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HomeMy WebLinkAboutAgenda Item Summary FormAGENDA ITEM SUMMARY FORM File ID: #17246 Date: 02/13/2025 Commission Meeting Date: 07/24/2025 Requesting Department: Department of Real Estate and Asset Management Sponsored By: District Impacted: District 2 Type: Resolution Subject: Authorize - Purchase/Sale Agrmnt - Ecoresiliency Miami LLC - Parrot Jungle Trail Purpose of Item: A Resolution of the Miami City Commission, with attachment(s), by a four -fifths (4/5ths) affirmative vote, pursuant to Section 29-C of the Charter of the City of Miami, Florida, as amended, waiving competitive bidding and authorizing the City Manager to negotiate and execute a Purchase and Sale Agreement with Ecoresiliency Miami, LLC ("Developer") for the sale, upon satisfaction of certain closing conditions, of +5.4 acres of that certain property located at 1111 Parrot Jungle Trail ("Property") for residential and commercial uses, in exchange for cancellation of the existing lease and consideration equal to or greater than fair market value of one hundred thirty-five million dollars ($135,000,000.00), including development of a new +13.3-acre public waterfront park on the remainder of property at a cost to Developer of thirty seven million dollars ($37,000,000.00), payments to city of ten million dollars ($10,000,000.00) at closing and two million dollars ($2,000,000.00) per year with annual escalations of three percent (3%) and a present value of one hundred thirteen million seven hundred twenty-one thousand and seventy-three dollars ($113,721,073), and certain community benefits valued at thirty-four million six -hundred thousand dollars ($34,600,000), including payment to the City of fifteen million dollars ($15,000,000.00) for affordable housing and infrastructure; further authorizing the City Manager to negotiate and execute a partial release and modification of the deed restrictions set forth in Deed No. 19447 between the City and the State of Florida Internal Improvement Trust Fund ("State"); authorizing the City Manager to execute a quit -claim deed to Developer, in a form acceptable to the City Attorney; providing, that such sale and conveyance be subject to approval and execution of an agreement with the State through the State of Florida Department of Environmental Protection; authorizing the City Manager to negotiate and execute other ancillary documents and amendments required to effectuate the sale and development of the Property as set forth in the Purchase and Sale Agreement, all in a form acceptable to the City Attorney. Background of Item: The City of Miami ("City") is the owner of that certain tract of land on Watson Island comprising approximately 18.7 acres and located at 1111 Parrot Jungle Trail, Miami, Florida ("Property"). ESJ JI Leasehold, LLC ("ESJ") and the City are parties to that certain Lease and Development Agreement, as modified from time to time (collectively, the "Lease") for the Property. Pursuant to Lease and other entitlements received from the City, ESJ is authorized to develop a theme park, themed hotel, and related retail and entertainment on the Property. Ecoresiliency Miami LLC, in collaboration with ESJ (together "Developer Parties"), desire to acquire +5.4 acres of the Property ("Residential Parcel") to develop residential and commercial uses with required parking ("Residential Development") and to return the balance of the Property to the City for use as a new public waterfront park to be constructed by the Developer Parties. The City and Developer Parties desire to enter into a purchase and sale agreement substantially in the form attached as Exhibit "A" ("Agreement"), which will allow the sale of the Residential Parcel based on fair market value of $135,000,000, for construction and operation of the Residential Development subject to satisfaction of certain closing conditions, including approval of any necessary zoning and subdivision changes and approval by the Florida Board of the Trustees of the Internal Improvement Trust Fund, and requiring, at closing, cancellation of existing Lease, repayment of the existing loan of approximately $32,000,000 due to City and Miami -Dade County and of the existing Ygrene C-Pace loan of approximately $1,200,000, and payment to the City of $10,000,000; and requiring, within the deadlines set forth in the Agreement, construction of a new public waterfront park at a cost of $37,000,000, annual payments to the City of $2,000,000 with 3% annual escalations, payment to the City of $15,000,000 for affordable housing and infrastructure, other community benefits, and the development of the Residential Development. On November 5, 2024, the Charter amendment was approved by a majority of the voters in the referendum election, as acknowledged by Resolution No. R-24-0458. On December 17, 2024, the Florida Board of the Trustees of the Internal Improvement Trust Fund approved the delegation of authority to the Secretary of the Florida Department of Environmental Resources, or designee, ("Secretary") to negotiate and execute the terms of the partial release and modification of the deed restrictions set forth in Deed No. 19447 ("Partial Release") as required to effectuate the sale and development of the Property as approved by the voters. The City desires for the City Manager to negotiate with the Secretary the terms of the Partial Release generally in the form attached as Exhibit "B". The City directs the City Manager to execute the Agreement substantially in the form attached as Exhibit "A". The City directs the City Manager to negotiate with the Secretary and execute the Partial Release generally in the form attached as Exhibit "B", and to negotiate and execute any other ancillary documents reasonably required to effectuate the sale and development of the Property, including but not limited to estoppels and other documents reasonably required by lenders, all in a form approved by the City Attorney. The City Commission has determined that the Agreement and the Partial Release will be in the City's best interest. Budget Impact Analysis Item is Related to Revenue Total Fiscal Impact: N/A Reviewed B Department of Real Estate and Asset Management Review Completed 02/13/2025 10:18 AM Office of Management and Budget Pedro Lacret Andrew Frey Department Head Budget Analyst Review Completed 02/18/2025 6:44 PM Office of Management and City Manager's Office City Manager's Office City Manager's Office Legislative Division City Commission City Commission City Commission City Commission City Commission Office of the City Attorney Office of the City Attorney City Commission City Commission City Commission City Commission City Commission Office of the Mayor Office of the City Clerk Legislative Division Department of Real Estate Review Completed City Manager's Office Office of the City Attorney Office of the City Attorney Office of the City Clerk Budget Marie Gouin Natasha Colebrook -Williams Arthur Noriega V Larry M. Spring Valentin J Alvarez Nicole Ewan Nicole Ewan Joseph Castro Joseph Castro Todd B. Hannon Nicole Ewan George K. Wysong III Nicole Ewan Maricarmen Lopez Todd B. Hannon Todd B. Hannon Maricarmen Lopez Mayor's Office City Clerk's Office Valentin J Alvarez and Asset Management 08/26/2025 10:29 AM Arthur Noriega V James Brako George K. Wysong III City Clerk's Office Budget Review Deputy City Manager Review City Manager Review Assistant City Manager Legislative Division Review Meeting Meeting Meeting Meeting Meeting ACA Review Approved Form and Correctness Meeting Meeting Meeting Meeting Meeting Unsigned by the Mayor Completed Signed and Attested by the City Clerk Completed Legislative Division Review Completed Andrew Frey Department Head Completed 02/18/2025 7:11 PM Completed 02/18/2025 7:38 PM Completed 02/18/2025 7:44 PM Completed 02/18/2025 9:05 PM Completed 02/18/2025 9:21 PM Completed 02/27/2025 9:00 AM Completed 04/10/2025 9:00 AM Completed 04/24/2025 9:00 AM Completed 05/08/2025 9:00 AM Completed 05/22/2025 9:00 AM Skipped 06/12/2025 9:23 AM Completed 08/29/2025 5:54 PM Completed 06/12/2025 9:00 AM Completed 06/17/2025 9:00 AM Completed 06/26/2025 9:00 AM Completed 07/10/2025 9:00 AM Completed 07/24/2025 9:00 AM 07/31/2025 2:48 PM 07/31/2025 2:51 PM 08/26/2025 9:18 AM City Manager Reivew Completed 08/29/2025 2:44 PM ACA Review Completed 08/29/2025 5:13 PM Approved Form and Correctness with Modification(s) Completed Rendered Completed 09/02/2025 10:56 AM City of Miami Legislation Resolution Enactment Number: R-25-0297 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 17246 Final Action Date:7/24/2025 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), BY A FOUR -FIFTHS (4/STHS) AFFIRMATIVE VOTE, PURSUANT TO SECTION 29-C OF THE CHARTER OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, WAIVING COMPETITIVE BIDDING AND AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A PURCHASE AND SALE AGREEMENT WITH ECORESILIENCY MIAMI, LLC ("DEVELOPER") FOR THE SALE, UPON SATISFACTION OF CERTAIN CLOSING CONDITIONS, OF +5.4 ACRES OF THAT CERTAIN PROPERTY LOCATED AT 1111 PARROT JUNGLE TRAIL ("PROPERTY") FOR RESIDENTIAL AND COMMERCIAL USES, IN EXCHANGE FOR CANCELLATION OF THE EXISTING LEASE AND CONSIDERATION EQUAL TO OR GREATER THAN FAIR MARKET VALUE OF ONE HUNDRED THIRTY-FIVE MILLION DOLLARS ($135,000,000.00), INCLUDING DEVELOPMENT OF A NEW +13.3-ACRE PUBLIC WATERFRONT PARK ON THE REMAINDER OF PROPERTY AT A COST TO DEVELOPER OF THIRTY SEVEN MILLION DOLLARS ($37,000,000.00), PAYMENTS TO CITY OF TEN MILLION DOLLARS ($10,000,000.00) AT CLOSING AND TWO MILLION DOLLARS ($2,000,000) PER YEAR WITH ANNUAL ESCALATIONS OF THREE PERCENT (3%) AND A PRESENT VALUE OF ONE HUNDRED THIRTEEN MILLION SEVEN HUNDRED TWENTY ONE THOUSAND AND SEVENTY- THREE DOLLARS ($113,721,073) OVER NINETY-NINE YEARS, AND CERTAIN COMMUNITY BENEFITS VALUED AT THIRTY-NINE MILLION SIX -HUNDRED THOUSAND DOLLARS ($39,600,000), INCLUDING PAYMENTS TO THE CITY OF FIFTEEN MILLION DOLLARS ($15,000,000.00) FOR AFFORDABLE HOUSING, FIVE MILLION DOLLARS ($5,000,000.00) FOR CONSTRUCTION OF A NEW FIRE STATION ON WATSON ISLAND, AND INFRASTRUCTURE IMPROVEMENTS; FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A PARTIAL RELEASE AND MODIFICATION OF THE DEED RESTRICTIONS SET FORTH IN DEED NO. 19447 ("STATE DEED") BETWEEN THE CITY AND THE STATE OF FLORIDA INTERNAL IMPROVEMENT TRUST FUND ("STATE"); APPROVAL OF PAYMENT BY CITY TO THE STATE IN THE AMOUNT OF FIFTEEN MILLION DOLLARS ($15,000,000.00) IN EXCHANGE FOR THE STATE'S RELEASE AND MODIFICATION OF RESTRICTIONS SET FORTH IN THE STATE DEED; FURTHER PROVIDING, THAT THE DISTRIBUTION OF CITY'S CLOSING PROCEEDS, INCLUDING TEN MILLION DOLLARS ($10,000,000.00) CASH AT CLOSING, DEVELOPER'S PAYOFF OF CITY'S DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT ("HUD") LOAN IN THE AMOUNT OF TWENTY- TWO MILLION DOLLARS ($22,000,000.00), AND FIFTEEN MILLION DOLLARS ($15,000,000.00) FOR AFFORDABLE HOUSING, TOTALING APPROXIMATELY FORTY-SEVEN MILLION DOLLARS ($47,000,000.00), BE ALLOCATED, AS MORE SPECIFICALLY DESCRIBED HEREINBELOW; AUTHORIZING THE CITY MANAGER TO EXECUTE A QUIT -CLAIM DEED TO DEVELOPER, IN A FORM ACCEPTABLE TO THE CITY ATTORNEY; PROVIDING, THAT SUCH SALE AND CONVEYANCE BE SUBJECT TO APPROVAL AND EXECUTION OF AN AGREEMENT WITH THE STATE THROUGH THE STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION; AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE OTHER ANCILLARY DOCUMENTS AND AMENDMENTS REQUIRED TO EFFECTUATE THE SALE AND DEVELOPMENT OF THE PROPERTY AS SET FORTH IN THE PURCHASE AND SALE AGREEMENT, ALL IN A FORM ACCEPTABLE TO THE CITY ATTORNEY. WHEREAS, the City of Miami ("City") is the owner of that certain tract of land on Watson Island comprising approximately 18.7 acres and located at 1111 Parrot Jungle Trail, Miami, Florida ("Property"); and WHEREAS, ESJ JI Leasehold, LLC ("ESJ") and the City are parties to that certain Lease and Development Agreement, as modified from time to time (collectively, the "Lease") for the Property; and WHEREAS, pursuant to Lease and other entitlements received from the City, ESJ is authorized to develop a theme park, themed hotel, and related retail and entertainment on the Property; and WHEREAS, Ecoresiliency Miami LLC, in collaboration with ESJ (together "Developer Parties"), desire to acquire +5.4 acres of the Property ("Residential Parcel") to develop residential and commercial uses with required parking ("Residential Development") and to return the balance of the Property to the City for use as a new public waterfront park to be constructed by the Developer Parties; and WHEREAS, the City and Developer Parties desire to enter into a purchase and sale agreement substantially in the form attached as Exhibit "A" ("Agreement"), which will allow the sale of the Residential Parcel based on fair market value of $135,000,000, for construction and operation of the Residential Development subject to satisfaction of certain closing conditions, including approval of any necessary zoning and subdivision changes and approval by the Florida Board of the Trustees of the Internal Improvement Trust Fund, and requiring, at closing, cancellation of existing Lease, repayment of the existing loan of approximately $32,000,000 due to City and Miami -Dade County and of the existing Ygrene C-Pace loan of approximately $1,200,000, and payment to the City of $10,000,000; and requiring, within the deadlines set forth in the Agreement, construction of a new public waterfront park at a cost of $37,000,000, annual payments to the City of $2,000,000 with 3% annual escalations, payments to the City of $15,000,000 for affordable housing, $5,000,000 for construction of a new fire station on Watson Island, infrastructure improvements, other community benefits, and the development of the Residential Development; and WHEREAS, on November 5, 2024, the Charter amendment was approved by a majority of the voters in the referendum election, as acknowledged by Resolution No. R-24-0458; and WHEREAS, on December 17, 2024, the Florida Board of the Trustees of the Internal Improvement Trust Fund approved the delegation of authority to the Secretary of the Florida Department of Environmental Resources, or designee, ("Secretary") to negotiate and execute the terms of the partial release and modification of the deed restrictions set forth in Deed No. 19447 ("Partial Release") as required to effectuate the sale and development of the Property as approved by the voters; and WHEREAS, the City desires for the City Manager to negotiate with the Secretary, the terms of the Partial Release in a form approved by the City Attorney; and WHEREAS, the City directs the City Manager to execute the Agreement, substantially in the form attached and incorporated as Exhibit "A"; and WHEREAS, the City directs the City Manager to negotiate with the Secretary and execute the Partial Release in a form approved by the City Attorney, and to negotiate and execute any other ancillary documents reasonably required to effectuate the sale and development of the Property, including but not limited to estoppels and other documents reasonably required by lenders, all in a form approved by the City Attorney; and WHEREAS, the City Commission has determined that the Agreement and payment to the State, as described hereinabove for the Partial Release, will be in the City's best interest; and WHEREAS, based on the testimony presented during the July 24, 2025, City Commission meeting, the City Commission has determined that Closing proceeds derived from the sale and conveyance of the Property are to be allocated for affordable housing, public safety capital for the purchase of vehicles, and/or infrastructure, and/or equipment, as more specifically described herein; 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. By a four -fifths affirmative (4/5th) vote of the Miami City Commission, the City Manager is authorized' to execute the purchase and sale agreement with Ecoresiliency Miami LLC, substantially in the form attached and incorporated as Exhibit "A". Section 3. The City Manager is authorized1 to negotiate and execute the terms of the Partial Release and modification of deed restrictions generally in a form approved by the City Attorney and to negotiate and execute any other ancillary documents reasonably required to effectuate the sale and development of the Property, including but not limited to estoppels and other documents reasonably required by lenders, all in a form approved by the City Attorney, and to exercise all rights of the City reserved by the agreements to the City Manager or designee. Section 4. Neither Ecoresiliency Miami LLC or any affiliates, shall have any rights to the agreements contemplated herein unless and until the City Manager executes the subject agreement(s), with approval by the City Attorney as to legal form and correctness. Section 5. Distribution of City's closing proceeds, including cash at Closing in the amount of Ten Million Dollars ($10,000,000.00), Developer's payoff of City's Department of Housing and Urban Development ("HUD") loan in the amount of Twenty -Two million Dollars ($22,000,000.00), plus Fifteen Million Dollars ($15,000,000.00) for affordable housing, totaling approximately Forty -Seven Million Dollars ($47,000,000.00) shall be allocated as follows: i.) Fifteen Million Dollars ($15,000,000.00) to be split equally between the City Commission Districts; ii.) Twenty Million Dollars ($20,000,000.00) to be split equally between the City Commission Districts; iii.) The remaining balance of Twelve Million Dollars ($12,000,000.00) is to be contributed to the City's capital fund for public safety vehicles, equipment and/or infrastructure; iv.) Based on the allocations set forth in this Resolution, Seven Million Dollars ($7,000,000.00) are to be distributed to each City Commission District for affordable housing and/or infrastructure and Twelve Million Dollars ($12,000,000.00) contributed to public safety capital for the purchase of vehicles, and/or equipment. Section 6. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.2 APPROVED AS TO FORM AND CORRECTNESS: 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. 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.