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HomeMy WebLinkAboutR-25-0021City of Miami Resolution R-25-0021 Legislation City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 17133 Final Action Date: 1/23/2025 A RESOLUTION OF THE MIAMI CITY COMMISSION, BY A FOUR -FIFTHS (4/STHS) AFFIRMATIVE VOTE, WITH ATTACHMENT(S), APPROVING AND GRANTING THE CITY MANAGER THE AUTHORITY AND DISCRETION TO PROCEED WITH ONE OF THE FOLLOWING TWO OPTIONS, ON OR BEFORE FEBRUARY 3, 2025, EITHER: (1) AUTHORIZING THE DEPOSIT AND PAYMENT OF TEN MILLION SEVEN HUNDRED EIGHTY THOUSAND DOLLARS ($10,780,000.00) FOR THE CONDEMNATION OF REAL PROPERTY LOCATED AT 5 AND 27 SOUTHWEST SOUTH RIVER DRIVE, IDENTIFIED BY FOLIO NUMBERS 01-0201-010-1070 AND 01-0201-010-1020 (COLLECTIVELY, "RIVERFRONT PROPERTY"), FROM SOUTH RIVER WAREHOUSE, LLC, A FLORIDA LIMITED LIABILITY COMPANY ("RESPONDENT") IN CASE NUMBER 21-027229-CA-01, PENDING IN THE CIRCUIT COURT OF THE ELEVENTH JUDICIAL CIRCUIT IN AND FOR MIAMI-DADE COUNTY, FLORIDA ("CASE"); OR (2) AUTHORIZING AN AGREEMENT WITH RESPONDENT IN A FORM ACCEPTABLE TO THE CITY ATTORNEY ("SETTLEMENT AGREEMENT") TO SETTLE THE CASE IN THE MANNER SET FORTH IN SUCH SETTLEMENT AGREEMENT AND AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE THE PURCHASE AND SALE AGREEMENT ("PURCHASE AGREEMENT") IN SUBSTANTIALLY THE FORM ATTACHED AND INCORPORATED AS EXHIBIT "A," SUBSTANTIALLY INCORPORATING TERMS AND CONDITIONS STIPULATED IN THE LETTER OF INTENT ATTACHED HERETO AS EXHIBIT "B" ("LOI"), BETWEEN THE CITY OF MIAMI ("CITY") AND GARAFIA, LLC, A FLORIDA LIMITED LIABILITY COMPANY ("SELLER"), FOR THE ACQUISITION OF REAL PROPERTY IDENTIFIED BY FOLIO NUMBERS 01-4102-006-6450, 01-4102-006-6460, 01-4102-006-6470, 01-4102-006-6480 AND 01-4102-006- 6490 LOCATED IN MIAMI, FLORIDA (COLLECTIVELY, "ALTERNATIVE PROPERTY"), FOR AN AFFORDABLE HOUSING PROJECT, FOR UP TO TEN MILLION EIGHT HUNDRED NINETY-THREE THOUSAND DOLLARS ($10,893,000.00), WHICH IS INCLUSIVE OF THE PURCHASE PRICE OF NINE MILLION DOLLARS ($9,000,000.00), BENEFITS -BASED ATTORNEY'S FEES, EXPERTS FEES AND LITIGATION COSTS, AND ALL CLOSING COSTS; FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE ALL NECESSARY DOCUMENTS, INCLUDING AMENDMENTS AND MODIFICATIONS TO SAID AGREEMENTS, IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, AS MAY BE NECESSARY TO EFFECTUATE EITHER THE ACQUISITION OF THE RIVERFRONT PROPERTY OR THE SETTLEMENT OF THE CASE AND ACQUISITION OF THE ALTERNATIVE PROPERTY; RATIFYING, APPROVING, AND CONFIRMING CERTAIN NECESSARY ACTIONS BY THE CITY MANAGER AND DESIGNATED CITY DEPARTMENTS IN ORDER TO UPDATE THE CAPITAL PLAN, RELEVANT FINANCIAL CONTROLS AND COMPUTER SYSTEMS IN CONNECTION THEREWITH, FOR PROJECT CLOSE-OUTS, AND FOR GRANTS AND OTHER FUNDING SOURCES IN PROGRESS IN CONNECTION HEREWITH; City of Miami Page 1 of 5 File ID: 17133 (Revision: A) Printed On: 8/12/2025 File ID: 17133 Enactment Number: R-25-0021 FURTHER APPROVING, AUTHORIZING, AND DIRECTING THE CITY MANAGER TO UNDERTAKE THIS AMENDMENT IN ORDER TO ADD TO AND TO REVISE CAPITAL PROJECTS IN THE CITY'S FISCAL YEAR 2024-2025 MULTI -YEAR CAPITAL PLAN ADOPTED ON SEPTEMBER 7, 2024 PURSUANT TO RESOLUTION NO. R-24-0328 ("ADOPTED CAPITAL PLAN"), AS SUBSEQUENTLY AMENDED, APPROPRIATING FUNDS AS SET FORTH HEREIN, AS APPLICABLE; ALLOCATING, APPROPRIATING, AND AWARDING FUNDS FROM THE DISTRICT 3 COMMISSIONER'S SHARE OF THE CITY'S MIAMI FOR EVERYONE PROGRAM, PROJECT NO. 004-D3MFE, IN AN AMOUNT NOT TO EXCEED NINE MILLION ONE HUNDRED AND ELEVEN THOUSAND FIVE HUNDRED AND TWO DOLLARS ($9,111,502.00) ("MFE PROGRAM FUNDS"), WITH OTHER DISTRICT 3 FUNDING SOURCES AS SET FORTH HEREIN IN A TOTAL AMOUNT OF TEN MILLION SEVEN HUNDRED EIGHTY THOUSAND DOLLARS ($10,780,000.00) FOR THE DEPOSIT AND ACQUISITION OF THE RIVERFRONT PROPERTY, OR IN THE ALTERNATIVE ALLOCATING, APPROPRIATING AND AWARDING SUCH FUNDS IN A TOTAL AMOUNT OF TEN MILLION EIGHT HUNDRED NINETY- THREE THOUSAND DOLLARS ($10,893,000.00) FOR THE SETTLEMENT OF THE CASE AND ACQUISITION OF THE ALTERNATIVE PROPERTY, TO COVER THE COST OF SAID SETTLEMENT AND ACQUISITION, INCLUDING BUT NOT LIMITED TO THE COST OF ATTORNEY'S FEES, EXPERT FEES, LITIGATION COSTS, SURVEYS, ENVIRONMENTAL REPORTS, TITLE INSURANCE, DEMOLITION, SECURING THE PROPERTY, PROJECT SIGNAGE AND ALL RELATED CLOSING COSTS ASSOCIATED WITH SAID ACQUISITION, IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THE SETTLEMENT AGREEMENT AND PURCHASE AGREEMENT, WITH ALL SUCH FUNDING SUBJECT TO COMPLIANCE WITH ALL FEDERAL, STATE, AND LOCAL LAWS THAT REGULATE THE USE OF SUCH FUNDS FOR SAID PURPOSES; FURTHER WAIVING CERTAIN REQUIREMENTS OF THE CITY'S MIAMI FOR EVERYONE PROGRAM. WHEREAS, the City of Miami ("City") pursuant to Resolution No. R-21-0177, adopted on April 22, 2021, authorized the City Manager to acquire certain real properties, including certain riverfront properties located at 5 Southwest South River Drive and 27 Southwest South River Drive, Miami, Florida (collectively, the "Riverfront Property") by negotiated acquisition or by virtue of an eminent domain action for the express public purpose of establishing public parks within the City; and WHEREAS, the City filed a Petition in eminent domain against South River Warehouse, LLC, a Florida Limited Liability Company ("Respondent") in the Circuit Court of the Eleventh Judicial Circuit in and for Miami -Dade County, Florida, Case No. 21-027229-CA-01 for the condemnation of the Riverfront Property ("Case"); and WHEREAS, the Circuit Court has issued a final judgment in favor of the City determining that the taking of the Riverfront Property is reasonably necessary to serve the public purpose for which it is being acquired ("Final Judgment"); and WHEREAS, the Final Judgment further requires the City to deposit ten million seven hundred and eighty thousand dollars and no cents ($10,780,000.00) as full compensation for the taking of the Riverfront Property; and City of Miami Page 2 of 5 File ID: 17133 (Revision: A) Printed on: 8/12/2025 File ID: 17133 Enactment Number: R-25-0021 WHEREAS, pursuant to Section 73.091 and 73.092, Florida Statutes, the City is further subject to the payment of attorneys' fees, experts' fees, and litigation costs claimed as taxable under the amount of the verdict rendered by the jury; and WHEREAS, should the City proceed with the deposit and acquisition of the Riverfront Property, the attorneys' fees, experts' fees, and litigation costs specified above will be separately adjudicated and in addition to the deposit amount; and WHEREAS, the City has identified an assemblage of properties located within City Commission District 3 and identified by Folio numbers 01-4102-006-6470, 01-4102-006-6460, 01-4102-006-6450, 01-4102-006-6480 and 01-4102-006-6490, in Miami, Florida (collectively, the "Alternative Property"), the acquisition of which would be in the public's best interest; and WHEREAS, if acquired, the City plans to construct an affordable housing project on the Alternative Property given the City's emergency need of affordable housing that is in the best interest of the City and the community; and WHEREAS, the Alternative Property is owned by Garafia, LLC, a Florida Limited Liability Company ("Seller"), which is affiliated with Respondent by common ownership; and WHEREAS, the City and Respondent have commenced negotiations to enter into a settlement agreement in a form acceptable to the City Attorney ("Settlement Agreement") which shall incorporate the purchase and sale agreement ("Purchase Agreement") attached and incorporated as Exhibit "A" resolving certain claims of the parties in connection with the Case, incorporating terms and conditions stipulated in the Letter of Intent attached hereto as Exhibit "B" ("LOI"), providing for the payment of benefits -based attorney's fees, expert fees, and litigation costs, and providing for the City's acquisition of the Alternative Property for a purchase price of nine million dollars ($9,000,000.00), with such other terms and conditions stipulated in such Purchase Agreement; WHEREAS, pursuant to Section 166.045(b), Florida Statutes, titled "Proposed Purchase of Real Property by Municipality; Confidentiality of Records; Procedure," for each purchase in an amount in excess of $500,000.00, the governing body shall obtain at least two (2) appraisals by appraisers approved pursuant to Section 253.025, Florida Statutes; and WHEREAS, the City obtained two (2) appraisal reports from licensed State of Florida certified appraisers; and WHEREAS, Section 166.045(b), Florida Statutes, further states that if the agreed purchase price exceeds the average price of the two (2) appraisals, the governing body is required to approve the purchase by an extraordinary vote (i.e. a four -fifths (4/5ths) vote of the City Commission); and WHEREAS, the City's total cost for the Settlement Agreement and Purchase Agreement, including attorney's fees, expert fees, litigation costs, purchase price, and all closing costs shall not exceed ten million eight hundred ninety-three thousand dollars ($10,893,000.00); and WHEREAS, on April 13, 2023, pursuant to Resolution No. R-23-0178, the City of Miami ("City") created the Miami For Everyone ("MFE") Program to assist communities facing the long- term complications resulting from declared emergencies and to address the specific needs of the most vulnerable residents and businesses, through a strategy of focusing the provision of City of Miami Page 3 of 5 File ID: 17133 (Revision: A) Printed on: 8/12/2025 File ID: 17133 Enactment Number: R-25-0021 support towards priority areas of need that will further stabilize economic conditions within City Districts; and WHEREAS, the Office of the District 3 Commissioner will submit a grant application for MFE program in an amount not to exceed nine million, one hundred eleven thousand, five hundred two dollars ($9,111,502.00) ("MFE Program Funds") to fund, as applicable, either the acquisition of the Riverfront Property, or the settlement and acquisition of the Alternative Property; WHEREAS, the MFE Program contains various program guidelines and requirements, including that such funds cannot be used to pay expenditures such as defense and prosecution of criminal and civil proceedings; and WHEREAS, the underlying purpose of either acquisition is within the scope of the Program and accomplishes the goals set forth therein notwithstanding the manner of acquisition pursuant to condemnation proceedings; and WHEREAS, as applicable, funding for the deposit and acquisition of the Riverfront Property will be allocated, appropriated, and awarded from the MFE Program Funds, District 3 Real Estate Acquisition and Accessible Housing GF capital project number 40-6183416, District 3 Parks, Streets, Affordable Housing, and Lighting Improvements Reserve GF capital project 40-B40713A, and District 3 Park Impact Fees, in a combined total amount not to exceed ten million seven hundred and eighty thousand dollars and no cents ($10,780,000); and WHEREAS, as applicable, funding for the settlement and acquisition of the Alternative Property will be allocated, appropriated, and awarded from the MFE Program Funds, District 3 Real Estate Acquisition and Accessible Housing GF capital project number 40-6183416, District 3 Parks, Streets, Affordable Housing, and Lighting Improvements Reserve GF capital project 40-B40713A, and District 3 Affordable Housing Trust Fund allocation, in a combined total amount not to exceed ten million, eight hundred ninety-three thousand dollars ($10,893,000.00); and WHEREAS, the City Commission wishes to provide the City Manager with the requisite authority to take either of the following actions on or before February 3, 2025: (1) submit the deposit for the acquisition of the Riverfront Property; or (2) negotiate and execute the Settlement Agreement and Purchase Agreement for the settlement of the Case and acquisition of the Alternative Property; and 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 herein as if fully set forth in this Section. Section 2. The City Manager is authorized to either: (1) authorize the deposit and payment of ten million seven hundred eighty thousand dollars ($10,780,000.00) for the condemnation of the Riverfront Property as set forth in the Case; or (2) authorize the Settlement Agreement in a form acceptable to the City Attorney to settle the Case and negotiate and execute the incorporated Purchase Agreement in substantially the form attached and incorporated as Exhibit "A," substantially incorporating terms and conditions stipulated in the LOI between the City and Seller for the acquisition of the Alternative Property for affordable housing for up to ten million eight hundred ninety-three thousand dollars ($10,893,000.00), City of Miami Page 4 of 5 File ID: 17133 (Revision: A) Printed on: 8/12/2025 File ID: 17133 Enactment Number: R-25-0021 which is inclusive of the purchase price, benefits -based attorney's fees, experts fees and litigation costs, and all closing costs. Section 3. The City Manager is further authorized1 to negotiate and execute all necessary documents, including amendments and modifications to said agreements, in a form acceptable to the City Attorney, as may be necessary to effectuate either the acquisition of the Riverfront Property or the proposed settlement and acquisition of the Alternative Property. Section 4. The City Commission hereby ratifies, approves, and confirms certain necessary actions by the City Manager and designated City departments in order to update the capital plan, relevant financial controls and computer systems in connection therewith, for project close-outs, and for grants and other funding sources in progress in connection herewith. Section 5. The City Manager is further authorized' and directed to undertake a capital plan amendment in order to add to and to revise capital projects in the City's Adopted Capital Plan, as amended appropriating funds as set forth herein, as applicable. Section 6. Funding is allocated, appropriated, and awarded from the District 3 Commissioner's share of the City's MFE Program Funds and other District 3 funding sources as set forth herein in a total amount of ten million seven hundred eighty thousand dollars ($10,780,000.00) for the deposit and acquisition of the Riverfront Property, or, in the alternative, in a total amount of ten million eight hundred ninety-three thousand dollars ($10,893,000.00) for the settlement of the Case and acquisition of the Alternative Property to cover the cost of said settlement and acquisition, including but not limited to the cost of attorney's fees, expert fees, litigation costs, surveys, environmental reports, title insurance, demolition, securing the property, project signage and all related closing costs associated with said acquisition, in accordance with the terms and conditions of the Settlement Agreement and Purchase Agreement, with all such funding subject to compliance with all Federal, State, and local laws that regulate the use of such funds for said purposes. Section 7. The requirements of the MFE Program restricting the use of such funds in connection with civil proceedings are hereby waived. Section 8. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.2 APPROVED AS TO FORM AND CORRECTNESS: ge . Wye ng Ilf, C y ttor' -y 1/24/2025 City of Miami Page 5 of 5 File ID: 17133 (Revision: A) Printed on: 8/12/2025