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HomeMy WebLinkAboutLegislation-SUBTHIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT City of Miami Resolution Legislation City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 16359 Final Action Date: A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), APPROVING, SETTING FORTH, AND SUBMITTING TO THE ELECTORATE A PROPOSED AMENDMENT TO THE CHARTER OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CHARTER"), KNOWN AS CHARTER AMENDMENT NO. ; AMENDING SECTION 29-C OF THE CHARTER, TITLED "SAME — WATSON ISLAND," TO AUTHORIZE THE CITY COMMISSION BY FOUR - FIFTHS (4/5THS) AFFIRMATIVE VOTE, TO WAIVE COMPETITIVE BIDDING AND EXECUTE AMENDMENTS ("AMENDMENTS") TO CERTAIN DOCUMENTS ("AGREEMENTS") GOVERNING THE PROPERTY ON WATSON ISLAND LOCATED AT 888 MACARTHUR CAUSEWAY, MIAMI, FLORIDA ("PROPERTY"), WITH THE EXISTING TENANT, BH3 IG DEVELOPER LLC AND ITS SUBSIDIARIES ("TENANT"), TO EXTEND THE TERM OF CERTAIN OF THE LEASES BY 24 YEARS, TO SELL THE LANDLORD'S POSITION IN CERTAIN OF THE LEASES TO TENANT CONSISTING OF APPROXIMATELY 3.2 ACRES, FOR FAIR MARKET VALUE NOT LESS THAN $25,000,000, TO PROVIDE ADDITIONAL COMMUNITY BENEFITS INCLUDING A $9,000,000 CONTRIBUTION TO AFFORDABLE HOUSING, INFRASTRUCTURE IMPROVEMENTS, AND AN EXPANDED PUBLIC WATERFRONT AND PEDESTRIAN PROMENADE ALONG BISCAYNE BAY, TO PERMIT FEE SIMPLE CONDOMINIUM FORM OF OWNERSHIP, AND TO PROVIDE FOR OFFICE SPACE AS A PERMITTED USE, AND RETENTION BY THE CITY OF ALL OTHER EXISTING CITY RIGHTS; CALLING FOR A REFERENDUM AND PROVIDING THAT THE CHARTER AMENDMENT NO._ WILL BE SUBMITTED TO THE ELECTORATE AT THE REFERENDUM SPECIAL ELECTION TO BE HELD ON TUESDAY, NOVEMBER 5, 2024; 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; FURTHER DIRECTING THE CITY CLERK TO CAUSE A CERTIFIED COPY OF THE HEREIN 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 ELECTION; FURTHER DIRECTING THE CITY MANAGER TO USE GOOD FAITH EFFORTS TO BRING BEFORE THE COMMISSION FOR 4/5THS APPROVAL FULLY NEGOTIATED AMENDMENTS, ALL IN A FORM ACCEPTABLE TO THE CITY ATTORNEY ON OR BEFORE THE FEBRUARY 27, 2025 REGULAR CITY COMMISSION MEETING, SUBJECT TO APPROVAL BY THE BOARD OF TRUSTEES OF THE INTERNAL IMPROVEMENT FUND OF THE STATE OF FLORIDA AND APPROVAL BY THE ELECTORATE ON TUESDAY, NOVEMBER 5, 2024; PROVIDING AN IMMEDIATE EFFECTIVE DATE FOR THIS RESOLUTION. SPONSOR(S): Commissioner Damian Pardo WHEREAS, the City of Miami ("City") owns the property located at 888 Macarthur Causeway, Miami, Florida ("Property"); and City of Miami Page 1 of 7 File ID: 16359 (Revision:) Printed On: 7/24/2024 16359 Legislation -SUB THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT File ID: 16359 Enactment Number: WHEREAS, the City and Flagstone Island Gardens, LLC, a Delaware limited liability company ("Flagstone") entered into that certain Master Development Agreement ("MDA"), dated April 13, 2020; and WHEREAS, the MDA included as exhibits (i) the form of Generic Ground Lease Terms (Rider 1) (the "Form Rider 1"), (ii) the form of Luxury Hotel Lease (the "Form Luxury Hotel Lease"), (iii) the form of Lifestyle Hotel Lease (the "Form Lifestyle Hotel Lease"), and (iv) the form of Residences Lease (the "Form Residences Lease", together with the Form Luxury Hotel Lease and Form Lifestyle Hotel Lease, collectively, the "Form Base Leases", together with the Form Rider 1, collectively the "Form Leases", and together with the MDA and other agreements governing the Property including that certain Amended and Restated Project Declaration, the "Agreements"); and WHEREAS, the City and Flagstone entered into that certain Retail Component Ground Lease and that certain Parking Component Ground Lease, each dated April 13, 2020; and WHEREAS, Flagstone assigned its rights under the MDA to require the City to enter into the Luxury Hotel Lease, the Residences Lease, and the Lifestyle Hotel Lease to Tenant by execution of that certain MDA Assignment of Rights dated as of April 12, 2023. As of the Amendment Date, the Luxury Hotel Lease, the Residences Lease, and the Lifestyle Hotel Lease do not yet exist; and WHEREAS, Flagstone transferred 100% of its interest in the Retail Component Ground Lease and the Parking Component Ground Lease to Tenant pursuant to that certain Assignment and Assumption of Retail Ground Lease, and that certain Assignment and Assumption of Parking Ground Lease, each dated as of April 12, 2023; and WHEREAS, Tenant requests to waive bidding in City Charter Section 29-C and extend the term of the Retail Component Ground Lease, the Parking Component Ground Lease, and the Lifestyle Hotel Lease by twenty-four (24) years (to a total of ninety-nine (99) years); and WHEREAS, Tenant requests to waive bidding in City Charter Section 29-C to acquire the City's interest as landlord in a portion of the Property, specifically the approximately.3.2 , acres that will be subject to the Luxury Hotel Lease and the Residences Lease; and WHEREAS, Tenant wishes to amend the Agreements to allow the fractional (i.e., timeshare) units to become fee simple condominium form of ownership; and WHEREAS, Tenant wishes to amend the Agreements to allow for office use at the Property; and WHEREAS, Tenant's proposal, based on the above recitals, is more generallydescribed in the draft Term Sheet included in this agenda package as background information;- and, WHEREAS, at its regularly scheduled meeting on July 15, 2024, a majority of members of the City of Miami Climate Resilience Committee, voted in favor of supporting the proposed redevelopment, as described herein; and WHEREAS, the City Commission of the City of Miami has determined that the Agreements, as amended by the Amendments, will be in the City's best interest; City of Miami Page 2 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT File ID: 16359 Enactment Number: 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 Sections 3 and 29-C of the Charter of the City of Miami, Florida, as amended ("Charter"), and § 6.03 of the Miami -Dade County Home Rule Charter, a Referendum Special Election is to be called and directed in the City of Miami, Florida, from 7:00 A.M. until 7:00 P.M. on Tuesday, November 5, 2024, the purpose of submitting to the qualified electors of the City for their approval or disapproval of the proposed Charter Amendment for the Agreements, as amended by the Amendments as stated herein. Section 3. Section 29-C of the Charter is proposed to be amended in the following particulars:1 "CHARTER AND CODE OF THE CITY OF MIAMI, FLORIDA SUBPART A. THE CHARTER Sec. 29-C. Same — Watson Island. Notwithstanding any provision to the contrary contained in the Charter or Code of the City of Miami, no sale, conveyance, lease or management agreement may be entered into#or the management, occupancy or use of the area known as Watson Island for periods greater than one year unless (1) there shall have been, prior to the date of the City Commission's consideration of such sale, lease, management agreement, an advertisement soliciting proposals for said sale, lease or management agreement, published in a daily newspaper of general paid circulation in the City, allowing not less than ninety (90) days for the City's receipt of proposals from prospective purchasers or lessees, said advertisement to be no less than one-fourth page and the headline in the advertisement to be in a type no smaller than 18-point; and, (2) the proposed transaction be approved by a majority of the votes cast by the electorate at a referendum. The procedures for selection of proposals shall be those provided by Charter section 29-A(c) or (d) as appropriate and/or by applicable City Code provisions. Nothing herein shall affect the existing rights or privileges, if any, of any lessee, permittee, licensee or concessionaire currently situated in said area; however, any enlargement, amendment, transfer, or increase in those rights or privileges as may be in existence at the time this amendment is adopted shall require compliance with the provisions of this amendment. This Charter Amendment shall not affect the City's use or occupancy of the area, nor shall it apply to contracts for the construction of any City facilities or improvements in the area; further, nothing contained herein shall apply to projects of any governmental agency or instrumentality. The city commission, by a 4/5ths affirmative vote, may authorize issuance of a license or concession agreement for a period not exceeding one (1) year, without the necessity of a referendum, for the use of Watson Island. ' Words and/or figures stricken through shall be deleted. Underscored words and/or figures shall be added. The remaining provisions are now in effect and remain unchanged. Asterisks indicate omitted and unchanged material. City of Miami Page 3 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT File ID: 16359 Enactment Number: Notwithstanding anything herein to the contrary, the City Commission, by a 4/5ths affirmative vote, maV: (a) waive competitive bidding and execute amendments ("Amendments") to certain documents ("Agreements") governing the property on Watson Island located at 888 Macarthur Causeway, Miami, Florida ("Property"), with the existing tenant, BH3 IG Developer LLC and its subsidiaries ("Tenant"), to extend the term of certain of the leases by 24 years, to sell the City's position in certain of the leases to Tenant, consisting of approximately 3.2 acres, for fair market value not less than $25,000,000, to provide additional community benefits including a $9,000,000 contribution to affordable housing, infrastructure improvements, an expanded public waterfront and pedestrian promenade along Biscayne Bay, to permit fee simple condominium form of ownership, and to provide for office space as a permitted use, and retention by the City of all other existing City rights." Section 4. The Referendum 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 "A" or as may be designated by the Supervisor of Elections of Miami -Dade County, Florida ("Supervisor"), 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 Referendum Special 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 Referendum Special Election precincts wholly or partly within the City and which the City is adopting and desires to use for holding such Referendum Special Election is 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, are hereby adopted and declared to be, and shall hereafter be recognized and accepted as, official registration cards, books, records and certificates of the City. Section 5. In compliance with Section 100.342, Florida Statutes (2023), regarding any Referendum Special Election not otherwise provided for there must be at least thirty (30) days' notice of the election or referendum by publication in a newspaper of general circulation in the county, district, or municipality, or publication on the county's website as provided in Section 50.0311, Florida Statutes, the municipality's website, or the supervisor's website, as applicable. The City Clerk is authorized and directed to publish notice of the adoption of this Resolution and of the provisions hereof, at least twice, once in the fifth week and once in the third week prior to the week in which the aforesaid Referendum Special Election is to be held, in newspaper(s) of general circulation in the City which notice shall be substantially in the following form: "NOTICE OF REFERENDUM SPECIAL ELECTION TO AMEND THE MIAMI CITY CHARTER TO BE HELD TUESDAY, NOVEMBER 5, 2024 IN THE CITY OF MIAMI, FLORIDA PURSUANT TO RESOLUTION NO. R- A Referendum Special Election will be held on Tuesday, November 5, 2024 from 7:00 A.M. until 7:00 P.M. in the City of Miami, Florida, at the polling places in the r:'? several Referendum Special Election precincts designated by the Supervisor of R� r..;, City of Miami Page 4 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT File ID: 16359 Enactment Number: Elections of Miami -Dade County, Florida, as set forth herein, unless otherwise provided by law, and submitting to the qualified electors of the City of Miami, Florida, the following question: "Shall City Charter be amended to revise existing leases at 888 Macarthur Causeway, sell 3.2 acres of leased property to tenant for fair market value of not less than $25,000,000, reduce overall development, extend term 24 years, waive bidding and authorize, at no cost to City: • $9,000,000 contribution to affordable housing plus infrastructure., improvements ; • Timeshare units become condominiums; • Mixed -uses to include office; and • Expanded public waterfront and pedestrian promenade along Biscayne Bay?" This Charter Amendment will amend Section 29-C of the Miami Charter to authorize the City Commission by a four -fifths (4/5ths) affirmative vote, to waive competitive bidding and execute amendments ("Amendments") to certain documents ("Agreements") governing the property on Watson Island located at 888 Macarthur Causeway, Miami, Florida ("Property"), with the existing tenant, BH3 IG Developer LLC and its subsidiaries ("Tenant"), to extend the term of certain of the leases by 24 years, to sell the City's position in certain of the leases, consisting of approximately 3.2 acres, to Tenant for fair market value for not less than $25,000,000, to provide additional community benefits including a $9,000,000 contribution to affordable housing, infrastructure improvements, a-r an expanded public waterfront and pedestrian promenade along Biscayne Bay, to permit fee simple condominium form of ownership, and to provide for office space as a permitted use, and retention by the City of all other existing City rights. By order of the Commission of the City of Miami, Florida. Section 6. The official ballot to be used at said Referendum 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" Referendum Special Election Tuesday, November 5, 2024 for Approval or Disapproval of the following question: Charter Amendment to revise mixed -use leases on Watson Island "Shall City Charter be amended :to.revise> existing leases at 888 Macarthur Causeway, sell 3.2 acres of leased property to tenant for fair market value of not less than $25,000,000, reduce overall development, extend term 24 years, waive bidding and authorize, at no cost to City: • $9,000,000 contribution to affordable housing plus infrastructure improvements additional public benefits; City of Miami Page 5 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT File ID: 16359 Enactment Number: • Timeshare units become condominiums; • Mixed -uses to include office; and ■ Expanded public waterfront and pedestrian promenade along Biscayne Bay." YES NO Section 7. 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. Section 8. The City 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 Referendum Special Election. Section 9. All qualified electors of the City shall be permitted to vote in said Referendum 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 Referendum Special Election precincts. Section 10. For the purpose of enabling persons to register who are qualified to vote in said Referendum Special Election on Tuesday, November 5, 2024, 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. In addition to the above place and times, qualified persons may register at such branch offices and may also register to vote online for the purpose of voting in the herein described Referendum Special Election during such times and on such dates as may be designated by the Supervisor. Section 11. 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 related to matters pertaining to the use of the registration books and the holding of said Referendum Special Election. Section 12. The City Clerk shall deliver a certified copy of this Resolution to the Supervisor not less than forty-five (45) days prior to the date of the Referendum Special Election. City of Miami Page 6 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024 THIS DOCUMENT IS A SUBSTITUTION TO ORIGINAL. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT File ID: 16359 Enactment Number: Section 13. The City Manager is authorized2 and directed to negotiate the Amendments, in and in strict accordance with the terms of the ballot language approved by this Resolution, and use good faith efforts to bring such Amendments for consideration and 4/5ths approval by the City Commission on or before the February 27, 2025 meeting of the City Commission, subject to approval by the electorate on November 5, 2024. Section 14. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.3 APPROVED AS TO FORM AND CORRECTNESS: 2 The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to, those prescribed by applicable City Charter and City Code provisions. 3 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 7 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024 City of Miami Legislation Resolution SUBSTITUTED City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.co File Number: 16359 Final Actio ate: A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMEN ' S), APPROVING, SETTING FORTH, AND SUBMITTING TO THE ELECTOR E A PROPOSED AMENDMENT TO THE CHARTER OF THE CITY OF MIA FLORIDA, AS AMENDED ("CHARTER"), KNOWN AS CHARTER AM DMENT NO. _; AMENDING SECTION 29-C OF THE CHARTER, TITLED "' `ME — WATSON ISLAND," TO AUTHORIZE THE CITY COMMISSION FOUR - FIFTHS (4/STHS) AFFIRMATIVE VOTE, TO WAIVE COMPETI E BIDDING AND EXECUTE AMENDMENTS ("AMENDMENTS") TO CER ' ` IN DOCUMENTS ("AGREEMENTS") GOVERNING THE PRO ISLAND LOCATED AT 888 MACARTHUR CAUSEWAY ("PROPERTY"), WITH THE EXISTING TENANT, BH3 I AND ITS SUBSIDIARIES ("TENANT"), TO EXTEND T OF THE LEASES BY 24 YEARS, TO SELL THE CERTAIN OF THE LEASES TO TENANT CONSI 3.2 ACRES, FOR FAIR MARKET VALUE, TO COMMUNITY BENEFITS INCLUDING A $9,0 AFFORDABLE HOUSING, INFRASTRUCT EXPANDED PUBLIC WATERFRONT, T CONDOMINIUM FORM OF OWNERS SPACE AS A PERMITTED USE, AN OTHER EXISTING CITY RIGHTS; PROVIDING THAT THE CHART SUBMITTED TO THE ELECTO ELECTION TO BE HELD ON AND APPOINTING THE CI OF THE CITY COMMISS REGISTRATION BOO CLERK TO CAUSE BE DELIVERED T COUNTY, FLORI THE DATE OF MANAGER T COMMISSI AMEND OR BE MEE INT RTY ON WATSON AMI, FLORIDA DEVELOPER LLC E TERM OF CERTAIN LORD'S POSITION IN ING OF APPROXIMATELY P' OVIDE ADDITIONAL 000 CONTRIBUTION TO E IMPROVEMENTS, AND AN ERMIT FEE SIMPLE AND TO PROVIDE FOR OFFICE ETENTION BY THE CITY OF ALL LLING FOR A REFERENDUM AND AMENDMENT NO._ WILL BE ATE AT THE REFERENDUM SPECIAL ESDAY, NOVEMBER 5, 2024; DESIGNATING CLERK AS THE OFFICIAL REPRESENTATIVE N WITH RESPECT TO THE USE OF VOTER AND RECORDS; FURTHER DIRECTING THE CITY ERTIFIED COPY OF THE HEREIN RESOLUTION TO HE SUPERVISOR OF ELECTIONS OF MIAMI-DADE A NOT LESS THAN FORTY-FIVE (45) DAYS PRIOR TO CH ELECTION; FURTHER DIRECTING THE CITY USE GOOD FAITH EFFORTS TO BRING BEFORE THE FOR 4/STHS APPROVAL FULLY NEGOTIATED NTS, ALL IN A FORM ACCEPTABLE TO THE CITY ATTORNEY ON RE THE FEBRUARY 27, 2025 REGULAR CITY COMMISSION G, SUBJECT TO APPROVAL BY THE BOARD OF TRUSTEES OF THE NAL IMPROVEMENT FUND OF THE STATE OF FLORIDA_ AND ROVAL BY THE ELECTORATE ON TUESDAY, NOVEMBER 5, 2024; ROVIDING AN IMMEDIATE EFFECTIVE DATE FOR THIS RESOLUTION. WHEREAS, the City of Miami ("City") owns the property located at 888 Macarthur useway, Miami, Florida ("Property"); and SUBSTITUTED WHEREAS, the City and Flagstone Island Gardens, LLC, a Delaware limited liability company ("Flagstone") entered into that certain Master Development Agreement ("MDA"), dated April 13, 2020; and WHEREAS, the MDA included as exhibits (i) the form of Generic Ground Lease Term (Rider 1) (the "Form Rider 1"), (ii) the form of Luxury Hotel Lease (the "Form Luxury Hotel Lease"), (iii) the form of Lifestyle Hotel Lease (the "Form Lifestyle Hotel Lease"), and (iv) e form of Residences Lease (the "Form Residences Lease", together with the Form Luxu Hotel Lease and Form Lifestyle Hotel Lease, collectively, the "Form Base Leases", together ith the Form Rider 1, collectively the "Form Leases", and together with the MDA and other greements governing the Property including that certain Amended and Restated Project Dec ration, the "Agreements"); and WHEREAS, the City and Flagstone entered into that certain Retail ponent Ground Lease and that certain Parking Component Ground Lease, each dated A. 113, 2020; and WHEREAS, Flagstone assigned its rights under the MDA to r;•uire the City to enter into the Luxury Hotel Lease, the Residences Lease, and the Lifestyle H ' el Lease to Tenant by execution of that certain MDA Assignment of Rights dated as of aril 12, 2023. As of the Amendment Date, the Luxury Hotel Lease, the Residences Le- .e, and the Lifestyle Hotel Lease do not yet exist; and WHEREAS, Flagstone transferred 100% of its int= est in the Retail Component Ground Lease and the Parking Component Ground Lease to T= ant pursuant to that certain Assignment and Assumption of Retail Ground Lease :nd that certain Assignment and Assumption of Parking Ground Lease, each dated • of April 12, 2023; and WHEREAS, Tenant requests to waive • :ding in City Charter Section 29-C and extend the term of the Retail Component Ground Lee, the Parking Component Ground Lease, and the Lifestyle Hotel Lease by twenty-four (2years (to a total of ninety-nine (99) years); and WHEREAS, Tenant requests to aive bidding in City Charter Section 29-C to acquire the City's interest as landlord in a por on of the Property, specifically the approximately 3.2 acres that will be subject to the Lu .ry Hotel Lease and the Residences Lease; and WHEREAS, Tenant wis es to amend the Agreements to allow the fractional (i.e., timeshare) units to become f- - simple condominium form of ownership; and WHEREAS, Ten- t wishes to amend the Agreements to allow for office use at the Property; and WHEREAS enant's proposal, based on the above recitals, is more generally described in the draft Term sheet included in this agenda package as background information; and, WHE AS, at its regularly scheduled meeting on July 15, 2024, a majority of members of the City Miami Climate Resilience Committee, voted in favor of supporting the proposed redevelo' ent, as described herein; and WHEREAS, the City Commission of the City of Miami has determined that the ements, as amended by the Amendments, will be in the City's best interest; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: SUBSTITUTED 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 Sections 3 and 29-C of the Charter of the City of Miami, Florida, as amended ("Charter"), and § 6.03 of the Miami -Dade County Ho Rule Charter, a Referendum Special Election is to be called and directed in the City of Mia Florida, from 7:00 A.M. until 7:00 P.M. on Tuesday, November 5, 2024, the purpose of submitting to the qualified electors of the City for their approval or disapproval of the pr••osed Charter Amendment for the Agreements, as amended by the Amendments as stated - -rein. Section 3. Section 29-C of the Charter is proposed to be amended in the • lowing particulars:1 "CHARTER AND CODE OF THE CITY OF MIAMI, FL','IDA SUBPART A. THE CHARTER Sec. 29-C. Same — Watson Island. Notwithstanding any provision to the contrary contai► -d in the Charter or Code of the City of Miami, no sale, conveyance, lease or managemen -greement may be entered into for the management, occupancy or use of the area known . - Watson Island for periods greater than one year unless (1) there shall have been, prior the date of the City Commission's consideration of such sale, lease, management agr -ment, an advertisement soliciting proposals for said sale, lease or management agrement, published in a daily newspaper of general paid circulation in the City, allowing not -ss than ninety (90) days for the City's receipt of proposals from prospective purchasers or I- sees, said advertisement to be no less than one-fourth page and the headline in the adv tisement to be in a type no smaller than 18-point; and, (2) the proposed transaction be appr - ed by a majority of the votes cast by the electorate at a referendum. The procedures for se ction of proposals shall be those provided by Charter section 29-A(c) or (d) as appropriate - d/or by applicable City Code provisions. Nothing herein shall affect the existing rights or pri eges, if any, of any lessee, permittee, licensee or concessionaire currently situated said area; however, any enlargement, amendment, transfer, or increase in those rights or pr eges as may be in existence at the time this amendment is adopted shall require compli- ' e with the provisions of this amendment. This Charter Amendment shall not affec e City's use or occupancy of the area, nor shall it apply to contracts for the construc •n of any City facilities or improvements in the area; further, nothing contained herein shall - •ply to projects of any governmental agency or instrumentality. The city co ► ission, by a 4/s`hs affirmative vote, may authorize issuance of a license or concession agre ent for a period not exceeding one (1) year, without the necessity of a referendum, for e use of Watson Island. Not thstandin• an thin• herein to the contrar the Cit Commission b 4/5ths aff ative vote ma (a) waive competitive bidding and execute amendments ("Amendments") to certain documents ("Agreements") governing the property on Watson Island located at 888 Macarthur Causeway, Miami, Florida ("Property"), with the existing 1 Words and/or figures stricken through shall be deleted. Underscored words and/or figures shall be added. The remaining provisions are now in effect and remain unchanged. Asterisks indicate omitted and unchanged material. SUBSTITUTED tenant, BH3 IG Developer LLC and its subsidiaries ("Tenant"), to extend the term of certain of the leases by 24 years, to sell the City's position in certain of the leases to Tenant, consisting of approximately 3.2 acres, for fair market value, to provide additional community benefits including a $9,000,000 contribution to affordable housing, infrastructure improvements, and an expanded public waterfront, to permit fee simple condominium form of ownership, and to provide for office space as a permitted use, and retention by the City of all other existing City rights." Section 4. The Referendum Special Election shall be held at the polling pla precincts designated, all as shown on the list attached hereto and made a part h referred to as Exhibit "A" or as may be designated by the Supervisor of Electio County, Florida ("Supervisor"), in conformity with the provisions of the genera of Florida ("State"). The Precinct Election Clerks and Inspectors to serve at on said Referendum Special Election date shall be those designated by t Elections of Miami -Dade County, Florida, for such purpose in accordan of the State. A description of the registration books and records whic Special Election precincts wholly or partly within the City and which desires to use for holding such Referendum Special Election is a registration books, records and certificates pertaining to elector maintained as official by the Supervisor of Elections of Miami conformity with the provisions of the general laws of the St to be, and shall hereafter be recognized and accepted a records and certificates of the City. Section 5. In compliance with Section 100 Referendum Special Election not otherwise provi notice of the election or referendum by publica county, district, or municipality, or publication 50.0311, Florida Statutes, the municipality' The City Clerk is authorized and directed of the provisions hereof, at least twice, the week in which the aforesaid Refe general circulation in the City whic s in the of and of Miami -Dade aws of the State aid polling places Supervisor of with the general laws ertain to Referendum e City is adopting and oter information cards, of the City and established and ade County, Florida, in are hereby adopted and declared official registration cards, books, 2, Florida Statutes (2023), regarding any d for there must be at least thirty (30) days' n in a newspaper of general circulation in the n the county's website as provided in Section ebsite, or the supervisor's website, as applicable. publish notice of the adoption of this Resolution and ce in the fifth week and once in the third week prior to ndum Special Election is to be held, in newspaper(s) of otice shall be substantially in the following form: "NOT E OF REFERENDUM SPECIAL ELECTION TO END THE MIAMI CITY CHARTER TO BE HELD TUESDAY, NOVEMBER 5, 2024 IN THE CITY OF MIAMI, FLORIDA PURSUANT TO RESOLUTION NO. R- A Refere • um Special Election will be held on Tuesday, November 5, 2024 from 7:00 A. until 7:00 P.M. in the City of Miami, Florida, at the polling places in the sever Referendum Special Election precincts designated by the Supervisor of Ele• ons of Miami -Dade County, Florida, as set forth herein, unless otherwise p •vided by law, and submitting to the qualified electors of the City of Miami, orida, the following question: "Shall City Charter be amended to revise existing leases at 888 Macarthur Causeway, sell 3.2 acres of leased property to tenant for fair market value, reduce overall development, extend term 24 years, waive bidding and authorize, at no cost to City: • $9,000,000 contribution to affordable housing plus additional public benefits; SUBSTITUTED • Timeshare units become condominiums; • Mixed -uses to include office; and • Expanded public waterfront and pedestrian promenade along Biscayne Bay." This Charter Amendment will amend Section 29-C of the Miami Charter to authorize the City Commission by a four -fifths (4/5ths) affirmative vote, to waive competitive bidding and execute amendments ("Amendments") to certain documents ("Agreements") governing the property on Watson Island located at 888 Macarthur Causeway, Miami, Florida ("Property"), with the existing tenant BH3 IG Developer LLC and its subsidiaries ("Tenant"), to extend the term of certain of the leases by 24 years, to sell the City's position in certain of th leases, consisting of approximately 3.2 acres, to Tenant for fair market :lue, to provide additional community benefits including a $9,000,000 contribu •n to affordable housing, infrastructure improvements, and an expanded .4. waterfront, to permit fee simple condominium form of ownership, - d to provide for office space as a permitted use, and retention by the City of . other existing City rights. By order of the Commission of the City of Miai, Florida. Section 6. The official ballot to be used at said Refer dum Special Election shall be in full compliance with the laws of the State with respect to vo -by-mail ballots and to the use of the mechanical voting machines or the Computer Electio .ystem, and shall be in substantially the following form: "Official Ballot" Referendum Special ' ection Tuesday, November 5, 2024 for Approval or Disapproval of the following question: Charter Amendment to revise mixed -use lea- -s on Watson Island YES NO "Shall City Charter be amended to revise existing leases at 888 Macarthur Causeway, sell 3.2 acres of leased property to tenant for fair market value, reduce overall development, extend term 24 years, waive bidding and authorize, at no cost to City: • $9,000,000 contribution to affordable housing plus additional public benefits; • Timeshare units become condominiums; • Mixed -uses to include office; and ■ Expanded public waterfront and pedestrian promenade along Biscayne Bay." Section 7. The form of the ballot shall be in accordance with requirements of general lection 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 signature of th APPROV 2 T e herein authorization is further subject to compliance with all legal requirements that may be posed, including but not limited to, those prescribed by applicable City Charter and City Code rovisions. 3 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. SUBSTITUTED instructed to vote their selection next to the word "NO" within the ballot containing the statement relating to the Question. Section 8. The City 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 Referendum Special Election. Section 9. All qualified electors of the City shall be permitted to vote in said Ref- endum Special Election and the Supervisor of Elections of Miami -Dade County, Florida, is h by requested, authorized, and directed to furnish, at the cost and expense of the City, . ist of all qualified electors residing in the City as shown by the registration books and reco •s of the Office of said Supervisor of Elections and duly certify the same for delivery to a►: for use by the election officials designated to serve at the respective polling places in said ' erendum Special Election precincts. Section 10. For the purpose of enabling persons to register wh said Referendum Special Election on Tuesday, November 5, 2024, a under the provisions of the general laws of the State and Chapter 1 Miami, Florida, or who have transferred their legal residence fro in the City, they may register Monday through Friday, from 8:0 Dade County Elections Department located at 2700 Northwe within such period of time as may be designated by the Su place and times, qualified persons may register at such b vote online for the purpose of voting in the herein descr such times and on such dates as may be designated re qualified to vote in who have not registered of the Code of the City of ne voting precinct to another .M. to 5:00 P.M. at the Miami- 87th Avenue, Miami, Florida, rvisor. In addition to the above nch offices and may also register to ed Referendum Special Election during y the Supervisor. Section 11. Todd B. Hannon, the City CI of the City of Miami, Florida, or his duly appointed successor, is hereby designated an..ppointed as the official representative of the Commission of the City of Miami, Florida, in transactions with the Supervisor related to matters pertaining to the use of the registr •n books and the holding of said Referendum Special Election. Section 12. The City Clerk s = I deliver a certified copy of this Resolution to the Supervisor not Tess than forty-five / ) days prior to the date of the Referendum Special Election. Section 13. The City anager is authorized2 and directed to negotiate the Amendments, in and in strict accordance - ith the terms of the ballot language approved by this Resolution, and use good faith effort o bring such Amendments for consideration and 4/5ths approval by the City Commission oor before the February 27, 2025 meeting of the City Commission, subject to approval b the electorate on November 5, 2024. Section 1 ' . This Resolution shall become effective immediately upon its adoption and ayor.3 AS TO FORM AND CORRECTNESS: