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HomeMy WebLinkAboutReso 2011-1750 RESOLUTION NO. 2011- J, 50 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, APPROVING A LETTER OF INTENT BETWEEN THE CITY OF SUNNY ISLES BEACH AND THE WEINTRAUB COMPANIES FOR THE PURCHASE OF 18080 COLLINS AVENUE ("ALAMO PROPERTY"), IN THE AMOUNT OF SEVEN MILLION FIVE HUNDRED THOUSAND DOLLARS ($7,500,000.00); AUTHORIZING THE CITY MANAGER AND CITY ATTORNEY TO DO ALL THINGS NECESSARY TO EFFECTUATE THIS RESOLUTION; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City Commission is desirous of continuing to develop public facilities/amenities to further the development of the City as a growing residential population and top tourist destination; and WHEREAS, in February 2008, the City acquired the Alamo site located at 18080 Collins A venue (the "Alamo site") for anticipated future growth of municipal programs; and WHEREAS, the City was recently presented with a unique opportunity to develop the Alamo site to continue to provide essential municipal services and to stimulate the redevelopment of commercial properties on the west side of Collins Avenue; and WHEREAS, City staff has negotiated and proposed entering into a Letter of Intent with The Weintraub Companies to purchase the Alamo property to create a first class executive and professional office building that will complement the high end residential buildings of the Sunny Isles Beach skyline that will be architecturally harmonious with its surrounding architecture as well as environmentally friendly. WHEREAS, the negotiated terms in the Letter of Intent specifies the responsibilities of the parties with respect to the purchase of the property in the amount of Seven Million Five Hundred Thousand Dollars ($7,500,000.00), attached hereto as Exhibit "A". NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS: Section 1. Approval of Letter of Intent. The City Commission hereby approves the Letter of Intent with The Weintraub Companies to purchase the property located at 18080 Collins A venue ("Alamo Property") in an amount of $7,500,000.00, attached hereto as Exhibit "A". Section 2. Authorization of City Manager and City Attorney. The City Manager and City Attorney are hereby authorized to do all things necessary to effectuate this Resolution. Section 3. Effective Date. This Resolution shall become effective upon adoption. R20 11- Weintraub Co Ltr Oflntent Purchase Alamo Prop Execute Letter of Intent Page I of2 PASSED AND ADOPTED this 21 st day of July 2011. ATTEST: I '.&tA:~ . Jane A. Hines, CMC, City Clerk 1"-. , '~' . . ..... . "'-- ~ ) APBROVED AS TO FORM AND LEG SUFFICIENCY: r Vote: 3-~ Mayor Edelcup Vice Mayor Thaler Commissioner Aelion Commissioner Gatto Commissioner Scholl Moved by: 1:;:' rman S. Edelcup, Mayor \ r- c- , Co~ -=x..,",t)LL \j lU. YY\~ -r\-\\\L~R. Seconded by: ~(Yes) ~(Y es) _(Yes) _(Yes) -4L(Yes) _(No) _(No) _~o) (No) _(No) R20 11- Weintraub Co Ltr Of Intent Purchase Alamo Prop Execute Letter of Intent Page 2 of2 ~The Weintraub Companies July 15th, 2011 Mr. Alan J. Cohen City Manager City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, Florida 33160 RE: Letter of Intent to purchase the property located at 18080 Collins Avenue, Sunny Isles Beach, Florida 33160. Dear Mr. Cohen: This letter of intent sets forth the general terms and conditions under which Global Real Holdings, LLC and Weintraub Investments, LLC ("Buyer"), would be prepared to purchase the real property located at 18080 Collins Avenue, Sunny Isles, Florida from The City of Sunny Isles Beach ("Seller") as more particularly described in the legal description to be provided by the City (the "Property"). Buyer shall form a new entity to take title to the Property. The intent of the project to be developed on the Property is to create a first class executive and professional condominium office building that will complement the high end residential buildings of the Sunny Isles Beach skyline that will be architecturally harmonious with its surrounding architecture as well as environmentally friendly Purchase Price: The purchase price shall be Seven Million Five Hundred Thousand and 00/100 Dollars ($7,500,000.00) for the Property as set forth herein ("Purchase Price") and payable as further described herein. Deposit: Within Fifteen (15) business days of the full execution and delivery of this LOI, Buyer shall place One Hundred Thousand and 00/1 00 ($100,000.00) in escrow as an earnest money deposit. Upon full execution by both parties of the Purchase Agreement, Buyer will deliver additional funds to bring the earnest money deposit to Two Hundred Thousand and 00/1 00 Dollars ($200,000.00) (the "Deposit") to be held in escrow by the firm of Harold Rifas, P.A. via Chicago Title ("Escrow Agent"). Said deposit shall become nomefundable after Site Plan Approval mentioned below, provided no appeal of the City's approval has been filed. 20900 NE 30th Avenue, Suite 318, Aventura, FL 33180 Tel. 305-557-9398 Fax 305-466-0135 Payments and Closing: The sum of Three Million and 00/1 00 Dollars ($3,000,000.00) will be paid as follows: Including the earnest money deposit of Two Hundred Thousand, an additional Eight Hundred Thousand will paid to bring the total to One Million and 00/1 00 Dollars ($1,000,000) and shall be paid as a non-refundable payment within Thirty (30) days after the Site Plan Approval mentioned below has been granted, provided no appeal of the City's approval has been filed. Closing shall occur Thirty (30) days after receipt of the building permits or no later than Twelve (12) months after Site Plan Approval at which point an additional non refundable payment of Five Hundred Thousand and 00/100 Dollars ($500,000) shall be made. The remaining One Million Five Hundred Thousand and 00/100 Dollars ($1,500,000) shall be paid within 30 days of the receipt of the Certificate of Use and Occupancy (or Temporary Certificate of Occupancy) or Thirty Six (36) months from the date of Site Plan Approval, whichever occurs first. The remaining Four Million Five Hundred Thousand and 00/1 00 Dollars ($4,500,000.00) shall be paid annually over a Twenty Five (25) year period with payments of principal and interest at the annual rate of Five and One Half Percent (5.5%) beginning two years after obtaining the Certificate of Occupancy (or Temporary Certificate of Occupancy), or Sixty (60) Months from receipt of Site Plan Approval, whichever occurs first. The City of Sunny Isles Beach shall hold a promissory note and a first mortgage encumbering the property securing the note. Anytime after Five (5) years from the date of closing, the Mortgagor shall have the option to payoff the balance then due on the note. Purchase Agreement: A purchase agreement for the purchase of the property will be negotiated between the Buyer and Seller using the Seller's contract as a base, and based upon the terms and conditions set forth herein. The Purchase Agreement shall contain customary representations and warranties from Seller and Buyer as to their respective authority to enter into the Purchase Agreement, and such other terms and conditions as are customary in real estate purchase agreements in Miami-Dade County, Florida. The purchase agreement is subject to the approval of the City Commission. The Buyer will present a preliminary schematic of the site plan at the public hearing for the approval of the Purchase Agreement. Site Plan Approval: It is Buyer's intent to submit for Site Plan Approval within 90 days but no later than 120 days of the execution of the Purchase Agreement. The deposit shall become non-refundable thirty (30) days after Buyer has obtained site plan approval for the development and construction of an office-retail building containing approximately One Hundred and mThO Weintraub Companies Twenty Thousand (120,000) square feet of sellable Class A office space (the "Project"), provided no appeal of the City's approval has been filed. Development Fees: The City of Sunny Isles Beach agrees to waive any permit fees and costs involved in the development of the Project, and to a reduction in the F.A.R. bonus fees, as long as the City is not obligated to in turn pay to any other governmental agencies. Alamo Lease: The closing of the Purchase Agreement shall be contingent upon the Seller terminating the existing lease between Seller and Alamo Rent a car, at the sole expense of Seller. Closing/Closing Costs: Closing shall take place once the project has obtained its Certificate of Occupancy, or Thirty Six (36) months from Site Plan Approval, whichever occurs first. Seller will bear its specific costs associated with the transaction including its own legal costs. Seller shall pay for the documentary stamps on the deed of conveyance, surtax, title evidence, costs of recording corrective instruments and Seller's attorneys' fee and costs. Real estate taxes and operating costs shall be prorated through the date of closing. Buyer will bear its due diligence costs, title premium, costs of recording of the deed and its own legal fees and costs. All other related closing costs shall be borne by the respective parties in a manner customary to local transfers. Broker Commission: Purchaser represents that it is not represented or has dealt with any real estate brokers, salesman or fmder for this transaction. Seller represents that there are no other real estate brokers, salesman or finder for this transaction. By executing below, the parties agree that no Broker has been involved in this transaction, and that no commissions are due or payable. The purpose of this Letter is to set forth the present mutual intent of Buyer and Seller to negotiate and attempt to enter into a Purchase Agreement. Neither Buyer nor Seller shall be legally bound to purchase or sell the Property unless and until a Purchase Agreement containing terms, conditions, and provisions satisfactory to both Buyer and Seller has been executed and delivered by both parties. The terms of a fully-executed and delivered Purchase Agreement shall fully supersede the terms of this Letter. During the preparation and negotiation of the Purchase Agreement, the Parties agree to act in good faith in the negotiation of said Purchase Agreement. Seller agrees not to deal with any other third parties concerning the sale of the Property, or continue to market the Property for sale or enter into any agreements for sale of the Property after the full execution of this letter. Notwithstanding that either or both parties may expend substantial efforts in anticipation of entering into a Purchase Agreement (including the efforts and sums in anticipation of entering into a Purchase Agreement), the parties acknowledge that in no event will this Letter be construed as an enforceable contract to sell or purchase the Property ~The Weintraub Companies and that each party accepts the risk that no such contract will be executed. This letter of intent is subject to the approval of the City Commission, if the City Commission rejects the project at the conceptual stage prior to Site Plan Approval, this LOI shall be null and void and all deposits and payments will be refunded. If the terms and conditions set forth. above are satisfactory, please execute and date this letter in the space provided below and return it to Buyer on or before 5 p.m. on July 27tlt, 2011. If you have any questions, please do not hesitate to call. We look forward to working with you on this matter. Sincerely, Global Real Holdings, LLC Weintraub Investments, LLC ate:~~'t t~~ Date:~ Agreed and Accepted by Seller: City of Sunny Isles Beach By: Title: Date: I\+k<,;+: ~A.~"~ ... p .. . \ ~". ~ ". .. , 3fT~cc.I\: 1\-;~~~) c..~~~.. C.\Tlf (!.L~ " " '.... ~..' /"lo., 'I .y ... . 'I ~The Weintraub Companies Preview Page 1 of2 City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, Florida 33160 (305) 947-0606 City Hall (305) 949-3113 Fax ;MEMORANDUM TO: The Honorable Mayor and City Commission FROM: Alan J. Cohen, City Manager DATE: 7/21/2011 RE: Approving a Letter of Intent between the City of Sunny Isles Beach and The Weintraub Companies for the purchase of 18080 Collins Avenue ("Alamo Property") RECOMMENDATION: It is recommended that The Commission approve the resolution. REASONS: The offer is higher than current market value, covers all of the City's investment (past and future) in the property, the buyer has the required experience to successfully develop the project and the proposed development is consistent with the City's development plans. ADDITIONAL INFORMATION: The City and The Weintraub Companies (Weintraub) have finalized a proposed Letter of Intent (LOI) to facilitate the purchase of 18080 Collins Avenue, aka The Alamo Property, adjacent to the City Hall property. Weintraub plans to construct and operate an office building on the site, most likely as an office condominium. The structure will have an attached parking garage. Weintraub has developed a similar office condominium project in Aventura, located at 20900 NE 30th Avenue. All of the units in that building have been sold. In the proposed LOI, the City and Weintraub have agreed to negotiate a purchase agreement for the property. Under the proposed terms of the LOI, the City will sell the building for $7,500,000. A series of payments totaling $3,000,000 will be made to the City in the first two and a half years, followed by annual payments on a 25-year note for $4,500,000. The gross value of the payments made to the City will be $11,038,808 ($7,500,00 in principal and $3,538,808 in interest). The LOI does allow for an early http://sibagenda.sibfl.net/agenda/Preview.aspx?I temID=549&MeetingID=0&MeetingDate... 7/1512011 Preview Page 2 of2 payoff of the 25-year note after year 5. Were the buyer to exercise this option in year 5, the gross value of the payments made to the City would be $8,678,221 ($7,500,00 in principal and $1,178,221 in interest). A timeline for the proposed project has been developed. If we are able to successfully negotiate a purchase agreement and The Commission approves it at its September meeting, building construction is scheduled to be substantially completed by the end of 2013 and the buyers anticipate receiving their Certificate of Occupancy by February of 2014. http://sibagenda.sibfl.net/agenda/Preview.aspx?ItemID=549&MeetingID=O&MeetingDate... 7/15/2011