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Home My WebLink AboutR-26-0193City of Miami Resolution R-26-0193 Legislation City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 19153 Final Action Date: 4/23/2026 A RESOLUTION OF THE CITY OF MIAMI, FLORIDA, AUTHORIZING THE CITY MANAGER TO SUBMIT AN APPLICATION FOR A SECURED OR UNSECURED STANDBY LETTER OF CREDIT ("SBLC") WITH WELLS FARGO BANK, N.A., IN A TOTAL AMOUNT NOT TO EXCEED TEN MILLION AND 00/100 DOLLARS ($10,000,000.00) IN FAVOR OF THE STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION ("FDEP"), ON BEHALF OF THE BOARD OF TRUSTEES OF THE INTERNAL IMPROVEMENT TRUST FUND OF THE STATE OF FLORIDA (THE "TIITF"), AS THE LETTER OF CREDIT REQUIRED PURSUANT TO THE INTERAGENCY AGREEMENT RELATING TO THE PARTIAL RELEASE OF DEED RESTRICTIONS BETWEEN TIITF AND THE CITY OF MIAMI ("CITY'); PROVIDING THAT THE ANNUAL FEE FOR THE SBLC SHALL BE IN AN AMOUNT NOT TO EXCEED ONE HUNDRED FOUR THOUSAND, FIVE HUNDRED AND 00/100 DOLLARS ($104,500.00); FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE ANY AND ALL NECESSARY AGREEMENTS AND DOCUMENTS, ALL IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, IN CONNECTION WITH THE SBLC; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, pursuant to Resolution No. R-24-0282, adopted on July 25, 2024 ("Resolution No. R-24-0282"), the City of Miami ("City") and Ecoresiliency Miami LLC ("Developer") (collectively, "Parties") desire to enter into a purchase and sale agreement and related agreements ("Agreement"), in a form acceptable to the City Attorney, which will allow the sale and/or lease of the Residential Parcel based on fair market value, for construction and operation of the Residential Development subject to: City approval, approval of any necessary zoning changes, cancellation of existing Lease, repayment of the existing loan of approximately $32,000,000.00 due to City and Miami -Dade County and of the existing Ygrene C-Pace loan of approximately $1,200,000.00, and approval by the Florida Board of the Trustees of the Internal Improvement Trust Fund; and requiring construction of a new public waterfront park at no cost to the City; annual and up -front payments to the City, and other community benefits; and WHEREAS, pursuant to Resolution No. R-24-0282, the City authorized a special election to be held on Tuesday, November 5, 2024, for the purpose of submitting to the qualified electors of the City, for their approval or disapproval, the proposed sale or lease of the Property (defined therein) as set forth in the Ballot Question (defined therein) and supporting documentation; and WHEREAS, on November 5, 2024, the Ballot Question was approved by the electorate, as acknowledged by the City pursuant to Resolution No. R-24-0458, adopted on November 21, 2024; and City of Miami Page 1 of 4 File ID: 19153 (Revision: A) Printed On: 5/12/2026 File ID: 19153 Enactment Number: R-26-0193 WHEREAS, the Parties executed a Purchase and Sale Agreement dated September 9, 2025 ("PSA"); and WHEREAS, as a condition of closing, the Parties require that the Board of Trustees of the Internal Improvement Trust Fund of the State of Florida ("TIITF") partially release the restrictions contained in Deed No.19447 ("Deed"), including the termination of the existing reverter as to the Residential Parcel (defined in the PSA); and WHEREAS, on December 17, 2024, the TIITF delegated authority to the Secretary of the State of Florida Department of Environmental Protection ("FDEP") to negotiate the terms for the partial modification or partial release of the deed restrictions in the Deed ("Partial Release"); and WHEREAS, pursuant to Section 3.A.(a) of the PSA, the City shall be responsible for any payments required by the TIITF for the Partial Release in an amount not to exceed Fifteen Million and 00/100 Dollars ($15,000,000.00); and WHEREAS, the City and FDEP, on behalf of the TIITF, have negotiated a Interagency Agreement relating to the Partial Release of Deed Restrictions ("Interagency Agreement") that sets forth the parameters for the Partial Release; and WHEREAS, pursuant to the Interagency Agreement, upon closing date as established in the PSA, the City shall pay TIITF an amount not to exceed Fifteen Million and 00/100 Dollars ($15,000,000.00) in the following manner: • The City shall pay to TIITF an amount equal to Five Million and 00/100 Dollars ($5,000,000.00) ("Initial Partial Release Payment"). • The remaining Ten Million and 00/100 Dollars ($10,000,000.00) balance of the Partial Release Payment (the "Partial Release Payment Balance") shall be payable as follows: • On each anniversary of the Interagency Agreement Date, commencing on the first (1st) anniversary and continuing until the sixth (6th) anniversary of the Interagency Agreement Date, the City shall pay to TIITF an amount equal to One Million, Five Hundred Thousand and 00/100 ($1,500,000.00); and • On the seventh (7th) anniversary of the Interagency Agreement Date, the City shall pay to TIITF an amount equal to One Million and 00/100 Dollars ($1,000,000.00); and WHEREAS, pursuant to Section 3.c. of the Interagency Agreement Date, the City shall deliver a Letter of Credit in the amount of Ten Million and 00/100 Dollars ($10,000,000.00) ("LoC") on the Interagency Agreement Date as security for the full payment by the City of the Partial Release Payment Balance; and WHEREAS, in the event the City fails to pay all or any portion of the Partial Release Payment Balance, FDEP shall have the right, but not the obligation, from time to time, to present the LoC for payment and to retain the proceeds as security in the event of an occurrence as stated above, to use, apply or retain the whole or any part of the proceeds to the City of Miami Page 2 of 4 File ID: 19153 (Revision: A) Printed on: 5/12/2026 File ID: 19153 Enactment Number: R-26-0193 extent required for the payment of any portion of the Partial Release Payment Balance as to which the City has failed to pay; and WHEREAS, the LoC shall be returned to the City within thirty (30) days after the payment of all of the Partial Release Payment Balance; and WHEREAS, on February 2, 2026, at a duly and properly noticed meeting, the City's Finance Committee recommended approval of the City to enter into a secured or unsecured Standby Letter of Credit ("SBLC") in a total amount not to exceed Ten Million and 00/100 Dollars ($10,000,000.00) with Wells Fargo Bank, N.A. ("Wells Fargo"), as the City's LoC pursuant to the Interagency Agreement; and WHEREAS, the City Commission finds that it is in the best interest of the City to authorize the City Manager to negotiate and execute all applicable documents and agreements necessary to establish an SBLC in favor of FDEP as the LoC required pursuant to the Interagency Agreement; NOW, THEREFORE, BE IT RESOLVED BY THE CITY 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. The City Manager is authorized' to submit an application for a SBLC with Wells Fargo in a total amount not to exceed Ten Million and 00/100 Dollars ($10,000,000.00) in favor of FDEP as the LoC required pursuant to the Interagency Agreement. Section 3. The SBLC shall automatically renew annually and be subject to credit. Section 4. The annual fee for the SBLC shall be in an amount not to exceed One Hundred Four Thousand, Five Hundred and 00/100 Dollars ($104,500.00). Section 5. The City Manager is further authorized' to negotiate and execute any and all necessary agreements and documents, all in a form acceptable to the City Attorney, in connection with the SBLC. Section 6. The SBLC shall not be and shall not constitute an indebtedness of the City, within the meaning of any constitutional, statutory or charter provisions or limitations, but shall be payable solely, as provided in this Resolution, from Non -Ad Valorem Revenues. Section 7. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.2 1 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. City of Miami Page 3 of 4 File ID: 19153 (Revision: A) Printed on: 5/12/2026 File ID: 19153 Enactment Number: R-26-0193 APPROVED AS TO FORM AND CORRECTNESS: g Wy j ng III, C y ttor y 5/11/2026 City of Miami Page 4 of 4 File ID: 19153 (Revision: A) Printed on: 5/12/2026