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HomeMy WebLinkAboutReso 2026-3990RESOLUTION NO. 2026 - A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, APPROVING THE TERMS AND CONDITIONS OF A PROMISSORY NOTE FOR THE PAYMENT OF APPROVED FLOOR AREA RATIO (FAR) BONUSES IN THE AMOUNT OF THIRTEEN MILLION FORTY THOUSAND FOUR HUNDRED SEVENTY- NINE DOLLARS AND THIRTY-FOUR CENTS ($13,040,479.34) FOR THE APPROVED SITE PLAN APPLICATION (PZ2025-08) SUBMITTED BY MB RE INVESTMENTS, LLC, FOR THE PROJECT ENTITLED "MIAMI BEACH CLUB" CONSISTING OF A SIXTY-TWO (62) STORY RESIDENTIAL CONDOMINIUM TOWER WITH 524,212.8 SQUARE FEET OF FLOOR AREA, INCLUDING A 2,390 SQUARE FOOT PRIVATE RESTAURANT, AND 145 RESIDENTIAL DWELLING UNITS; PROVIDING THE CITY MANAGER WITH THE AUTHORITY TO DO ALL THINGS NECESSARY TO EFFECTUATE THIS RESOLUTION; PROVIDING FOR SEVERABILITY; PROVIDING FOR REPEALER; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, MB RE Investments, LLC (the "Applicant") submitted a site plan application (PZ2025-08), to the City of Sunny Isles Beach, Florida ("City"), for the project entitled "Miami Beach Club," consisting of a sixty-two (62) story residential condominium tower with 524,212.8 square feet of floor area, including a 2,390 square foot private restaurant, and 145 residential dwelling units ("Application"); and WHEREAS, pursuant to Resolution No. 26-Z-221, the City Commission approved the Applicant's site plan application (PZ2025-08) and Applicant's request for a payment agreement, in the form of two Promissory Notes, one for the approved FAR bonuses and one for the City's TDRs, not paid -in kind, over a period of time and on terms approved by the City Commission; and WHEREAS, the Applicant's proposed Promissory Note for FAR bonuses is for an indebtedness of $13,040,479.34, together with annual interest accruing from the issuance of the below grade or master building permit, whichever occurs first, at a rate of Prime plus one-half percent (0.5) per annum, with the Applicant making annual interest payments to the City until the Promissory Note is paid in full; and WHEREAS, the Applicant is seeking the City Commission's approval of the terms and conditions for Applicant's Promissory Note for FAR bonuses; and WHEREAS, on January 15, 2026, and continuing thereafter on February 19, 2026, the City Commission conducted a public hearing on the site plan application, including Applicant's request for a payment agreement, in the form of two Promissory Notes; and WHEREAS, the public hearing was duly advertised and held as required by law, all interested parties concerned with the matter were heard, and due and proper consideration was given to the matter; and WHEREAS, the City Commission has reviewed the terms and conditions of the Applicant's Promissory Note or the payment of bonuses and hereby finds that the payment terms and @BCL@40153958 Page 1 of 3 62 conditions of the Promissory Note is acceptable to the City Commission and in compliance with the City's Land Development Regulations, and further finds that the terms and conditions of Applicant's Promissory Note for the FAR bonuses should be approved. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, AS FOLLOWS: Section 1. Incorporation of Recitals. The foregoing recital paragraphs are hereby ratified and confirmed as being true and the same are hereby made part of this Resolution. Section 2. Approval. The Applicant's request for the approval of the terms and conditions of the Applicant's Promissory Note for the payment of previously approved FAR bonuses for an indebtedness of $13,040,479.34, with annual interest from the execution date of the Promissory Note, at a rate of Prime plus one-half percent (0.5) per annum, with the Applicant making annual interest payments to the City until the Promissory Note is paid in full, for the approved site plan application (PZ2025-08) for the project entitled "Miami Beach Club," is hereby approved. Section 3. Authorization of City Manager. The City Manager is hereby authorized to do all things necessary to effectuate this Resolution. Section 4. Severability. If any section, subsection, sentence, clause, phrase, or portion of this Resolution is, for any reason, held invalid or unconstitutional by any Court of competent jurisdiction, such portion shall be deemed a separate, distinct and independent provisions and such holding shall not affect the validity of the remaining potions of this Resolution. Section 5. Repealer. All Resolutions or parts of Resolutions in conflict herewith shall be and are hereby repealed. Section 6. Effective Date. This Resolution shall become effective upon adoption. PASSED AND ADOPTED this 191h day of March, 2026. td1w , Mauricio Betaricur, CIVIC, City Clerk AI in E. Boileau for Nabors, Giblin & Nickerson, P.A., City Attorney @BCL@40153958'.Page 2 of 3 63 Moved by: C-Akll..J�l:t� Seconded by: W--fia-- WaV SC Vote: Mayor Svechin ✓ (Yes) (No) Vice Mayor Viscarra /(Yes) (No) Commissioner Joseph (Yes) :z(No) Commissioner Lama (Yes) (No) Commissioner Stuyvesant (Yes) (No) @BCL@40153958 Page 3 of 3 64 PROMISSORY NOTE FOR FLOOR AREA RATIO (FAR) BONUS PAYMENT _, 202 FOR VALUE RECEIVED, MB RE Investments, LLC, a Florida limited liability corporation, with its principal address at 2850 Tigertrail Avenue, Suite 800, Miami, Florida 33133 ("Maker" or "MBC Developer"), unconditionally promises to pay to the order of the City of Sunny Isles Beach ("Payee" or "City"), a Florida municipal corporation located at 18070 Collins Avenue, Sunny Isles Beach, Florida 33160, the principal amount of Thirteen Million Forty Thousand Four Hundred Seventy Nine Dollars and Thirty Four Cents ($13,040,479.34) ("Principal Amount"), together with interest on the unpaid principal balance from the date of this Promissory Note ("Note"), at the rate of Prime plus one-half percent (0.5) per annum (the "Indebtedness"). As used herein "Prime" refers to the rate published in the Wall Street Journal as the prime rate. Interest on this Note will change with each change in the prime rate so published. Interest shall be computed for the actual number of days which have elapsed, on the basis of a 365-day year. The Principal Amount and accrued interest shall be due and payable no later than ninety (90) days following the issuance of a Temporary Certificate of Occupancy ("TCO") for any unit or area within the proposed project located at 19051 Collins Avenue ("Project"), approved by City Resolution No. 26-Z- , with Floor Area Ratio and/or Density Bonuses in accordance with Section 265-35 of the City of Sunny Isles Beach Code ("Maturity Date"). Maker shall pay Payee annual interest payments on the Principal Amount. Interest under this Note shall begin to accrue upon the issuance of the below grade or master building permit, whichever occurs first. After the below grade or master building permit is issued, Maker shall pay annual interest payments to Payee for the balance of the Principal Amount to the Payee until this Note is paid in full. All payments made on this Note shall be applied by Payee to the reduction of the Indebtedness. The Indebtedness, which is inclusive of accrued and unpaid interest thereon, shall be due and payable on the Maturity Date. If any payment of interest or principal payment is not received by the Payee within five (5) days after its due date, Maker shall pay Payee a late charge equal to five percent (5.00%) of the overdue payment. If interest or principal payment is not received by the Payee within thirty (30) days from Payee's written notice to Maker that any such payment of interest or principal payment is due and payable, the entire balance of principal payment and accrued interest shall be due to Payee. If this Note is not paid promptly on the Maturity Date in accordance with its terms and is placed in the hands of any attorney for collection, Maker agrees to pay all reasonable attorney's fees and the costs and expenses of collection of this Note incurred by Payee. Maker covenants and agrees that time is of the essence for payments due under this Note. All agreements between Maker and Payee, whether now existing or subsequently arising and whether written or oral, are expressly limited so that, in no contingency whatsoever, whether by reason of acceleration of the Maturity Date of this Note or otherwise, shall the amount paid or agreed to be paid to Payee pursuant to the terms of this Note or otherwise, or for the payment or performance of any covenant or obligation contained in this Note or in any other document evidencing, securing, or pertaining to the indebtedness evidenced by this Note exceed the maximum amount permissible under applicable law. If, from any circumstance whatsoever, fulfillment of any provision of this Note or other document, at the time performance of such provision shall be due, shall involve exceeding the maximum amount permissible by law, then, 65 ipso facto, the obligation to be fulfilled shall be reduced to the limit validly allowed by law. If Payee shall ever receive, as interest or otherwise, an amount which would exceed the highest lawful rate of interest, such amount which would be excessive interest shall be applied to the reduction of the principal amount owing under this Note or on account of any other principal indebtedness of Maker to Payee and not to the payment of interest or, if such excessive interest exceeds the unpaid balance of principal of this Note and such other indebtedness, such excess shall be refunded to Maker. The terms and provisions of this paragraph shall control and supersede every other provision of all agreements between Maker and Payee. This Note shall be prepayable, in whole or in part, at any time and from time to time without premium or penalty at the sole option of the Maker, with the amount of prepayment being credited first in respect of accrued interest and second in respect of principal. Maker shall not be permitted to assign or transfer its rights and obligations under this Promissory Note to a third -party without the prior written consent of the Payee. Maker shall be responsible for the payment of all Documentary Stamps for this Note. No invalid provisions of this Note shall affect or impair any other provision. Maker and each endorser, surety, and guarantor acknowledge receipt of a completed copy of this Note. MAKER AND PAYEE, EACH AFTER CONSULTATION WITH FLORIDA COUNSEL, KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVE ANY RIGHT EACH MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION ARISING OUT OF, UNDER, OR IN CONNECTION WITH THIS NOTE, OR THE TRANSACTIONS OR OBLIGATIONS UNDER WHICH THIS NOTE WAS DELIVERED, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENT (WHETHER ORAL OR WRITTEN) OR ANY ACTIONS OF ANY PARTY RELATING TO THIS NOTE. MAKER AND PAYEE EACH ACKNOWLEDGE THAT THE PROVISIONS OF THIS PARAGRAPH ARE A MATERIAL INDUCEMENT TO PAYEE'S ACCEPTANCE OF THIS NOTE AND MAKER AGREEING TO THE TERMS OF THIS NOTE. No amendment, modification, waiver, or discharge of this Note, or any provision of this Note, shall be valid or effective unless in writing and signed by Payee and Maker. This Note shall be construed in accordance with the laws of the State of Florida, exclusive of its choice of law principles, and any suit, action, or proceeding arising out of or relating to this, Note must be commenced and maintained in a court of competent subject matter jurisdiction in Miami -Dade County, Florida, and Maker consents to such jurisdiction and venue and waives all objections (including, without limitation, forum non conveniens) thereto. Maker agrees to pay the City's attorney's fees and costs if the City files any legal action to enforce this Note. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 66 WITNESS: MAKER: MB RE Investments, LLC Signature Print Name Name: Title: STATE OF FLORIDA: COUNTY OF MIAMI-DARE: The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this (SEAL) day of , 202_, by Personally Known or Produced Identification Notary Public, State of Florida (Signature of Notary Public) (Print, Type, or Stamp Commissioned Name of Notary Public) Type of Identification Produced: _ 67 City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, Florida 33160 (305) 947-0606 City Hall (305) 949-3113 Fax MEMORANDUM TO: Honorable Mayor and City Commissioners VIA: Stan Morris, City Manager FROM: Amy Canales, Planning and Zoning Director DATE: March 19, 2026 RE: Terms and Conditions of the FAR Bonuses Promissory Note for the Miami Beach Club Development Project RECOMMENDATION: This application is consistent with the City's Land Development Regulations. REASONS: The Applicant, M B RE Investments, LLC, is requesting approval of the payment agreement terms for the purchase of Transferable Development Rights (TDRs) and Floor Area Ratio (FAR) development bonuses associated with the Miami Beach Club development project. On February 19, 2026, the City Commission approved the project site plan and authorized the Applicant's use of payment agreements for the TDR purchase and FAR development bonuses. As a condition of that approval, the Applicant is required to enter into two separate payment agreements —one for the TDR purchase and one for the FAR development bonuses. The proposed agreements are structured as Promissory Notes and are attached for review. The following summarizes the key terms of the notes: • The amount due for FAR development bonuses is $13,040,479.34 and the amount due for the purchase of TDRs is $13,609,370.25, together with interest on each unpaid principal balance, at the rate of Prime plus one-half percent (0.5) per annum. • Interest on the note will change with each change in the prime rate published in the Wall Street Journal. • The Applicant shall pay annual interest payments on the principal amount. • The principal amount and accrued interest shall be due and payable no later than ninety (90) days following the issuance of a Temporary Certificate of Occupancy (TCO) for any unit or area within Item Number: 9.A 60 the proposed Miami Beach Club development project. • If any payment of interest or principal payment is not received by the City within five (5) days after its due date, the Applicant shall pay the City a late charge equal to five percent (5%) of the overdue payment. ATTACHMENTS: Resolution MB RE Investments, LLC Promissory Note -.FAR Bonuses Item Number: 9.A 61