirm and acknowledge that all transactions during our relationship have performed to our entire 5atis.fiat,lion with no evim d'efimit. We would most certainly entertain father lending, opportunities with Mr. Adler arid affiliates,. We value his relationship and triok forward to additional endeavors with Adler. Please feel free to contact me at 105-570-7213 with any' further questions. SinCenly, Mut Madura. First Vice Nesidem ADLER GROUP 55 Pa ge This Weer t Miami, PI, eke. kite at ra troy '" r -4 beitetesei We 4„ i'{tY[¢'I k2 end skti.ii tektite event aP t.lctf&kilt:. Asti ,hottit with Sailor Voir Pro Kuor track R.0 t Brute forme Prupiirry Group .ebb^gini rw RidSu rVt6ratlra a, GA ask,)' gig$ ADLER GROUP 56I1a ; �����NN�� ��������K�� /����~���U o���m.`�^� ��������x�� CENTRAL ��� F' XH I0VK'('—II'LEOF�AS],DE\/E8j»KN I VNIS Midtown29, LocatiowMiami, FL SquareFeet� 274'000 So|dinDocember2Ol5asofully permitted, shovel ready project, yWidtownZ9features a ZO-stoq\[�ass'Au/ban living project, comp/isiog3O9apartments and I2.ODOSFo(retail, Miami International Commerce Center Location: K4iami'IFL Square Feet: 4,0OOOOO A 340-ac/e mdissier'p|anned mixed -use buuness park with excel eotaccess and frontage (omajo/higbways, Vista Center 1-ocaiivn�VVe4Pa�m Beach, FL SquareFeet�852,DO0 A S0O-acre master -planned mixed -use business park with golf course, Adler Plaza 1--ocaUoo:K4iomiFL Square Feet: 39'079 A five -story, Oass`A office building located just east of Uo|phin Mail and west ofinternational Mail on NW I071h Street. Boca Commerce Center iocatmn� Boca Raton, FL Square Feet: 4Z3'l00 A327acre mastepp|annedmixed-use busioesspark. Stirling Town Center LocatiowCooper City, FL Square FeeL8'8/I Locaiud at the intersection of Pine |dand and Stirling Road, Stirling Town Center isa [nor'hui|dinp neif,hbo,hood shopping center that was built in 2005. |LW|lamio Location�I iamiBeach, FL Unitc8O A p/emie/condominium project in p/es(i8io ak7la|project cost ofover $36miUion. ADLER GROUP South Beach wiih agamp- 1,11,1111111111 ������������T��������F��K ����'�m'�� r+���*�.������ CENTRAL v��� Pavilion Crossings Location: 8aodon, FL A shoppmg center with a 45,6001 square, foot Pubhx anchor, 16,300 square feet of in -line retail and 429 acres ofouipauel 1170Kane Concourse Location: bay Harbor Islands, FL SquareFeet: 38,OOO Description: Five -story [lao'A office b0|din8 bui|t in ZOO/ in Bay Harbor |s|aodc Located at the onroe, of Kane Concourse and West Boy Harbor Dnve, within vva|kmg distance to the Shops atBa| Harbor. Business Center KatK4|CC LocatmwDora|'FL Square Feet�62,OOO Iwo one-story flex buildings, comprised of of ce' showroom andsUrr(",'et-level warehouse space koniinvNVV8JndAvenue. Shoppes ofRnecres LocatiomPineoest,H SquamFeet� 12'271 One-sozry multi -tenant shopping center located in the S()Uthe�,)St corner of South Dix�ie Highway and SW 72r)d Avenue. Business Center NatK4|CC Lmcahoo:Dora[ F| Square Feet�l33.43S Fronting NVV 82od Avenue, three ooe-story flex buildings heato/ioQshovv/oom,office, and street level warehouse spice. New Town Commerce Park Location: Fort Lauderda|e'FL SquareFeet� 152,657 A Oao'A' upscale comp|exconsistin8 of five hvi|dingsofoffice, shovvroom.and street'|eve|warehouse spaces. Gables Waterway Tower Location: Coral Gables, FL SquaneFeet�4�9,931 Description: A 13'story mid -rise bui|d\nF consisdnC of 332 /esident/a|units. Built inl969, Gables Waterway Tommrwas the first high rise waterfront project in [om| Gables. " m � " » , � ADLER GROUP 581Pa8e r ~. .r � NEXUS RIVERSIDE CENTRAL c Gables One Tower Location: Miami FL Square Fcct�Z3&OUQ Amu|ti-story office bui|dinOlocated along USlacross from 1he University o(Miami Carl Odg�^aUy developed by Adler, they later acquired the property in 1998 as an opportunity to reposition a quality, well- located asset through capital improvements, proacdvemana8ementand leasing. Howell Branch Comers Locadun:Or|ando, FL Square Feet: 14,765 Aretail center- located onthe northwest corner uf5emomo Bou|eva/(J(SR 436)and Howell Branch Road, Sunport Commerce Center Location: Orlando, FL 3quareFeeUl6I1}4 A business community hiOh|yvbib|e from Sand Lake Road with nuilwarehouse, office, and showroom spaces. Crossroads Business Center Locadon�Winter Park, FL 54uareFel 78,000 Cros,,�ooadb 8us|neo [enter is a Single story, 78,000^ Squam-4outofficeparkcompnseduftwsofhce!manehouse Interstate 8usiinessPark Location:Tam0v, FL Square Feet: l6O,0UO A mu|d'hoi|dinQ' office/flex park consisting of two paoce|s; a 7-acre site with frontage no US Hwy 30I and n 4,1crr parcel located onOak Fair Blvd. Kendall Marketplace L8csdon�KondaU,FL Square Feet: 54,/5/ Ashopping center wiUhexcellent honia�eon North Kendall Drive in Miami Retail mix includes The Kendall Ale House, PnUo Tropical, Peter of London, a bakery, beauty na|nn' anima|hospital, realty office, res1aomnLsandMore, w 01 911, m � ° ^ " I � ' � e a 11 � Pff m ADILER GROUP 59 lPup FORM PROPOSAL SUMMARY FORM PROPOSER'S LEGAL NAME: 1.....ANCEI,OT MIAMI RIVER. U. PROPOSER'S CONTACT INFORMATION CONTACT NAME: JONATHAN RAIFFE TELEPHONE NO. : (Landline) 305-392-C67_ (Cellular) 305-677-2287 FACSIMILE: 305-392-4004 ELECTRONIC MAIL .ADDRESS: JRALFFE@ADLERGROUPCOM PROPOSER'S FEDERAL TAX ID NO.: 47-41527.21 HI. LEGAL ENTITY OF PROPOSER Individual o Corporation n Limited Liability Company. n General Partnership I Lirnited Partnership U joint Venture Other (Pfease specify): Legal Entity of Proposer: Please be advised that, at the time of submission of the OIVI/RFP responses, the Proposer must be a legal business entity. (partnership, Limited Liability Company or corporation, fOr example), authorized to do business in the State of Florida, Miami -Dade County and the City of.. Miami. under the proposal entity's legal name. IV. PROPOSER'S PRINCIPALS °lease include full .name and title; attach a separate page for additional principals). 1. MICHAEL ADLER„ MANAGER 4, TLN A SPANO VP 2. DAVID ADLER, PRESIDENT 3. JONATHAN .RAIFFE, VP 5. 6, Page 1.. of 6 Please be advised that any principals included on this Fornmmy not be substituted or withdrawn from participation after the Submission Date unless the (1.‘ity Manager specifically authorizes in writing a request for substitution. V. PERSON(S) AUTHORIZED TO NEGOTIATE AND SIGN THE AGREEMENT(S): MICHAEL ADLER, DAVID .ADLER, JONATHAN RAIFFE TINA spANo_ VI. DEFAULTS ON CITY CONTRACTS: Please state whether: A. The Proposer or any principals comprising the Proposer was ever in arrears to the City for any debt or obligation, within the past ten (10) years; El Yes x No B. The Proposer or any principals comprising the Proposer have had uncured defaults or have failed to perform. under the terms of any agreement or contract with the City within the past ten (10) years; El Yes x No C. The Proposer or any principals are in default under any agreement or contract with the City on the date and time the proposal is due; LI Yes x No D. The Proposer or any principals have caused fines to be levied against the City within the past ten (10) years; 0 Yes x No E, The Proposer or any principals have initiated any current, pending or past litigation against the City within the past five (5) years; Ili Yes x No F. The Proposer or any principals have any litigation or a legal dispute involving a real estate venture within the past ten (10) years; LI Yes x No G. The Proposer or any principals have current, pending or past bankruptcies or foreclosures within the past seven (7) years on projects the Proposer or the Proposer's principals have owned or controlled; ILI Yes x No. H.The Proposer or any principals have caused any city -owned land or improvements to incur environmental damage, environmental contamination liability or any other liabilities. Ell Yes x No Page 2 of 6 Notwithstanding the foregoing, any Proposer or principals of the Proposer who disputes the City's claim or demand for any debt or obligation, may, during the pendency of the dispute, deposit the amounts the City claims are due in an escrow account, subject to an escrow agreement negotiated with the City prior to responding to this RFP and seek a judgment from a court of competent jurisdiction. Any such escrowing of funds shall allow a Proposer to qualify to respond to this RFP and the funds shall be held in escrow until the dispute is resolved, if the City has quantified a dollar amount attributable to a failure to perform under (ii), above, a Proposer disputing such claim or demand may also avail itself of the escrow provisions. Failure to Disclose information The Proposer shall be automatically disqualified from further consideration in this RFP process if the Proposer or Proposer's principals fail to disclose information relating to the following: i) outstanding arrearages or indebtedness with the City; uncured defaults or the failure of any of the above to perform under the terms of any agreements or contracts with the City contracts within the past ten (10) years; iii) any default with the City under any agreement or contract on the date, and time the proposal is due; iv) any fines any of the above have caused to be levied against the City; v) any current, pending or past litigation against the City within the past .five (5) years; vi) any litigation or legal dispute involving a real estate venture within the past ten (10) years; vii) current, pending or past bankruptcies or foreclosures within the past seven (7) years on any projects any of the above have owned or controlled; viii) the role of any of the above in causing any city -owned land or improvements to incur environmental damage, environmental contamination or any other liabilities. Page 3 of 6 VIL BUSINESSMNANCIAL REFERENCES FOR PRINCIPALS Please provide three (3) Business References for each of the Principal(s) and one (1) financial reference. Attach additional pages as necessary. BUSINESS REFERENCE 1: PLEASE SEE ATTACHED Name/Title Company Name Telephone No./Email Address BUSINESS REFERENCE 2: PLEASE SEE ATTACHED Name/Title Company Name Telephone No./Email Address BUSINESS REFERENCE 3: PLEASE SEE A 11 ACHED Name/Title Company Name Telephone No./Email Address FINANCIAL REFERENCE 4: PLEASE SEEATTACEIED Name/Title Bank/Financial Institution Name Telephone No./Email Address of Bank/Financial Institution PLEASE BE ADVISED THAT THE FINANCIAL REFERENCE MUST BE ACCOMPANIED BY A LET-FER OF COMMITMENT ON THE FINANCIAL INSTITUTION'S LETTERHEAD. Page 4 of 6 REP 15-16-009 SUMMARY PROPOSED LIST OF CAPITAL IMPROVEMENTS TO PROPERTY Adler proposes delivering to the city a turn -key development of the building that meets the requirement stipulated in the RFP. ATTACH 8 "A" x 11" SKETCH SHOWING PROPOSED REMODELLING, RENOVATION BUILD -OUT IMPROVEMENTS OF' PROPERTY. ALL COPIES MUST INCLUDE COPIES OF THIS SKETCH. IX. PROPOSED DOLLAR ($) AMOUNT OF CAPITAL IMPROVEMENTS X. PROPOSED TOTAL VALUE OF IMPROVEMENTS AND/OR LAND $ XI. PROPOSED XII. PROPOSED TBD TBD OM 15-16-008 SUMMARY PURCHASE PRICE LEASE -BACK RENT 70,532,82 4,875,000 per year Page 5 of 6 XIII. PROPOSER'S S. NATURE Signa Jonathan Raiffe - Vice President Print Name/Title Lancelot Miami River LLC Company Name 5/16/16 Date Page 6 of 6 FORM. 2 CONFIDENTIAL CITY OF M M .1 P • C,ON FI FIAL crry OF MIAMI FORM 3 REGISTRATION FORM In order to register for Offering Memorandum (OM) No. 15-16-008 and/or Request for Proposals (RI)) No. 15-16-009, please complete the following registration form and submit a check in the amount of $150.00 made payable to the City of Miami in person or by mail to the following address: CBRE Brokerage 777 Brickell Avenue Suite 900 Miami, Florida 33131 Attention: Shay Pope Failure to submit the registration deposit will disqualify you and/or the Proposing Entity from bidding on OM No. 15-16-008 and/or RFP No. 15-16-009 and from receiving any Addenda. Registration Form Name: MICHAEL M. ADLER Proposing Entity's Legal Name: Lancelot Miami River LLC Physical Street Address: 1400 W 10711 AVE, 5TH FLOOR City/Zip Code: MIAMI/33172 Telephone Numbers: (Work) 305-392-4167 (Cell) 305-677-2287 Facsimile: 305-392-4004 IE-mail Address: JRAIFFERADLERGROUP,COM Lancelot Miami River LLC 1400 NW 107th Ave 5th FL Miami, FL 33172 305-392-4000 **** ONE HUNDRED FIFTY AND 00/100 DOLLARS ®Ali TO THE. ORDER OF City of Miami Key8ank NA 127 Public Square Cleveland, OH 44114 DATE 05/13/2016 II�Of 1:01-, LOD LO351': 15968 I la Lila' DATE:05/13/2016 CK71:I55 TOTAL -0150.00"*'*$ ©ANK:Lancelot Mtiarni Rivcr LLC(39000op) PAYEE,:Cily of Miaml(ciunia) Property Address - Code Invoice - Date Lancelot Miami River, LLC 39000 051316-39000 - 05/13/2016 Description 155 AMOUNT S150.00"*" * * Al7lount application far acl)aocnl Ind - OM/R 150.00 1 50.00 FORM 4 PROJECT TEAM EXPERIENCE FORMS For each member of your Project Team, please list the name and role of the individual (for example, Principal/CEO, Operations Manager, Architect, General Contractor, etc.), License No. (if applicable), number of years of experience in their respective field and the LEED Certification Status of the individual (as applicable). (Attach additional sheets if necessary). Name/Role List of Five (5) Similar Projects By Project Name & by Location Type of Project Project Completion Time Total Project Cost Michael M. Adler, Principal 1. Shorecrest Club 467 Unit Multi -Family 24 months $95mm Locationlipi per East Side - Miami, FL 250 Unit Multi-Famlly 15 months $39MM Pearce at Pavilion 2. Location Tampa, FL 462 Unit Multi -Family Ongoing $152MM Nexus Riverside Location Downtown, Miami, FL Office 20 months OOM ***Please refer to Form 45 for additional requested details. 1221 Brickell Center 4. Location Brickell - Miami, FL Office 14 months S3OMM 5, Gables One Tower Location 1320 5, Dixie Hwy, Miami, FL David S. Adler, Project Manager 1. Shorecrest Club 467 Unit Multi -Family 24 months $95 MM Location Upper East Side - Miami, FL 250 Unit Multi -Family 5 months $39MM Pearce at Pavilion 2. Locatjon Tampa, FL. 462 Unit Multi -Family Ongoing $152MM Nexus Riverside ***Please refer to Form 45 for additional requested details. Location Downtown, Miami, FL 294 Unit Multi -Family Ongoing Ongoing 4. IN/lot-ion at Dadeland Location Miami, FL ffi Oce 8 months ,-. 50MIM 5. Miami Green Building Location Miami, FL Name/Role List of Five (5) Similar Projects by Project Name & by Location Type of Project Project Completion Time Total Project Cost Jonathan Raiffe, Project Manager 3.. Shorecrest Club 467 Unit Multi-Fam 24 monthsily $95MM Location upper East Side - Miami, FL 250 Unit Muiti-Family 15 months $39 2. Pearce at Pavilion Location Tampa, FL 462 Unit Multi -Family Ongoing $ 52MM 3, Nexus Riverside ***Please refer to Form 45 for additional requested details. Location Downtown, Miami, FL 294 Unit Multi -Family Ongoing $87 M 4. Motion at Dadeland Location Miami, FL 5, Location Adam D. Mait, Assistant Project Mgr. Jose Martinez, Assislant Project Mgr. Wilfredo Cotto, Assistant Project Mgr. Morgan Sirlin, Senior Financial Analyst Tina Spano, Chief Fmanical Officer in Pearce at Pavilion 250 Unit Multi -Family 15 months $39MM Location Tampa, FL 462 Unit Multi -Family Ongoing $152MM 2. Nexus Riverside Locaton Downtown, Miami, FL 3, "*Please refer to Form ft5 for additional requested details. Location 4. Location 5. Location Jonathan W. Cardello, Architect Eric Holland, Architect Haven Lea Peaden, Architect 1. Location 2. Location 3, ***Please refer to attachments and Form 45 for additional requested details. Location 4. Location 5, Location Reg iStratiOns Registered Architect #AR93391, State of Florida Board of Architecture & Interior Design Education Bachelor of Architecture, Roger Williams University, Bristol, Rhode Island Memberships Member, Americo Architects nstitute of Member, National Council of Architectural Registration Boards Jon Cardello, AIA, NCARB Senior principal As Senior Principal, Jonathan combines his planning and design expertise in large-scale healthcare, residential, mixed -use, retail and workplace projects to formulate planning visions that create dynamic multi- faceted destinations. Powered by regional themes and local goals, Jonathan organizes building forms, uses and sustainable design opportunities into compelling stories that welcomes collaboration between developers, public agencies and neighborhoods. Select .project experience University Plaza, Miami, Florida. Children's Hospital*, Boston, Massachusetts Hackley Hospital*, Muskegon, Michigan St. Lukes Hospital*, Allentown, Pennsylvania Harvard Medical School*, Boston, Massachusetts Lowell General Hospital Cancer Center*, Lowell, Massachusetts St. Elizabeth Medical Center*, Brighton, Massachusetts Winthrop Hospital*, Winthrop, New York Shady Grove Hospital*, Rockville, Maryland Falmouth Fiospital*, Falmouth, Massachusetts Memorial Hospital of Rhode Island Primary Care Center*, Pawtucket, Rhode Island 2110 N. Miami Avenue, Miami, Florida 321 North, Plantation, Florida 600 Alton Mixed -use Residential Development, Miami Beach, Florida Miami River Landing, Miami, Florida Village of Marbella, Coconut Creek, Florida Brickell Bayview, Miami, Florida 1380 S. Ocean, Miami, Florida Midtown 24, Plantation, Florida 600 Alton High Rise Luxury Apartments, Miami Beach, Florida Ritz Carlton Residences, Miami Beach, Florida New River Village, Fort Lauderdale, Florida Southgate Towers Renovation, Miami Beach, Florida Jade Signature, Sunny Isles Beach, Florida The Gale Hotel, Miami Beach, Florida Shelborne Hotel, Miami Beach, Florida The Fillmore Miami Beach at The Jackie Gleason Theater, Miami Beach, Florida University of Miami - On Call, Miami, Honda 1826 Collins Avenue Robotic Parking Garage, Miami Beach, Florida Education Bachelor of Science, Interior Design University of Minnesota Minneapolis, MN 1985 Registrations NCIDQ IIDA LEED AP Membership Miami Design Preservation League - Executive Board Eric H Ilan Principal IIDA, LEED AP Eric brings a vast portfolio of law firm design and workplace expertise to the ADD Inc/Stantec team, Leveraging deep experience with a unique eye for usable space and interior planning, Eric's design solutions Fit the practical needs of the client without compromising creativity and high design. Select project experience Hamburg Sud Dotal', Florida • I 5.000 sf Inktet Arise Virtual Solutions Miramar, Florida • 50,000 sf Talk lnernational Doral, Florida • 17,000 sl Florida • 9,000 sf bgt Partners Kernpler & Company Miami, Florida • 20,000 sf Miami, Florida • 7,000 sf Tripp Scott American Land Ventures Fort Lauderdale, Honda • 45,000 st Miami. Florida • 8,000 sf Morrison, Brown, Argiz & Farra LLC Miami, Florida • 25,000 sf Fowler White Burnett, P.A. Miami, Florida • 30,000 st Brickell Link Miami, Florida • 24,000 sf EL Corp Miami, Florida • 12,000 sl the Ferraro Law Firm Miami, Florida • 20,000 sl State Farm Insurance Tamarac, Florida • 50,000 sl Hamilton Miller & Birlhisel LLP Miami, Florida • 17,000 sf Berger Singerman Miami, Florida • 25,000 sf Meland Russin Budwick Miami, Florida • 12,000 st Jackson Lewis Miami, Florida • 14,000 sf Manchester Business School Miami, Pardo • 4,000 sf Marcum Ft. Lauderdale, Florida • 3,000 sf Miami, Florida • 12,000 sf West, Palm Beach • 8,000 sf Squire Boggs Miami, Florida • 30,000 st Suffolk Conslruclion Mia Florida • 15,000 sf Brickell Link Miami. Florida • 24,000 sf Ceilmark Miami, Florida • 114,000 sf Caledonia Miami, Florida • 30,000 sf National General insurance Miami, Florida • 30,000 sf Valley Forge Miami, Florida • 45,000 sf EDIJCATION Bachelor of Arts Environmental Design in Architecture North Carolina State University Raleigh, North1Carolina, 2004 Master of Architecture North Carolina State University Raleigh, North Carolina, 2008 REGISTRATIONS Registered Architect National Council of Architectural Registration Boards Registered Architect #11645 State of North Carolina LEED Accredited Professional United States Green Building Council MEMBERSIIIPS Member American Institute of Architects Member National Association of Women In Construction Haven Lea Peaden AA, NCARB, LEED AP AFSocia te Haven is a licensed Architect with extensive experience in project design, project management, and construction administration, Her experience includes project programming, entitlements, construction document production, as well as interdisciplinary coordination. She is an experienced project manager managing schedule, deliverables, and budget successfully on diverse projects types. Haven is a LEED Accredited professional, Select project experience MUlti-FOIllily Residential Buildings District 36 Miami, Florida 19 story mixed -use residen 65,000 SF retail space 195 rental apartments 495,000 GSF !tower Midtown 29 Miami, Florida 20 story mixed -use residential tower 12,000 SF retail space 570,000 GSF Camden Atlantic Plantation, Florida 8 story multi -family building 269 rental apartments 500 enclosed structured parking spaces 624,751 GSF Mixed Use Buildings Motel Hotel and Residences Miami, Florida 45 story mixed -use tower 254 keys 180 condominiums 104 enclosed parking spaces 480,000 GSF 1-leal I hcore Duke Raleigh Hospital - Surgery OR Addition*, Raleigh, North Carolina 1 /,000 GSF Duke Raleigh Hospital - BiPlane and Vascular Procedure Addition* Raleigh, North Carolina 7,000 GSF Duke Raleigh Hospital - MRI Addition* Raleigh, North Carolina 6,000 GSF building Duke Raleigh Hospital - CT Scan and Nuclear Medicine Renovation* Raleigh, North Carolina 3,000 GSF COMORIte / Office Confidential Pharmaceutical Client* Research Triangle Park North Carolina Master Planning & Programming Request for Proposals Qualifications of Proposer's Team Key Personnel Only include personnel who will play a key role in the Work. Do not include personnel for positions such as CADD Technicians, Inter or Associate level staff, and other similar support personnel. As stipulated in the RFP a 1 page resume is to be included for each of the key personnel. For Miscellaneous Services Agreements the Project Manager will be the lead point of contact for the City. Name Role Jonathan Railte Project Manager Michael M. Adler Principal / Project Mgr. David S. Adler Project Manager Jose Martinez Assistant Project Mgr Adam D. Mait Assistant Project Mgr. Wifredo Cotto Assistant Project Mgr, Tina Spano Chief Financial Officer Morgan Sirlin Senior Financial Analyst Chloe Keidaish Architect - Residential Eric Zachrison Architect - Residential Jonathan W. Cardeilo Architect - Office Eric Holland Architect - Office Haven Lea Peaden Architect - Office Page 2. of 2 Adler Development LLC Name of Firm License No. Years Years Experience with Firm nia 10 7 Adler Group Inc. n/a 40 40 Adler Development LLC nia 19 9 Adler Development LLC rda 30 2C Adler Development LLC nia < 1 < 1 Adler Development LLC rile 24 <1 Adler Group Inc. ilia 15 2.5 Adler Group Inc. n/a 5 il Studio X Arc.hitects Inc. AA26002294 i AR91264 20 Studio X Architects Inc. AA26002294 17 Stantec AA26000733 / AR93391 20 18 Stantec AA26000733 20 10 Stantec AA26000733 9 1 Per the RFP request, please see bios provided on pages 41-47 "Project Team Qualifications" LEED Certified YesE1 No Yes E No 0 Yes E No 0 Yes E No 0 YesII No YesLiI No 0 Yes E No Yes El No Yes 0 No Li Yes E No Yes n No Yes 0 No Yes [Z] No RFP-QT Request for Proposals Qualifications of Development Entity/Team Instructions This form is to be completed and submitted in accordance with the RFP requirements to which your firm is responding. Do not leave any blanks or fail to provide any information or details that are required. Failure to submit this form or the use of any other form will result in the rejection of a proposal as non -responsive. The failure to provide the information or details required by the form may result in the rejection of a Response a non- responsive. RFP # 15-16-009 RFP Solicitation No.: RFP Title: Proposal for City Administrative Building Name of Proposer: Lancelot Miami River LLC Adler Development LLC Name of Firm Office Location: Clty/State Discipline(s) to be provided License No, LEED Certified Staff Adler Development I Adler Group Miami / Florida Developer (real estate) ala Yes E] No Studio X Architects Inc Miami / Florida Architect - Residential AA26002294 Yes [2] No Studio X Architects Inc. Miami / Florida Interior Design - Residential IB26001415 Yes &K1 No Li? Stantec Architecture lnc. Miami / Florida Architect- Office AA26000733 Yes [2] No 0 Stantec Architecture lnc. Miami / Florida I nterio/- Design - Office IB26001747 Yes [2] No 0 Page . of 2 Yes 0 No El Yes Ej No Ej Yes El No El Yes ID No El YesEl No El RFP-Crr FORM 6 ENTITY CERTIFICAT ON FORMS [This page intentionally left blank] LIMITED LIMB ILITY COMPi NY CERTIFICATION STATE. OE' FLORIDA ) COUNTY OF I .HEREBY CERTIFY that a meeting of the Board of Directors of _LANCELOT MIAMI RIVER LLC ("Limited Liability Company"), a Limited Liability Company existing under the laws of the State of held on MAY 1 11-! „ 200 the .following resolution was duly passed and adopted: "RESOLVED, that, as VICE PRESIDENT_ of the Limited Liability Company, iONA'fflAN RAIFFE is hereby authorized to execute the Proposal dated, MAY I Till , 20,10, to the City or Miami and this Limited Liability Company and that the execution thereof, attested by an Officer of the Limited Liability Company and with a seal affixed, shall be the official act and deed of this Limited Liability Coinpany.°' I further certify that said resolution is now in full force Seal A f ant/Title iN 1TNESS VVHEREO 7 was sworn 'o lad subscribed before me this day of )ersonal 20 3, by or who had produced the .following idenn icatiotu PUe ADAm MAJT • op • 1,0 comosION 1 FF 00agOB 4f EXPIRES : Apr it 1, 2017 •44` oc,notimru BurigEl NotifY Ser,110 Notary Public, State of Florida ) My Commission Expires: FAILURE TO COMPLETE, SIGN, AND RETURN TIIIS FORM MA Y DISQUALIFY YOUR RESPONSE. PRIOR TO SELECTION, THE PROPOSER BEING CONSIDERED FOR THE PROPOSAL AWARD WILL HAVE TO SUBMIT A CERTIFICATION OF GOOD STANDING FROM THE FLORIDA DIVISION OF CORPORATIONS. State of lorida Department o State 1 certify from the records of this office that LANCELOT rvriAmi RIVER, 11.,C is a limited liability company organized under the laws of the State of Florida, filed on May 20, 2015, effective May 20, 2015. The document numbey of this limited liability company is L15000089338. 1 further certify that said limited liability company has paid all fees due this office through December 31, 2015 and that its status is active. Given under my hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the First day of July, 2015 ION Secretary of State Tracking Number: C1181944137643 fo authenticate this certificatc,visit the following site,enter this imm er, and t follow the instructions displayed. littps://services.sunbiz.orgiFilings/Cert ificateOftit atusiCei ificateAuthent ication FORM 7 PROPOSER'S DISCLOSUREIDISCLAIMER Any proposal deemed to be not responsible or non -responsive will be rejected. A responsible Proposer is one that has the capability in all respects to fully perform the requirements set forth in the proposal and the proposed Lease Agreement ("Agreement"), and that has the integrity and reliability which will assure good faith performance. A responsive Proposer is one that has submitted a proposal that conforms in all material respects to the Offering Memorandum or Request fbr Proposals, as applicable (hereinafter collectively referred to as "REP"). Thus, for example, a proposal that has not substantiated the financial capability of a prospective Proposer may be rejected. The City of Miami reserves the right to accept any proposals deemed to be in the best interest of the City, to waive any irregularities in any proposals, or to reject any or all proposals and to re - advertise for new proposals, in accordance with the applicable sections of the City Charter and Code. In its sole discretion, the City may withdraw the REP either before or after receiving proposals, may accept or reject proposals, and may accept proposals which deviate from the REP it deems appropriate and in its best interest. In its sole discretion, the City may determine the qualifications and acceptability of any party or parties submitting proposals in response to this RFP. Pursuant to City Charter Section 29-A, the. City reserves the right to reject all proposals and further, to terminate the 'RFP process and/or contract after a public hearing in the event of any substantial increase in the City's commitment of funds,. Area, or services, or in the event of any material alteration of any contract awarded. This RH is being furnished to the recipient by the City of Miami ("City") for the recipient's convenience, Any action taken by the City in response to proposals made pursuant to this RFP or in making any awards or failure or refusal to make any award pursuant to such proposals, or in any cancellation of awards, or in any withdrawal or cancellation of this REP, either before or after issuance of an award, shall be without any liability of obligation on the part of the City and its advisors. Following submission of a proposal, the Proposer agrees to deliver further details, information and assurances, including financial and disclosure data, relating to the proposal and the Proposer, including the Proposer's. affiliates, officers, directors, shareholders, partners and employees as requested by the City in its discretion, Any reliance on these contents„ or on any communications with City officials or advisors, shall be at the recipients' own risk. Prospective Proposers should rely exclusively on their own investigations, interpretations and, analyses in connection with this matter. The UP is being, provided by the City and its advisors without any warranty or representation express or implied, as to its content, its accuracy or completeness.. No warranty or representation is made by the, City or its advisors that any proposals conforming to these requirements will be selected for consideration, negotiation or approval. The information contained in this REP is published solely for the purpose of inviting prospective Proposers to consider the clevelopment opportunity described herein.. Prospective Proposers should .make their own investigations, projections, and conclusions without reliance upon the material contained herein. The City and its advisors shall have no obligation or liability with respect to this REP and the selection and award process or whether any award will he made. Any recipient of this 1.'&17P who responds hereto fully acknowledges all the provisions of this disclosure and disclaimer and is. totally relying on said disclosure and disclaimer and agrees to be bound by the terms hereof. Any proposals submitted to the City or its advisors pursuant to this RFP are submitted at the sole. riskand responsibility of the party submitting, such proposal_ l!he offering is made subject to correction of errors, oinissions, or withdrawal from the market without notice. Information is for guidance only and does not constitute all or any part of an. agreement. Furthermore,. until such time as an agreement is executed by the Clity, the selected Proposer shall not have any vested rights, nor title or interest in the .subject Property or in the development proposed thereon. The City and the recipient will he bound only if and when a proposal, as same may be modified, and the applicable definitive agreements pertaining thereto, are approved by the Mayor and City Commission and then only pursuant to the terms of the definitive agreements executed among the parties. A response to this REP, or all responses, may he accepted or rejected by the City for any reason, or for no reason, without any resultant liability to the City or its advisors. [he City is governed by the State of Florida Sunshine Law and all proposals and supporting data shall be subject to disclosure as required by such law. All proposals shall he submitted in sealed bid form and shall remain confidential to the extent permitted by Florida Statutes, until the date arid time selected for opening the responses. In the event of any differences in language between this disclosure and disclaimer and the balance of the RFP, it is understood that the .provisions of this disclosure and disclaimer shall always govern. Further, any dispute among the City and the Proposer shall be decided by binding arbitration in Miami -Dade County, Florida, before arbitrators sanctioned by and in. accordance with the rules of the American Arbitration Association. Afi(cidl- /17: evvi; ve( Company Name 0 „ Rci; e Printed Name/ Title Date City of Miami Legislation Resolution: R-18-0324 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 4358 Final Action Date: 7/26/2018 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), CALLING FOR A SPECIAL ELECTION TO BE HELD ON NOVEMBER 6, 2018, FOR THE PURPOSE OF SUBMITTING TO THE QUALIFIED ELECTORS OF THE CITY OF MIAMI ("CITY") FOR THEIR APPROVAL OR DISAPPROVAL OF THE FOLLOWING BALLOT QUESTION: "SHALL THE CITY ENTER INTO A 99 YEAR LEASE OF APPROXIMATELY 3.15 ACRES AT 444 AND 460 SW 2ND AVENUE WITH WINNING BIDDER, LANCELOT MIAMI RIVER, LLC, PROVIDING: PRIVATELY FUNDED MIXED USE RIVERFRONT DEVELOPMENT; NEW PUBLIC RIVERWALK AND OTHER PUBLIC AMENITIES; GREATER OF $3,620,000 ANNUAL RENT, INCREASING 1.5% ANNUALLY, OR 3% OF GROSS REVENUES; $69,400,000 PURCHASE OPTION; 2% CAPITAL TRANSACTION FEE; LIVING WAGE AND 10% WORKFORCE HOUSING; DESIGN AND DEVELOPMENT OF A NEW ADMINISTRATIVE BUILDING?"; DESIGNATING AND APPOINTING THE CITY CLERK AS THE OFFICIAL REPRESENTATIVE OF THE CITY COMMISSION WITH RESPECT TO THE USE OF VOTER REGISTRATION BOOKS AND RECORDS; DIRECTING THE CITY CLERK TO CAUSE A CERTIFIED COPY OF THIS RESOLUTION TO BE DELIVERED TO THE SUPERVISOR OF ELECTIONS OF MIAMI-DADE COUNTY, FLORIDA, NOT LESS THAN FORTY-FIVE (45) DAYS PRIOR TO THE DATE OF SUCH SPECIAL ELECTION; PROVIDING FOR AN IMMEDIATE EFFECTIVE DATE FOR THIS RESOLUTION. WHEREAS, the City of Miami ("City") owns the riverfront property located at 444 Southwest 2nd Avenue, and 460 SW 2nd Avenue, Miami, Florida 33130, commonly known as the Miami Riverside Center ("MRC"); and WHEREAS, the City is interested in developing a new City administrative facility 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 sale/lease of the MRC, and Request for Proposals No. 15-16-009 ("RFP") for the development of a new City administrative facility building (collectively the "OM & RFP"); and WHEREAS, the OM specifically sought the disposition of the MRC due to the operational challenges and deficiencies of the facility; and WHEREAS, the RFP provided for the acquisition and development of a new administrative facility building in order to properly serve the citizens of the City; and WHEREAS, two (2) proposals were received in response to the OM and one (1) proposal was received in response to the RFP; and City of Miami Page 1 of 6 File ID: 4358 (Revision: A) Printed On: 11/9/2018 File ID: 4358 Enactment Number: R-18-0324 WHEREAS, pursuant to the OM & RFP, the City Manager appointed the Selection Committee ("Committee") to evaluate proposals received in response to the OM & RFP; and WHEREAS, the Committee met on August 25, 2016 to evaluate the criteria and scoring values assigned and determine a rank order based on the score achieved and recommended the top -ranked bidder, Lancelot Miami River, LLC, an affiliate of Adler Group ("Lancelot"); and WHEREAS, the City Manager approved the recommendation of the Committee and transmitted to the City Commission his recommendation; and WHEREAS, thereafter, the City Commission approved the recommendation subject to the approval of the applicable agreements by Commission and approval by the electorate; and WHEREAS, pursuant to the recommendation for the OM, the City and Lancelot have negotiated the attached Term Sheet for the Ground Lease and Leaseback/Purchase of the Miami Riverside Center ("MRC Term Sheet"); WHEREAS, pursuant to the recommendation for the RFP, the City and Lancelot have negotiated a proposed Term Sheet for the Site Selection, Design, Financing, Construction and Conveyance of the new City of Miami Administration Building ("New Facility Term Sheet"); and WHEREAS, the MRC Term Sheet and proposed New Facility Term Sheet set the minimum benefits to be provided to the City, which may be further negotiated and improved to the City's benefit through negotiations, but may not be diminished or decreased; and WHEREAS, the City and Lancelot presented the proposed redevelopment of the MRC to the Miami River Commission Urban Infill and Greenways Subcommittee, and subsequently to the full Miami River Commission on July 9, 2018; and WHEREAS, the City and Lancelot presented the proposed redevelopment of the MRC to the Waterfront Advisory Board on July 10, 2018; and WHEREAS, pursuant to the provisions of the OM, and the requirements of the City Charter, the City Commission wishes to poll the electors of the City as to whether the City shall be authorized to enter into a 99 year lease of approximately 3.15 acres of City -owned riverfront land at 444 and 460 Southwest 2nd Avenue, Miami, Florida for 99 years, with Lancelot providing, a privately funded mixed use riverfront development; new public riverwalk and other public amenities; the greater of $3,620,000 annual rent, increasing 1 . 5 % annually, or 3% of gross revenues; a $69,400,000 purchase option; 2% capital transaction fee; living wage and 10% Workforce Housing; and Design and development of a new administrative building, as more particularly described in the attached MRC Term Sheet; and WHEREAS, this resolution does not confer any contractual or property rights upon Lancelot unless and until: (i) the electorate has cast a favorable vote approving the sale/lease of the MRC; (ii) the applicable Agreements, as defined in the MRC Term Sheet and New Facility Term Sheet, are approved by the City Commission, at the Commission's discretion; and (iii) following approval by the City Commission, the applicable Agreements, as defined in the MRC Term Sheet and New Facility Term Sheet, are executed by the authorized officers of Lancelot and the City, respectively; and City of Miami Page 2 of 6 File ID: 4358 (Revision: A) Printed on: 11/9/2018 File ID: 4358 Enactment Number: R-18-0324 WHEREAS, the above actions and procedures have been performed in accordance with the applicable provisions of the Charter and Code of the City of Miami, and provisions contained within the OM & RFP. 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 if fully set forth in this Section. Section 2. In accordance with the provisions of Section 29-B of the Charter of the City of Miami, Florida the Ballot Question provided below shall be included in the Special Election to be held on Tuesday, November 6, 2018, for the purpose of submitting to the qualified electors of the City of Miami, for their approval or disapproval, the proposed lease of the Property as set forth in the Ballot Question and as further supplemented by the MRC Term Sheet. Section 3. The Special Election shall be held at the polling places in the precincts designated, all as shown on the list attached hereto and made a part hereof and referred to as Exhibit No.1 or as may be designated by the Supervisor of Elections of Miami -Dade County, Florida, in conformity with the provisions of the general laws of the State of Florida ("State"). The Precinct Election Clerks and Inspectors to serve at said polling places on said election date shall be those designated by the Supervisor of Elections of Miami -Dade County, Florida, for such purpose in accordance with the general laws of the State. A description of the registration books and records which pertain to election precincts wholly or partly within the City, and which the City is hereby adopting and desires to use for holding such election is as follows: all voter information cards, registration books, records, and certificates pertaining to electors of the City and established and maintained as official by the Supervisor of Elections of Miami -Dade County, Florida, in conformity with the provisions of the general laws of the State of Florida, are hereby adopted and declared to be, and shall hereafter be recognized and accepted as, official voter information cards, registration books, records and certificates of the City. Section 4. In compliance with Section 100.342, Florida Statutes (2018), the City Clerk is hereby authorized and directed to publish notice of the adoption of the herein resolution and of the provisions hereof, at least twice, once in the fifth (5th) week and once in the third (3rd) week prior to the week in which the aforesaid Special Election is to be held, in newspaper(s) of general circulation in the City of Miami, Florida, which notice shall be substantially in the following form: NOTICE OF SPECIAL ELECTION TO BE HELD ON TUESDAY, NOVEMBER 6, 2018 IN THE CITY OF MIAMI, FLORIDA PURSUANT TO RESOLUTION NO. R-18-0324 A Special Election will be held on Tuesday, November 6, 2018 from 7:00 A.M. until 7:00 P.M. in the City of Miami, Florida, at the polling places in the several special election precincts designated by the Miami -Dade County Supervisor of Elections as set forth herein, unless otherwise provided by law, for the purpose of submitting to the qualified electors of the City of Miami, Florida, the following question: City of Miami Page 3 of 6 File ID: 4358 (Revision: A) Printed on: 11/9/2018 File ID: 4358 Enactment Number: R-18-0324 Shall the City enter into a 99 year lease of approximately 3.15 acres at 444 and 460 SW 2nd Avenue with winning bidder, Lancelot Miami River, LLC, providing: • Privately funded mixed use riverfront development; • New public Riverwalk and other public amenities; • Greater of $3,620,000 annual rent, increasing 1 . 5 % annually, or 3% of gross revenues; • $69,400,000 purchase option; • 2% capital transaction fee; • Living Wage and 10% Workforce Housing; • Design and development of a new administrative building? By order of the Commission of the City of Miami, Florida. Section 5. The official ballot to be used at said Special Election shall be in full compliance with the laws of the State with respect to vote -by -mail ballots and to the use of the mechanical voting machines or the Computer Election System and shall be in substantially the following form: "Official Ballot" Special Election Miami, Florida November 6, 2018 Proposed lease of city -owned riverfront land at 444 SW 2 Avenue, Miami, Florida Shall the City enter into a 99 year lease of approximately 3.15 acres at 444 and 460 SW 2nd Avenue with winning bidder, Lancelot Miami River, LLC, providing: • Privately funded mixed use riverfront development; • New public Riverwalk and other public amenities; • Greater of $3,620,000 annual rent, increasing 1 . 5 % annually, or 3% of gross revenues; • $69,400,000 purchase option; • 2% capital transaction fee; • Living wage and 10% Workforce Housing; • Design and development of a new administrative building? YES City of Miami Page 4 of 6 File ID: 4358 (Revision: A) Printed on: 11/9/2018 File ID: 4358 Enactment Number: R-18-0324 NO Section 6. The form of the ballot shall be in accordance with requirements of general election laws. Electors desiring to vote in approval of the Question described above shall be instructed to vote their selection next to the word "YES" within the ballot containing the statement relating to the Question. Electors desiring to vote to disapprove the Question shall be instructed to vote their selection next to the word "NO" within the ballot containing the statement relating to the Question. Once individuals are satisfied with their choice, they shall press the "Vote" button and the ballot shall be cast. Section 7. The Clerk shall cause to be prepared vote -by -mail ballots containing the Question set forth in Section 6 above for the use of vote -by -mail electors entitled to cast such ballots in said Special Election. Section 8. All qualified electors of said City shall be permitted to vote in said Special Election and the Supervisor of Elections of Miami -Dade County, Florida is hereby requested, authorized, and directed to furnish, at the cost and expense of the City, a list of all qualified electors residing in the City as shown by the registration books and records of the Office of said Supervisor of Elections and duly certify the same for delivery to and for use by the election officials designated to serve at the respective polling places in said Special Election precincts. Section 9. For the purpose of enabling persons to register who are qualified to vote in said Special Election on Tuesday, November 6, 2018, and who have not registered under the provisions of the general laws of the State and Chapter 16 of the Code of the City of Miami, Florida, or who have transferred their legal residence from one voting precinct to another in the City, they may register Monday through Friday, from 8:00 A.M. to 5:00 P.M. at the Miami -Dade County Elections Department located at 2700 Northwest 87th Avenue, Miami, Florida, within such period of time as may be designated by the Supervisor of Elections of Miami -Dade County, Florida In addition to the above place and times, qualified persons may register at such branch offices and may also use any mobile registration van for the purpose of registration in order to vote in the herein described Special Election during such times and on such dates as may be designated by the Supervisor of Elections of Miami -Dade County, Florida. Section 10. Todd B. Hannon, the City Clerk of the City of Miami, Florida, or his duly appointed successor, is hereby designated and appointed as the official representative of the Commission of the City of Miami, Florida, in all transactions with the Supervisor of Elections of Miami -Dade County, Florida, in relation to matters pertaining to the use of the registration books and the holding of said Special Election. Section 11. The City Clerk shall deliver a certified copy of this Resolution to the Supervisor of Elections of Miami -Dade County, Florida, not later than forty-five (45) days prior to the date of the herein Special Election. Section 12. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.' 1 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 5 of 6 File ID: 4358 (Revision: A) Printed on: 11/9/2018 File ID: 4358 Enactment Number: R-18-0324 APPROVED AS TO FORM AND CORRECTNESS: ndez, ity Attor ey 8/7/2018 City of Miami Page 6 of 6 File ID: 4358 (Revision: A) Printed on: 11/9/2018 Exhibit No.1 Date : 05/02/2018 Time : 4:25 PM DISTRICT: City: Miami Christina White Supervisor of Elections Precinct List FOR SELECTED DISTRICT Miami -Dade County, FL Prec PP Place Name 465.0 West End Park Community House 498.0 Eden Eglise Adventist DU 7th Jour 499.0 Liberty Square Community Center 501.0 Jesse J. McCrary Jr. Elementary School 502.0 Legion Memorial Park 503.0 H U D 504.0 Legion Memorial Park 505.0 St. Matthew Freewill Baptist Church 506.0 Edison Courts Community Center 507.0 Thena C. Crowder Elementary School 508.0 Liberty Square Community Center 509.0 The Universal Church of The Kingdom of God 510.0 The Universal Church of The Kingdom of God 511.0 Jordan Grove Baptist Church 512.0 St. Paul Institutional AME Church 514.0 iTech @ Thomas A. Edison Educational Center 515.0 Toussaint Louverture Elementary School 516.0 Morningside Park 517.0 Arthur E Teele Jr Community Center 518.0 Church of God Prophecy #1 519.0 Shadowlawn Elementary School 520.0 Carrie P. Meek Art Center 521.0 Edison Towers 522.0 Moore Park 523.0 Ebenezer United Methodist Church 524.0 Beth David Congregation 526.0 Curtis Park Community House 527.0 Juan P. Duarte Park 528.0 Allapattah Branch Library 529.0 Jose De Diego Middle School 530.0 Comstock Elementary School 531.0 Claude Pepper Community Center II 532.0 Christ Episcopal Church 533.0 Culmer Neighborhood Service Center Office Location 250 SW 60 Ave 7777 N. Miami Ave 6304 NW 14 Ave 514 NW 77 St 6447 NE 7 Ave 1407 NW 7 St 6447 NE 7 Ave 6700 NW 2 Ave 325 NW 62 St 757 NW 66 St 6304 NW 14 Ave 3501 W Flagler St 3501 W Flagler St 5946 NW 12 Ave 1892 NW 51 Ter 6101 NW 2 Ave 120 NE 59 St 750 NE 55 Ter 6301 NE 2 Ave 4528 NW 1 Ave 149 NW 49 St 1350 NW 50 St 5821 NW 7 Ave 765 NW 36 St 2001 NW 35 St 2625 SW 3 Ave 1901 NW 24 Ave 1776 NW 28 St 1799 NW 35 St 3100 NW 5 Ave 2420 NW 18 Ave 750 NW 18 Ter 3481 Hibiscus St 1600 NW 3 Ave CITY ZIP Miami 33144 Miami 33150 Miami 33147 Miami 33150 Miami 33138 Miami 33125 Miami 33138 Miami 33150 Miami 33150 Miami 33150 Miami 33147 Miami 33135 Miami 33135 Miami 33127 Miami 33142 Miami 33127 Miami 33137 Miami 33137 Miami 33138 Miami 33127 Miami 33127 Miami 33142 Miami 33127 Miami 33127 Miami 33142 Miami 33129 Miami 33125 Miami 33142 Miami 33142 Miami 33127 Miami 33142 Miami 33136 Miami 33133 Miami 33136 Page 1 of 4 Date : 05/02/2018 Time : 4:25 PM DISTRICT: City: Miami Christina White Supervisor of Elections Precinct List FOR SELECTED DISTRICT Miami -Dade County, FL 534.0 Miami Fire Station #2 535.0 Paul Laurence Dunbar K-8 Center 536.0 Phillis Wheatley Elementary School 537.0 Eugenio Maria De Hostos Ctr 538.0 Cameron House 540.0 Comstock Elementary School 541.0 First Presbyterian Church 542.0 Jack Orr Senior Center 543.0 H U D 544.0 Trinity Cathedral Hall 545.0 Miami Police Benevolent Association 546.0 Miami City Hall 547.0 Miami Fire Station #7 548.0 Miami -Dade County Auditorium 549.0 Kensington Park Elementary School 550.0 Miami Fire Fighter Benevolent Association 551.0 Grapeland Park 552.0 Armando Badia Senior Center 553.0 Robert King High Community House 554.0 Iglesia Bautista De Renovacion Cristiana 556.0 Residential Plaza 557.0 Iglesia El Buen Samaritano 558.0 Kinloch Park Community Center 559.0 Ebenezer Freewill Baptist Church 560.0 Kinloch Park Middle School 561.0 Iglesia Bautista Resurreccion 563.0 Jose Marti Park Gymnasium 564.0 Hispanic Branch Library 565.0 Riverside Elementary School 566.0 Jose Marti Park Gymnasium 567.0 Simpson Park Recreation Building 568.0 Simpson Park Recreation Building 569.0 Stanley Axlrod UTD Towers, Inc. 570.0 Coral Way K-8 Center 571.0 El Cordero Presbyterian Church 1901 N Miami Ave 505 NW 20 St 1801 NW 1 PI 2902 NW 2 Ave 412 NE 22 St 2420 NW 18 Ave 609 Brickell Ave 550 NW 5 St 1407 NW 7 St 464 NE 16 St 2300 NW 14 St 3500 Pan American Dr 314 Beacom Blvd 2901 W Flagler St 711 NW 30 Ave 2980 NW S River Dr 1550 NW 37 Ave 25 Tamiami Blvd 7025 W Flagler St 50 NW 51 PI 5617 NW 7 St 4585 W Flagler St 455 NW47Ave 4111 SW 4 St 4340 NW 3 St 2323 SW 27 Ave 434 SW 3 Ave 1398 SW 1 St 1190 SW 2 St 434 SW 3 Ave 55 SW 17 Rd 55 SW 17 Rd 1809 Brickell Ave 1950 SW 13 Ave 2091 SW 14 Ave Miami 33136 Miami 33127 Miami 33136 Miami 33127 Miami 33137 Miami 33142 Miami 33131 Miami 33128 Miami 33125 Miami 33132 Miami 33125 Miami 33133 Miami 33135 Miami 33135 Miami 33125 Miami 33125 Miami 33125 Miami 33144 Miami 33144 Miami 33126 Miami 33126 Miami 33134 Miami 33126 Miami 33134 Miami 33126 Miami 33145 Miami 33130 Miami 33135 Miami 33130 Miami 33130 Miami 33129 Miami 33129 Miami 33129 Miami 33145 Miami 33145 Page 2 of 4 Date : 05/02/2018 Time : 4:25 PM DISTRICT: City: Miami Christina White Supervisor of Elections Precinct List FOR SELECTED DISTRICT Miami -Dade County, FL 572.0 Shenandoah Elementary School 1023 SW 21 Ave Miami 33135 573.0 Rene Janero Recreation Center 1800 SW 21 Ave Miami 33145 574.0 Rene Janero Recreation Center 1800 SW 21 Ave Miami 33145 575.0 Smathers Senior Center 1040 SW 29 Ct Miami 33135 576.0 Coral Gate Park Community Center 1415 SW 32 Ave Miami 33145 577.0 Frankie S. Rolle Service Center 3750 S Dixie Hwy Miami 33133 578.0 Providence Road/Coral Baptist Church 2732 SW 32 Ave Miami 33133 579.0 Silver Bluff Elementary School 2609 SW 25 Ave Miami 33133 580.0 Jesse J. McCrary Jr. Elementary School 514 NW 77 St Miami 33150 581.0 Little Havana Housing Project #1 1759 SW 5 St Miami 33135 582.0 Museum of Science 3280 S Miami Ave Miami 33129 583.0 Miami Fire Station #8 2975 Oak Ave Miami 33133 584.0 Frankie S. Rolle Service Center 3750 S Dixie Hwy Miami 33133 585.0 Elizabeth Virrick Park 3255 Plaza St Miami 33133 586.0 Miami -Dade Water & Sewer Authority 3575 S Le Jeune Rd Miami 33133 587.0 Plymouth Congregational Church 3400 Devon Rd Miami 33133 588.0 Allapattah Branch Library 1799 NW 35 St Miami 33142 589.0 Allapattah Branch Library 1799 NW 35 St Miami 33142 591.0 Malcolm Ross Senior Center 2800 NW 18 Ave Miami 33142 592.0 Curtis Park Community House 1901 NW 24 Ave Miami 33125 593.0 Citrus Grove Middle School 2153 NW 3 St Miami 33125 594.0 Juan P. Duarte Park 1776 NW 28 St Miami 33142 595.0 Juan P. Duarte Park 1776 NW 28 St Miami 33142 596.0 Miami Fire Station #7 314 Beacom Blvd Miami 33135 597.0 Moore Park 765 NW 36 St Miami 33127 598.0 Moore Park 765 NW 36 St Miami 33127 599.0 Eugenio Maria De Hostos Center 2902 NW 2 Ave Miami 33127 624.0 Knights of Columbus Miami Council 1726 3601 S Miami Ave Miami 33133 655.0 Jack Orr Senior Center 550 NW 5 St Miami 33128 656.0 Jack Orr Senior Center 550 NW 5 St Miami 33128 658.0 Trinity Cathedral Hall 464 NE 16 St Miami 33132 659.0 Trinity Cathedral Hall 464 NE 16 St Miami 33132 667.0 El Cordero Presbyterian Church 2091 SW 14 Ave Miami 33145 668.0 Simpson Park Recreation Building 55 SW 17 Rd Miami 33129 669.0 Iglesia Adventista del Septimo Dia 862 SW 4 St Miami 33130 Page 3 of 4 Date : 05/02/2018 Time : 4:25 PM DISTRICT: City: Miami Christina White Supervisor of Elections Precinct List FOR SELECTED DISTRICT Miami -Dade County, FL 670.0 Miami -Dade County Auditorium 2901 W Flagler St Miami 33135 971.0 Kinloch Park Middle School 4340 NW 3 St Miami 33126 974.0 Kinloch Park Community Center 455 NW 47 Ave Miami 33126 975.0 Claude Pepper Community Center II 750 NW 18 Ter Miami 33136 976.0 Paul Laurence Dunbar K-8 Center 505 NW 20 St Miami 33127 978.0 Morningside K-8 Academy 6620 NE 5 Ave Miami 33138 980.0 Comstock Elementary School 2420 NW 18 Ave Miami 33142 981.0 Allapattah Neighborhood Service Center 1897 NW 20 St Miami 33142 982.0 Trinity Cathedral Hall 464 NE 16 St Miami 33132 983.0 Trinity Cathedral Hall 464 NE 16 St Miami 33132 984.0 Miami Fire Station #4 1105 SW 2 Ave Miami 33130 985.0 Jack Orr Senior Center 550 NW 5 St Miami 33128 987.0 Curtis Park Community House 1901 NW 24 Ave Miami 33125 989.0 H U D 1407 NW 7 St Miami 33125 990.0 H U D 1407 NW 7 St Miami 33125 991.0 St. Dominic Gardens Inc. 5849 NW 7 St Miami 33126 992.0 St. Dominic Gardens Inc. 5849 NW 7 St Miami 33126 993.0 Vizcaya Village Garage 3250 S Miami Ave Miami 33129 994.0 Ebenezer Freewill Baptist Church 4111 SW 4 St Miami 33134 995.0 Knights of Columbus Miami Council 1726 3601 S Miami Ave Miami 33133 996.0 Vizcaya Village Garage 3250 S Miami Ave Miami 33129 997.0 Miami Police Benevolent Association 2300 NW 14 St Miami 33125 999.0 Morningside Park 750 NE 55 Ter Miami 33137 Total Number of Precincts 127 Page 4 of 4 THIS IS A SUBSTITUTED ITEM. ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Term Sheet for the Ground Lease and Leaseback/Purchase of the Miami Riverside Center This Term Sheet (the "MRC Term Sheet") details the proposed terms and conditions to effect the disposition of the City of Miaini's current administration building, parking garage, and adjacent land parcel, identified by tax folio numbers 01-4137-038-0020 and 01-4137-038-0010 and commonly known as the Miami Riverside Center ("MRC"). As used in this MRC Term Sheet, the term MRC includes the land under the MRC ("MIRC Land") together with any improvements now or hereafter located thereon. 1. Parties. 1.1. City. CityCityofMiarni. 1.2. Developer. Lancelot Miami River, LLC, a Florida limited liability company, an affiliate of the Adler Group, Inc., a Florida corporation, and/or its affiliates. 2. Incorporation of OM, The terms and conditions of the City's Offering Memorandum OM #15-16-008 and any addendum (the "OM") are incorporated into this MRC Term Sheet. In the event of a conflict between the OM, this MRC Term Sheet, and the final negotiated Agreements (as defined below) between the City and the Developer relating to the MRC, the terms of this MRC Term Sheet and thereafter the Agreements shall govern. The City and Developer acknowledge that the terms of any agreements relating to the lease and eventual conveyance of the MRC by the City must be approved at a public referendum ("Referendum") as required by the City Charter and/or City Code. 3. Exclusive Engagement of Developer by City. The City shall work exclusively with the Developer in connection with the transactions and the subject matter detailed in this MRC Term Sheet as long as the lease or conveyance of the MRC is approved at Referendum. 4. Ground Lease of MRC to Developer. The City and Developer will enter into a 99-year ground lease for the MRC (the "MRC Lease") on the following terms: 4.1. Base Rent. For the term of the lease between the City (as landlord) and the Developer (as tenant) with respect to the MRC, Base Rent shall equal fair market rent, which value was established by two appraisals conducted on behalf of the City-- one by CBRE dated July 25, 2017, and one by Joseph Blake and Associates dated October 14, 2017 (collectively, the "Appraisals"); both of which valued the Property based on the existing zoning being changed to permit the as -of -right development of multifamily residential uses. The average value of the MRC based on the Appraisals is Sixty -Nine Million Four Hundred Thousand ($69,400,000.00) Dollars (the "MRC Value"). Based on the average of the Appraisals, Base Rent is forecast to be Three Million Six Hundred Twenty Thousand ($3,620,000.00) Dollars annually ("Base Rent") which equals 5.22% of the MRC Value. In the event the Appraisals need to be recertified to the City, such recertification shall be done on or before August 7, 2018. In no event will the MRC Value be less than $69,400,000.00. 4,2. Payment of Base Rent. Payment of Base Rent shall be as follows: 4.2.1. The Developer shall make an upfront 50% Base Rent payment to the City in the amount of $1,810,000.00 no later than 120 days after approval of the transactions in this MRC Term Sheet at public referendum. If Developer is 1 MIA 186667550v2 FILE NO. 4358 THIS IS A SUBSTITUTED ITEM. ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. unable to obtain a rezoning of the MRC Land within 12 months after the referendum, City will refund the entire 50% Base Rent payment to the Developer. The City, as the owner of the MRC land, agrees to join in and execute any zoning applications required to make the zoning of the MRC Land compatible with Developer's response to the OM, 4.2.2. The Developer shall make a second 50% Base Rent payment in the amount of $1,810,000.00 within 120 days after the City vacates the MRC. 4.2.3. The Developer shall make subsequent Base Rent payments annually beginning on the calendar date which is one year after the date the City vacates the MRC. 4.3. Increase in Base Rent. Beginning in the 6th year after the City vacates the MRC, the annual Base Rent will increase to the greater of: (i) 3% percent of the Developer's gross revenues generated by the improvements on the MRC, or (ii) the Base Rent amount of $3,620,000.00 increased by 1.5 % annually. 4.4. Option to Purchase. The MRC Lease will contain reasonable and customary provisions granting the Developer the exclusive option to purchase the entirety or a portion of the MRC from the City at any time during the MRC Lease term (the "Purchase Option") for an amount equal to the MRC Value, less any applicable deductions or credits (the "MRC Purchase Price"). Beginning after the lOth anniversary of the City vacating the MRC, the MRC Purchase Price shall increase by 2% each year. 4.5. Partial Releases. If Developer elects to obtain partial releases of the MRC Land from the MRC Lease, the Developer will pay the City a lump sum payment equal to 110% of the proportional MRC Value based on the square footage of the MRC land to be released, to obtain a release of land from the MRC Lease and conveyance to Developer of fee simple title to the released land. By way of example, if the Developer elects to acquire fee simple title to 50% of the MRC Land, the Developer will pay the City 55% of the MRC Value (as increased by 2% per year beginning 10 years after the City vacates the MRC), less any credits in favor of the Developer at the time. 4.6, One Time Sale or Refinance Fees. In the event Developer (i) sells all or any portion of the improvements on the MRC Land to an unrelated third party, or (ii) transfers or assigns its leasehold interest in any developed portion of the MRC Land to an unrelated third party, the Developer will pay the City a one-time fee equal to 2.0% percent of the net sales proceeds for each such sale or transfer. Similarly, if the Developer refinances any improvements on the MRC Land, the Developer agrees to pay the City a one-time fee equal to 2.0% of Developer's net refinancing proceeds. The Developer shall not be obligated to pay the City the fees detailed in this section more than one time for any specific improvement sold, transferred, or refinanced. By way of example, the Developer shall not be required to pay the City a sale fee for the sale of improvements for which the Developer previously paid the City a refinance fee. Similarly, the Developer shall not be required to pay the City more than one refinance fee for the same improvements. 2 MIA 186667550v2 THIS IS A SUBSTITUTED ITEM. ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. 4,7. MRC Purchase Price Credits. Any direct payments made by the Developer against the MRC Purchase Price (such as partial release payments or brokerage commissions), and any credits or similar deductions approved by the City as a reduction of the MRC Purchase Price, shall be applied on a dollar for dollar basis. The payment of Base Rent will not be a credit against the MRC Purchase Price. 4.8. Base Rent True -Up. On each anniversary of the MRC Lease the Developer and the City will "true -up" the remaining balance of the MRC Value. If any payments are made by the Developer (including partial release payments per Section 4.5 above) or any credits are applied by the City in favor of the Developer against the MRC Value, the annual Base Rent going forward will be recalculated to an amount equal to 5.22% of the remaining MRC Value. The parties agree that there will be no further appraisals to determine MRC Value during the term of the MRC Lease. 4.9. Developer's Bifurcation of MRC Lease. The MRC Lease will contain reasonable and customary provisions allowing the Developer to bifurcate the MRC Lease into multiple independent ground leases. The City and the Developer will agree on the form and substance of a Bifurcation Agreement consistent with this MRC Tenn Sheet, which form shall be attached to the MRC Lease as an exhibit, 4.10. Imposition of Condominium Regime. The MRC Lease shall contain reasonable and customary provisions granting the Developer the ability and legal authority to submit all or a portion of the MRC to a condominium form of ownership, provided that no condominium unit or condominium property may be transferred to a third party until it is released from the MRC Lease. 5. Leaseback of MRC by City. Simultaneously with the execution of the MRC Lease, Developer (as landlord) will lease the MRC back to the City (as tenant) for an initial term of three years (the "Leaseback Term"), with two one-year extension options to be exercised at the option of the City Manager or his/her designee (each, an "Extension Option"). 5.1. Leaseback Rent. The rent to be paid annually by the City to the Developer, together with any applicable sales taxes, will be $0.00 (the "Leaseback Rent"). 5.2. City Vacation of MRC. The City shall vacate the MRC upon the later of (i) 90 days after a final certificate of occupancy ("CO") is issued for the City's new administration building or (ii) 30 days after the expiration of the second Extension Option. If the City fails to vacate the MRC after the later of (i) and (ii) above, then commencing 30 days after the later of (i) and (ii), the Leaseback Rent shall be increased to $2,000,000 dollars per year, with an annual increase of 1.5%. 5.3. MRC Operating, Maintenance and Capital Expenditure Costs. The Leaseback will be a "triple net" lease, The City shall be responsible for the maintenance, repair, and operation of the MRC until the date that the City vacates the MRC, including all costs and expenses of any kind or nature associated therewith, including, without limitation, capital expenditures approved by the City, taxes, and insurance costs. 6. Payment in Event of Transfer of Developer's Leasehold Interest in MRC. In the event Developer sells, assigns or transfers its leasehold interest in the MRC with respect to any unimproved and vacant portion of the MRC, and as a result of such transfer, Developer 3 MIA 166667550v2 THIS IS A SUBSTITUTED ITEM. ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. and/or an affiliate of Developer retains less than a 10% interest in the leasehold and does not otherwise control the day-to-day management of transferee (by contract or otherwise), then in such event, Developer shall pay the City 10% of the actual consideration Tenant receives for such sale, assignment or transfer (provided that such consideration shall not be less than fair market value). 6.1. Calculation of Consideration to City. in calculating the City's 10% share of the consideration received by Developer, the consideration shall be reduced by (i) an amount equal to the proportionate share of the hard costs expended by Tenant for infrastructure actually placed in the ground, to the extent such infrastructure actually benefits the portion of the MRC Lease being assigned to a third party, and (ii) any and all transaction costs (e.g., brokerage commissions, documentary stamp taxes, surtaxes and/or other transfer taxes, and other customary closing costs paid by Developer). 6.2. Timing of Payment. Developer shall pay the City's share of any consideration Developer receives, less the costs and expenses referenced in Section 6.1, within 30 calendar days after Developer's receipt of the consideration for the transfer. 6.3, No Offsets Against Payment. The payments to the City under this Section 6 shall be in addition to, and shall not be offset against, any other rents or payments to which City is entitled under any other provisions of the Agreements. 6.4. Exclusions. This Section 6 shall not apply to any transfer that results from (i) the foreclosure of a leasehold mortgage, subleasehold mortgage, or security for a mezzanine financing; (ii) any deed or assignment in lieu of a foreclosure or similar enforcement action; or (iii) any transfer to a purchaser at a foreclosure sale. This Section 6 shall not apply to any transfer of Developer's leasehold interest to a special purpose entity of which the Developer is a manager, or any bifurcation of the Developer's leasehold interest in the MRC. 6.5. Transferee Subject to MRC Lease. Any transferee of the Developer's leasehold interest shall be subject to all of the terms and conditions of the MRC Lease. 7. Documentation. The lease of the MRC to Developer will require the preparation and finalization of a series of definitive agreements, including but not limited to the MRC Lease and Leaseback Lease, together with other routine and customary documents for a transaction of the type detailed herein (collectively, the "Agreements"), setting forth in detail the relationship of the parties, their respective rights and obligations, and the timing of Developer's lease and/or acquisition of the MRC. 8. Execution of Agreements. The Agreements will be executed and delivered by the City and Developer not more than 90 days after the later of (i) the Referendum is approved; (ii) the existing zoning becomes compatible with Developer's response to the OM; and (iii) all appeal periods have expired. The various closings and closing dates that need to be identified in connection with the matters detailed in this MRC Term Sheet will be further defined in the Agreements between the parties. 9. Provisions Required by City. The Agreements to which the City is a party must include the following provisions: 4 MIA 186667550v2 THIS IS A SUBSTITUTED ITEM. ORIGINAL CAN BE SEEN AT THE D OF THIS DOCUMENT. 9.1. Limitation of Liability. The City's liability for any claim for injury or damages will be subject to the limitations set forth in Section 768.28 of the Florida Statutes. The City's sovereign immunity will not be waived or abridged. 9.2. No Delegation of Governmental Authority. Nothing in any of the Agreements is intended to be a delegation of the City's governmental or regulatory authority. 10. Brokerage Commission, Developer will be responsible for funding the brokerage commissions to CBRE in accordance with the November 27, 2017 letter from the City of Miami to CBRE, a copy of which has been provided to Developer. City and Developer agree that the amount of the brokerage commissions will be included in the "Total Development Cost" as that term is defined in the Agreements to be entered into by the City and the Developer. 11. MRC Term Sheet Not Comprehensive. This MRC Term Sheet is not intended to be comprehensive, nor shall it be interpreted as addressing every matter that may be included in the Agreements. The contents of this MRC Term Sheet will not limit the parties from including any other provisions in the Agreeinents, including, but not limited to, the Reins below requested by the City Commission, and agreed to by Developer, during the July 26, 2018 City Commission meeting: 11.1. Workforce Housing. Developer shall provide a minimum of 10')/0 workforce housing within residential housing located on the adjacent parcel of Land to the MRC owned by the Developer; 11.2. Living Wage. Developer shall pay all on -site employees under Developer's control a Living Wage, as defined in the City Code; 11.3. Construction Labor. Developer shall coordinate with trade and labor unions, including, but not limited to, life safety, conveyance, plumbing, and electric to bid on aspects of development projects on the MRC Land and the adjacent parcel owned by the Developer; 11.4. Labor Peace Agreements. To the extent applicable, Developer shall comply with Labor Peace regulations, including entering into one or more Labor Peace Agreements covering employees of hospitality to projects; 12. MRC Term Sheet Subject to New Facility Term Sheet. City and Developer acknowledge that this MRC Tenn Sheet shall not become effective until such tine as City and Developer execute a separate term sheet pertaining to the development of a new City of Miami Administration Building. 13. Controlling Law. This MRC Tenn Sheet (and the Agreements) shall be interpreted under the laws of the State of Florida. !SIGNATURE BLOCKS CONTINUE ON NEXT PAGE! 5 MIA 1866675 Ov2 THIS IS A SUBSTITUTED ITEM. ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. Approved for legal form and sufficiency for the use and benefit of the City By: 6 MIA 136667550v2 Developer: LANCELOT IVILA1VII RIVER, LLC, a Florida limited liability company By: Print Title: Date: City: CITY OF MIAML, a Florida rnunicipal corporation By: Print name: Title: Attest: SUBSTITUTED. Term Sheet for the Ground Lease and Leaseback/Purchase of the Miami Riv side Center This Term Sheet (the "MRC Term Sheet") details the proposed term and conditions to effect the disposition of the City of Miami's current administration building, arking garage, and adjacent land parcel, identified by tax folio numbers 01-4137-038-0020 a d 01-4137-038-0010 and commonly known as the Miami Riverside Center ("MRC"). As .ed in this MRC Term Sheet, the term MRC includes the land under the MRC ("MRC L nd") together with any improvements now or hereafter located thereon. 1. Parties. 1.1. City. City of Miami. 1.2. Developer. Lancelot Miami River, LLC, a F1 ida limited liability company, an affiliate of the Adler Group, Inc., a Florida co .oration, and/or its affiliates. 2. Incorporation of OM. The terms and condition of the City's Offering Memorandum OM #15-16-008 and any addendum (the "OM" are incorporated into this MRC Term Sheet. In the event of a conflict between the M, this MRC Term Sheet, and the final negotiated Agreements (as defined below) be r' een the City and the Developer relating to the MRC, the terms of this MRC Term She and thereafter the Agreements shall govern. The City and Developer acknowledge th t the terms of any agreements relating to the lease and eventual conveyance of the ► RC by the City must be approved at a public referendum ("Referendum") as require d by the City Charter and/or City Code. 3. Exclusive Engagement of Develop r by City. The City shall work exclusively with the Developer in connection with th transactions and the subject matter detailed in this MRC Term Sheet as long as e lease or conveyance of the MRC is approved at Referendum. 4. Ground Lease of MRC to ►. eveloper. The City and Developer will enter into a 99-year ground lease for the MRC he "MRC Lease") on the following terms: 4.1. Base Rent. For the term of the lease between the City (as landlord) and the Developer (as , nant) with respect to the MRC, Base Rent shall equal fair market rent, which value was established by two appraisals conducted on behalf of the City-- one . CBRE dated July 25, 2017, and one by Joseph Blake and Associates dated Oct'.er 14, 2017 (collectively, the "Appraisals"); both of which valued the Propert based on the existing zoning being changed to permit the as -of -right devel..ment of multifamily residential uses. The average value of the MRC based on ; the Appraisals is Sixty -Nine Million Four Hundred Thousand ($. ,400,000.00) Dollars (the "MRC Value"). Based on the average of the ppraisals, Base Rent is forecast to be Three Million Six Hundred Twenty housand ($3,620,000.00) Dollars annually ("Base Rent") which equals 5.22% of the MRC Value. In the event the Appraisals need to be recertified to the City, such recertification shall be done on or before August 7, 2018. In no event will the MRC Value be less than $69,400,000.00. 4.2. Payment of Base Rent. Payment of Base Rent shall be as follows: 4.2.1. The Developer shall make an upfront 50% Base Rent payment to the City in the amount of $1,810,000.00 no later than 120 days after approval of 1 SUBSTITUTED. the transactions in this MRC Term Sheet at public ref endum. If Developer is unable to obtain a rezoning of the MRC L. d within 12 months after the referendum, City will refund the entire -1 /0 Base Rent payment to the Developer. The City, as the owner o the MRC land, agrees to join in and execute any zoning applications r- uired to make the zoning of the MRC Land compatible with Develo e is response to the OM. 4.2.2. The Developer shall make a second 50% Ba:e Rent payment in the amount of $1,810,000.00 within 120 days after e City vacates the MRC. 4.2.3. The Developer shall make subsequent B se Rent payments annually beginning on the calendar date which is e e year after the date the City vacates the MRC. 4.3. Increase in Base Rent, Beginning in the 6th ; ear after the City vacates the MRC, the annual Base Rent will increase to t greater of: (i) 3% percent of the Developer's gross revenues generated by he improvements on the MRC, or (ii) the Base Rent amount of $3,620,000.00 creased by 1.5 % annually. 4.4. Option to Purchase. The MRC L='ase will contain reasonable and customary provisions granting the Developer e exclusive option to purchase the entirety or a portion of the MRC from the C. y at any time during the MRC Lease term (the "Purchase Option") for an amount equal to the MRC Value, less any applicable deductions or credits (the " i' C Purchase Price"). Beginning after the 10th anniversary of the City vaca ng the MRC, the MRC Purchase Price shall increase by 2% each year. 4.5. Partial Releases. If D eloper elects to obtain partial releases of the MRC Land from the MRC Lease he Developer will pay the City a lump sum payment equal to 110% of the proprtional MRC Value based on the square footage of the MRC land to be relea ; d, to obtain a release of land from the MRC Lease and conveyance to ►ieveloper of fee simple title to the released land. By way of example, if thy' Developer elects to acquire fee simple title to 50% of the MRC Land, the D ' eloper will pay the City 55% of the MRC Value (as increased by 2% per ye beginning 10 years after the City vacates the MRC), less any credits in favor • the Developer at the time. 4.6. One ► the Sale or Refinance Fees. In the event Developer (i) sells all or any port' en of the improvements on the MRC Land to an unrelated third party, or (ii) tr. ° sfers or assigns its leasehold interest in any developed portion of the MRC and to an unrelated third party, the Developer will pay the City a one-time fee equal to 1.0% percent of the net sales proceeds for each such sale or transfer. Similarly, if the Developer refinances any improvements on the MRC Land, the Developer agrees to pay the City a one-time fee equal to 1.0% of Developer's net refinancing proceeds. The Developer shall not be obligated to pay the City the fees detailed in this section more than one time for any specific improvement sold, transferred, or refinanced. By way of example, the Developer shall not be required to pay the City a sale fee for the sale of improvements for which the Developer previously paid the City a refinance fee. Similarly, the Developer shall 2 SUBSTITUTED. not be required to pay the City more than one refinance fee for e same improvements. 4.7. MRC Purchase Price Credits. Any direct payments made by e Developer against the MRC Purchase Price (such as partial release payme : s or brokerage commissions), and any credits or similar deductions approve • •y the City as a reduction of the MRC Purchase Price, shall be applied on a doar for dollar basis. The payment of Base Rent will not be a credit against the M r C Purchase Price. 4.8. Base Rent True -Up. On each anniversary of the MRC --ase the Developer and the City will "true -up" the remaining balance of the MValue. If any payments are made by the Developer (including partial releas payments per Section 4.5 above) or any credits are applied by the City in favo of the Developer against the MRC Value, the annual Base Rent going forw rd will be recalculated to an amount equal to 5.22% of the remaining MRC .lue. The parties agree that there will be no further appraisals to determine ' C Value during the term of the MRC Lease. 4.9. Developer's Bifurcation of MRC L = . se. The MRC Lease will contain reasonable and customary provisions . lowing the Developer to bifurcate the MRC Lease into multiple independent .round leases. The City and the Developer will agree on the form and substanc of a Bifurcation Agreement consistent with this MRC Term Sheet, which fo shall be attached to the MRC Lease as an exhibit. 4.10. Imposition of Condominium egime. The MRC Lease shall contain reasonable and customary provisions gr,i ting the Developer the ability and legal authority to submit all or a portion • the MRC to a condominium form of ownership, provided that no condo nium unit or condominium property may be transferred to a third party until it iz released from the MRC Lease. 5. Leaseback of MRC by C' ` . Simultaneously with the execution of the MRC Lease, Developer (as landlord) w l lease the MRC back to the City (as tenant) for an initial tern of three years (the "L:. seback Term"), with two one-year extension options to be exercised at the optio of the City Manager or his/her designee (each, an "Extension Option"). 5.1. Leasebac Rent. The rent to be paid annually by the City to the Developer, together • ith any applicable sales taxes, will be $0.00 (the "Leaseback Rent"). 5.2. City acation of MRC, The City shall vacate the MRC upon the later of (i) 90 day after a final certificate of occupancy ("CO") is issued for the City's new a. inistration building or (ii) 30 days after the expiration of the second Extension ption. If the City fails to vacate the MRC after the later of (i) and (ii) above, then commencing 30 days after the later of (i) and (ii), the Leaseback Rent shall be increased to $2,000,000 dollars per year, with an annual increase of 1.5%. MRC Operating, Maintenance and Capital Expenditure Costs. The Leaseback will be a "triple net" lease. The City shall be responsible for the maintenance, repair, and operation of the MRC until the date that the City vacates the MRC, including all costs and expenses of any kind or nature associated 3 SUBSTITUTED. therewith, including, without limitation, capital expenditures appro City, taxes, and insurance costs. 6. Payment in Event of Transfer of Developer's Leasehold Interest in event Developer sells, assigns or transfers its leasehold interest in the to any unimproved and vacant portion of the MRC, and as a resu Developer and/or an affiliate of Developer retains less than a leasehold and does not otherwise control the day-to-day manage contract or otherwise), then in such event, Developer shall pay t consideration Tenant receives for such sale, assignment or tr consideration shall not be less than fair market value). 6.1. Calculation of Consideration to City. In calcula consideration received by Developer, the consid amount equal to the proportionate share of the infrastructure actually placed in the groun actually benefits the portion of the MRC and (ii) any and all transaction costs (e. stamp taxes, surtaxes and/or other t costs paid by Developer). 6.2. Timing of Payment. Developer all pay the City's share of any consideration Developer receives, less the cost and expenses referenced in Section 6.1, within 30 calendar days after Develop; "'s receipt of the consideration for the transfer. 6.3. No Offsets Against Payme The payments to the City under this Section 6 shall be in addition to, and shal not be offset against, any other rents or payments to which City is entitled un. -r any other provisions of the Agreements. 6.4. Exclusions. This Sect .n 6 shall not apply to any transfer that results from (i) the foreclosure of a lea Behold mortgage, subleasehold mortgage, or security for a mezzanine financ` g; (ii) any deed or assignment in lieu of a foreclosure or similar enforces -nt action; or (iii) any transfer to a purchaser at a foreclosure sale. This Sec on 6 shall not apply to any transfer of Developer's leasehold interest to a r.ecial purpose entity of which the Developer is a manager, or any bifurcation • f the Developer's leasehold interest in the MRC. 6.5. Transfe ee Subject to MRC Lease. Any transferee of the Developer's leasehold interes, shall be subject to all of the terms and conditions of the MRC Lease. 7. Document. ion. The lease of the MRC to Developer will require the preparation and finalizati. i of a series of definitive agreements, including but not limited to the MRC Lease d Leaseback Lease, together with other routine and customary documents for a trans tion of the type detailed herein (collectively, the "Agreements"), setting forth in det.'' the relationship of the parties, their respective rights and obligations, and the timing o Developer's lease and/or acquisition of the MRC. 8. xecution of Agreements. The Agreements will be executed and delivered by the City and Developer not more than 90 days after the later of (i) the Referendum is approved; (ii) the existing zoning becomes compatible with Developer's response to the OM; and (iii) all appeal periods have expired. The various closings and closing dates that need to d by the C. In the C with respect of such transfer, 0% o interest in the ent of transferee (by City 10% of the actual nsfer (provided that such 4 lg the City's 10% share of the ation shall be reduced by (i) an and costs expended by Tenant for to the extent such infrastructure ease being assigned to a third party, brokerage commissions, documentary sfer taxes, and other customary closing SUBSTITUTED. be identified in connection with the matters detailed in this MRC Term sheet will be further defined in the Agreements between the parties. 9. Provisions Required by City. The Agreements to which the City is a >arty must include the following provisions: 9.1. Limitation of Liability. The City's liability for any clai or injury or damages will be subject to the limitations set forth in Section 768.28 of the Florida Statutes, The City's sovereign immunity will not be wa ed or abridged, 9.2. No Delegation of Governmental Authority. Nothing in any of the Agreements is intended to be a delegation of he City's governmental or regulatory authority. 10. Brokerage Commission. Developer will be respo sible for funding the brokerage commissions to CBRE in accordance with the Nove ber 27, 2017 letter from the City of Miami to CBRE, a copy of which has been provide d to Developer. City and Developer agree that the amount of the brokerage commissions will be included in the "Total Development Cost" as that term is defined in e Agreements to be entered into by the City and the Developer. 11. MRC Term Sheet Not Comprehensive. his MRC Term Sheet is not intended to be comprehensive, nor shall it be interpre ed as addressing every matter that may be included in the Agreements. The cunt nts of this MRC Term Sheet will not limit the parties from including any other provi ons in the Agreements. 12. MRC Term Sheet Subject to ew Facility Term Sheet. City and Developer acknowledge that this MRC Te Sheet shall not become effective until such time as City and Developer execute a searate term sheet pertaining to the development of a new City of Miami Administration uilding. 13. Controlling Law. This M C Term Sheet (and the Agreements) shall be interpreted under the laws of the State .f Florida. Developer: LANCELOT MIAMI RIVER, LLC, a Florida limited liabilit company By: "� = Print Name: 4. vi cd S Adler Title: Vice Pr. ; deg - Date: Date: 4.4.0), 13, g viS [SIGNATURE BLOCKS CONTINUE ON NEXT PAGE] 5 Approved for legal form and sufficiency for the use and benefit of the City By: 6 SUBSTITUTED. City: CITY OF MIA ` ' , a Florida municipal corporation By: Print name: Title: Attest: E ADLER RIVERSIDE DEVELOPMENT JULY 9, 2018 NICHOLS BROSCH WURST WOLFE A5SAE S INC L ADLER RIVERSIDE DEVELOPMENT 0 SW 2ND AVENUE - . • OVERALL SITE PLAN ADLER RIVERSIDE DEVELOPMENT NICHOLS BROSCH WURST WOLFE &SCIAES INC Al n GJ L OFFICE LOBBY 12228 SE NICHOLS BROSCH WURST WOLFE A=5cciA-:5 INC GROUND FLOOR - RIVERWALK ADLER RIVERSIDE DEVELOPMENT A2 7 J 1 1'FHKIN4 OFFICE 123eC SF NICHOLS BROSCH WURST WOLFE BASSccIATE INc 0551051 CE DROP OFF HOTEL LOBBY iag9 SF LOADING IBELO'M OFFICE 1535 SF LONEY CENTRAL 140_1 SF OFFICE AMENITY SF9 PODIUM LEVEL 2 - HOTEL/RES. LOBBIES ADLER RIVERSIDE DEVELOPMENT A3 4— NICHOLS BROSCH WURST WOLFE ASSallArES. INC PODIUM LEVEL 7 - TYPICAL HOTEL LEVEL ADLER RIVERSIDE DEVELOPMENT - A4 GJ L NICHOLS BROSCH WURST WOLFE aASWCIA-ES. INC PODIUM LEVEL 9 - AMENITY DECK ADLER RIVERSIDE DEVELOPMENT M'APAI RIVER MIAMI FL A5 7 J P UNIT 1.248 SF 369 SF UNIT aa_ _3. UNIT 676 SF UNIT UNIT 10:7 SF '�a:./R'� LINT 32.4 =F UNIT 949 SF UNIT 1;30 SF UNT 1030 SF NICHOLS BROSCH WURST WOLFE &A<ACCIAT_= INC 1024 SF l)MT LINT 10215E �0ti UMT UNIT 1140 UNIT 029 UNIT 3472, 341 SF UNIT UNIT 29: SF UNIT 924 SF UNIT 10 SF SW 2ND AVENUE UNIT 9E0 SF UNIT um 20 �r TYPICAL TOWER LEVEL ADLER RIVERSIDE DEVELOPMENT MIIAhI1 R:VER - MAMI =L A6 7 AXONOMETRIC VIEW FROM SOUTHWEST NICHOLS BROSCH WURST WOLFE A55,::,`CIA,ES INC L ADLER RIVERSIDE DEVELOPMENT A7 7 VIEW FROM PEDESTRIAN ENTRY ALONG SW 2ND AVE. VIEW FROM WATERS EDGE NICHOLS BROSCH WURST WOLFE A5i0C1a kS.INC VIEW FROM RIVERWALK EVENT SPACE VIEW FROM STAIR OFF OF SW 2ND AVE. BRIDGE ADLER RIVERSIDE DEVELOPMENT -- A8 VIEW FROM LEVEL 02 ENTRANCE RAMP VIEW OF RIVERWALK AND AMENITY DECKS NICHOLS BROSCH WURST WOLFE A ASSL)CIAcS, INC VIEW OF RIVERWALK VIEW FROM AMENITY DECK ADLER RIVERSIDE DEVELOPMENT VAN' u,v_P • M A%11 -L A9 7 T PERSPECTIVE VIEW FROM RIVER - LOOKING UP NICHOLS BROSCH MAST WOLFE .AaSCCIA7ES, INC ADLER RIVERSIDE DEVELOPMENT A i 0 _J GJ L RENDERING FROM RIVER NICHOLS 6ROSCH WURST WOLFE A5SJCIATES INC ADLER RIVERSIDE DEVELOPMENT - A 1 1 i I , , • "1- i Air •:-Ifi'ilill21' ' 1 -.--'''''''''''-'''.7.11 . , . •"--,--1 "1" ii4.'..e.i64*... Fr44/"F -•:- - , - 10 I 1 I - ...? , • ...: ',•' , 000,/------- .,, I I ' -.A;' :..,...._„:„........„__,...„ ,. n i 1%. 1 1 RENDERING FROM SW 2ND AVE. STAIRWAY NICHOLS BROSCH WURST WOLFS INC L ADLER RIVERSIDE DEVELOPMENT t.,11AF.,11 • - - _ A 1 2 7 7 RENDERING FROM SW 2ND AVE. BRIDGE NICHOLS BROSCH WURST WOLFS L s4 s pal Ea�IN= 11rF1 w. i4�M� r� ADLER RIVERSIDE DEVELOPMENT a+:A0:11 :<I'YLR -.r • _ A 1 3 1 T NICHOLS BROSCH WURST WOLFE ASSOCIA'ES INC VIEW CORRIDOR ADLER RIVERSIDE DEVELOPMENT MIA?,11 R!VER - VIAM1 A 7-1 0 Existing Open Space NICHOLS BROSCH WURST WOLFE &ASItiJES, INC 0 proposed Open Space ADLER RIVERSIDE DEVELOPMENT MLAM ,liVEn • I..41kM! AZ-2 7 SW 2ND AVENUE GROUND FLOOR - IR; VU;WALK ADLER RIVERSIDE DEVELOPMENT NICHOLS BRCSCH WURST WOLFS &A5SL7CIAES, INC AZ-3 7 Term Sheet for the Site Selection, Design, Financing, Construction and Conveyance of the new City of Miami Administration Building This Term Sheet (the "Term Sheet") details the proposed terms and, conditions to complete the design, permitting, financing, construction and conveyance of the new City of Miami Administration building and parking facilities (collectively, "New Facility", to be incorporated into a larger mixed -use project, consisting of two towers (one tower containing not less than 300 residential dwelling units), ground -floor retail and parking (the "Overall Project"), to be constructed on certain real property owned by Developer (as defined below) being the area along the Miami River to the frontage along SW 2nd Ave and SW 3rd street located adjacent to (and not including) the Miami Riverside Center located at 444 SW 2nd Ave., Miami, Florida 33130 or any other real property which the City deems acceptable for the location of the New Facility (the "Property") as further detailed in this Term Sheet. 1 Parties. 1.1. City. City of Miami. 1.2. Developer. Lancelot Miami River, LLC, a Florida limited liability company, an affiliate of Adler Development, LLC, a Florida limited liability company, and/or its affiliates. 2. Incorporation of RFP. The terms and conditions of the City's Request for Proposals RFP #15-16-009 and addenda thereto (collectively, the "RFP") are incorporated into this Term Sheet. In the event of a conflict between, the RFP, this Term Sheet, and the final negotiated Agreements (as defined below) between the City and the Developer relating to the New Facility, the terms of this Term Sheet and thereafter the Agreements shall govern. 3. Exclusive Engagement of Developer by City. In furtherance of the goals and objectives of the RFP and this Term Sheet, the City hereby engages Developer, to, inter alia, to be responsible for the design, permitting, financing, construction and/or leasing of the New Facility on the Property. The City shall work exclusively with the Developer in connection with the transactions and the subject matter detailed in this Term Sheet and shall continue to work exclusively with the Developer until completion of the New Facility; provided, however, the Agreements shall include language giving the City reasonable rights to terminate the relationship with Developer in the event that Developer (i) fails to secure the financing as described in Section 4.5 below within twenty eight (28) months from the date of execution of the Agreements as defined in Section 6 hereof, or (ii) fails to commence construction of the New Facility within thirty two (32) months from the date of execution of the Agreements. 4. New Facility. Based on direction from the City, the Developer will design and construct the New Facility on the Property. The City anticipates that the New Facility will contain 230,000 +/- usable square feet of space for the use by the City (using BOMA measurement standards) with a minimum of a 15% core factor, plus a minimum total of 1,000 parking spaces in a parking structure located at the Property of which not less than 610 spaces shall be dedicated for use by employees and visitors of the New Facility and the remaining 390 will be dedicated to the remainder of the Overall Project. The Agreements shall also contain a provision providing for mutually acceptable parking sharing arrangement. The New Facility will also include ground floor space (not included in the 230,000 square feet of space referenced above) that the City intends to lease to third parties to derive additional revenue from the New Facility. The City, the Developer and CBRE, acting as advisor to the City, forecast annual revenue to the City through the lease of such space and other ancillary income to approach $ 800,000. All references in this Term Sheet to the New Facility shall include employee and visitor parking together, with any retail space the City directs the Developer and the Developer's consultants to design and construct. The New Facility will be leased by Developer to the City on the terms and conditions set forth in a mutually acceptable lease agreement (the "New Facility Lease"). The Developer may submit the Overall Project to a condominium form of ownership in which case the New Facility would be a condominium unit and the City would own fee simple title to said unit, or create separate parcels within the Overall Project via a declaration, in which event the New Facility would be a separate parcel and the City would own fee simple title to said parcel. The City shall also have fee simple title to its dedicated portion of the parking structure to be mutually determined upon finalization of the design and legal structure of ownership of the Overall Project. In either case, the City and the Developer shall work together to agree upon a condominium declaration or declaration creating parcels, as the case may be, and a shared -use parking structure, all of which are financially and operationally acceptable to the City. Notwithstanding anything to the contrary herein, the parking facility for the MRC shall not be demolished before the shared parking facility is operational and receives a Temporary Certificate of Occupancy. 4.1. Lease Term. The Term of the New Facility Lease with Developer, which will be a credit tenant lease, will be a fully -amortizing thirty (30) year agreement, (the "New Facility Lease Term"). Annual Lease payments from the City (as tenant) to the Developer (as landlord) shall be secured by a covenant to appropriate funds necessary to fund the City's financial obligations under the New Facility Lease, etc. which shall be subject to approval by the City Commission. 4.2. Lease Payments & New Facility Ownership. The New Facility shall be financed through a fully amortizing credit tenant lease, or similar lease structure. The City shall have the right to purchase the New Facility for an amount equal to the remaining unamortized amount, together with any commercially reasonable defeasance or prepayment penalties that may be incurred throughout the New Facility Lease Term or extensions thereof. At the expiration of the initial thirty (30) year lease term, the City will own the (i) building, condominium unit or parcel, as the case may be, (ii) allocated parking and (iii) real property, the condominium unit or the parcel upon which, or in which, the New Facility is constructed free and clear of any financial encumbrances whatsoever. 4.3. New Facility Rent. The Annual Rent shall be determined by Market Conditions based on a formula. Market Conditions shall include interest rates, the City's credit rating, to the extent Developer is required to invest capital in order to obtain the financing for the construction of the New Facility, a reasonable return on any Developer equity, and a final development budget. Merely, by way of example of the formula, using a 30-year fully -amortizing loan at a 4.6% interest rate and $140MM construction budget, the Annual Rent payment for the New Facility would be Eight Million Seven -Hundred Thousand dollars ($8,700,000.00). The prior example is subject to change based on Market Conditions at the time of closing. 4.4. Total Development Cost. "Total Development Cost" shall be the sum of (i) the cost of any portion of the land upon which the Overall Project is to be developed that is allocated to the City in connection with the New Facility, (ii) the total of all soft and hard costs to design, permit, finance, construct, complete and deliver the New Facility to the City pursuant to the Agreements, including a Four (4%) percent development fee (calculated as Total Development Costs less the cost of the land described in clause (i) above); and the costs of (iii) all furniture, fixtures and equipment selected by the City and installed in the New Facility. Developer estimates the Total Development Cost of the New Facility, including the cost of the land described in clause (i) above is forecast to be One Hundred Forty Million Dollars ($140,000,000). The Total Development Cost is also subject to, and may be adjusted based on Market Conditions at the time of execution of the New Facility Lease. 4.5. Capital for New Facility. Developer shall arrange for all financing from the capital markets for 100% of the Total Development Cost and shall make commercially reasonable efforts to bifurcate any overall financing for the Overall Project so that the financing for the New Facility is a separate loan. Developer may be required to finance between five to ten (5%-10%) percent of the Total Development Cost and to provide reasonable and customary guarantees to construct a building similar to the New Facility, including a completion guaranty. If Developer is required to invest capital towards the Total Development Cost, then Developer shall receive a reasonable return on any Developer equity based on current market returns for similar projects (in any case not to exceed a per annum return of 12%) and customary fees for any Developer -backed guarantees required to obtain financing (not to exceed 2% of the amount guaranteed). 4.6. Design and Construction of New Facility. Developer will design and construct the New Facility substantially in accordance with the "Office Building Plan and Description" set forth on pages 8 through 17 of Developer's response to the RFP entitled Nexus Riverside Central, dated June 16, 2016. To the extent any subsequent plans or construction drawings approved by the City vary from the plans and descriptions set forth in the RFP, subsequent plans will prevail. 4.7. City Participation in Design Process. The City and the City's Project Manager shall participate in the design process for the New Facility, including the review and approval of conceptual, design, development, and construction documents. The City and Developer will agree to a submission, review and approval mechanism for the New Facility in the Agreements, together with a schedule detailing regular meetings between the City and Developer which meetings shall take place (i) at least once every Thirty (30) days prior to commencement of construction of the New Facility, and (ii) thereafter, on an as -needed basis until the issuance of the CO for the New Facility. 4.8. Development Rights. Developer shall retain all rights to construct additional development projects on the Property, to the extent that such additional development projects do not adversely or unreasonably impact the City's use of the New Facility. It is anticipated that the Developer (or an affiliate) will develop not less than 300 residential dwelling units together with ancillary on -site parking and retail space on the Property, which development project will share parking with the New Facility. 4.9. Development Cost. The hard costs of the New Facility will be determined by the Developer (with the review and consultation with the City's Project Manager) through a competitive process once the City approves the construction plans and specifications for the New Facility. Developer shall submit plans for the New Facility to not less than three (3) general contractors that are reasonably acceptable to the City and the City' s Project Manager. The City and its Project Manager shall have the right to review all bids received by the Developer and the City shall consult with the City' s Project Manager regarding the selection of the general contractor. Developer and City' s Project Manager shall select the general contractor from one of the three described above. 4.10. Construction Schedule. As part of their bids, the general contractors will provide a construction schedule for the New Facility. 4.11. Construction Contract. Developer will enter into a contract with the selected general contractor for the construction of the New Facility. The proposed construction contract shall be submitted to the City' s Project Manager for review prior to execution and the Project Manager may submit comments to Developer. The selected contractor shall provide a payment and performance bond for the full cost of construction in substantially the form required by 255.05, Florida Statutes. 4.12. Operating, Maintenance and Capital Expenditure Costs. The New Facility Lease shall be a so-called "bonded lease" with all costs and expenses of operating, maintaining, repairing, insuring and replacing the New Facility to be borne by the City upon the issuance of a final certificate of occupancy for the New Facility. 4.13. Capital Replacement Reserve. Developer and City will agree on the establishment of a reasonable capital replacement reserve that will be included in the City's New Facility Rent payment. Developer will hold the reserve funds in escrow and will use the funds for replacement of capital improvements to the New Facility for the entirety of the New Facility Lease Term. Upon either the City' s purchase of the New Facility, or the City' s vacation of the New Facility, in the event the City elects not to own the New Facility, any reserve funds then being held by the Developer, shall be paid to the City, so long as the City is not in default under the New Facility Lease. 4.14. New Facility Project Manager. Within the Agreements, the City shall designate an individual (referred to herein as the "City' s Project Manager" or the "Project Manager") who will act on behalf of the City in connection with review and approval of plans and drawings, together with other aspects relating to the design and construction of the New Facility. Such individual shall be the main point of contact for Developer, and will be the City's liaison with the Developer for the New Facility. 4.15. City Manager's Ability to Make Design Changes. The Agreements shall grant the City Manager, or his/her designee, with authority to make any changes to the plans/drawings on behalf of the City, so long as any individual change will not have a financial impact to the City in excess of Two Hundred Fifty Thousand ($250,000.00) dollars. For purposes of clarity, the above financial threshold is on a per item or per change basis, and is not to be construed or considered with the cost of other changes with respect to the New Facility. 5. Predevelopment Activities and Costs. Developer shall prepare a detailed development budget and schedule for the New Facility. As part of Developer's pre -development efforts following execution of this Term Sheet, Developer shall have authority to enter into contracts with development consultants and design professionals necessary for the planning and design of the New Facility. Developer has allocated $150,000 to the foregoing predevelopment activities and expenses ("Predevelopment Budget"). The City agrees to credit Developer (on a dollar -for -dollar basis) $150,000 against the Declaration of Restrictive Covenants between River Tower, LLC and the City dated April 7, 2015 and recorded in Official records Book 29173, Page 3365, Public Records of Miami -Dade County, Florida. The transaction detailed in this Term Sheet is related to a separate transaction between the City and the Developer involving the City' s administrative building, commonly known as the MRC (the "MRC Transaction") The MRC Transaction requires approval by the City of Miami voters, at public referendum. Following approval of the MRC Transaction by the City's voters the project detailed in this Term Sheet shall move forward. In connection therewith, all predevelopment costs shall be a part of Total Development Cost and financed through the Credit Tenant Lease mechanism described in this Term Sheet. In the event that the City does not proceed, then the City shall be responsible to reimburse Developer for an amount not to exceed 50% of the actual predevelopment expenses up to $1,810,000. By way of example, if the City does not proceed with the project and Developer incurs actual predevelopment expenses in the amount of $1,810,000 then the City would be responsible to reimburse Developer for $905,000.00. 6. Documentation. The development and leasing of the New Facility, will require the preparation and finalization of a series of definitive agreements, including but not limited to a Development Agreement, and/or New Facility Lease, together with other routine and customary financing and construction documents (collectively, the "Agreements"), setting forth in detail the relationship of the parties, their respective rights and obligations, the timing of Developer's development and delivery of the New Facility. 7 Execution of Agreements. The Agreements will be executed and delivered by the City and Developer on or before the date that is Ninety (90) days after the Agreements for the New Facility are approved by the City Commission, including the expiration of all approval periods. The various Closings and Closing dates that need to be identified in connection with the matters detailed in this Term Sheet will be further defined in the Agreements between the parties. 8. Provision Required by City. The Agreements to which the City is a party must include the following provisions: 8.1. Limitation of Liability. The City's liability for any claim for injury or damages will be subject to the limitations set forth in Section 768.28 of the Florida Statutes. The City's sovereign immunity will not be waived or abridged 8.2. No Delegation of Governmental Authority. Nothing in any of the Agreements is intended to be a delegation of the City's governmental or regulatory authority. 9. Brokers. Developer will be responsible for funding to CBRE the brokerage commission set forth in the November 27, 2017 letter from the City of Miami to CBRE, a copy of which has been provided to Developer. City and Developer agree that the amount of the brokerage commissions will be included in the "Total Development Cost" as that term is defined in the Agreements to be entered into by the City and the Developer. 10. Term Sheet Not Comprehensive. This Term Sheet is not intended to be comprehensive, nor shall it be interpreted as addressing every matter that may be included in the Agreements. The contents of this Term Sheet will not limit the parties from including any other provisions in the Agreements. 11. New Facility Term Sheet Subject to MRC Term Sheet. City and Developer acknowledge that this New Facility Term Sheet shall not become effective until such time as City and Developer execute a separate term sheet pertaining to the proposed terms and conditions to effect the disposition of the City of Miami's current administration building, parking garage, and adjacent land parcel, identified by tax folio numbers 01-4137-038- 0020 and 01-4137-038-0010 and commonly known as the Miami Riverside Center. 12. Controlling Law. This Term Sheet (and the Agreements) shall be interpreted under the laws of the State of Florida. Developer: LANCELOT MIAMI RIVER, LLC, a Florida limited liability company By: Print Name: Title: City: CITY OF MIAMI, a Florida municipal corporation By: Attest: Approved for legal form and sufficiency for the use and benefit of the City By: City of Miami Legislation Resolution: R-18-0554 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 5097 Final Action Date: 12/13/2018 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), OFFICIALLY ACKNOWLEDGING THE CITY CLERK'S CERTIFICATION OF THE CANVASS AND DECLARATION OF RESULTS OF THE CITY OF MIAMI'S SPECIAL ELECTION HELD ON NOVEMBER 6, 2018 FOR THE APPROVAL / DISAPPROVAL OF BALLOT QUESTIONS. BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The City Commission hereby officially acknowledges the attached City Clerk's Certification of the Canvass and Declaration of Results of the City of Miami's Special Election held on November 6, 2018 for the approval / disapproval of the following ballot questions: • Proposed Charter Amendment for the Lease and development of a soccer stadium and commercial complex (Miami Freedom Park) • Proposed lease of city -owned riverfront land at 444 Southwest 2 Avenue, Miami, Florida (Miami Riverside Center - MRC) • Change to Strong Mayor -Commission Form of Government Section 2. This Resolution shall become effective immediately upon its adoption.' APPROVED AS TO FORM AND CORRECTNESS: 1 Acknowledgement of election results are administrative acts which do not require the Mayor's signature. City of Miami Page 1 of 1 File ID: 5097 (Revision:) Printed On: 1/29/2019 CERTIFICATION AND DECLARATION OF RESULTS FOR THE SPECIAL ELECTION HELD ON NOVEMBER 6, 2018 STATE OF FLORIDA ) MIAMI-DADE COUNTY ) CITY OF MIAMI ) I, Todd B. Hannon, City Clerk of the City of Miami, Florida, do hereby certify that all necessary legal steps were taken in connection with the conduct of the City of Miami Special Election held on November 6, 2018, including, though not limited to, the following: I. On Wednesday, October 17, 2018: A. Commencing at approximately 10:00 a.m., the Miami -Dade County Supervisor of Elections (hereinafter referred to as "Supervisor of Elections") conducted a logic and accuracy test of the touch screen and optical scan voting systems to be used for vote -by -mail, early voting and precinct ballots for the November 6, 2018 City of Miami Special Election. B. The Supervisor of Elections compared the test results with the predetermined totals for the tabulating devices selected for the logic and accuracy test and pursuant to the requirements established in Section 101.5612, Florida Statutes, observed the performance and results of all required tests and verified the correctness of the programs and equipment. II. On Monday, October 22, 2018, through Tuesday, November 6, 2018: A. Commencing at approximately 10:00 a.m. on Monday, October 22, 2018, the Supervisor of Elections conducted the pre -count logic and accuracy test of the optical scan voting system used for vote -by -mail, provisional and overseas ballots, and verified the correctness of the programs and equipment. Additionally, the Miami -Dade Elections Department began the process of opening vote -by -mail ballots in addition to the duplication of damaged vote - by -mail ballots. This task was carried out on an as -needed basis until Tuesday, November 6, 2018. B. Commencing at approximately 10:00 a.m. on Monday, October 22, 2018, Miami -Dade County's Canvassing Board (hereinafter referred to as "Canvassing Board") met to canvass presumed invalid vote -by -mail ballots. This task was carried out on an as -needed basis until Tuesday, November 6, 2018. Page 1 of 4 III. On Tuesday, November 6, 2018, through Friday, November 9, 2018: A. Commencing at approximately 1:00 p.m. on Tuesday, November 6, 2018, the Canvassing Board met to canvass presumed invalid vote -by -mail ballots. Per Section 101.048(1), Florida Statutes, persons casting provisional ballots have the right to present written evidence supporting their eligibility to vote to the Supervisor of Elections no later than 5:00 p.m. on the second day following the election. The deadline to provide said evidence was Thursday, November 8, 2018. On Friday, November 9, 2018, provisional ballots were canvassed by the Canvassing Board. After the completion of this task, the tabulation of preliminary election results was finalized and the Supervisor of Elections provided me with the UNOFFICIAL election results for the November 6, 2018 City of Miami Special Election. IV. On Saturday, November 17, 2018: A. Originally, the Canvassing Board was scheduled to meet on Friday, November 16, 2018, to finalize the election results. However, due to machine and manual recounts ordered by the Florida Secretary of State involving multiple races associated with the State of Florida November 6, 2018 General Election, the Canvassing Board did not finalize the election results until Saturday, November 17, 2018. Soon thereafter, the Supervisor of Elections provided me with the certified OFFICIAL election results for the November 6, 2018 City of Miami Special Election. V. I further certify and declare that the results of the City of Miami Special Election held on November 6, 2018, are as follows: CITY OF MIAMI SPECIAL ELECTION — NOVEMBER 6, 2018 ELECTION DAY EARLY VOTING TOTAL VOTES % OPTICAL SCAN IVO VOTE -BY- MAIL OPTICAL SCAN IVO PROVI- SIONAL PRECINCTS COUNTED 146 100.00 REGISTERED VOTERS - TOTAL 201,292 BALLOTS CAST - TOTAL 111,280 34,595 1 36,768 39,870 3 43 VOTER TURNOUT - TOTAL 55.28 Page 2 of 4 CHARTER AMENDMENT QUESTION - SOCCER STADIUM / COMMERCIAL COMPLEX Proposed Charter Amendment for the Lease and development of a soccer stadium and commercial complex Shall Miami's Charter be amended authorizing City to negotiate, execute 99-year lease with Miami Freedom Park LLC, for approximately 73 acres of City land, waiving bidding, converting Melreese Country Club (1400 Northwest 37 Avenue) at no cost to City to: • soccer stadium; • minimum 1,000,000 square feet office, retail, commercial uses; • minimum 750 hotel rooms; • living wage for on -site employees; • $3,577,365 minimum annual rent; • $20,000,000 for 58-acre public park or other green space? ELECTION DAY EARLY VOTING TOTAL OPTICAL VOTE -BY- OPTICAL PROVI- VOTES % SCAN IVO MAIL SCAN IVO SIONAL YES 61,753 60.17 19,416 1 21,097 21,213 1 25 NO 40,886 39.83 11,698 0 13,212 15,963 2 11 Total 102,639 31,114 1 34,309 37,176 3 36 Over Votes 118 39 0 46 33 0 0 Under Votes 8,062 3,426 0 1,968 2,661 0 7 BALLOT QUESTION - LEASE OF CITY -OWNED RIVERFRONT LAND (MIAMI RIVERSIDE CENTER) Proposed lease of city -owned riverfront land at 444 SW 2 Avenue, Miami, Florida Shall the City enter into a 99 year lease of approximately 3.15 acres at 444 and 460 SW 2nd Avenue with winning bidder, Lancelot Miami River, LLC, providing: • Privately funded mixed use riverfront development; • New public Riverwalk and other public amenities; • Greater of $3,620,000 annual rent, increasing 1.5% annually, or 3% of gross revenues; • $69,400,000 purchase option; • 2% capital transaction fee; • Living wage and 10% Workforce Housing; • Design and development of a new administrative building? ELECTION DAY EARLY VOTING TOTAL OPTICAL VOTE -BY- OPTICAL PROVI- VOTES % SCAN IVO MAIL SCAN IVO SIONAL YES 63,741 64.19 18,559 1 22,697 22,458 0 26 NO 35,565 35.81 11,290 0 10,720 13,543 3 9 Total 99,306 29,849 1 33,417 36,001 3 35 Over Votes 72 20 0 27 25 0 0 Under Votes 11,441 4,710 0 2,879 3,844 0 8 Page 3 of 4 CHARTER AMENDMENT QUESTION — CHANGE TO STRONG MAYOR -COMMISSION Change to Strong Mayor -Commission Form of Government Shall the Miami Charter be amended to change to a strong mayor -commission form of government; replace city manager with the mayor; mayor serves as nonvoting, non-member commission chair; grant mayor power to appoint and remove city attorney, city clerk, police and fire chief, department directors and employees; change filling mayoral vacancy and pay formula; adopt state recall procedure; provide other mayoral and commission powers and changes; and make effective immediately? ELECTION DAY EARLY VOTING TOTAL VOTES % OPTICAL SCAN IVO VOTE -BY- MAIL OPTICAL SCAN IVO PROVI- SIONAL YES 35,831 35.89 12,363 0 11,138 12,315 0 15 NO 63,998 64.11 17,653 1 22,292 24,029 3 20 Total 99,829 30,016 1 33,430 36,344 3 35 Over Votes 608 22 0 550 36 0 0 Under Votes 10,382 4,541 0 2,343 3,490 0 8 VI. I further certify and declare that: • The following charter amendment question was approved by the electorate: ❖ Proposed Charter Amendment for the Lease and development of a soccer stadium and commercial complex • The following ballot question was approved by the electorate: ❖ Proposed lease of city -owned riverfront land at 444 SW 2 Avenue, Miami, Florida • The following charter amendment question was not approved by the electorate: ❖ Change to Strong Mayor -Commission Form of Government WITNESS my hand and the official seal of the City of Miami, Florida, this 30th day of November 2018. City Clerk annon Sworn to and subscribed before me this 30th day of November 2018, by Todd B. Hannon, who is personally known to me and did take an oath. Page 4 of 4 ock Nicole Ewan, No Public 4 Notary Public State of Florida if Nicole N Ewan My Commission FF 975750 14« rd" Expires 06/1912020 City of Miami Legislation Resolution: R-19-0050 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 5408 Final Action Date: 1/24/2019 A RESOLUTION OF THE MIAMI CITY COMMISSION ACCEPTING THE CITY MANAGER'S RECOMMENDATION ADOPTING THE RECOMMENDATION BY CBRE, INC. TO SELECT THE NEXUS RIVERSIDE SITE, LOCATED AT 230 SOUTHWEST 3 STREET, MIAMI, FLORIDA ("NEXUS SITE"), AS THE LOCATION FOR THE NEW CITY OF MIAMI ("CITY") ADMINISTRATIVE BUILDING; AUTHORIZING THE CITY MANAGER TO NEGOTIATE THE NECESSARY AGREEMENTS FOR THE DEVELOPMENT OF A NEW CITY ADMINISTRATIVE FACILITY ON THE NEXUS SITE, IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, AND PRESENT TO THE CITY COMMISSION FOR FINAL APPROVAL PRIOR TO EXECUTION; FURTHER PROVIDING THAT THE SELECTION OF THE NEXUS SITE DOES NOT CONSTITUTE AN AWARD OR CONFER ANY CONTRACTUAL, OR PROPERTY, RIGHTS UPON THE LANCELOT MIAMI RIVER, L.L.C. UNLESS AND UNTIL THE APPLICABLE AGREEMENTS ARE APPROVED BY CITY COMMISSION AND EXECUTED BY THE PARTIES. WHEREAS, the City of Miami ("City") owns the riverfront property located at 444 Southwest 2nd Avenue, Miami, Florida, commonly known as the Miami Riverside Center ("MRC"); and WHEREAS, the City is interested in moving the City's administrative facility from the MRC to another location in order to accommodate the increasing number of the City's administrative employees and meet the growing needs of the City's residents and businesses; and WHEREAS, on February 2, 2016 the City issued a competitive solicitation, inclusive of Offering Memorandum No. 15-16-008 ("OM") for the sale/lease of the MRC, and Request for Proposals No. 15-16-009 ("RFP") for the development of a new City administrative facility (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 the top -ranked bidder, Lancelot Miami River, LLC, an affiliate of Adler Group ("Lancelot"); and WHEREAS, pursuant to Resolution No. 18-0324, adopted on July 26, 2018, the City Commission approved the ballot language for the MRC sale and development of a new administrative facility; and WHEREAS, together with the ballot language, the City Commission also directed the City Manager to review all City -owned properties and prepare an analysis and report for the most ideal site upon which the new facility may be located; and City of Miami Page 1 of 3 File ID: 5408 (Revision:) Printed On: 2/19/2019 File ID: 5408 Enactment Number: R-19-0050 WHEREAS, on November 6, 2018, the lease/sale of the MRC was approved by the electorate; and WHEREAS, the City and CBRE, Inc. ("CBRE") prepared a site selection analysis considering the various sites available for the new administrative building, including the privately -owned property immediately adjacent to the north of the MRC, located at 230 Southwest 3 Street, Miami, Florida ("Nexus Site"); and WHEREAS, the Nexus Site provides substantial benefits, including but not limited to, the site's centralized downtown location, adjacency to major thoroughfares and proximity to public transportation, ease of access, familiarity to employees and residents, long term property value appreciation, least amount of risk for land availability and fastest delivery of development; and WHEREAS, a final decision concerning the site location is necessary for the City to negotiate and finalize the corresponding agreements ("Agreements") and bring the same before 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's recommendation to approve the recommendation by CBRE to select the property located at 230 Southwest 3 Street, Miami, Florida ("Nexus Site") as the location for the new City of Miami administrative building is accepted. Section 3. The City Manager is hereby authorized' to negotiate the Agreements, in a form acceptable to the City Attorney, with Lancelot for the development of the new City administrative facility on the Nexus Site, subject to City Commission for final review, consideration and possible approval prior to execution. Section 4. The City's selection of the Nexus Site does not constitute an award or confer any contractual or property rights upon Lancelot, unless and until the applicable Agreements are reviewed and approved by the City Attorney, approved by the City Commission, and executed by authorized officers of the City and Lancelot. Section 5. If the City Commission does not approve the applicable Agreements the City reserves all rights to consider other sites mentioned in the CBRE Site Selection and Cost/ Benefit Analysis for a new Administrative Facility submitted to the City in December 2018. Section 6. This Resolution shall become effective immediately upon adoption and signature of the mayor.2 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 2 of 3 File ID: 5408 (Revision:) Printed on: 2/19/2019 File ID: 5408 Enactment Number: R-19-0050 APPROVED AS TO FORM AND CORRECTNESS: ndez, ity Attor ey 1/14/2019 City of Miami Page 3 of 3 File ID: 5408 (Revision:) Printed on: 2/19/2019 CftY OF MIAMI Site Selection and Cost/Benefit Analysis For the New Administrative Facility City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis EXECUTIVE SUMMARY CBRE The Department of Real Estate and Asset Management ("DREAM") and CBRE have analyzed various sites upon which the new City of Miami administrative building may be located. To help inform the study and ensure the right specialties were represented, CBRE's team included experts in their public - sector, office, valuations and architecture and construction management practice groups. In preparation of this report, DREAM and CBRE compiled a list of City -owned properties potentially available for this project, short-listed the top -ranked sites based on a detailed scoring rubric, then prepared a highest and best use and financial analysis of each. The following summarizes the benefits, challenges, and financial implications associated with the short-listed sites. Importantly, City owned sites were also assigned land value. While the City may not have to purchase the property, there is an opportunity cost associated with the property if chosen as the site for the administrative facility. This opportunity cost is the market value if the parcel were sold and/or redeveloped under a ground lease. For that reason, it is important to understand both the land value and associated tax revenue each site could generate if owned and developed to its highest and best use by the private sector. NEXUS SITE Benefits Challenges Centrally located in Downtown Miami Small site/minimal flexibility Delivery timing (most ideal) Potentially higher development cost Vacant Opportunity cost of potential tax revenue Amenity base Familiarity for Employees and Citizens Prominence along I-95/gateway to City Surrounding public parking Financials Estimated Property Value $19,000,000 Potential City Tax Revenues $8,179,499 Estimated Development Budget $146,926,009 Comments The site's location is ideal for the new administrative building. It is adjacent to the current site and near mass transit, while maintaining the downtown location and remaining one-step removed from traffic in Miami's Central Business District ("CBD"). The site is familiar to employees and visitors, is the only site able to continue use of needed FDOT additional parking, and the only site that would ensure strict developer adherence to continuity of service and expedient timing of delivery. December 2018 Page 1 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis CBRE MARLIN'S SITE Benefits Challenges Proximity to City Hall Subject to agreements for support parking City -owned Traffic congestion/logistic concerns on game days Vacant No public transportation Adjacent to SR-836 Outside of downtown Limited amenities Financials Estimated Property Value $17,500,000 (combined parcels) Potential City Tax Revenues $2,175,488 (combined parcels) Estimated Development Budget $130,897,724 (if built on parcel 1) $123,773,436 (if built on parcel 2) $125,824,368 (if built on parcel 3) Comments The site is not ideal, presenting various limitations, resulting in significant parking, construction, and spatial concerns that would ultimately provide lesser value to the City. The site is comprised of three separate parcels that individually would fail to accommodate the City's density and parking requirements. At least two of the parcels must be combined to accommodate the City's requirements, but this could present other challenges such as delayed timing. The Marlins would have third -party rights in the development process. The site would provide more economic and public benefit to the City as future affordable housing/residential development site. AT&T SITE Benefits Challenges Centrally located in Downtown Miami Small site (limited flexibility) City -owned Limited on -site parking Vacant Traffic congestion Amenity base (adjacent to Miami World Center) Potential cost to acquire adjoining air rights Proximity to County offices Potentially higher development cost Surrounding public parking Timing to relocate Fire Station No. 1 Proximity to major thoroughfares Adjacent to transportation hub (Miami Central) Financials Estimated Property Value $12,000,000 Potential City Tax Revenues $2,122,125 Estimated Development Budget $142,147,093 Comments While this site's CBD location provides major transportation and amenity benefits, it also presents major economic and logistical challenges, including spatial, parking, and traffic, that diminish the City's potential benefit and economic return. December 2018 Page 2 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis CBRE BISCAYNE PARK SITE Benefits Challenges Centrally located in Downtown Miami Traffic congestion City -owned Not centrally located Vacant Limited amenities Cost efficient design possibilities Limited access to major roadways Large site, master plan flexibility Interest from other City Departments Financials Estimated Property Value $50,000,000 (entire site) $8,624,502 (portion of site) Potential City Tax Revenues $3,109,216 (portion of site) Estimated Development Budget $129,844,735 (portion of site) Comments This site presents a rare opportunity to develop adjacent to downtown CBD but falls short due to its limited access. The site is better utilized by the City of Miami's Police Department ("MPD"), in tandem with a sale or long-term lease of the current MPD headquarters, as the centralized location for their new headquarters due to MPD's locational and logistical requirements. The site has the potential to be subdivided and could accommodate multiple uses, including private development and tax generation. MELREESE SITE Benefits Challenges City -owned Limited amenity base Vacant Potential environmental concerns Large site, master plan flexibility FAA height restrictions Adjacent to transportation (Miami Intermodal) Not centrally located Outside of Downtown Timing Soccer complex limitations No net loss policy/cost to replace park space Financials Estimated Property Value $18,000,000 (portion of site) Potential City Tax Revenues $944,328 (portion of site) Estimated Development Budget $142,987,424 (portion of site) Comments This is one of the least beneficial of the short-listed sites, this site presents multiple unknown variables, including the potential for environmental cleanup, its non-CBD location, and its impact on adjacent residents and businesses. This will inevitably result in greater expense, less benefit, and could potentially delay the development beyond what is practical and necessary given the site's other potential development. Based on the results of this analysis, as further detailed below, DREAM and CBRE recommend the Nexus Site as the site for the development of the new administrative facility. December 2018 Page 3 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis BACKGROUND CBRE In February 2016, CBRE, on behalf of the City of Miami issued a two-part competitive solicitation to (1) sell the current Miami Riverside Center ("MRC") site and (2) construct a replacement City administrative facility. The competitive solicitation offered a few different City -owned parcels as potential sites for the new administrative facility. The sites included a portion of Marlins Park, as well as "Block 45," an SEOPW CRA-owned parcel. Additionally, proposers could offer sites in their control. In August 2016, both parts of the competitive solicitation were awarded to The Adler Group d/b/a Lancelot, L.L.C. ("Lancelot"). Lancelot's proposal offered to build the new facility on any of the following: Marlins Stadium site, "Block 45," or the Link at Douglas Station. Throughout the negotiation and Best and Final Offer process, Lancelot also offered the site immediately adjacent to the current MRC, which they own and control. On July 26, 2018, the City of Miami Commission passed a resolution allowing the disposition and redevelopment of the City -owned MRC property to be placed on the November 2018 ballot. Since the voters have approved the item, the City of Miami now needs to select the new site for its new administrative facility. As a result of the legislation passed at the July 26, 2018 Commission meeting, the City Commission directed DREAM and CBRE to analyze the various properties available for the new location of the City's administrative facility. This report reviews and compares sites which have been considered and recommends the ideal location to develop the new administrative facility. METHODOLOGY The City compiled a list of all City -owned properties greater than two acres to review as potential sites. Thereafter, various properties were removed based on their unfeasibility. This included, for example, deed restrictions limiting the use of the sites, long-term lease agreements, and other aspects of the sites rendering them impracticable for the new City administrative facility. Thereafter, the remaining sites were evaluated and ranked according to the below -listed criteria. Once the ranking was completed, the top six sites were short-listed for further, in-depth evaluation. CBRE reviewed the short-listed properties and prepared the following for each site: (1) a site analysis considering the potential zoning, development opportunities, and corresponding property value; (2) a detailed development budget; and (3) estimated taxes associated with the development of each site. Please note that CBRE prepared this analysis to determine the relative values and costs associated with each of the properties, and that the analysis is subject to change based on the various assumptions regarding property values, anticipated zoning, market interest rates, construction costs, and other fluctuating variables. Using the information and projections provided, a site was ultimately recommended. December 2018 Page 4 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis CRITERIA & SCORING RUBRIC CBRE 1. Size: Given the required square footage of the new facility, and assuming no shared parking, the site must be no less than two acres. The motivation for the issuance of a competitive solicitation, for the disposition of the MRC and development of the new administrative facility was due to the City's growing needs and MRC's limited space. The City of Miami engaged Gensler, a global architecture, design, and planning firm, to prepare a space planning study. The Gensler study determined the current spatial and parking needs of the City. The study determined the City requires an, approximate, 287,500 square foot facility. Accordingly, with few exceptions, all sites less than two acres were removed from consideration. 2. Ease of Access: With this category, the site's proximity to major thoroughfares and public transportation is considered. Perhaps the most important role of the new administrative facility is to provide services to City of Miami residents. Being located on a site where residents may easily access is, therefore, a crucial factor in the analysis. 3. Site Preparation Cost: In order to yield a greater return on investment, project -ready sites were given a higher score. Within this context, a project -ready site would be one which required little or no site preparation; demolition of existing structures; utilities installation, etc. Parks, zoned CS, were assigned zero points due to the City's "No Net Loss" policy (i.e., cost to replace park land and to relocate park facilities). 4. Centralized Location: Just as with "Ease of Access," above, the new administration facility's location is highly relevant to City residents. Those seeking access to the City of Miami's administration will require the facility to be in a familiar and centralized location. The MRC is well known for its location in the City's downtown area. Therefore, sites closest to the current location are assigned a higher score to reflect optimal continuity of services. 5. Timing of Building Delivery: Sites which allow for the quickest delivery have been assigned higher scores. Due to the dual nature of the solicitation, a major factor of this analysis is the development timeline for each shortlisted site. Various factors which would affect timing have been reviewed, including but not limited to, relocation of facilities; site control; present zoning and land use; referendum and other charter requirements, etc. Parks were assigned a score of one, in this category, due to the additional time it will take to replace park space and relocate facilities. 6. Zoning/land use changes: Sites which require less change have been assigned greater scoring values. Sites which require changes to zoning and/or land use designations inevitably come with significant delays and other political considerations that would ultimately provide greater complications. Therefore, those sites which require little or no zoning/land use changes have been ranked higher. 7. Current Use: Finally, each short-listed site's current use has been evaluated. In particular, sites which are heavily utilized by members of the public are deemed less desirable. Parks have not been assigned any points, for this category, due to the nature of the use for the benefit of the community. December 2018 Page 5 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis CBRE Based on the above criteria, the following scoring rubric was created with 0 being the lowest score and 4 being the highest in terms of site relocation functionality and desirability: 0 1 2 3 4 Size Less than 2 acres 2 — 3 acres 3 — 4 acres 4 — 5 acres 5 + acres Ease of Access More than 10 min from major thoroughfares and/or transit 10 minutes or less to highways and/or transit 8 minutes or less to highways and/or transit 5 minutes or less to highways and/or transit 5 minutes or less to highways and walkable to transit Site Preparation Cost Very High High Moderate Minimal Undeveloped Centralized location 20 + minutes from current facility 15 — 20 minutes from current facility 10 - 15 minutes from current facility 5 — 10 minutes from current facility Less than 5 minutes from current facility Timing of Building Delivery Very Long (5+ years) Long Moderate Minimal Site available immediately (vacant) Zoning/land use changes Extensive Land Use/Zoning changes required Significant Moderate Minimal No changes required Current Use Very high High Moderate Minimal None December 2018 Page 6 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis RANKING CBRE Common Name Size Ease of Access Site Preparation Cost Centralized Location Timing of Delivery Zoning / Land Use Changes Current Use TOTAL SCORE Nexus Site 0 4 4 4 4 3 4 23 Marlins Stadium Parking 4 3 3 3 3 3 3 22 AT&T Site 0 4 4 3 4 3 4 22 Biscayne Park 4 2 4 2 4 4 0 20 Melreese Golf Course 4 4 3 1 3 0 3 18 Vehicle GSA Service Center 4 4 1 2 1 4 1 17 Link at Douglas Station 0 4 1 1 4 3 4 17 Police Central Station 4 4 0 4 0 4 0 16 Fire Station 5 4 4 0 2 0 4 0 14 Range Park 4 3 0 2 1 4 0 14 Lummus Park 4 4 0 4 1 0 0 13 David T. Kennedy Park 4 4 0 2 1 0 0 11 Theodore Gibson Park 4 3 0 3 1 0 0 11 Williams Park 4 3 0 3 1 0 0 11 Curtis Park 4 3 0 2 1 0 0 10 Dinner Key/Regatta Park 4 4 0 1 1 0 0 10 Douglas Park 4 4 0 1 1 0 0 10 E.G. Sewell Park 4 3 0 2 1 0 0 10 Fern Isle Park 4 3 0 2 1 0 0 10 Grapeland Park 4 4 0 1 1 0 0 10 Moore Park 4 3 0 2 1 0 0 10 Jorge Mas Canosa Park 2 3 0 3 1 0 0 9 Juan Pablo Duarte Park 4 2 0 2 1 0 0 9 Little Haiti Park Project 4 3 0 1 1 0 0 9 Roberto Clemente Park 3 3 0 2 1 0 0 9 Dorsey Park 1 3 0 3 1 0 0 8 Kenneth Myers Park 4 2 0 1 1 0 0 8 Robert King High Park 4 3 0 0 1 0 0 8 Shenandoah Park 4 1 0 2 1 0 0 8 Virrick Park 3 3 0 1 1 0 0 8 West End Park 4 3 0 0 1 0 0 8 Antonio Maceo Park 2 3 0 1 1 0 0 7 Lemon City Park 1 3 0 2 1 0 0 7 Coral Gate Park 2 1 0 2 1 0 0 6 Kinloch Park 2 3 0 0 1 0 0 6 December 2018 Page 7 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis CBRE SHORT LIST ANALYSIS Based on the above criteria, the top -ranked properties separated for more detailed analysis were the following: Nexus Site The Adler -owned Nexus Site ("Nexus Site") is located at 230 SW 3rd Street, adjacent to the current City of Miami administrative building. The site is approximately 1.6 acres. The new administrative building would use a portion of the 1.6-acre site and would have shared parking with the new Nexus development contemplated by the Adler Group on the current MRC property. The site is adjacent to 1-95, and contiguous with the current MRC facility. The nearest metro station is the Government Center Station, which is less than half a mile or a 10-minute walk from the site. The site is zoned T6-36- B-O according to the Miami 21 Zoning Code. The Adler Group is the owner of the site, having purchased it with the intent to develop a separate project. Upon the issuance of the OM/RFP and subsequent approvals, they have elected to keep the site vacant until the City decides whether to purchase the site for the new administrative facility. Based on the current zoning and the potential development opportunities on the site, the Nexus site was valued at approximately nineteen million dollars ($19,000,000). By including the market land value together with anticipated development costs, a preliminary development budget was prepared, and determined to be approximately one hundred and forty-six million nine hundred and twenty-six thousand and nine dollars ($146,926,009). Additionally, CBRE calculated the potential tax revenues to the City to be approximately eight million one hundred and seventy-nine thousand four hundred and ninety-nine dollars ($8,179,499) in the event the property is developed to the maximum potential contemplated based on the current zoning and used for non -governmental purposes. For greater detail, please refer to the appendices included herein. The Nexus Site provides the most seamless transition and best timing of delivery because the site is directly adjacent to the current site and is completely vacant. Additionally, the site is centrally located in an area familiar to employees, residents, and visitors of the administrative building. The site also allows the City the continued use of the MPA parking lots under the 1-95 highway. Additionally, there are benefits associated with the adjacency to the new Nexus development, including an increased amenity base. The challenges presented with the site are related to the integrated nature of the development. Particularly, due to the limited size of the site, there is minimal flexibility in the design and requirements to enter into cross access agreements for parking. December 2018 Page 8 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis Marlin's Stadium Surface Parking The Marlin's Stadium Surface Parking site consists of three parcels located at 1680 NW 5th Street, 1610 NW 6th Street, and 1600 NW 7th Street. The three parcels are adjacent to each other but are separated by roadways. The largest parcel on the south is approximately 2.8 acres, the center parcel is approximately 1 acre, and the northern -most parcel is approximately 1.6 acres, for a total of 5.4 available acres of land. This site is less than five minutes from the Dolphin Expressway (SR 836) but has no major transit options nearby. The property is currently being used for surface parking in support of the Marlin's stadium. There are no structures on the site that would require relocation or demolition. The property is located within 10 minutes west of the current MRC. All three parcels are zoned Civic Institution according to the Miami 21 Zoning Code, which would support an administrative facility. The site is surrounded by T6-8-O to the North, T5-L to the South, and T3-O to the West. CBRE It is important to note that the property is subject to an agreement between the City and County which provides that the parcels will be available for parking for the baseball stadium. Should the City elect to use the property for the new administrative facility or otherwise convey or lease the property, the agreement would need to be amended to reflect a release of that obligation. Based on the potential rezoning and the potential development opportunities on each of the three sites, the Marlin's site was collectively valued at approximately seventeen million five hundred thousand dollars ($17,500,000). By including the market land value together with anticipated development costs, a preliminary development budget was prepared, and determined to be approximately one hundred thirty million eight hundred ninety seven and seven hundred and twenty four dollars ($130,897,724) if built on the northern -most parcel, one hundred and twenty-three million seven hundred and seventy-three thousand, four hundred and thirty-six dollars ($123,773,436) if built on the center parcel, and one hundred twenty-five million eight hundred and twenty four thousand and three hundred and sixty-eight dollars ($125,824,368) if built on the southernmost parcel. However, none of the three sites individually could accommodate the City's density and parking requirements, and combining the parcels could present other challenges, such as planning and zoning limitations and delayed timing of delivery. Additionally, CBRE calculated the potential tax revenues to the City to be approximately two million one hundred and seventy-five thousand four hundred and eighty-eight dollars ($2,175,488) in the event all three parcels were developed to the maximum potential contemplated based on the potential rezoning and used for non -governmental purposes. For greater detail, please refer to the appendices included herein. December 2018 Page 9 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis CBRE Positive features of the site include the fact that the property is already controlled by the City, is centrally located, and is easily accessible. It is also beneficial that the site contains no major structures to demolish. However, the site presents some significant challenges as well, including the limitations set forth by the current agreement with the County as well as the adjacency to the Marlins stadium, which may provide logistical/traffic concerns during games and delayed timing of delivery. Additional issues with the site include the limited amenities in the area, lack of public transit, and that the property is not located in downtown. December 2018 Page 10 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis AT&T Site The AT&T site is made up of two contiguous parcels of irregular shape located at 610 NW 1 Avenue and 53 NW 6 Street. Together the parcels are 0.77 acres in size. Although most sites less than 2 acres were removed from consideration, this site in particular presented various benefits which merited consideration. The property is currently vacant and is being reviewed for re -platting. It is partially zoned T6-60A-O, and partially not yet zoned. The site is less than 5 minutes from 1-95, adjacent to a major transit facility, and less than 10 minutes North of the current MRCfacility. Based on the current zoning and the potential development opportunities on the site, the AT&T site was valued at approximately twelve million dollars ($12,000,000). By including the market land value together with anticipated development costs, a preliminary development budget was prepared, and determined to be approximately one hundred forty-two million one hundred and forty-seven thousand and ninety-three dollars ($142,147,093). Additionally, CBRE calculated the potential tax revenues to the City to be approximately two hundred and twenty-two thousand one hundred twenty-five dollars ($2,122,125) in the event the property CBRE trrrp OPVFp14 1 °a ►nF°►r't tePPrFr it nrrr'"►rM F I'Fr•rrt . e ►trrt; fl trr••itlrftto li 'l;,AFwflt r!►IFfc million one were to be developed to the maximum potential contemplated and used for non -governmental purposes. For greater detail, please refer to the appendices included herein. Among the greatest benefits of the site, is its central, highly -coveted location within Downtown Miami. The site is adjacent to Miami Central, a major transportation hub consisting of the Brightline, Metromover, Tri-Rail, and Metrorail. The property is also adjacent to the future Miami World Center, which would provide a major amenity base from which employees and visitors alike would benefit. Other positive features of the site include that the City has control of the site, it is vacant and unused, and is near to the current facility and major thoroughfares. Challenges include the site's small size and irregular shape, limiting construction and design efficiencies, and requiring the new administrative building to have a smaller footprint and greater height. Parking would also be challenging and would likely require shared parking agreements with adjacent sites. The City would need to use the entire site and would make efforts to coordinate with adjoining land -owners to expand, where possible; this could include the purchase of air rights prior to design and construction. Additionally, the site was intended to be used as a temporary facility for the Fire Department while Fire Station # 1 is developed. If we are unable to find another site for the temporary facility, this will result in significant delays while the temporary facility is built, the new fire station redeveloped, the temporary facility torn down, and the site prepared for construction. All this would have to occur prior to the development of the new administrative facility on this site. Should an alternative site for the temporary fire station be identified, this timing concern would not be an issue. December 2018 Page 11 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis Biscayne Park The Biscayne Park site is located at 150 NE 19th Street and consists of approximately 7.3 acres. Although the entire parcel is just over 7 acres, the City would only need to use a portion of the property for the new administrative building. The site is less than 5 minutes from 1-95 and US-1, and 10 -15 minutes North of the current MRCfacility. The nearest metro station is the Adrienne Arsht Center Metromover Station, which is about half a mile or 15 minutes from the site. The site is made up of open recreational space, a parking lot provided to Temple Israel through a Revocable License Agreement, and a 2,000 SF structure which houses a non-profit community organization commonly known as PULSE, which is also subject to a Revocable License Agreement. Although most of the site is used recreationally as open space, it is not dedicated as a Park. The site is zoned Civic Institution according to the Miami 21 Zoning Code, which would support an administrative facility. The site is surrounded by T6-8-O to the North, D-2 to the West, and T6- 36B-O to the East. CBRE Based on the potential rezoning and the potential development opportunities on the site, the entire Biscayne Park site was valued at approximately fifty million dollars ($50,000,000); while the portion required for use was valued at approximately eight million six hundred twenty four thousand five hundred and two dollars ($8,624,502). By including the market land value together with anticipated development costs, a preliminary development budget was prepared, and determined to be approximately one hundred twenty-nine million eight hundred forty-four thousand seven hundred and thirty-five dollars ($129,844,735) for construction on a portion of the site. Additionally, CBRE calculated the potential tax revenues to the City to be approximately three million one hundred and nine thousand two hundred and sixteen dollars ($3,109,216) in the event the property were to be developed to the potential contemplated based on the potential rezoning and used for non -governmental purposes. For greater detail, please refer to the appendices included herein. One of the most notable benefits of this site, is its large size, which would provide the City with greater flexibility in design. Other benefits include that the City has control of the site, it is located in the Edgewater/Wynwood neighborhood, and it is near to the current facility and major thoroughfares. On the other hand, the site also provides some challenges, including nearby traffic congestion, reduction of recreational usage, and limited access. Additionally, other departments and agencies have expressed interest in the use of the site. Given the lack of available contiguous parcels of this size and proximity to Wynwood, this site would also provide the City with an excellent sale or private sector ground lease redevelopment opportunity. December 2018 Page 12 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis Melreese Golf Course The Melreese golf Course site is located at 1400 NW 37th Avenue and 1802 NW 37th Avenue. This property is estimated to total approximately 150 acres, although the City would only use a small portion of such land. Currently zoned as Civic Space, the site is presently used as a golf course with a few structures currently used by the Melreese Country Club in connection with a Professional Services Agreement with the City. The site is 15 — 20 minutes from the current MRC facility. The site is adjacent, on the north, to the Miami Intermodal Center which is an intermodal rapid transit, commuter rail, intercity rail, local bus, and intercity bus transportation hub. Miami International Airport is located to the west of the property. To the south and east of the property there are primarily residential properties. Also notable is the City Commission's approval, and subsequent voter approval, of a new soccer stadium complex. The designs are still conceptual and the agreements for such soccer complex are still pending approval by City Commission, but the terms proposed included using only a portion of the land available — the remaining land would be used for open recreational space. CBRE Based on the potential rezoning and the potential development opportunities on the site, the portion of land required for use at the Melreese site was valued at approximately eighteen million dollars ($18,000,000). By including the market land value together with anticipated development costs, a preliminary development budget was prepared, and determined to be approximately one hundred forty-two million nine hundred eight seven thousand four hundred twenty- four dollars (142,987,424). Additionally, CBRE calculated the potential tax revenues to the City to be approximately nine hundred forty-four thousand three hundred twenty-eight dollars ($944,328) in the event the portion of the property were developed to the potential contemplated based on the potential rezoning and used for non -governmental purposes. For greater detail, please refer to the appendices included herein. Among the benefits of the property is the large size, which would provide the City with maximum flexibility in design and construction, and the minimal development on the site, which would expedite timing of delivery. Due to its proximity to the Miami Intermodal Center, the property is also ideal for those wishing to use mass transit to commute or visit the site. Access to major highways is also a positive trait, as the site is adjacent to SR-836 and SR-112. The challenges presented with the site include height restrictions imposed by the FAA due to its proximity to the airport, the fact that the site is not centrally located, and the limited amenities provided in the area (note the available amenities are expected to increase with the development of a new soccer complex and supporting retail). Additionally, the design of the new administrative building may be limited by the design and construction plans associated with the soccer complex conceptually approved by voters. The site also may present environmental concerns that may affect December 2018 Page 13 City of Miami Miami Riverside Center Replacement Facility Site Selection and Cost / Benefit Analysis CBRE timing. Also relevant is the site's current zoning as Civic Space and the resultant requirements that the City provide alternative park/CS space in accordance with the City's "No Net Loss" policy. Further, although the site is City -owned, the property is currently subject to an existing Management Agreement of the Golf Course which is set to expire in 2021. The agreement provides that it may be cancelled without cause subject to a payment to the provider for "the balance of all amounts that would be paid to Provider during the remaining term of this Agreement without any reduction or set-off of any kind." While the applicability of this language may be a question for the Office of the City Attorney, this should nevertheless be considered relevant to the potential cost and time associated with this site. The way in which the site is incorporated into the overall soccer stadium redevelopment is also an unknown and it may take years to have an overall project master plan, which would ultimately delay the construction of a new administrative facility. RECOMMENDATION Based on the above ranking and analysis, the most ideal location for the City's new administrative headquarters is the Nexus site. The Nexus site offers the most seamless and efficient transition for the new administrative building. The location is one that residents and employees have become accustomed to and allows the City to continue providing services just down the street from other City and County services. The location of the site is also ideal for its accessibility to highways, transit, and general ease of access. Although the amount to be financed for the development would be higher than the other sites, the other sites could be sold or leased to offset the cost, thereby allowing the City to retain this ideal location. Considering the value the other sites could provide the City if sold or leased, the total development budget for the Nexus site is not significantly higher than the other sites considered, the challenges presented with the site are minimal, and the benefits are considerable. December 2018 Page 14 APPENDIX A Hypothetical Site Development Ground Level to 8th (Parking) AT&T SITE : [TOTAL LOT SIZE: 33,368 S.F.] • CURRENT ZONING: T6-60A-0 • PROPOSED ZONING: T6-60A-0. • FLOOR LOT RATIO: 11150% ADDITIONAL PUBLIC BENEFIT. • MAX FLOOR RATIO: 33,368 X 11 = 367,048 S.F. • 50% BONUS: 367,048X50%=183,524S.F. TOTAL S.F. = 550,572 S.F. (REQ. 1,652 CARS) • MAXIMUM BUILDABLE (LOT COVERAGE): 80% (26,694.4 S.F.) PARKING REQUIREMENTS: • 3 CARS PER • PARKING CAN YIELD: • PARKING REQ.: • 30% PARKING REDUCTION (PROXIMITY TO PUBLIC TRANSPORT) SUMMARY: 1,000 S.F. 750 CARS 891 CARS 624 CARS 18 Floors Office @ 16,500 S.F.: 297,000 S.F. PARKING (110 CARS) OFFICES (297,000 S.F.) 1 9-10 Level (Parking) 11th — 28th (Office) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) Office (16,500 S.F.) 28 27 26 25 24 23 22 21 20 19 18 17 16 15 14 13 12 11 Parking (55 Cars) Parking (55 Cars) 10 9 Parking (80 Cars) Parking (80 Cars) Parking (80 Cars) Parking (80 Cars) Parking (80 Cars) Parking (80 Cars) Parking (80 Cars) Parking (80 Cars) 8 7 6 5 4 3 2 1 ✓ o • = AT&T SITE: 12/21/2019 CBRE1 HEERY RETAIL SPACE 50,000 S.F. PARKING (375 CARS) Ground Level (Retail & Parking) OFFICE FLOORS 50,000 S.F. PARKING (375 CARS) — Level 2-8 (Offices & Parking) PUBLIC AREA OFFICE FLOORS 30,000 S.F. PUBLIC AREA L Level 9-24 (Offices) BISCAYNE PARK SITE : [TOTAL LOT SIZE: 318,859 S.F.] • CURRENT ZONING: CI (CIVIC INSTITUTIONAL) • PROPOSED ZONING:T6-24B. • FLOOR LOT RATIO: 16140% ADDITIONAL PUBLIC BENEFIT. • MAX FLOOR RATIO: 318,859 X 16 = 5,101,744 S.F. • 40% BONUS: 127,543X 50% = 127,543 S.F. TOTAL S.F. = 5,229,287 S.F. (MAX BUILDABLE) MAXIMUM BUILDABLE (LOT COVERAGE): 80% (255,087 S.F. ) PARKING REQUIREMENTS: • 3 CARS PER 1,000 S.F. • PARKING CAN YIELD: 3,000 CARS SUMMARY: RETAIL: OFFICE: TOTAL: 50,000 S.F. 830,000 S.F. 880,000 S.F. (REQ. 2,640 CARS)1 Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) 24 23 22 21 20 19 18 17 16 15 14 13 12 11 10 9 Parking (375 Cars) 8 Parking (375 Cars) 7 Parking (375 Cars) 6 `6' • i2 rn Parking (375 Cars) 5 § = :Y Parking (375 Cars) Parking (375 Cars) 4 Nf 0- 3 Parking (375 Cars) 2 Retail (50,000 S.F.) Parking (375 Cars) 1 ilo BISCAYNE PARK SITE: 12/21/2019 CBRE1 HEERY Ground Level (Retail & Parking) Level 6-8 (Offices) 10 10% PARKING (700 CARS) Level 2-5 (Parking) iL BONUS FLOORS 30,000 S.F. (120, 000 S.F.) PUBLIC AREA Level 9-12 (with Bonuses) SITE — 1: [TOTAL LOT SIZE: 68,900 S.F.] • CURRENT ZONING: CI (CIVIC INSTITUTION). • PROPOSED ZONING CHANGE TO:76-8'. • FLOOR LOT RATIO: 5125%ADDITIONAL PUBLIC BENEFIT. a) MAX FLOOR RATIO: 68,900X 5 = 344,500 S.F. b) 25% BONUS: 344,500X25% = 86,125 S.F. • MAXIMUM LOT COVERAGE: 80% [55,000 S.F.] • MAXIMUM BUILDABLE ABOVE 8TH FLOOR: 30,000 S.F. PER LEVEL. PARKING REQUIREMENTS: • 3 CARS PER 1,000 S.F. SU MMARY: RETAIL: 23,100 S.F. OFFICE: 110,000 S.F. BONUS OFFICE: 86,125 S.F. TOTAL: 219,225 S.F. Office (21,531 S.F.) Office (21,531 S.F.) Office (21,531 S.F.) Office (21,531 S.F.) 12 11 10 9 Office (54,400 S.F.) Office (54,400 S.F.) Parking (125 Cars) Parking (125 Cars) Parking (125 Cars) Parking (125 Cars) Parking (125 Cars) Retail (23,100 S.F.) Parking (60 Cars) 8 7 6 5 4 3 2 u p rn b a MARLINS BALLPARK SITE 1: 12/19/2019 CBRE I HEERY • PARKING (80 CARS) RETAIL SPACE Lri Ground Level (Retail & Parking) Level 4-6 (Offices) Level 2-3 (Parking) SITE - 2: [TOTAL LOT SIZE: 45,000 S.F.] • CURRENT ZONING : CI (CIVIC INSTITUTION). • PROPOSED ZONING : 'T5' • FLOOR LOT RATIO: N/A • MAX LOT COVERAGE: 80% (36,000 S.F.) SUMMARY: RETAIL: 5,000 S.F. OFFICE: 108,000 S.F. TOTAL: 113,000 S.F. (REQ. 339 CARS*) *REQUIRES PARKING COVENANT ORAGGREEMENT FOR SHORTAGE TO PARK IN ADJACENT PARKING GARAGE. Bonus Office (36,000 S.F.) Office (36,000 S.F.) Office (36,000 S.F.) Parking (120 Cars) Parking (120 Cars) Parking (80 Cars) 4 3 2 Retail (5,0005.F. 1 1.2 rn uni c 101, MARLINS BALLPARK SITE 2: 12/19/2019 CBRE1 HEERY 10' --r RETAIL SPACE 25,000 S.F. 10% PARKING (270 CARS) Ground Level (Retail & Parking) Level 2-5 (Parking) OFFICE (FLOORS) 96,000 S.F. Office (25,000 S.F.) Office (25,000 S.F.) Retail (25,000 S.F.) Level 6-8 (Offices) Level 9-12(with Bonuses) SITE - 3: [TOTAL LOT SIZE: 120,000 S.F.] • CURRENT ZONING : CI (CIVIC INSTITUTION). • PROPOSED ZONING : 'T5' • FLOOR LOT RATIO: N/A • MAX LOT COVERAGE: 80% (96,000 S.F.) • MAX HEIGHT: 5 STORIES SUMMARY: RETAIL: 25,000 S.F. OFFICE: 242,000 S.F. TOTAL: 267,000 S.F. (REQ. 801 CARS) Office (96,000 S.F. Office (96,000 S.F. Parking (270 Cars) Parking (270 Cars) Parking (270 Cars) 5 4 3 2 1O% 4 MARLINS BALLPARK SITE 3: 12/19/2019 CBRE 1 HEERY OFFICE SPACE (24,000 S.F.) PARKING (840 CARS Total) Ground Level (Retail, Parking & Office) OFFICE SPACE (30,000 S.F.) PARKING (840 CARS Total) 2-8 Level (Parking) Entire Site (Proposed Location) MELREESE SITE : [TOTAL LOT SIZE: 2,109,175 S.F.] • CURRENT ZONING: CI (CIVIC INSTITUTIONAL) • PROPOSED ZONING: T6-8. • FLOOR LOT RATIO: 5125% ADDITIONAL PUBLIC BENEFIT. • MAX FLOOR RATIO: • 25% BONUS: 2,109,175 X5= 10,545,875 S.F. 10,545,875 X 25% = 2,636,468 S.F. TOTAL S. F. =13,182,343 S.F. • MAXIMUM BUILDABLE (LOT COVERAGE): 80% (1,687,340 S.F.) PARKING REQUIREMENTS: • 3 CARS PER 1,000 S.F. • PARKING CAN YIELD: 840 CARS • PARKING REQ.: 840 CARS SUMMARY: 8 Floors Office @ 30,000 S.F.: 280,000 S.F. 6 5 oiI 4 COq 2 1 Parking (150 Cars) Parking (150 Cars) Parking (150 Cars) Parking (150 Cars) Parking (150 Cars) Parking (150 Cars) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Retail (6,000 S.F.) Office (24,000 S.F.) 8' 6 5I 3 2' 1 10' )ol, MELREESE SITE: 12/21/2019 CBRE 1 HEERY RETAIL (20,000 S.F.) PARKING (50 CARS) Ground Level (Retail & Parking) ,/ tai. 111 VOW grill.1111111111 P tab* `\ PARKING (150 CARS) 2-8 Level (Parking) NEXUS SITE: [TOTAL LOT SIZE: 68,900 S.F.] • CURRENT ZONING: T6-36B-0. • PROPOSED ZONING: T6-36B-0. • FLOOR LOT RATIO: 22140%ADDITIONAL PUBLIC BENEFIT. • MAX FLOOR RATIO: 68,900 X22 = 1,515,800 S.F. • 40% BONUS: 1,515,800X40% = 606,320 S.F. TOTAL S.F. = 2,122,120 S.F. (REQ. 6,367 CARS) MAXIMUM BUILDABLE (LOT COVERAGE): 80% (55,120 S.F.) PARKING REQUIREMENTS: • 3 CARS PER • PARKING CAN YIELD: • PARKING REQ.: SUMMARY: 1,000 S.F. 1,100 CARS 1,050 CARS 11 Floors Office @ 30,000 S.F.: 330,000 S.F. 9 —19 Level (Office) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) Office (30,000 S.F.) 19 18 17 16 15 14 13 12 11 10 9 Parking (150 Cars) Parking (150 Cars) Parking (150 Cars) Parking (150 Cars) Parking (150 Cars) Parking (150 Cars) Parking (150 Cars) Retail (50,000 S.F.) Parking (50 Cars) 8 7 6 5 4 3 2 1 y o o NEXUS SITE: 12/21/2019 CBRE1 HEERY APPENDIX B Preliminary Development Budget Preliminary Development Budget - MRC Replacement Facility All Sites Site Marlins 1 Marlins 2 Marlins 3 ATT Biscayne Park Melreese Nexus Site Size (Square Feet) 68,900 45,000 120,000 33,368 318,859 100,000 68,900 Existing Zoning CI CI CI T6-60A-0 CI CI CI Proposed Zoning T6-8 T5 T5 T6-60A-0 T6-24B T6-8 T6-36B-0 Maximum Development Density (Square Feet) 253,000 113,000 267,000 550,572 5,229,287 280,000 2,122,120 Cost per FAR (Note 4) Land Value (Based on Current Market Comparables) $ 9,600,000 $ 3,000,000 $ 4,900,000 $ 12,000,000 $ 8,624,502 $ 18,000,000 $ 19,000,000 Relocate Existing Occupants (Note 2) $ - $ - $ - $ - $ - $ 3,000,000 $ Subtotal $ 9,600,000 $ 3,000,000 $ 4,900,000 $ 12,000,000 $ 8,624,502 $ 21,000,000 $ 19,000,000 Construction Cost (Note 1) $ FFE $ Box and IT Move $ Subtotal $ 75,930,000 $ 75,930,000 6,900,000 $ 6,900,000 1,000,000 $ 1,000,000 83,830,000 $ 83,830,000 75,930,000 $ 79,726,500 $ 75,930,000 $ 75,930,000 $ 79,726,500 6,900,000 $ 6,900,000 $ 6,900,000 $ 6,900,000 $ 6,900,000 1,000,000 $ 1,000,000 $ 1,000,000 $ 1,000,000 $ 1,000,000 83,830,000 $ 87,626,500 $ 83,830,000 $ 83,830,000 $ 87,626,500 Soft Costs Per Schedule and Consultants $ 16,547,050 $ 16,547,050 $ 16,547,050 $ 17,249,403 $ 16,547,050 $ 16,547,050 $ 17,249,403 Project Contingency $ 11,287,705 $ 11,287,705 $ 11,287,705 $ 11,587,590 $ 11,287,705 $ 11,087,705 $ 12,237,590 Subtotal Loan Placement @ 1% (Note 3) $ 121,264,755 $ 114,664,755 $ 116,564,755 $ 128,463,493 $ 120,289,257 $ 132,464,755 $ 136,113,493 $ 1,212,648 $ 1,146,648 $ 1,165,648 $ 1,284,635 $ 1,202,893 $ 1,324,648 $ 1,361,135 $ 122,477,403 $ 115,811,403 $ 117,730,403 $ 129,748,128 $ 121,492,149 $ 133,789,403 $ 137,474,628 Interest During Construction Period (10 QTRS equal draw amount) $ 8,420,321 $ 7,962,034 $ 8,093,965 $ 8,920,184 $ 8,352,585 $ 9,198,021 $ 9,451,381 Grand Total $ 130,897,724 $ 123,773,436 $ 125,824,368 $ 138,668,312 $ 129,844,735 $ 142,987,424 $ 146,926,009 Improved Value (120%) Improved Value (Per Gross Building Square Foot) Amount to be Financed (Less Imputed Land Value) $ 157,077,269 $ 148,528,124 $ 150,989,241 $ 166,401,974 $ 155,813,681 $ 171,584,909 $ 176,311,210 $ 546.36 $ 516.62 $ 525.18 $ 578.79 $ 541.96 $ 596.82 $ 613.26 $ 121,297,724 $ 120,773,436 $ 120,924,368 $ 126,668,312 $ 121,220,233 $ 124,987,424 $ 146,926,009 Notes: 1) Development Budgets for illustrative purposes only. No representation are made to actual cost until such time and site specific design and construction cost estimates received. 2) Anticipated Settlement and Legal Fees for Existing Management Company 3) Loan Placement fees and Carry Costs during construction period 4) Of 318,000 SF of land area for Biscayne Park, only 55,000 SF or 17.25% of total estimate of value of $50,000,000 is needed for City Facility Estimated Interest Cost During Construciton Period M RC Interest Rate 5% Qtr 1 Qtr 2 Qtr 3 Qtr 4 Qtr 5 Qtr 6 Qtr 7 Qtr 8 Qtr 9 Qtr 10 $ 137,474,628 $ 13,747,463 $ 13,747,463 $ 13,747,463 $ 13,747,463 $ 13,747,463 $ 13,747,463 $ 13,747,463 $ 13,747,463 $ 13,747,463 $ 13,747,463 Cumulative $ 13,747,463 $ 27,494,926 $ 41,242,388 $ 54,989,851 $ 68,737,314 $ 82,484,777 $ 96,232,240 $ 109,979,702 $ 123,727,165 $ 137,474,628 $ 171,843 $ 343,687 $ 515,530 $ 687,373 $ 859,216 $ 1,031,060 $ 1,202,903 $ 1,374,746 $ 1,546,590 $ 1,718,433 $ 9,451,381 ATT Interest Rate 5% Qtr 1 Qtr 2 Qtr 3 Qtr 4 Qtr 5 Qtr 6 Qtr 7 Qtr 8 Qtr 9 Qtr 10 $ 129,748,128 $ 12,974,813 $ 12,974,813 $ 12,974,813 $ 12,974,813 $ 12,974,813 $ 12,974,813 $ 12,974,813 $ 12,974,813 $ 12,974,813 $ 12,974,813 Cumulative $ 12,974,813 $ 25,949,626 $ 38,924,438 $ 51,899,251 $ 64,874,064 $ 77,848,877 $ 90,823,690 $ 103,798,502 $ 116,773,315 $ 129,748,128 $ 162,185 $ 324,370 $ 486,555 $ 648,741 $ 810,926 $ 973,111 $ 1,135,296 $ 1,297,481 $ 1,459,666 $ 1,621,852 $ 8,920,184 Marlins Site 1 Interest Rate 5% Qtr 1 Qtr 2 Qtr 3 Qtr 4 Qtr 5 Qtr 6 Qtr 7 Qtr 8 Qtr 9 Qtr 10 $ 122,477,403 $ 12,247,740 $ 12,247,740 $ 12,247,740 $ 12,247,740 $ 12,247,740 $ 12,247,740 $ 12,247,740 $ 12,247,740 $ 12,247,740 $ 12,247,740 Cumulative $ 12,247,740 $ 24,495,481 $ 36,743,221 $ 48,990,961 $ 61,238,701 $ 73,486,442 $ 85,734,182 $ 97,981,922 $ 110,229,662 $ 122,477,403 $ 153,097 $ 306,194 $ 459,290 $ 612,387 $ 765,484 $ 918,581 $ 1,071,677 $ 1,224,774 $ 1,377,871 $ 1,530,968 $ 8,420,321 Marlins Site 2 Interest Rate 5% Qtr 1 Qtr 2 Qtr 3 Qtr 4 Qtr 5 Qtr 6 Qtr 7 Qtr 8 Qtr 9 Qtr 10 $ 115,811,403 $ 11,581,140 $ 11,581,140 $ 11,581,140 $ 11,581,140 $ 11,581,140 $ 11,581,140 $ 11,581,140 $ 11,581,140 $ 11,581,140 $ 11,581,140 Cumulative $ 11,581,140 $ 23,162,281 $ 34,743,421 $ 46,324,561 $ 57,905,701 $ 69,486,842 $ 81,067,982 $ 92,649,122 $ 104,230,262 $ 115,811,403 $ 144,764 $ 289,529 $ 434,293 $ 579,057 $ 723,821 $ 868,586 $ 1,013,350 $ 1,158,114 $ 1,302,878 $ 1,447,643 $ 7,962,034 Marlins Site 3 Interest Rate 5% Qtr 1 Qtr 2 Qtr 3 Qtr 4 Qtr 5 Qtr 6 Qtr 7 Qtr 8 Qtr 9 Qtr 10 $ 117,730,403 $ 11,773,040 $ 11,773,040 $ 11,773,040 $ 11,773,040 $ 11,773,040 $ 11,773,040 $ 11,773,040 $ 11,773,040 $ 11,773,040 $ 11,773,040 Cumulative $ 11,773,040 $ 23,546,081 $ 35,319,121 $ 47,092,161 $ 58,865,201 $ 70,638,242 $ 82,411,282 $ 94,184,322 $ 105,957,362 $ 117,730,403 $ 147,163 $ 294,326 $ 441,489 $ 588,652 $ 735,815 $ 882,978 $ 1,030,141 $ 1,177,304 $ 1,324,467 $ 1,471,630 $ 8,093,965 Biscayne Park Interest Rate 5% Qtr 1 Qtr 2 Qtr 3 Qtr 4 Qtr 5 Qtr 6 Qtr 7 Qtr 8 Qtr 9 Qtr 10 $ 121,492,149 $ 12,149,215 $ 12,149,215 $ 12,149,215 $ 12,149,215 $ 12,149,215 $ 12,149,215 $ 12,149,215 $ 12,149,215 $ 12,149,215 $ 12,149,215 Cumulative $ 12,149,215 $ 24,298,430 $ 36,447,645 $ 48,596,860 $ 60,746,075 $ 72,895,290 $ 85,044,505 $ 97,193,719 $ 109,342,934 $ 121,492,149 $ 151,865 $ 303,730 $ 455,596 $ 607,461 $ 759,326 $ 911,191 $ 1,063,056 $ 1,214,921 $ 1,366,787 $ 1,518,652 $ 8,352,585 Melreese Interest Rate 5% Qtr 1 Qtr 2 Qtr 3 Qtr 4 Qtr 5 Qtr 6 Qtr 7 Qtr 8 Qtr 9 Qtr 10 $ 133,789,403 $ 13,378,940 $ 13,378,940 $ 13,378,940 $ 13,378,940 $ 13,378,940 $ 13,378,940 $ 13,378,940 $ 13,378,940 $ 13,378,940 $ 13,378,940 Cumulative $ 13,378,940 $ 26,757,881 $ 40,136,821 $ 53,515,761 $ 66,894,701 $ 80,273,642 $ 93,652,582 $ 107,031,522 $ 120,410,462 $ 133,789,403 $ 167,237 $ 334,474 $ 501,710 $ 668,947 $ 836,184 $ 1,003,421 $ 1,170,657 $ 1,337,894 $ 1,505,131 $ 1,672,368 $ 9,198,021 Notes: Interest cost established for the purposes of developing preliminary development budgets. Actual cost will vary depending upon interest rate and draw schedule. APPENDIX C Site Valuation Land Value Land Value The following map summarizes the comparable data used in the valuation of the subject site. ill i� ngI■ I{II III Sale Fla, FL331 2nd Ave Sale 1 700 N Miami Ave Miami, FL 33136 MIMI n i C � ,pti 11 CAI I_ ..''o ____� 1=1I I0 ®_ let St L. tl0st® n 19B� 6N M2 fl noratlpn andLL> ppllers. All nnMsreserveEid St Sale 3 1753 NE 2nd Ave Karni, FL Sale 2 y ,�� ,� Han1515NMIaml AvHanFL 33136 I ■€ 9 1 ■III .�T al 'II R33136paa 1,� i. 111, it al swift Ali MROC- 3T site Sale 6 2561 Biscayne Blvd Miami, FL 33137 Sale 9 1900 Blseayne Blvd Sale 8 500 NE 10 AvMar, FL e ale 5 Ka L NE 333t 2 trot Park 8 i s c a y n e Bay N sienidY, W8Y San Marco Island Biscayne Bay Aquatic Preserve A1A Watson Island '8o Port of MamtS c, @any4e DodgeO6 Island Palm Island Miami Beach SUMMARY OF COMPARABLE LAND SALES - ATT SITE No. Property Location Transaction Type Date Zoning Actual Sale Price Adjusted Sale Price Size (Acres) Size Price (SF) Per SF 1 700 North Miami Avenue Miami, FL 33136 2 555 N. Miami Avenue Miami, FL 33132 Sale Mar-17 T6-60a 0, Urban Core, $45,250,000 $45,250,000 4.71 205,353 $220.35 Open Sale Mar-17 T6-80 0, Urban Core $18,095,000 $18,095,000 0.83 35,992 $502.75 Transect Zone 3 1753 - 1775 NE 2nd Avenue Sale May-17 T6-24 0, Urban Core, $33,000,000 $33,000,000 1.39 60,375 $546.58 Miami, FL 33132 open 4 1900 Biscayne Boulevard Sale Sep-17 T6-36b 0, Urban Core, $18,400,000 $18,400,000 1.01 44,034 $417.86 Miami, FL 33132 5 151 NE 1st Street Sale Miami, FL 33131 6 2501-2521 Biscayne Boulevard Miami, FL 33137 Sale 7 1801-1851 NE2nd Avenue Under Miami, FL 33132 Contract 8 500 NE 1st Avenue Sale Miami, FL 33132 Open Nov-17 T6-80 0, Urban Core $9,270,000 $9,270,000 0.34 15,000 $618.00 Transect Zone Feb-18 T6-36a 0, Urban Core, $22,700,000 $22,700,000 1.11 48,351 $469.48 Open Jul-18 T6-36b O, Urban Core, $30,000,000 $30,000,000 1.40 61,170 $490.44 Open Jul-18 T6-80 0, Urban Core, $28,300,000 $35,200,000 1.83 79,848 $440.84 Open Subj. 610 NW 1st Avenue & 53 NW 6th Street, Miami, Florida T6-60a 0, Urban Core, Open 0.77 33,368 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE Land Value ADJUSTMENT GRID LAND SALES ADJUSTMENT GRID Comparable Number Transaction Type Transaction Date Zoning Actual Sale Price Adjusted Sale Price Size (Acres) Size (SF) Density (UPA) Allowable Units Allowable Bldg. Area (SF) Indicated FAR Price Per SF Price Per Bldg. Area Price Per Unit 1 Sale 2 Sale 3 Sale 4 5 Sale Sale Mar-17 Mar-17 May-17 Sep-17 Nov-17 T6-60a 0, Urban T6-80 0, T6-24 0, Urban T6-36b 0, T6-80 0, Core, Open Urban Core Core, open Urban Core, Urban Core Transect Zone Open Transect Zone $45,250,000 $45,250,000 4.71 205,353 300 du/ac 1,414 Units 2,258,883 SF 11.00 $220.35 $20.03 $32,001 $18,095,000 $18,095,000 0.83 35,992 438 du/ac 362 Units 607,560 SF 16.88 $502.75 $29.78 $49,986 $33,000,000 $33,000,000 1.39 60,375 500 du/ac 693 Units 966,000 SF 16.00 5546.58 $34.16 $47,619 $18A00,000 $18A00,000 1.01 44,034 4,243 du/ac 429 Units 439,765 SF 9.99 5417.86 $41 .84 $42,890 $9,270,000 $9,270,000 0.34 15,000 360,000 SF 24.00 $618.00 $25.75 6 7 Sale Under Contract Feb-18 T6-36a 0, Urban Core, Open $22,700,000 $22,700,000 1.11 48,351 483,510 SF 10.00 $469.48 546.95 Jul-18 T6-36b 0, Urban Core, Open $30,000,000 $30,000,000 1.40 61,170 22.00 5490.44 522.29 8 Sale Jul-18 T6-80 0, Urban Core, Open $28,300,000 $35,200,000 1.83 79,848 5440.84 Price ($ PSF) Property Rights Conveyed Financing Terms Conditions of Sale Market Conditions (Time) $220.35 0% 0% 0% 0% $502.75 0% 0% 0% 0% $546.58 0% 0% 0% 0% $417.86 0% 0% 0% 0% $618.00 0% 0% 0% 0% $469.48 0% 0% 0% 0% $490.44 0% 0% 0% 0% $440.84 0% 0% 0% 0% Subtotal $220.35 $502.75 5546.58 $417.86 5618.00 5469.48 $490.44 5440.84 Size Shape Corner Frontage Topography Location Zoning/Density Utilities Highest & Best Use 30% -10% 0% 0% 0% 0% 0% 0% 0% 0% -10% 0% 0% 0% 0% -10% 0% 0% 0% -10% 0% -10% 0% 0% 10% 0% 0% 0% -10% 0% -10% 0% 0% 10% 0% 0% -5 -10% 0% -10% 0% 0% -10% 0% 0% 0% -10% 0% -10% 0% 0% 10% 0% 0% 0% -10% 0% -10% 0% 0% 10% 0% 0% 0% -10% 0% 0% 0% 0% -10% 0% 0% Total Other Adjustments 20% -20% -10% -10% -35% -10% -10% -20% Value Indication PSF of Site $264.42 $402.20 $491.92 $376.07 $401.70 $422.53 $441.40 $352.67 Value Indication PSF of FAR $24.04 $23.83 $30.75 $37.66 $16.74 $42.25 $20.06 Absolute Adjustment 40% 20% 30% 30% 35% 30% 30% 20% Subject T6-60a 0, Urban Core, Open 0.77 33,368 297,000 SF 8.90 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE CONCLUSION CONCLUDED LAND VALUE - ATT SITE $ PSF of Site Site SF Total $350.00 $400.00 $ PSF of FAR $38.00 $42.00 Indicated Value: 33,368 33,368 Proposed FAR 297,000 SF 297,000 SF (Rounded $ PSF) $1 1,678,800 $13,347,200 Total $1 1,286,000 $12,474,000 $12,000,000 $359.63 Compiled by CBRE Land Value Land Value The following map summarizes the comparable data used in the valuation of the subject site. 1 7I NW t4jl �1 I in MRC Biscayne Park 150 NE 191h 51 Miami. FL 33132 I I ri. 2501 CI NE 29th S INN Mir_ Sle 2 959NE 24th St 111110 IIIIE Sale 6 .u. NI ,130� +, MI E • mom' ,�$ Imo` `995 y� h SR�o ry ke es Pai q'4- s NW 8th St �❑ m'0 ), 1 , o PePPFaht 0."and(P', 11988-301211 soft CorPorae antbr ds suppliers AllraM1b reserved! ETROCaliCulme 700 N Miami Ave ! Miami, FL 33136 -� Sale 4 1900 B scayne Blvd Miami, FL 33132 Sale 3 1753 NE 2nd Ave Miami, FL 33132 iltlicirreettierice mai Bicenteneall Perk Bicentennial Park �rinP El1 St l Pace Picnic [elands 2 s c a y n e B a y Biscayne Bay Preser en N venetian Dr enetlan Causeway Biscayne Island MacArthur Csaseway 898 � Paige blend Watson Par Port of Miami Watson Island �c^ Ciez4P� Y Ea ells Island Palm beet SUMMARY OF COMPARABLE LAND SALES - BISCAYNE PARK No. Property Location Transaction Type Date Zoning Actual Sale Price Adjusted Sale Price 1 Size (Acres) Size Price (SF) Per SF 1 700 North Miami Avenue Miami, FL 33136 2 459 NE 24th Street Miami, FL 33137 3 1753 - 1775 NE 2nd Avenue Sale Miami, FL 33132 4 1900 Biscayne Boulevard Miami, FL 33132 5 2501-2521 Biscayne Boulevard Miami, FL 33137 6 1801-1851 NE 2nd Avenue Under Jul-18 Miami, FL 33132 Contract Sale Mar-17 T6-24b 0, Urban Core, $45,250,000 $45,250,000 4.71 205,353 $220.35 Open Sale Mar-17 T6-36a L, Urban Core, $21,700,000 $21,700,000 1.99 86,523 $250.80 Limited May-17 T6-24 0, Urban Core, $33,000,000 $33,000,000 1.39 60,375 $546.58 open Sale Sep-17 T6-36b 0, Urban Core, $18,400,000 $18,400,000 1.01 44,034 $417.86 Open Sale Feb-18 T6-36a 0, Urban Core, $22,700,000 $22,700,000 1.11 48,351 $469.48 Open T6-36b 0, Urban Core, $30,000,000 $30,000,000 1.40 61,170 $490.44 Open Subj. 150 NE 19th Street, Miami, Florida T6-24b 0, Urban Core, Open 7.32 318,859 I Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE Land Value ADJUSTMENT GRID LAND SALES ADJUSTMENT GRID Comparable Number 1 2 3 4 5 6 Transaction Type Sale Sale Sale Sale Sale Under Contract Transaction Date Mar-17 Mar-17 May-17 Sep-17 Feb-18 Jul-18 Zoning T6-24b 0, Urban T6-36a L, T6-24 0, Urban T6-36b 0, T6-36a 0, T6-36b 0, Core, Open Urban Core, Core, open Urban Core, Urban Core, Urban Core, Limited Open Open Open Actual Sale Price $45,250,000 $21,700,000 $33,000,000 $18,400,000 $22,700,000 $30,000,000 Adjusted Sale Price 1 $45,250,000 $21,700,000 $33,000,000 $18,400,000 $22,700,000 $30,000,000 Size (Acres) 4.71 1.99 1.39 1.01 1.11 1.40 Size (SF) 205,353 86,523 60,375 44,034 48,351 61,170 Density (UPA) 300 du/ac 150 du/ac 500 du/ac 4,243 du/ac --- --- Allowable Units 1,414 Units 297 Units 693 Units 429 Units --- --- Allowable Bldg. Area (SF) 2,258,883 SF 477,626 SF 966,000 SF 439,765 SF 483,510 SF ######### Indicated FAR 11.00 5.52 16.00 9.99 10.00 22.00 Price Per SF $220.35 $250.80 $546.58 $417.86 $469.48 $490.44 Price Per Bldg. Area $20.03 $45.43 $34.16 $41.84 $46.95 $22.29 Price Per Unit $32,001 $73,064 $47,619 $42,890 --- --- Price ($ PSF) $220.35 $250.80 $546.58 $417.86 $469.48 $490.44 Property Rights Conveyed 0% 0% 0% 0% 0% 0% Financing Terms 1 0% 0% 0% 0% 0% 0% Conditions of Sale 0% 0% 0% 0% 0% 0% Market Conditions (Time) 0% 0% 0% 0% 0% 0% Subtotal $220.35 $250.80 $546.58 $417.86 $469.48 $490.44 Size 0% -30% -30% -30% -30% -30% Shape 0% 0% 0% 0% 0% 0% Corner 0% 0% 0% 0% 0% 0% Frontage -25% -10% -25% -25% -25% -25% Topography 0% 0% 0% 0% 0% 0% Location 0% 0% 0% 0% 0% 0% Zoning/Density 0% 0% 0% 0% 0% 0% Utilities 0% 0% 0% 0% 0% 0% Highest & Best Use 0% 0% 0% 0% 0% 0% Total Other Adjustments -25% -40% -55% -55% -55% -55% Value Indication PSF of Site $165.26 $150.48 $245.96 $188.04 $211.27 $220.70 Value Indication PSF of FAR $15.02 $27.26 $15.37 $18.83 $21.13 $10.03 Absolute Adjustment 25% 40% 55% 55% 55% 55% Subject T6-24b 0, Urban Core, Open 7.32 318,859 480,000 SF 1.51 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE CONCLUSION CONCLUDED LAND VALUE - BISCAYNE PARK $ PSF of Site Site SF Total $150.00 $165.00 Indicated Value: x 318,859 = $47,828,850 x 318,859 = $52,611,735 $50,000,000 (Rounded $ PSF) $156.81 Compiled by CBRE Land Value Land Value The following map summarizes the comparable data used in the valuation of the subject site. van- as -��i>! tit, ,_ __ a- ='-1—am Wi�.- c i ` Park M 2NW 36th St 93rd I II t 1 :. Miami, FL 33192 ....._.,..... IM I Pd ail aualibi ease R.;� - Nw-2 —� LJ i y n_ * :. 25th St NW 25th St i NW 24fh-' +Wit ICI$ `�rL u," ��2 QG'S nMINN 'I II I I L pF� 1W21st at NW 21st St '5 NW 20th St � Hlal r = / Y � �� � ell J I -7����1� t��r �E� � �141h sl d . tic �� s33 ��Ir" .�n 1an M ~ D Sale 1 641 NW 12th Ave A f11� �■` I��J•� M R33136 11th ll ..,. Rao___ , �^ — W Saie3 'i■l gV Fth1. -L�61 NW 3]th Ave e M S[ #3 �tSMarntale3 33t25;AZ IiIfrNW ]th Street � miN!:poineiminil NW 3fd S[ 1 11; NW 2nd st n99s� �ll -- -i1�ilw�ljr�nr ,s, st '. yi ■l- --lm'iil.RYWi9ill��uv Flagler st GD. *WI, MN_ owimml ``! ei F w 3 9 $Tir 51-� i�"�' 99 95l_� 9 - iY1 YIM� r 01 SW 22nd Ave 1r�F11■1 � MamL FL 33135 LJLJjRoss M NW 23 wi I,St NW 22nd � 1 NW21Terrace e o� NW 2 1st St ./ 20th Coral Gbl 9 ➢ Cn pyr vM1t0.an,. rP 198Se012Microsoft Corporation tl,br hs supollers-All setts reserved ale 6 216 SW 12th Ave Marnt FL 33130 Sale ] 1690 NW North River Or Mad., FL 33125 _ �l� � ■ �iFv1Y r-�Is� �}� i Magnolia Park ti JIM sits II .01— llllll�jw , ji j1■■6'' I.i"'g1M-.p 'W ' �! �! Biscayne Bay Aquatic Preserve • or ��fsr =� r.e P! __ l,land ii -ki IpI= Gr; 3th `P ili Fa •- NE Btn St uun tl Kr m y mN Bey Front Park o- ,Manageme9TR NEr nt 1 E Flamm SPa 4_,,,orm Far, °q E®_ SE92nrb5t o 0 Sale 8 1001 NW7th St Miami, FL 33136 NW Sale 2 650 NW 8th St Mar FL 33136 kiLif aim 11 Aiilleii01 mum maw �■Wt wTopn sue L . _ 1 on � 9T2 0 0 0 Drulcell Key PreserveMc Picnic Islands Bucayne Bay Margaret Pace Park A1A tI h.4 Watson Park 4. Watson Park N Sg Port of Men or SUMMARY OF COMPARABLE LAND SALES - MARLINS SITE #3 No. Property Location Transaction Type Date Zoning Actual Sale Price Adjusted Sale Price 1 Size Size Price (Acres) (SF) Per SF 1 641 NW 12th Avenue Sale Miami, FL 33136 2 650 NW 8th Street Sale Miami, FL 33136 3 61 NW 37th Avenue Sale Miami, FL 33125 4 501 SW 22nd Avenue Sale Miami, FL 33130 5 1362 NW 36th St Miami, FL 33142 6 216-228 SW 12th Avenue Miami, FL 33130 7 1690 NW North River Drive Miami, FL 33125 8 1001 NW 7th Street Miami, FL 33136 Feb-15 D1, Work Place & T6-8, $2,574,100 0, Urban Core, Open Mar-16 T6-8 0, Urban Transect $27,695,000 Zone, Open May-16 T6-8 0, Urban Core & $4,225,000 T4 L, General Urban, Restricted Jul-16 T6-8 0, Urban Core $4,000,000 Sale Jun-17 T6-8 0, Urban Core, $3,795,000 Open & T5 L, Urban Center, Limited Sale Aug-17 T5 0, Urban Center, $1,300,000 Open Sale Feb-18 T6-8 0, Urban Core, $10,375,000 Open Sale May-18 T6-8 0, Urban Core, $26,000,000 Open $2,574,100 0.76 32,945 $78.13 $27,965,000 8.61 375,098 $74.55 $4,225,000 1.13 49,010 $86.21 $4,000,000 0.99 43,224 $92.54 $3,795,000 1.20 52,245 $72.64 $1,300,000 0.48 21,000 $61.90 $10,375,000 2.38 103,540 $100.20 $26,000,000 6.31 274,864 $94.59 Subj. 1600 NW 6th Street, T5 0, Urban Center, Miami, Florida Open 1.58 68,900 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE Land Value ADJUSTMENT GRID LAND SALES ADJUSTMENT GRID Comparable Number 1 2 3 4 5 6 7 8 Transaction Type Sale Sale Sale Sale Sale Sale Sale Sale Transaction Date Feb-15 Mar-16 May-16 Jul-16 Jun-17 Aug-17 Feb-18 May-18 Zoning DI, Work Place & T6-8 0, Urban T6-8 0, Urban T6-8 0, Urban T6-8 0, Urban T5 0, Urban T6-8 0, Urban T6-8 0, Urban T6-8, 0, Urban Transect Zone, Core & T4 L, Core Core, Open & Center, Open Core, Open Core, Open Core, Open Open General Urban, T5 L, Urban Restricted Center, Limited Actual Sale Price $2,574,100 $27,695,000 $4,225,000 $4,000,000 $3,795,000 $1,300,000 $10,375,000 $26,000,000 Adjusted Sale Price $2,574,100 $27,965,000 $4,225,000 $4,000,000 $3,795,000 $1,300,000 $10,375,000 $26,000,000 Size (Acres) 0.76 8.61 1.13 0.99 1.20 0.48 2.38 6.31 Size (SF) 32,945 375,098 49,010 43,224 52,245 21,000 103,540 274,864 Density (UPA) --- 164 du/ac 108 du/ac 62 du/ac 149 du/ac 1,106 du/ac Allowable Units --- --- --- 163 Units 129 Units 30 Units 355 Units 698 Units Allowable Bldg. Area (SF) 78,985 SF --- --- --- 430,000 SF 698,000 SF Indicated FAR 3.71 --- --- 3.69 --- --- 4.15 2.54 Price Per SF $78.13 $74.55 $86.21 $92.54 $72.64 $61.90 $100.20 $94.59 Price Per Bldg. Area $32.59 --- --- --- --- --- $24.13 $37.25 Price Per Unit --- $24,540 $29,419 $43,333 $29,225 $37,249 Price ($ PSF) $78.13 $74.55 $86.21 $92.54 $72.64 $61.90 $100.20 $94.59 Property Rights Conveyed 0% 0% 0% 0% 0% 0% 0% 0% Financing Terms ' 0% 0% 0% 0% 0% 0% 0% 0% Conditions of Sale 0% -30% 0% 0% 0% 0% 0% 0% Market Conditions (Time) 20% 15% 10% 10% 5% 5% 0% 0% Subtotal $93.76 $60.01 $94.83 $101.79 $76.27 $65.00 $100.20 $94.59 Size -5% 30% 0% 0% 0% -5% 5% 10% Shape 0% 0% 0% 0% 0% 0% 0% 0% Corner 0% 0% 0% 0% 0% 0% 0% 0% Frontage 0% 0% -10% -10% 0% 10% -25% -25% Topography 0% 0% 0% 0% 0% 0% 0% 0% Location 0% 0% 0% 0% 0% 5% 0% 0% Zoning/Density -10% -10% -5% -10% -5% 0% -10% -10% Utilities 0% 0% 0% 0% 0% 0% 0% 0% Highest & Best Use 0% 0% 0% 0% 0% 0% 0% 0% Total Other Adjustments -15% 20% -15% -20% -5% 10% -30% -25% Value Indication for Subject $79.69 $72.02 $80.61 $81.44 $72.46 $71.49 $70.14 $70.94 Absolute Adjustment 35% 85% 25% 30% 70% 25% 40% 45% Subject T5 0, Urban Center, Open 1.58 68,900 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE CONCLUSION CONCLUDED LAND VALUE - MARLINS SITE #3 $ PSF of Site Site SF Total $71 .00 $72.00 Indicated Value: x 68,900 = $4,891,900 x 68,900 = $4,960,800 $4,900,000 (Rounded $ PSF) $71.12 Compiled by CBRE Land Value Land Value The following map summarizes the comparable data used in the valuation of the subject site. c5 to it -M �11. 1� 111 ttt�L tt 33rd' I MOL MeII MMOi py_� 'I� MOM UMW Me NW Pdme, lakeNW: N11�26th Si NW 25th St 14 NW 24h nlit. �� tW21st et NW list St f ^� NW 20th St r ire 5��� ., ' �� o�... 11■iiit1 "�Jr III JLI �0 ilt I. Sale 8 1.aAi@ i iaffiiiildih NA alit l 61NW L3 Ave I GI���1 �■IM amtFL33t25 M. iiii. aim! I 11..Hrild.ata Ilifir . ill ir1.3., s , dare. 7in ,VINTINVID=1:111461 CID IEN 111.I� r' �C ° •moo+ J.1, pers. + LopydOhE®land(Pd 1988E-2ti12 Microsoft Corpora n:andbrpls suppger�0.lfrth edl 1!U1=imfipasimm - ��n. NW 14th St NW 23ni NWTd Terrace NW 2451 Te ce �N{{W 21st St —1 rLW 20th; `11� Sala Miami, NW North River Dr i i41-11 Mla ,FL 33L25 tle saa of 30g1 NW 331St M am331 , FL 3fi MRC Marlins Site .2 1610 NW fith St I.1am, FL 33125 Sale 1 641 NW 12th Ave FL 33136 Sale 4 501 SW 22nd Ave taarnt FL 33135 N3 d St Ftwool NWNW 2 d St NW 1,1 St �1N Flagler St 5m` CAI sale 6 216 SW lath Ave Miamp FL 33130 Nw J 11• lie •I� ,ter Ij G� I,1I ME ith klgig "- ❑ of■ �. .M III I. Lr+,a1 iWL, I1- liar 4� 011 lux �■ 'flt�D■ I,itrolii rimu it iirl ii�■ Flip 0- !h t 3ih `P 5W— 1J z ! NE Btn St �, � 3 3 m Pod Blvd 886 Sale2 3 N fi50 NW Bth St 1:- m Bey Front Perk MiamiFL 33136 ➢ Q ManegemerdTR �NErnd St C'- Ro �t 5t [ssk � E Flamm Sfrorni Fark sEr..- SE°2nrb5t o 0 n e SUMMARY OF COMPARABLE LAND SALES - MARLINS SITE #2 �). Perks Ration CPT-0.10ns 01v o magnolia Park e Picnic Island, BucayneBay Margaret Pace Park ia Biscayne Bay Aquatic Preserve Perk Watson Park Poq of Meru or No. Property Location Transaction Type Date Zoning Actual Sale Price Adjusted Sale Price 1 Size (Acres) Size Price (SF) Per SF 1 641 NW 12th Avenue Sale Miami, FL 33136 2 650 NW 8th Street Sale Miami, FL 33136 3 61 NW 37th Avenue Miami, FL 33125 4 501 SW 22nd Avenue Sale Miami, FL 33130 5 1362 NW 36th St Miami, FL 33142 6 216-228 SW 12th Avenue Miami, FL 33130 7 1690 NW North River Drive Miami, FL 33125 8 1001 NW 7th Street Miami, FL 33136 Feb-15 D1, Work Place & T6-8, $2,574,100 0, Urban Core, Open Mar-16 T6-8 0, Urban Transect $27,695,000 Zone, Open Sale May-16 T6-8 0, Urban Core & $4,225,000 T4 L, General Urban, Restricted Jul-16 T6-8 0, Urban Core $4,000,000 Sale Jun-17 T6-8 0, Urban Core, $3,795,000 Open & T5 L, Urban Center, Limited Sale Aug-17 T5 0, Urban Center, $1,300,000 Open Sale Feb-18 T6-8 0, Urban Core, $10,375,000 Open Sale May-18 T6-8 0, Urban Core, $26,000,000 Open $2,574,100 0.76 32,945 $78.13 $27,965,000 8.61 375,098 $74.55 $4,225,000 1.13 49,010 $86.21 $4,000,000 0.99 43,224 $92.54 $3,795,000 1.20 52,245 $72.64 $1,300,000 0.48 21,000 $61.90 $10,375,000 2.38 103,540 $100.20 $26,000,000 6.31 274,864 $94.59 Subj. 1610 NW 6th Street, Miami, Florida T5 0, Urban Center, Open 1.03 45,000 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE Sale 5 132 2NW 36thSt FL 33192 Land Value ADJUSTMENT GRID LAND SALES ADJUSTMENT GRID Comparable Number 1 2 3 4 5 6 7 8 Transaction Type Sale Sale Sale Sale Sale Sale Sale Sale Transaction Date Feb-15 Mar-16 May-16 Jul-16 Jun-17 Aug-17 Feb-18 May-18 Zoning DI, Work Place & T6-8 0, Urban T6-8 0, Urban T6-8 0, Urban T6-8 0, Urban T5 0, Urban T6-8 0, Urban T6-8 0, Urban T6-8, 0, Urban Transect Zone, Core & T4 L, Core Core, Open & Center, Open Core, Open Core, Open Core, Open Open General Urban, T5 L, Urban Restricted Center, Limited Actual Sale Price $2,574,100 $27,695,000 $4,225,000 $4,000,000 $3,795,000 $1,300,000 $10,375,000 $26,000,000 Adjusted Sale Price' $2,574,100 $27,965,000 $4,225,000 $4,000,000 $3,795,000 $1,300,000 $10,375,000 $26,000,000 Size (Acres) 0.76 8.61 1.13 0.99 1.20 0.48 2.38 6.31 Size (SF) 32,945 375,098 49,010 43,224 52,245 21,000 103,540 274,864 Density (UPA) --- 164 du/ac 108 du/ac 62 du/ac 149 du/ac 1,106 du/ac Allowable Units --- --- --- 163 Units 129 Units 30 Units 355 Units 698 Units Allowable Bldg. Area (SF) 78,985 SF --- --- --- 430,000 SF 698,000 SF Indicated FAR 3.71 --- --- 3.69 --- --- 4.15 2.54 Price Per SF $78.13 $74.55 $86.21 $92.54 $72.64 $61.90 $100.20 $94.59 Price Per Bldg. Area $32.59 --- --- --- --- --- $24.13 $37.25 Price Per Unit --- $24,540 $29,419 $43,333 $29,225 $37,249 Price ($ PSF) $78.13 $74.55 $86.21 $92.54 $72.64 $61.90 $100.20 $94.59 Property Rights Conveyed 0% 0% 0% 0% 0% 0% 0% 0% Financing Terms ' 0% 0% 0% 0% 0% 0% 0% 0% Conditions of Sale 0% -30% 0% 0% 0% 0% 0% 0% Market Conditions (Time) 20% 15% 10% 10% 5% 5% 0% 0% Subtotal $93.76 $60.01 $94.83 $101.79 $76.27 $65.00 $100.20 $94.59 Size 0% 30% 0% 0% 0% -5% 5% 10% Shape 0% 0% 0% 0% 0% 0% 0% 0% Corner -10% 0% 0% 0% 0% 0% 0% 0% Frontage -10% -10% -25% -25% -10% 0% -25% -25% Topography 0% 0% 0% 0% 0% 0% 0% 0% Location 0% 0% 0% 0% 0% 5% 0% 0% Zoning/Density -10% -10% -5% -10% -5% 0% -10% -10% Utilities 0% 0% 0% 0% 0% 0% 0% 0% Highest & Best Use 0% 0% 0% 0% 0% 0% 0% 0% Total Other Adjustments -30% 10% -30% -35% -15% 0% -30% -25% Value Indication for Subject Absolute Adjustment $65.63 $66.01 $66.38 $66.17 $64.83 $65.00 $70.14 $70.94 50% 95% 40% 45% 20% 15% 40% 45% Subject T5 0, Urban Center, Open 1.03 45,000 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE CONCLUSION CONCLUDED LAND VALUE - MARLINS SITE #2 $ PSF of Site Site SF Total $65.00 $70.00 Indicated Value: x 45,000 = $2,925,000 x 45,000 = $3,150,000 $3,000,000 (Rounded $ PSF) $66.67 Compiled by CBRE Land Value Land Value The following map summarizes the comparable data used in the valuation of the subject site. NW 22nd St NW 21st St NW 20th St NW 19th Terrace NW 19th St NW 18th Terra NW 18th St NW 17th NW 16th Terrace N\n5 NW 16th St "I NW 15th St NW 14th Terrace NW 141h St NW 13th 51 NW 12th Terrac0. ? - _y 3 01 HWS'N,Arr Wm, F0 13I 2s WV 2nd Tame. NM' 1nd SI l/ WF 1st NI NW Flagler I+:rmre R' FI:, 11n SI M' F. gler SW 1-1 3t S•w and Sr Y -9W ath SI tare! Gables Aherenella Mtilla , NA Sidenie Are SW 6th 61 - — R 4 Sw 91h St fi ppy a1h 31 dW 7n1 Si !W 1s1 tit O ' SW 1319rz SW are Si $ 3 SW 1st St 0' SW alb st • NW 21st Terrace NW_1 ➢Gar Park 0By, St Rn NW 15th St Sale 690 N North wvm or Miami, FL 33125 _=�` Sewell Perk 5 Sale 1 NyV 11th $t 69t NW 13th Ave + M:am:, FL 33136 3L361-1 NYI ddh51 r C- Atkin Re 1i re-,r. r ' ▪ M1ant1 SW 3 d D1 !$'N 51h 31 ? E1dea ,a 50I SW 22,M Aae x SW rnh 5l SW h4h M 0 SW 7th S 'ram se s v y n$ i SW 9th St e.t, T. 1 W1 g m 3 7g - Sw lAh Si p • run r+w A yh' lash Si IIA' � retnew ,i , 13Si Sw I gi4 141h S! = SW 14th SI 1. S 01 rte4e 1W {1h Ta SW 141h :R 0� 0 ta INN 0 DL 91xSi 7N 2ne St kW tetra Hapr's sw SW 11.6 wet -ton -et nlun • .9N tab Sal SW 16eh Et snenanaoan ''dPfwre.A lrtntit I!VV., nrlstua rnrparm rla .,,'pplers r. r.� 1N '.Eth 51 A W 111h St zc W 7th St 1001 NW 7th 58, M ami, FL 33... 1001 Miami, FL W 7th M 33136 lia- 11%91�It. , p lea 9JL!k r:01,4:0,214.0linaptad eFt ma saieN650 W ethF N W Mem-, FL 33136 W fg g w w rvm rha,i, FL 33130 Nkk S n m."rci v1 a 1 SW 91h 51 NW 101h St t- n SW 11th SY^ yo dI SUMMARY OF COMPARABLE LAND SALES - MARLINS SITE #1 No. Property Location Transaction Type Date Zoning Actual Sale Price Adjusted Sale Price 1 Size (Acres) Size (SF) Price Per SF 641 NW 12th Avenue Miami, FL 33136 2 650 NW 8th Street Miami, FL 33136 3 61 NW 37th Avenue Miami, FL 33125 4 501 SW 22nd Avenue Miami, FL 33130 5 1690 NW North River Drive Miami, FL 33125 6 1101 W. Flagler Street Miami, FL 33130 7 1001 NW 7th Street Miami, FL 33136 8 805-861 West Flagler Street Miami, FL 33130 Sale Feb-15 D1, Work Place & T6-8, $2,574,100 0, Urban Core, Open Sale Mar-16 T6-8 0, Urban Transect $27,695,000 Zone, Open Sale May-16 T6-8 0, Urban Core & $4,225,000 T4 L, General Urban, Restricted Sale Jul-16 T6-8 0, Urban Core $4,000,000 Sale Feb-18 T6-8 0, Urban Core, $10,375,000 Open Sale May-18 T6-12 0, Urban Core, $11,187,500 Open Sale May-18 T6-8 0, Urban Core, $26,000,000 Open Sale May-18 T6-12 0, Urban Core, $8,577,000 Open & T4-R, General Urban, Restricted $2,574,100 $27,965,000 $4,225,000 $4,000,000 $10,375,000 $11,187,500 $26,000,000 $9,077,000 0.76 32,945 $78.13 8.61 375,098 $74.55 1.13 49,010 $86.21 0.99 43,224 $92.54 2.38 103,540 $100.20 2.43 105,869 $105.67 6.31 274,864 $94.59 2.20 96,000 $94.55 Subj. 1680 NW 5th Street, Miami, Florida T6-8 0, Urban Core, Open 2.75 120,000 1 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE Land Value ADJUSTMENT GRID LAND SALES ADJUSTMENT GRID Comparable Number 1 2 3 4 5 6 7 8 Transaction Type Sale Sale Sale Sale Sale Sale Sale Sale Transaction Date Feb-15 Mar-16 May-16 Jul-16 Feb-18 May-18 May-18 May-18 Zoning DI, Work Place & T6-8 0, Urban T6-8 0, Urban T6-8 0, Urban T6-8 0, Urban T6-12 0, T6-8 0, Urban T6-12 0, Urban T6-8, 0, Urban Transect Zone, Core & T4 L, Core Core, Open Urban Core, Core, Open Core, Open & T4-R, Core, Open Open General Urban, Open General Urban, Restricted Restricted Actual Sale Price $2,574,100 $27,695,000 $4,225,000 $4,000,000 $10,375,000 $11,187,500 $26,000,000 Adjusted Sale Price $2,574,100 $27,965,000 $4,225,000 $4,000,000 $10,375,000 $11,187,500 $26,000,000 Size (Acres) 0.76 8.61 1.13 0.99 2.38 2.43 6.31 Size (SF) 32,945 375,098 49,010 43,224 103,540 105,869 274,864 Density (UPA) --- 164 du/ac 149 du/ac 150 du/ac 1,106 du/ac Allowable Units --- --- --- 163 Units 355 Units 364 Units 698 Units Allowable Bldg. Area (SF) 78,985 SF --- --- --- 430,000 SF --- 698,000 SF Indicated FAR 2.40 --- --- --- 4.15 --- 2.54 Price Per SF $78.13 $74.55 $86.21 $92.54 $100.20 $105.67 $94.59 $8,577,000 $9,077,000 2.20 96,000 $94.55 Price ($ PSF) $78.13 $74.55 $86.21 $92.54 $100.20 $105.67 $94.59 $94.55 Property Rights Conveyed 0% 0% 0% 0% 0% 0% 0% 0% Financing Terms ' 0% 0% 0% 0% 0% 0% 0% 0% Conditions of Sale 0% -30% 0% 0% 0% 0% 0% 0% Market Conditions (Time) 20% 15% 10% 10% 0% 0% 0% 0% Subtotal $93.76 $60.01 $94.83 $101.79 $100.20 $105.67 $94.59 $94.55 Size -10% 25% -10% -10% 0% 0% 20% 0% Shape 0% 0% 0% 0% 0% 0% 0% 0% Corner -10% 0% 0% 0% 0% 0% 0% 0% Frontage 0% 0% 0% -10% -25% -10% -30% -10% Topography 0% 0% 0% 0% 0% 0% 0% 0% Location 0% 0% 0% 0% 0% 0% 0% 0% Zoning/Density 0% 0% 0% 0% 0% -10% 0% -10% Utilities 0% 0% 0% 0% 0% 0% 0% 0% Highest & Best Use 0% 0% 0% 0% 0% 0% 0% 0% Total Other Adjustments -20% 25% -10% -20% -25% -20% -10% -20% Value Indication for Subject $75.00 $75.02 $85.35 $81.44 $75.15 $84.54 $85.13 $75.64 Absolute Adjustment 40% 70% 20% 30% 25% 20% 50% 20% Subject T6-8 0, Urban Core, Open 2.75 120,000 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE CONCLUSION CONCLUDED LAND VALUE - MARLINS SITE #1 $ PSF Subject SF Total $75.00 $85.00 Indicated Value: x 120,000 = $9,000,000 x 120,000 = $10,200,000 $9,600,000 (Rounded $ PSF) $80.00 Compiled by CBRE Land Value Land Value The following map summarizes the comparable data used in the valuation of the subject site. ur Lady I Mercy emetery bah Mall Blvd Termini Park Sale 3 9902 NW 37th Ave Miami, FL 33173 JC Perms Vanderbilt Park Park 55 79 e5W 109th Pve rob FL 33179 weetwater PrPark RN 25th 51 •lymph HelgYrts Sale 7 8330 NW 41st St Miami, FL 33166 opiae1 Perk bake Cata'iw "74 Co MOand P198,2012Microsoft For or honantlNrds su- Ii Fs All dItsftsen,d_ Miami' Springs,. Virgnia i Gertlens Etliso CeM. 2701BiscayneBlvd Miami, FL 33137 Sale 2875 NW 42nd Ave Miami, FL 33192 MRC- Melreese 51 e 1400 NW 37th Pv Miami, FL 33125 Sale 1 3000 5 oouglao R Coral Gables, FL 33133 Sale3 215 5 pixie Hwy Miami, FL 33133 ona rinse name SUMMARY OF COMPARABLE LAND SALES - MELREESE No. Property Location Transaction Actual Sale Adjusted Sale Size Size Allowable Price Price Per Type Date Zoning Price Price (Acres) (SF) Bldg. Area (SF) FAR Per SF SF (FAR) 1 3090 S. Douglas Road Sale Jun-15 T6-12 0, Urban Core $10,100,000 $10,170,022 1.26 54,886 170,321 3.10 $185.29 $59.71 Coral Gables, FL 33133 2 2701 Biscayne Blvd. Sale May-16 T6-36-L & T6-36-0 $30,000,000 $30,000,000 2.20 95,868 488,176 5.09 $312.93 $61.45 Miami, FL 33137 3 215 & 251 5. Dixie Highway Sale Oct-16 T6-24 0, Urban Core, $60,250,000 $60,250,000 4.39 191,249 679,758 3.55 $315.03 $88.63 Coral Gables, FL 33133 open 4 740 SW 109th Avenue Sale Dec-16 UC, University City $16,600,000 $16,600,000 1.71 74,700 344,400 4.61 $222.22 $48.20 Sweetwater, FL 33174 5 2875 NW 42nd Avenue Sale Jul-17 IU-3, Industrial, $2,600,000 $2,600,000 1.71 74,567 50,403 0.68 $34.87 $51.58 Miami, FL 33142 Unlimited Manufacturing District 6 4402 NW 87th Avenue Sale Mar-18 DMU, Downtown $13,574,500 $13,574,500 2.02 88,166 199,454 2.26 $153.97 $68.06 Dora!, FL 33166 Mixed -Use 7 8300 NW 41st Street Under Jul-18 DMU, Downtown $19,150,000 $19,150,000 4.00 174,240 359,637 2.06 $109.91 $53.25 Dora!, FL 33166 Contract Mixed -Use Subj. 1400 NW 37th Avenue, Miami, Florida CS, Civic Space/Parks --- --- 2.30 100,000 287,000 2.87 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE Land Value ADJUSTMENT GRID LAND SALES ADJUSTMENT GRID Comparable Number Transaction Type Transaction Date Zoning Actual Sale Price Adjusted Sale Price Size (Acres) Size (SF) Allowable Bldg. Area (SF) Indicated FAR Price Per SF Price Per Bldg. Area 1 Sale Jun-15 T6-12 0, Urban Core $10,100,000 $10,170,022 1.26 54,886 170,321 SF 3.10 $185.29 $59.71 2 Sale May-16 T6-36-L & T6- 36-0 $30,000,000 $30,000,000 2.20 95,868 488,176 SF 5.09 $312.93 $61 .45 3 Sale 4 Sale Oct-16 Dec-16 T6-24 0, Urban UC, University Core, open City $60,250,000 $60,250,000 4.39 191,249 679,758 SF 3.55 $315.03 $88.63 $16,600,000 $16,600,000 1.71 74,700 344,400 SF 4.61 $222.22 $48.20 5 Sale Jul-1 7 IU-3, Industrial, Unlimited Manufacturing $2,600,000 $2,600,000 1.71 74,567 50,403 SF 0.68 $34.87 $51 .58 6 7 Sale Under Contract Mar-18 Jul-18 DMU, DMU, Downtown Downtown Mixed -Use Mixed -Use $13,574,500 $19,150,000 $13,574,500 $19,150,000 2.02 4.00 88,166 174,240 199,454 SF 359,637 SF 2.26 2.06 $153.97 $109.91 $68.06 $53.25 Price ($ PSF) Property Rights Conveyed Financing Terms Conditions of Sale Market Conditions (Time) $185.29 0% 0% 0% 15% $312.93 0% 0% 0% 10% $315.03 0% 0% 0% 10% $222.22 0% 0% 0% 10% $34.87 0% 0% 0% 5% $153.97 0% 0% 0% 0% $109.91 0% 0% 0% 0% Subtotal $213.08 $344.22 $346.53 $244.44 $36.61 $153.97 $109.91 Size Shape Corner Frontage Topography Location Zoning/Density Utilities Highest & Best Use 0% 0% 0% 0% 0% -10% 0% 0% 0% 0% 0% 0% 0% 0% -10% 0% 0% 0% 10% 0% 0% -10% 0% -30% 0% 0% 0% 0% 0% 0% 0% 0% 20% 0% 0% 0% 0% 10% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% -10% 0% 0% 0% 0% 0% 10% 0% 0% 0% 0% 0% 0% 0% 0% Total Other Adjustments -10% -10% -30% 20% 10% -10% 10% Value Indication PSF of Site $191.78 $309.80 $242.57 $293.33 $40.27 $138.57 $120.90 Value Indication PSF of FAR $61.80 $60.84 $68.25 $63.62 $59.58 $61.25 $58.58 Absolute Adjustment 25% 20% 60% 30% 15% 10% 10% Subject CS, Civic Space/Parks 2.30 100,000 287,000 SF 2.87 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE CONCLUSION CONCLUDED LAND VALUE - MELREESE $ PSF of Site Site SF Total $140.00 $190.00 $ PSF of FAR $60.00 $65.00 Indicated Value: x 100,000 x 100,000 Proposed FAR x 287,000 SF x 287,000 SF (Rounded $ PSF) • $14,000,000 • $19,000,000 Total • $17,220,000 • $18,655,000 $18,000,000 $180.00 Compiled by CBRE Land Value riE 3k _NW 1�2 Land Value The following map summarizes the comparable data used in the valuation of the subject site. 25th St th. St Sale 6 2501 Biscayne Blvd Miami, FL 33137 1� ` ju I�1 �L1� Mara 23Ave 1■ — 1'1 u FL 33132 18 _ ` .._:"4,`",. ssIIE� �����:er6, sea e _ ierk g t e y n B a y To . emHerY I MiamiFL�FL3313 Blvd 1111 0 I s,=33N ,. Fend Ave ��, BiscayneVenn 1 _i� ❑ 1 Mlaml FL 33132 I r $ 112 •� ,J!H J, ®�I ■ Bisc 6 P uahc Preser ./1♦ �� \ • t ayne aY 9 1, tir!fill � 11 � ! MacArthur III r! • P1P ';. Watson Island NE 10th St Sale 1 700 N Miami Ave Miami, FL 33136 NW fith St NW 5th st — Z n a SAL 230SW3rd Ste" L_. _T L__ L on oration issit Hers All d� tts reserved_ Miami, FL 33130 sale 555 N Miami Ave Miami, FL 33136 Bicentennial Park Sale 8 503 NE 1st Ave Mink FL 33132 — st 6i E Flagler SE 181 St d- St Bayfront Park Sale 5 151 NE 1st SI Miami, FL 33132 3rd St aytronl Perk Watson Park *Watson Park San ilde Island SUMMARY OF COMPARABLE LAND SALES - MRC 1 SITE No. Property Location Transaction Type Date Zoning Actual Sale Price Adjusted Sale Price t Size Size Price (Acres) (SF) Per SF 1 700 North Miami Avenue Miami, FL 33136 2 555 N. Miami Avenue Miami, FL 33132 Sale Mar-17 T6-36b 0, Urban Core, $45,250,000 $45,250,000 4.71 205,353 $220.35 Open Sale Mar-17 T6-80 0, Urban Core $18,095,000 $18,095,000 0.83 35,992 $502.75 Transect Zone 3 1753 - 1775 NE 2nd Avenue Sale May-17 T6-24 0, Urban Core, $33,000,000 $33,000,000 1.39 60,375 $546.58 Miami, FL 33132 open 4 1900 Biscayne Boulevard Sale Sep-17 T6-36b 0, Urban Core, $18,400,000 $18,400,000 1.01 44,034 $417.86 Miami, FL 33132 5 151 NE 1st Street Miami, FL 33131 6 2501-2521 Biscayne Boulevard Miami, FL 33137 Open Sale Nov-17 T6-80 0, Urban Core $9,270,000 $9,270,000 0.34 15,000 $618.00 Transect Zone Sale Feb-18 T6-36a 0, Urban Core, $22,700,000 $22,700,000 1.11 48,351 $469.48 Open 7 1801-1851 NE 2nd Avenue Under Miami, FL 33132 Contract 8 500 NE 1st Avenue Sale Miami, FL 33132 Jul-18 T6-36b O, Urban Core, $30,000,000 $30,000,000 1.40 61,170 $490.44 Open Jul-18 T6-80 0, Urban Core, $28,300,000 $35,200,000 1.83 79,848 $440.84 Open Subj. 230 SW 3rd Street, Miami, Florida T6-36b 0, Urban Core, Open 1.59 69,161 Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE Land Value ADJUSTMENT GRID LAND SALES ADJUSTMENT GRID Comparable Number 1 2 3 4 5 6 7 8 Transaction Type Sole Sole Sole Sale Sole Sole Under Contract Sole Transaction Date Mar-17 Mar-17 May-17 Sep-17 Nov-17 Feb-18 Jul-18 Jul-18 Zoning T6-60a 0, Urban T6-80 0, T6-24 0, Urban T6-36b 0, T6-80 0, T6-36a 0, T6-36b 0, T6-80 0, Urban Core, Open Urban Core Core, open Urban Core, Urban Core Urban Core, Urban Core, Core, Open Transect Zone Open Transect Zone Open Open Actual Sale Price $45,250,000 $18,095,000 $33,000,000 $18,400,000 $9,270,000 $22,700,000 $30,000,000 $28,300,000 Adjusted Sale Price' $45,250,000 $18,095,000 $33,000,000 $18,400,000 $9,270,000 $22,700,000 $30,000,000 $35,200,000 Size (Acres) 4.71 0.83 1.39 1.01 0.34 1.11 1.40 1.83 Size (SF) 205,353 35,992 60,375 44,034 15,000 48,351 61,170 79,848 Density (UPA) 300 du/ac 438 du/ac 500 du/ac 4,243 du/a< --- --- --- --- Allowable Units 1,414 Units 362 Units 693 Units 429 Units --- --- --- Allowable Bldg. Area (SF) 2,258,883 SF 607,560 SF 966,000 SF 439,765 SF 360,000 SF 483,510 SF ######### --- Indicated FAR 11.00 16.88 16.00 9.99 24.00 10.00 22.00 - -- PricePerSF $220.35 $502.75 $546.58 $417.86 $618.00 5469.48 $490.44 $440.84 Price Per Bldg. Area $20.03 $29.78 $34.16 $41 .84 $25.75 $46.95 $22.29 --- Price Per Unit $32,001 $49,986 $47,619 $42,890 --- --- --- Subject Sale Jul-15 T6-36b 0, Urban Core, Open $14,250,000 $14,250,000 1.59 69,161 330,000 SF 4.77 $206.04 $43.18 Price ($ PSF) $220.35 $502.75 $546.58 $417.86 $618.00 $469.48 $490.44 $440.84 $206.04 Property Rights Conveyed 0% 0% 0% 0% 0% 0% 0% 0% 0% Financing Terms ' 0% 0% 0% 0% 0% 0% 0% 0% 0% Conditions of Sale 0% 0% 0% 0% 0% 0% 0% 0% 0% Market Conditions (Time) 0% 0% 0% 0% 0% 0% 0% 0% 20% Subtotal $220.35 $502.75 $546.58 $417.86 $618.00 $469.48 $490.44 $440.84 $247.25 Size 30% -5% 0% 0% -10% 0% 0% 0% 0% Shape -10% -10% -10% -10% -10% -10% -10% -10% 0% Corner 0% 0% 0% 0% 0% 0% 0% 0% 0% Frontage 0% 0% -10% -10% -10% -10% -10% 0% 0% Topography 0% 0% 0% 0% 0% 0% 0% 0% 0% Location 0% 0% -25% 0% 0% 0% 0% 0% 0% Zoning/Density -10% -20% 5% 0% -20% 0% 0% -20% 0% Utilities 0% 0% 0% 0% 0% 0% 0% 0% 0% Highest & Best Use 0% 0% 0% 0% 0% 0% 0% 0% 0% Total Other Adjustments 10% -35% -40% -20% -50% -20% -20% -30% 0% Value Indication PSF of Site $242.39 $326.79 $327.95 $334.29 $309.00 $375.58 $392.35 $308.59 $247.25 Value Indication PSF of FAR $22.04 $19.36 $20.50 $33.47 $12.88 $37.56 $17.83 $51.82 Absolute Adjustment 50% 35% 50% 20% 50% 20% 20% 30% Adjusted sale price for cash equivalency and/or development costs (where applicable) Compiled by CBRE CONCLUSION CONCLUDED LAND VALUE - MRC 1 SITE $ PSF of Site Site SF Total $250.00 $300.00 Indicated Value: x 69,161 = $17,290,250 x 69,161 = $20,748,300 $19,000,000 (Rounded $ PSF) $274.72 Compiled by CBRE APPENDIX D Potential Tax Revenues Estimated Taxes Site Site Size (Square Feet) Zoning by Right Anticipated Zoning Marlins # 1 68,900 CI T6-8 Total Development Potential (Square Feet) 253,000 Projected Real Estate Taxes Use GSF Improved Value Office Other 1 Other 2 253,000 $ - $ 550.00 139,150,000 Estimated Assessed Value (Sale Value) 253,000 139,150,000 Assessed Value Reduction 20% 27,830,000 Estimated Assessed Value 111,320,000 Estimated Ad Valorem Taxes (2017 Millage Rates) Description Tax Rate (Millage) Total Miami -Dade School Board: School Board Operating School Board Debt Service State & Other: Florida Inland Navigation District South Florida Water Mgmt District Okeechobee Basin Everglades Construction Project Children's Trust Authority 6.7740 0.2200 0.0320 0.1275 0.1384 0.0441 0.4673 754,082 24,490 3,562 14,193 15,407 4,909 52,020 Municipal Governing Board: Miami Operating Miami Debt Service Miami Miscelalaneous 7.4365 0.5935 0.4681 827,831 66,068 52,109 Miami -Dade County: County Wide Operating County Wide Debt Service Library 4.6669 0.4000 0.2840 519,519 44,528 31,615 MRC Property- Total 21.6523 2,410,334 City Tax Revenue - MRC Property Sales Description Tax Rate (Millage) Total Municipal Governing Board: Miami Operating Miami Debt Service Miami Miscelalaneous 7.4365 0.5935 0.4681 827,831 66,068 Total City Tax Revenue 8.4981 893,900 Notes: 1) All estimates for illustrative purposes only. 2) Actual revenue dependent upon permitted zoning, development potential (size), design for intended use, parking density, and timing. 3) Improved value is an estimate based on prototypical development cost and site conditions. 4) Improved value reduced by 20% for expected "assessed value". 5) Stand alone site does not accommodate existing requirement of city (287,500) and will require modification to comply with Miami 21. Estimated Taxes Site Site Size (Square Feet) Zoning by Right Anticipated Zoning Marlins # 2 45,000 CI T5 Total Development Potential (Square Feet) 113,000 Projected Real Estate Taxes Use GSF Improved Value Office Other 1 Other 2 525.00 59,325,000 Estimated Assessed Value (Sale Value) 113,000 59,325,000 Assessed Value Reduction 20% 11,865,000 Estimated Assessed Value 47,460,000 Estimated Ad Valorem Taxes (2017 Millage Rates) Description Tax Rate (Millage) Total Miami -Dade School Board: School Board Operating School Board Debt Service State & Other: Florida Inland Navigation District South Florida Water Mgmt District Okeechobee Basin Everglades Construction Project Children's Trust Authority 6.7740 0.2200 0.0320 0.1275 0.1384 0.0441 0.4673 321,494 10,441 1,519 6,051 6,568 2,093 22,178 Municipal Governing Board: Miami Operating Miami Debt Service Miami Miscelalaneous 7.4365 0.5935 0.4681 352,936 28,168 22,216 Miami -Dade County: County Wide Operating County Wide Debt Service Library 4.6669 0.4000 0.2840 221,491 18,984 13,479 MRC Property- Total 21.6523 1,027,618 City Tax Revenue - MRC Property Sales Description Tax Rate (Millage) Total Municipal Governing Board: Miami Operating Miami Debt Service Miami Miscelalaneous 7.4365 0.5935 0.4681 352,936 28,168 Total City Tax Revenue 8.4981 381,104 Notes: 1) All estimates for illustrative purposes only. 2) Actual revenue dependent upon permitted zoning, development potential (size), design for intended use, parking density, and timing. 3) Improved value is an estimate based on prototypical development cost and site conditions. 4) Improved value reduced by 20% for expected "assessed value". 5) Stand alone site does not accommodate existing requirement of city (287,500) and will require modification to comply with Miami 21. Estimated Taxes Site Site Size (Square Feet) Zoning by Right Anticipated Zoning Marlins # 3 120,000 CI T5 Total Development Potential (Square Feet) 267,000 Projected Real Estate Taxes Use GSF Improved Value Office Other 1 Other 2 267,000 $ - $ 525.00 140,175,000 Estimated Assessed Value (Sale Value) 267,000 140,175,000 Assessed Value Reduction 20% 28,035,000 Estimated Assessed Value 112,140,000 Estimated Ad Valorem Taxes (2017 Millage Rates) Description Tax Rate (Millage) Total Miami -Dade School Board: School Board Operating School Board Debt Service State & Other: Florida Inland Navigation District South Florida Water Mgmt District Okeechobee Basin Everglades Construction Project Children's Trust Authority 6.7740 0.2200 0.0320 0.1275 0.1384 0.0441 0.4673 759,636 24,671 3,588 14,298 15,520 4,945 52,403 Municipal Governing Board: Miami Operating Miami Debt Service Miami Miscelalaneous 7.4365 0.5935 0.4681 833,929 66,555 52,493 Miami -Dade County: County Wide Operating County Wide Debt Service Library 4.6669 0.4000 0.2840 523,346 44,856 31,848 MRC Property- Total 21.6523 2,428,089 City Tax Revenue - MRC Property Sales Description Tax Rate (Millage) Total Municipal Governing Board: Miami Operating Miami Debt Service Miami Miscelalaneous 7.4365 0.5935 0.4681 833,929 66,555 Total City Tax Revenue 8.4981 900,484 Notes: 1) All estimates for illustrative purposes only. 2) Actual revenue dependent upon permitted zoning, development potential (size), design for intended use, parking density, and timing. 3) Improved value is an estimate based on prototypical development cost and site conditions. 4) Improved value reduced by 20% for expected "assessed value". 5) Stand alone site does not accommodate existing requirement of city (287,500) and will require modification to comply with Miami 21. Estimated Taxes Site Site Size (Square Feet) Zoning by Right Anticipated Zoning ATT 33,368 T6-60A-0 T6-60A-1 Total Development Potential (Square Feet) 550,572 Projected Real Estate Taxes Use GSF Improved Value Office Other 1 Other 2 550,572 $ 600.00 330,343,200 - $ Estimated Assessed Value (Sale Value) 550,572 330,343,200 Assessed Value Reduction 20% 66,068,640 Estimated Assessed Value 264,274,560 Estimated Ad Valorem Taxes (2017 Millage Rates) Tax Rate Description Total (Millage) Miami -Dade School Board: School Board Operating 6.7740 1,790,196 School Board Debt Service 0.2200 58,140 State & Other: Florida Inland Navigation District 0.0320 8,457 South Florida Water Mgmt District 0.1275 33,695 Okeechobee Basin 0.1384 36,576 Everglades Construction Project 0.0441 11,655 Children's Trust Authority 0.4673 123,496 Municipal Governing Board: Miami Operating 7.4365 1,965,278 Miami Debt Service 0.5935 156,847 Miami Miscelalaneous 0.4681 123,707 Miami -Dade County: County Wide Operating 4.6669 1,233,343 County Wide Debt Service 0.4000 105,710 Library 0.2840 75,054 MRC Property - Total 21.6523 5,722,152 City Tax Revenue - MRC Property Sales Tax Rate (Millage) Description Total Municipal Governing Board: Miami Operating Miami Debt Service Miami Miscelalaneous 7.4365 0.5935 0.4681 1,965,278 156,847 Total City Tax Revenue 8.4981 2,122,125 Notes: 1) All estimates for illustrative purposes only. 2) Actual revenue dependent upon permitted zoning, development potential (size), design for intended use, parking density, and timing. 3) Improved value is an estimate based on prototypical development cost and site conditions. 4) Improved value reduced by 20% for expected "assessed value". Estimated Taxes Site Site Size (Square Feet) Zoning by Right Anticipated Zoning Biscayne 318,859 CI T6-24B Total Development Potential (Square Feet) 5,229,287 Projected Real Estate Taxes Use GSF Improved Value Office Other 1 Other 2 880,000 $ - $ - $ 550.00 484,000,000 Estimated Assessed Value (Sale Value) 880,000 484,000,000 Assessed Value Reduction 20% 96,800,000 Estimated Assessed Value 387,200,000 Estimated Ad Valorem Taxes (2017 Millage Rates) Description Tax Rate (Millage) Tota I Miami -Dade School Board: School Board Operating School Board Debt Service State & Other: Florida Inland Navigation District South Florida Water Mgmt District Okeechobee Basin Everglades Construction Project Children's Trust Authority 6.7740 0.2200 0.0320 0.1275 0.1384 0.0441 0.4673 2,622,893 85,184 12,390 49,368 53,588 17,076 180,939 Municipal Governing Board: Miami Operating Miami Debt Service Miami Miscelalaneous 7.4365 0.5935 0.4681 2,879,413 229,803 181,248 Miami -Dade County: County Wide Operating County Wide Debt Service Library 4.6669 0.4000 0.2840 1,807,024 154,880 109,965 MRC Property- Total 21.6523 8,383,771 City Tax Revenue - MRC Property Sales Description Tax Rate (Millage) Total Municipal Governing Board: Miami Operating Miami Debt Service Miami Miscelalaneous 7.4365 0.5935 0.4681 2,879,413 229,803 Total City Tax Revenue 8.4981 3,109,216 Notes: 1) All estimates for illustrative purposes only. 2) Actual revenue dependent upon permitted zoning, development potential (size), design for intended use, parking density, and timing. 3) Improved value is an estimate based on prototypical development cost and site conditions. 4) Improved value reduced by 20% for expected "assessed value". 5) Of the total development potential of 318,000 SF - only 55,000 SF (or 17.25%) is needed for City building. Estimated Taxes Site Site Size (Square Feet) Zoning by Right Anticipated Zoning Melreese 100,000 CI T6-8 Total Development Potential (Square Feet) 280,000 Projected Real Estate Taxes Use GSF Improved Value Office Other 1 Other 2 280,000 $ 525.00 147,000,000 - $ - $ Estimated Assessed Value (Sale Value) 280,000 147,000,000 Assessed Value Reduction 20% 29,400,000 Estimated Assessed Value 117,600,000 Estimated Ad Valorem Taxes (2017 Millage Rates) Tax Rate Description Total (Millage) Miami -Dade School Board: School Board Operating 6.7740 796,622 School Board Debt Service 0.2200 25,872 State & Other: Florida Inland Navigation District 0.0320 3,763 South Florida Water Mgmt District 0.1275 14,994 Okeechobee Basin 0.1384 16,276 Everglades Construction Project 0.0441 5,186 Children's Trust Authority 0.4673 54,954 Municipal Governing Board: Miami Operating 7.4365 874,532 Miami Debt Service 0.5935 69,796 Miami M iscelalaneous 0.4681 55,049 Miami -Dade County: County Wide Operating 4.6669 548,827 County Wide Debt Service 0.4000 47,040 Library 0.2840 33,398 MRC Property - Total 21.6523 2,546,310 City Tax Revenue - MRC Property Sales Tax Rate (Millage) Description Total Municipal Governing Board: Miami Operating Miami Debt Service Miami Miscelalaneous 7.4365 0.5935 0.4681 874,532 69,796 Total City Tax Revenue 8.4981 944,328 Notes: 1) All estimates for illustrative purposes only. 2) Actual revenue dependent upon permitted zoning, development potential (size), design for intended use, parking density, and timing. 3) Improved value is an estimate based on prototypical development cost and site conditions. 4) Improved value reduced by 20% for expected "assessed value". Estimated Taxes Site Site Size (Square Feet) Zoning by Right Anticipated Zoning Nexus 68,900 CI T6-36B-0 Total Development Potential (Square Feet) 2,122,120 Projected Real Estate Taxes Use GSF Improved Value Office Other 1 Other 2 2,122,120 $ 600.00 1,273,272,000 Estimated Assessed Value (Sale Value) 2,122,120 1,273,272,000 Assessed Value Reduction 20% 254,654,400 Estimated Assessed Value 1,018,617,600 Estimated Ad Valorem Taxes (2017 Millage Rates) Tax Rate Description Total (Millage) Miami -Dade School Board: School Board Operating 6.7740 6,900,116 School Board Debt Service 0.2200 224,096 State & Other: Florida Inland Navigation District 0.0320 32,596 South Florida Water Mgmt District 0.1275 129,874 Okeechobee Basin 0.1384 140,977 Everglades Construction Project 0.0441 44,921 Children's Trust Authority 0.4673 476,000 Municipal Governing Board: Miami Operating 7.4365 7,574,950 Miami Debt Service 0.5935 604,550 Miami Miscelalaneous 0.4681 476,815 Miami -Dade County: County Wide Operating 4.6669 4,753,786 County Wide Debt Service 0.4000 407,447 Library 0.2840 289,287 MRC Property - Total 21.6523 22,055,414 Description City Tax Revenue - MRC Property Sales Tax Rate (Millage) Total Municipal Governing Board: Miami Operating Miami Debt Service Miami Miscelalaneous 7.4365 0.5935 0.4681 7,574,950 604,550 Total City Tax Revenue 8.4981 8,179,499 Notes: All estimates for illustrative purposes only. Actual revenue dependent upon permitted zoning, development potential (size), design for intended use, parking density, and timing. Improved value is an estimate based on prototypical development cost and site conditions. Improved value reduced by 20% for expected "assessed value"