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HomeMy WebLinkAboutReso 2026-3996RESOLUTION NO. 2026 - 3�q� 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 TRANSFERABLE DEVELOPMENT RIGHTS (TDRs) IN THE AMOUNT OF SEVENTEEN MILLION TWO HUNDRED FORTY-SEVEN THOUSAND ONE HUNDRED FIFTY-EIGHT DOLLARS AND NO CENTS ($17,247,158.00), FOR THE PHASE II (NORTH TOWER) PORTION OF THE APPROVED SITE PLAN APPLICATION (PZ2015-16) SUBMITTED BY LA PLAYA BEACH ASSOCIATES, LLC, FOR THE PHASED PROJECT ENTITLED "LA PLAYA BEACH" FOR THE PROPERTY LOCATED AT 18801 AND 18805 COLLINS AVENUE; 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, La Playa Beach Associates, LLC (the "Applicant") submitted a site plan application (PZ2015-16), to the City of Sunny Isles Beach, Florida ("City"), for the project entitled "La Playa Beach" ("Application"); and WHEREAS, pursuant to Resolution No. 15-Z-156, Resolution No. 16-Z-158, and Resolution No. 22-Z-189, the City Commission approved the Applicant's site plan application (PZ2015-16) and Applicant's request for a payment agreement, in the form of a Promissory Note, for the approved FAR bonuses and City's TDRs, not paid -in kind, over a period of time and on terms approved by the City Commission; and WHEREAS, in 2025, due to the phased nature of the Project, the Property was divided into two separate folios, with a Declaration of Restrictive Covenants in Lieu of Unity of Title approved by the City and recorded in the public records, resulting in the Property being identified as located at 18801 and 18805 Collins Avenue; and WHEREAS, each of the two phases of development of the Property will be owned by separate legal entities, to wit, La Playa Beach Associates, LLC, owning the Phase I/South Tower portion of the Property, and La Playa 2, LLC, owning the Phase II/North Tower portion of the Property; and WHEREAS, pursuant to Resolution No. 2026- , the City Commission authorized the transfer of TDRs from _La Playa Beach Associates, LLC to La Playa 2, LLC, in the amount of One Hundred Thirty -Seven Thousand Nine Hundred Seventy -Seven and Twenty -Six Hundredths (137,977.26) square feet of floor area and Fifty -Eight (58) dwelling units, representing a TDR value of Seventeen Million Two Hundred Forty -Seven Thousand One Hundred Fifty -Eight Dollars and No Cents ($17,247,158.00), for the Phase II/North Tower portion of the Property; and WHEREAS, La Playa 2, LLC's proposed Promissory Note for TDRs for the Phase II (North Tower) is for an indebtedness of $17,247,158.00, together with annual interest accruing from the issuance of the below grade or master building permit, whichever occurs first, at a rate of @BCL@70166D06 Page 1 of 3 110 Prime plus one-half percent (0.5) per annum, with the Applicant making quarterly interest payments to the City until the Promissory Note is paid in full; and WHEREAS, La Playa 2, LLC is seeking the City Commission's approval of the terms and conditions for Applicant's Promissory Note; and WHEREAS, the City Commission has reviewed the terms and conditions of La Playa 2, LLC's Promissory Note for the payment City's TDRs and hereby finds that the payment terms and 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 La Playa 2, LLC's Promissory Note 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. La Playa 2, LLC's request for the approval of the terms and conditions of its Promissory Note for the payment of TDRs for an indebtedness of $17,247,158.00, together with annual interest from the execution date of the Promissory Notes, at a rate of Prime plus one-half percent (0.5) per annum, with La Playa 2, LLC making quarterly interest payments to the City until the Promissory Note is paid in full, for the for the Phase II (North Tower) portion of the approved site plan application (PZ2015-16), 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 19th c L Larisa Svechin, Mayor @BCL@70166D06 Page 2 of 3. 111 ATTEST: M0iK1�i'TWIN Maur(cio Betagcur, CIVIC, City Clerk APPROVED AS TO FORM AND LEGAL SUFFICIENCY: —V�Z�6 -- Alain E. Boileau for Nabors, Giblin & Nickerson, P.A., City Attorney Moved by: 11�51L ID-SW4 Seconded by: jh('2% ®� S Vote: /(Yes) Mayor Svechin (No) Vice Mayor Viscarra (Yes) (No) Commissioner Joseph (Yes) (No) Commissioner Lama Yes) (No) Commissioner Stuyvesant (Yes) (No) @BCL@70166D06 Page 3 of 3 112 PROMISSORY NOTE FOR NORTH TOWER (TDR Payment) 202 FOR VALUE RECEIVED, LA PLAYA 2, LLC, a Delaware limited liability company ("Maker"), with its principal address at 1300 Brickell Avenue, Miami, Florida, 33131, unconditionally promises to pay to the order of CITY OF SUNNY ISLES BEACH, a Florida municipal corporation ("Payee" or the "City"), located at 18070 Collins Avenue, Sunny Isles, Beach, FL 33160, the principal amount of Seventeen Million Two Hundred Forty -Seven Thousand One Hundred Fifty -Eight and 00/100 Dollars ($17,247,158.00) in lawful money of the United States of America, (the "Principal Amount"), together with interest on the unpaid principal balance from the date of this Promissory Note ("Note"), at the rate of Prime plus a half percent (0.5%) per annum. 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, together with all accrued and unpaid interest hereunder shall be due and payable no later than ninety (90) days after the date of issuance of a Temporary Certificate of Occupancy for any unit or area within the North Tower (hereinafter defined) (the "North Tower Maturity Date"). Subject to the last sentence of this paragraph, interest under this Note shall begin to accrue upon the issuance of the below grade or master building permit, whichever occurs first, for the North Tower (the "Building Permit") for the phased project commonly known as "La Playa Beach" approved under City Resolution Nos. 22-Z-189, 16-Z-158, and 15-Z-156 with Transfer of Development Rights ("TDRs") and consisting of the North Condominium Tower Phase (the "North Tower") and the South Condominium Tower Phase. Thereafter, Maker shall pay quarterly interest payments to Payee for the balance of the Principal Amount until this Note is paid in full. Notwithstanding anything to the contrary contained in this Note, if the Principal Amount, together with all accrued and unpaid interest thereon, is paid in full on before that date that is ninety (90) days after the date of issuance of the Building Permit, then Payee shall waive the payment of any interest due hereunder and no interest shall be due and payable under this Note. Attached hereto as Schedule I is the schedule of payments to be paid by Maker to the City for the TDRs (the "Balance Due") with respect to the development of the North Tower. The Principal Amount and all accrued and unpaid interest thereon shall be due and payable on the North Tower 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 113 payment and accrued interest shall be due to Payee. If this Note is not paid promptly on the North Tower Maturity Date in accordance with its terms and is placed in the hands of an 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 North Tower 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, 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 the prepayment being credited first in respect of accrued but unpaid 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 -parry 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 ACTIONS OF ANY PARTY RELATING TO THIS NOTE. Promissory Note — La Playa 2, LLC (North Tower TDR Payment) 114 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 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 reasonable attorney's fees and costs if the City has to file any legal action to enforce the Note. La Playa 2, LLC By: Signature Print Name/Title STATE OF FLORIDA ) COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this day of 202_ by of La Playa 2, LLC , a Delaware limited liability company, on behalf of the company, who is ❑ personally known to me or who has ❑ produced as identification. [SEAL] Notary Public, State of Florida, at Large Print Name: My Commission Expires: (Serial number, if any) Documentary stamps in the amount of $2,450 due on this Note are being paid directly to the Florida Department of Revenue. Promissory Note — La Playa 2, LLC (North Tower TDR Payment) 115 SCHEDULE 1 Payment Schedule for TDRs - North Tower Phase 2/10/2026 TDRs - City of Sunny Isles Beach Phase II kIDIM Promissory Note — La Playa Associates, LLC (North Tower TDR Payment) Promissory Note Phase II $17,247,158 116 yF !•FL'� CfT1, OF still 1.� 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 TDRs Promissory Note for the St. Regis Residences North Tower (Phase 11) RECOMMENDATION: This application is consistent with the City's Land Development Regulations. REASONS: The Applicant, La Playa 2, LLC, is requesting approval of the payment agreement terms in the form of Promissory Notes for the purchase of Transferable Development Rights (TDRs) and development bonuses for the North Tower/Phase II of the St. Regis Residences (FKA La Playa Beach) development project (Resolutions 15-Z-156, 2015-2497, 16-Z-158, 2016-2511, 2017-2656, 22-Z-189, and 25-Z-209). The proposed Promissory Notes are attached and the following are highlights of the note terms: • The amount due for FAR development bonuses is $5,949,579.00 and the amount due for the purchase of TDRs is $17,247,158.00, 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 quarterly 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 the proposed St. Regis Residences (FKA La Playa Beach) development project. • If any payment of interest or principal payment is not received by the City within five (5) days after Item Number: 9.G 108 its due date, the Applicant shall pay the City a late charge equal to five percent (5%) of the overdue payment. ATTACHMENTS: Resolution TDR Promissory Note - St. Regis North Tower (Phase II) Item Number: 9.G 109