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HomeMy WebLinkAboutBack-Up Documents SUBTHIS DOCUMENT IS A SUBSTITUTION. BACKUP. ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. TERM SHEET PROPOSED GROUND LEASE AND MASTER DEVELOPMENT AGREEMENT BETWEEN THE CITY OF MIAMI AND MIAMI FREEDOM PARK, LLC This Tenn Sheet outlines the basis upon which the City of Miami (the "City") would lease to Miami Freedom Park, LLC ("MFP") certain real property owned by the City and generally located at 1400 N.W. 37th Avenue, Miami, Florida 33125. The proposed transaction is subject to: (i) approval by the City's qualified electors of an amendment to Section 29-B of the City's Charter, as amended, to authorize the City Commission to waive competitive bidding and negotiate a Ground Lease and Master Development Agreement (the "Lease") with MFP; and (ii) the negotiation, execution and delivery by the City and MFP of a mutually acceptable and legally binding definitive Lease consistent with the following provisions: 1. Leased Premises and Term: Approximately seventy-three (73) acres (the "Leased Premises") of the property generally located at 1400 N.W. 37th Avenue, Miami, Florida 33125, identified as all or portions of folio numbers 01-3132-000-0080 and 01-3132-000-0090, currently known as the Melreese Golf Course (the "Property"). The term will be 39 years, with MFP's option to extend for two additional 30 -year periods, for a total term of up to 99 -years. 2. Permitted Uses: Construction, development and use of. (i) a professional soccer complex inclusive of an approximately 25,000 seat stadium and related facilities (the "Soccer Stadium"); and (ii) ancillary development, including, but not limited to, (a) a minimum of 1,000,000 square feet of office, retail and entertainment uses, and (b) approximately 750 hotel rooms and conference center (the "Ancillary Development"). FILE NO. 4450 1 3. Annual Rent: Annual rent payable to the City by MFP will be equal to the greater of (a) the Fair Market Value of the Leased Premises or (b) 5.0% of the Rent, but under no circumstances less than $3,577,000 per year. The "Fair Market Value" will be based on the highest and best use of the Demised Premises taking into consideration the actual cost of environmental remediation for the Property, the site development cost for the Park (as defined below), and such other impositions and limitations on the use of the Property consistent with the Uniform Standards of Professional Appraisal Practice). The Fair Market Value will be determined through the selection of independent appraisers through a process mutually acceptable to the parties. The term "Rent" will mean the gross rent revenue derived by MFP from the lease of the soccer stadium and any portion of the Ancillary Development on the Demised Premises exclusive of the Demised Premises' pass-through operating expenses paid by tenants to MFP under such leases. MFP, at no cost to the City, will fund the development 4. No City Funding of the Soccer Stadium and the Ancillary Development. For avoidance of doubt, the City will have no obligation to pay for any portion of the development of the Soccer Stadium or the Ancillary Development, including any cost associated with the environmental remediation of the Leased Premises. To the extent MFP seeks Federal or State economic incentives, the City shall not be responsible for any matching contribution, which may be required. 5. Capital Transaction Fee: MFP will pay to the City an amount equal to 1 % of the gross proceeds received by MFP from any Capital Transaction. The phrase "Capital Transaction" means any transfer of the interests of MFP in the Lease which results in a change of control or other similar transaction. 6. Public Park: On or prior to the issuance of a certificate of occupany for the Soccer Stadium, MFP will complete the site development work for the approximately 58 acre public park adjacent to the Demised Premises (the 2 "Park"). The site development work will consist of (i) the environmental remediation necessary for the public use of the Park, and (ii) such draining, dredging, excavating, filling, grading, and earthwork as necessary to complete the Park pursuant to the specifications set forth in the Lease. 7. Additional Park Contribution In addition to the annual rent and the site development and Baywalk-Riverwalk for the Park, MFP will contribute to the City Committment: $20,000,000, payable over 30 years in equal annual installments, for improvements to greenspace and parks. In addition to the $20,000,000 for improvements to greenspace and parks, MFP will contribute an additional $5,000,000 for the completion of the City's Baywalk-Riverwalk Project. MFP will comply with the existing No Net Loss 8. No Net Loss: Policy in the City of Miami Comprehensive Plan. The amount of acreage required to comply with such policy, as a result of the rezoning of such property, will be satisfied prior to the issuance of a certificate of occupancy for any structures in the rezoned property. 9. Environmental Remediation: MFP will be responsible for all environmental remediation of the Property, including the Park and the Leased Premises. The environmental remediation plans will be developed by MFP, at its sole cost, and will be subject to approval by the Miami -Dade County Department of Environmental Resources Management. MFP currently estimates that the environmental remediation costs for the development will be approximately $35 million. 10. Living Wage and Labor Peace Covered. Employees will. be paid a living wage of no Agreement: less than $15.00 per hour without health benefits; or a living wage of no less than $13.19 an hour with health benefits (the "Living Wage"). The phrase "Covered Employees" means those hourly employees of MFP who primarily work at the Demised Premises. In addition, MFP will establish a policy that tenants at the Demised Premises will pay a Living Wage to their employees primarily working at the Demised Premises based on a sliding scale implemented over 4 years commencing at $11.00 per hour. The sliding scale will apply to employees and service providers at the soccer stadium. The policy C shall not apply to employees primarily receiving compensation through tips. MFP will provide incentives to qualified small businesses to encourage them to provide a Living Wage to their employees. MFP has commenced negotiations with Unite Here, Local 355, on a Labor Peace Agreement. 20% of construction force will be union labor. 11. First Tee Commitment: MFP will make available space within the Ancillary Development to the First Tee Program for its educational programs and will design a golf facility, with the consent of the City, to include driving ranges and other amenities for use by the First Tee Program. 12. Professional Services The Professional Services Agreement between the Agreement Termination Fee: City and Delucca Enterprises, Inc., terminates on September 30, 2021 (the "PSA"). The PSA provides the City the right to terminate the PSA prior to such termination date, which may require the payment of a termination fee. If required to terminate the PSA, MFP will reimburse the City for the amount of such termination fee. 13. Open Soccer Fields The Project will include an elevated platform with public use soccer fields over the 23 acres of ground floor parking. M SUBSTITUTED. TERM SHEET PROPOSED GROUND LEASE AND MASTER DEVELOPMENT AGREEME BETWEEN THE CITY OF MIAMI AND MIAMI FREEDOM PARK, LLC' July 18, 2018 j This Term Sheet outlines the basis upon which the City of Miami (the "City") would lease to Miami Freedom Park, LLC ("MFP") certain real property owned by the City and g erally located at 1400 N.W. 37th Avenue, Miami, Florida 33125. The proposed /acceptable subject to: (i) approval by the City's qualified electors of an amendment to SectionCity's Charter, as amended, to authorize the City Commission to waive competitnd negotiate a Ground Lease and Master Development Agreement (the "Lease; and (ii) the negotiation, execution and delivery by the City and MFP of a mutand legally binding definitive Lease consistent with the following provisions: 1. Demised Premises and Term: Approximately seve y -three (73) acres (the "Demised Premise ' of the property generally locat/identifie 37th Avenue, Miami, Florida 3312e as all or portions of folio numbers 01-3180 and 01-3132-000-0090, currently knowelreese Golf Course (the "Property"). The be 39 years, with MFP's option to extenadditional 30 -year periods, for a total term -years. 2. Permitted Uses: C struction, development and use of: (i) a rofessional soccer complex inclusive of an approximately 25,000 seat stadium and related facilities (the "Soccer Stadium"); and (ii) ancillary development, including, but not limited to, (a) a minimum of 1,000,000 square feet of office, retail and entertainment uses, and (b) approximately 750 hotel rooms and conference center (the "Ancillary Development"). 3. Annual Rent: Annual rent payable to the City by MFP will be equal to the greater of (a) the Fair Market Value of the Demised Premises or (b) 5.0% of the Rent, but under no circumstances less than $3,577,000 per year. The "Fair Market Value" will be based on the highest and best use of the Demised Premises taking into consideration the actual cost of environmental remediation for the Property, the site development cost for the Park (as defined below), and such other impositions and limitations on the use of the Property consistent with the Uniform Standards of Professional Appraisal Practice). The Fair Market Value will be determined through the selection of independent 1 Term Sheet SUBSTITUTED. appraisers through a process mutually ace table to the parties. The term "Rent" will mean th gross rent revenue derived by MFP or its affiliates om the lease of the soccer stadium and any portion the Ancillary Development on the Demised Pre 'ses exclusive of the Demised Premises' pass- ough operating expenses paid by tenants to MFP under such leases. 4. No City Funding: MFP, at no cost to the City, w'll fund the development of the SoccerStadiu and the Ancillary Development. For avoi nce of doubt, the City will have no o/anto pay for any portion of the developmeccer Stadium or the Ancillary Developmeing any cost associated with the environmeiation of the Demised Premises. To the exteeks Federal or State economic incentives,shall not be responsible for any matching c, which may be required. 5. Capital Transactions Fee: /atransffer pay to the City an amount equal to 1% of proceeds received by MFP from any Capital on. The phrase "Capital Transaction" means of the interests of MFP in the Lease which a change of control or other similar n. 6. Public Park: On or prior to the issuance of a certificate of occupany for the Soccer Stadium, MFP will complete the site development work for the approximately 58 acre public park adjacent to the Demised Premises (the "Park,"). The site development work will consist of (i) the environmental remediation necessary for the public use of the deliverable Park, and (ii) such draining, dredging, excavating, filling, grading, and earthwork as necessary to complete the Parl, pursuant to the specifications set forth in the Lease. 7. Additio al Park Contribution In addition to the annual rent and the site development and ywalk-Riverwalk for the Park, MFP will contribute to the City Co mittment: $20,000,000, payable over 30 years in equal annual installments, for improvements to greenspace and parks. In addition to the $20,000,000 for improvements to greenspace and parks, MFP will contribute an additional $5,000,000 for the completion of the City's Baywalk-Riverwalk Project. 2 Term Sheet 8. 9. 10. 11. 12. 13. wit SUBSTITUTED. No Net Loss: MFP will comply with the existing No et Loss Policy in the City of Miami Comprehensiv Plan. The amount of acreage required to comp with such policy, as a result of the rezoning o such property, will be satisfied prior to the issuance of a certificate of occupany for any structures in the ezoned property. Environmental Remediation: MFP will be responsible r all environmental remediation of the Property including the Park and the Demised Premises The environmental remediation plans will developed by MFP, at its sole cost, and will b subject to approval by the Miami -Dade County Department of Environmental Resources Manag ent. MFP currently estimates that the enviro ental remediation costs for the development w' be approximately $35 million. Living Wage and Labor/ah d Ei loyees will be paid a living wage of no Peace Agreement: an .5.00 per hour without health benefits; or g age of no less than $13.19 an hour with enefits. The phrase "Covered Employees" those hourly employees of MFP, its affiliates ir service providers who primarily work at the ed Premises. MFP has commenced ations with UniteIlere, .Local 355, on a Labor Agreement. 20% of the construction rce will be on site union .labor. First Tee Commitment- MFP will make available space within the Ancillary Development to the First Tee Program for its educational programs and will design a golf facility, with the consent of the City, to include driving ranges and other amenities for use by the First Tee Program. Professional ervices The Professional Services Agreement between the Agreement ermination City and Delucca Enterprises, Inc., terminates on Fee: September 30, 2021 (the "PSA"). The PSA provides the City the right to terminate the PSA prior to such termination date, which may require the payment of a termination fee. If required to terminate the PSA, MFP will reimburse the City for the amount of such termination fee. Open Soccer Fields The Project will include an elevated lite platform blic use soccer fields over the 23 acres of ground floor parking. SUBSTITUTED. IMPLAN Model -Cine Time Impacts frorn Construction (rotaI&Annualized) Impact Type Employment Labor Income Total Value Added Output Direct Effect 7,767 $381,776,818 $531,163,072 $967,312,444 Indirect Effect 1.198 569,667,393 $114,519,996 5208;3-777,243 Induced Efrect 2,453 5106,442-149 5195,097,734 $3321,021,393 Total Effect 11,417 S -S57,886,359 5840,779,692 S1,507,71 1,030 2.52% 35.04% 35.04% 6,64% 6,64% .53% 3.53% 3,53% 3,53% ......... . .... . . Year I Year 2 11 1 Year 3 111wil Year 4 Year " 5 Year 6 Year 7 Year 8 year 9 Direct Effect 196 2,722 2,722 516 ^16 274 274 274 274 Indirect Efrect 30 420 420 so so 42 42 42 42 Induced Effect 62 859 859 163 163 87 87 87 87 Total 238 4,001 4,001 759 759 403 403 403 403 Year I I ; 1111 i Year 6 - MENIMMEMMINMEMEM Year 7 Year 8 Year Direct Effect S 9,618.363 $ 13,465,708 S 13,465,708 S 13,465,708 $ 13,46 708 Indirect Effect S 1,755,178 $ 2,457.249 S 2;457,249 S 2,457,240 $ 2,457,249 Induced Effect $ 2,681.669 S 3,754337 S 3,754-337 $ 3,754337 $ 3,754,337 Total $ 14,055,210 $ 19,677,294 S 19,677.294 19,677,294 $ 19,677,294 ............. Year I - on Year 21 X Year 3 EMU= Year 4 LIE Year 5 year 6 Year 7 Year 8 Year Direct Effect $ 49,155 $ 49,155 le 49,155 ' $ 49,155 S 49,155 S 41),155 S 49,155 $ 49,155 S 49,155 Indirect Effect S 58,149 $ 58, iel S 58,149 S 58,149 S 58,149 S 58,149 S 58,149 $ 58,149 $ 58,149 Induced Effect S 41401 S S 43,401 $ 43,401 S 43,401 $ 43,401 $ 43,401 S 43,401 S 43,401 Total S 48,863 $ zz 48,863 S 48,863 $ 48,863 S 48,863 S 48,863 S 48,863 S 48,863 S 48,863 SUBSTITUTED. 1MPLAN Model -Recurrenting Impacts ffilow Impact Type Employment NOMIEM LaborTneome Labor In come per job Dir= EtTee, 1,493 S 64.886,502 $ 43,31542 Indirect Effect 325 $ 13,240,148 $ 40,738.92 Induced Effect $ 14,697.360 S 35,934.38 Ff.t.f Effect 2,232 92,823,810 $ 41,5$8 1 MENEEMIMMMM Impact Type Employment L-1-1 I---- I--' 1-We,14AW Output Direct Effect 60 $10,964,122 S13,92'-536 515,499,999 Indirect Mw 10 $770,156 $1,122-346 $1.666,595 Induced Efrect (A 5'2,765,664 $5,069,411 59,628,397 Total Effect 134 $14,499,944 S200 13,294 $--,794,982 Impact Type inamilm! Employment Labor Income Total Value.Added Output Direct Effed 1,439 553,922,380 586,150,683 $124,562,860 Indirect Fffect 315 $12,469,992 $21,237,0881 S^2,967,566 Induced Fflect 345 $11,931,496 $21,866,441 $33,748,843 Total Effect 2,098 $73,324,070 $129,254,209 $191.279,274 :1 Type Employment Lgborfacome Total Value Added Mect 412 $10,435,447 SI 1,595,415 't Effect 47 521215,462 S4,331,535 d Effect 69 S2,98-_2401 55,466,122 Mect -Aag 515,633,311 S21.392� Impact Type Employment Labo,lmcome T 3 Value Added - Output Direct Effect 556 $23,963,421 335,796,382 $47.712,810 Indirect ETed 133 S3,261. $5,226,279 S5,226,270 Induced Effect 132 $2,5 S4,P47,525 S-1,947,525 Total Efred 9 $32.766,226 .. .............. .... a 142v T— ..k .11. I Type 1916 Emplo Y t Laborliacome 'row Value xd�ed Output FlIed 470 519,523,512 53.8,758,986 $59..185,966 ,t Effect 135 $6,993,201 $11,679,267 520,306,567 d Effect 144 56,249,512 511,452,754 S19,497,7717 Effect 749 $32.766,226 561.891.048 SUBSTITUTED. JulYI7,2018 Mr. Jorge Mas Dear Mr. Mas: You have asked us to estimate the impact on property values in surrou ding residential neighborhoods associated with the development of a signature Miami Freed m Park open at no cost to the public on the site of the currently fenced Melreese Country Clu . Lambert Advisory (Lambert) provided a nearly identical analysis t, the Miami Downtown Development Authority (Miami DDA) in late 2017 associated th the expansion of the Miami DDA's boundary to include the Underline right-of-way. hile the Underline is linear in nature, the studies have been quite consistent in theirfindin , that well designed park and recreation facilities open at no cost to the public positively i pact real estate values under a variety of configurations. A numberof national studies have indicated that the ar a of influence of a signature park on residential real estate values occurs principally wit n approximately 1/3 of a mile of the park (comparatively, for commercial values the imary area of influence is within 500 feet), The positive impact on values is appro ' ately plus 3 to 5 percent with larger signature parks such as the proposed Miarni eedom Park skewing to the higher end of that range. Based upon the findings of these udies, we have estimated the value creation which the development of the Miami Free om Park would have on the surrounding real estate parcels as outlined below. Attached isa map of residential parcel which are within 1/3 mile east orsouth of the current Melreese Country Club, Within this area, and based upo data from the Miami -Dade Property Appraiser, there are 1,042 residential units withi he area of influence, 636 (over 610/Q) of which have a units wit' ' homestead exemption, The ast majority of units in the area, 949 of the 1,042, are single 10 family structures (815) ort The family homes (134). The average current assessed value for as Is s ;rt single family home $ 5,300 and among the 34 homes which were sold in the area within l/3ofamile oft park between the beginning of 2016 and April 2018, the average sales price was just u der $224,000. SUBSTITUTED. Mr. Jorge Mas Applying an impact multiplier generated by a new Miami Freedom Park on the surra riding 0, residential parcels,the average homeowner in current dollars is likely to y enj , as h as an additional $11,000 in market value as a result of the development ©fthe ' e om Park. development Fre ' This benefits owners in relation to the sale price they can achieve if they clecid to sell their property or as it relates to leverage for financing. Likewise, based upon a o increase in C / c value, assessed values in the area for tax purposes would increase by ore than $6.0 I/ million in total oncethe Park is operating, To whatextentthis would impac tax revenue over time is dependent upon each individual unit's homestead vs. non -ho estead status and how quickly homes continue to change hands in the area. I hope this answers your questions. Should you have any further tions regarding our estimates or analysis please do not hesitate to contact me atu5O)s5O3-4095 or via email: pjqMbrE_lamberladyisrry.com Very truly yours, Paul Lambert Managing Principal