HomeMy WebLinkAboutReso 2011-1776
RESOLUTION NO. 2011-l3..:1k
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF
SUNNY ISLES BEACH, FLORIDA, APPROVING AN UPDATED
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
Avenue (the "Alamo site") for anticipated future growth of municipal programs; and
\
WHEREAS, on July 21, 2011 via Resolution No. 2011-1750, the City Commission
approved a Letter of Intent with The Weintraub Companies to purchase the Alamo property in the
amount of Seven Million Five Hundred Thousand Dollars ($7,500,000.00), to create a first class
executive and professional office building; and
WHEREAS, due to a change in the terms of the Agreement, an updated Letter of Intent
has been provided by The Weintraub Companies, 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 Updated Letter of Intent. The City Commission hereby approves the
updated Letter of Intent with The Weintraub Companies to purchase the property located at
18080 Collins Avenue ("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.
PASSED AND ADOPTED this 15th day of September 2011.
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R20 11- Weintraub Co Updated Ltr Of Intent Purchase Alamo Prop Execute Letter of Intent
Page I of2
A TrEST:
&/J.~
Jane A. Hines, CMC, City Clerk
Hans
Vote: 5~ 0
Mayor Ede1cup
Vice Mayor Thaler
Commissioner Aelion
Commissioner Gatto
Commissioner Scholl
Moved by:
Seconded by:
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I7(Yes)
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=:JZCYes)
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_(No)
_(No)
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R2011- Weintraub Co Updated Ltr Of Intent Purchase Alamo Prop Execute Letter of Intent
Page 2 of2
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City Commission
Norman S. Edelcup
Moyor
Lewis J. Thaler
Vice Mayor
Isaac Aelion
Commissioner
Jeanette Gatto
Commissioner
September 14, 2011
Mr. Abraham Weintraub
The Weintraub Companies d/b/a
Ocean Corporate Center, LLC
20900 N.E. 30th Avenue, St. 318
Aventura, FL 33180
Rc:
Revised Letter of Intent to Lease the Property located at 18080
Collins Avenue, Sunny Isles Beach, Florida
GeorQe "Bud" Scholl
Commissioner Dear Mr. Weintraub:
Alan J. Cohen This letter shall serve as an amendment to the revised Letter of Intent dated September
CiiyMonoger 12, 2011, which is attached. The paragraph relating to "Development Fees" shall be
Hans Ottinot amended to read as follows:
Ciiy Attorney
Jane A. Hines The City of Sunny Isles Beach agrees to waive building permit
Ciiy Clerk fees imposed by the City. The building permit fees imposed by
the City do not include fees imposed by other governmental
agencies. The City further agrees to donate, without charge,
33,750 square feet of Transfer of Developmental Rights
("TDRs") to facilitate the development of the Project.
If this amendment is acceptable to you, please execute and date this letter in the space
provided below and return it via fax to the following fax number: 305-792-1562.
Sincerely,
~hen
City Manager
Attachment/
cc: Hans Ottinot, City Attorney
Agreed and Accepted by:
0^-A.l\tQcf?~
q~tl
Date:
Exhibit "A"
~The
Weintraub
Companies
September 12, 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 Lease 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 Ocean Corporate
Center, LLC ("Tenant"), would be prepared to enter into a long term ground lease for the real
property located at 18080 Collins Avenue, Sunny Isles Florida (the "Leased Premises"), from The
City of Sunny Isles Beach ("City") as more particularly described in the legal description to be
provided by the City. The intent of the project to be developed on the Leased Premises 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.
Leased Premises
and Improvements:
The City will own fee simple title to the Leased Premises subject to Tenant's
option to purchase the Leased Premises as provided below. Until expiration
of the Term, without Tenant's prior exercise of its option to purchase the
Leased Premises, or a default under the Lease not cured within applicable
cure periods, title to the improvements constructed by Tenant shall be in
Tenant.
Rent:
Total rent during the term of the Lease will be an amount equal to
$7,500,000, plus an amount equal to 5.5% interest on the $4,500,000 rent
installment payments provided for in Section 2(f) below, payable as follows:
(a) The Tenant would make a $100,000 initial deposit into escrow to be
held in escrow by the firm of Harold Rifas, P.A., via Chicago Title
Insurance Company ("Escrow Agent") upon full execution and delivery of
this Letter of Intent. Upon full execution of the Ground Lease ("Lease"),
Tenant will deliver an additional $100,000 to Escrow Agent for a total
deposit ("Deposit") of $200,000. The Deposit will be held by Escrow Agent
20900 NE 30th Avenue, Suite 318, Aventura, FL 33180 Tel. 305-557-9398 Fax 305-466-0135
subject to Tenant obtaining fmal, unappealable Site Plan Approval ("Site
Plan Approval") from the City for Tenant's proposed development of a fIrst-
class executive and professional condominium office building containing
approximately 120,000 square feet of sellable Class A office space (the
"Project") on the Leased Premises.
(b) If Tenant obtains Site Plan Approval within 120 days from the date of
full execution of the Lease (the "Effective Date"), the Deposit will become
non-refundable 30 days after Site PIan Approval and will be paid by Escrow
Agent to Landlord as the initial rent payment under the Lease. If Tenant
fails to obtain Site Plan Approval within 120 days, Tenant may elect to
terminate the Lease and Escrow Agent will return the Deposit to Tenant.
(c) Within 30 days after Site Plan Approval Tenant will pay to City an
additional rent payment in the amount of $800,000.
(d) Within the earlier of (i) 30 days after receipt of building permits; or (ii)
12 months after Site Plan Approval, Tenant shall pay to City an additional
rent payment of$500,000.
(e) Within the earlier of (i) 30 days of the receipt of the Certificate of Use
and Occupancy (or Temporary Certificate of Occupancy) (the "CO"); or (ii)
36 months after Site Plan Approval, Tenant shall pay to City additional rent
in the amount of$I,500,000.
(f) Commencing on the earlier of (i) 2 years after receipt of the CO; or (ii)
60 months after Site Plan Approval, the balance of the rent in an amount
equal to $4,500,000 plus an amount that would equal 5 Y2% simple interest
on that amount will be payable in equal monthly installments of $15,000,
pIus an amount that would equal 5 Y2% interest per annum for the preceding
Lease year. Said payments will continue for twenty five (25) years, or as
provided below.
Option to Purchase: Tenant shall have an option to purchase the Leased Premises at any time after
3 years following the date of Tenant's rent payment provided for in Section
3(c) above by paying to Landlord an amount equal to the balance of rent
payable under Section 3 hereof, exclusive of interest payable beyond the
date of such option payment and at the end of the lease term Tenant shall
have the right to acquire the fee simple interest for $1.00. Upon exercise of
the option to purchase, or Tenants right to acquire the Leased Premises at the
end of the term, closing shall take place sixty (60) days from notice of intent
to purchase, or expiration of the Lease Term. City/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, title premium, costs of recording corrective
instruments and Seller's attorneys' fee and costs. Tenant will bear its due
diligence costs, costs of recording of the deed and its own legal fees and
mTh0
Weintraub
Companies
No Subordination:
Leasehold Mortgage:
Real Estate Taxes/
Maintenance:
Lease Agreement:
Site Plan Approval:
Development Fees:
Alamo Lease:
Broker Commission:
costs. All other related closing costs shall be borne by the respective parties
in a manner customary to local transfers.
The Lease will not be subordinated to any mortgage or other encumbrance.
The Lease will include customary mortgage provisions allowing Tenant to
obtain leasehold mortgage fmancing including, without limitation,
customary mortgagee protection provisions, cure rights and replacement
lease.
The Lease will require Tenant to pay real estate taxes and assessments, and
Tenant will be responsible to maintain the Leased Premises and the
improvements in good repair at its sole cost and expense.
The Lease will be negotiated between the Tenant and the City based upon
the terms and conditions set forth herein. The Lease shall contain
customary representations and warranties from City and Tenant as to their
respective authority to enter into the Lease, and such other terms and
conditions as are customary in real estate ground lease agreements in
Miami-Dade County, Florida. The Lease is subject to the approval of the
City Commission. The Tenant will present a preliminary schematic of the
site plan at the public hearing for the approval of the Lease.
It is Tenant's intent to submit for Site Plan Approval within 90 days but no
later than 120 days of the execution of the Lease. The deposit shall become
non-refundable thirty (30) days after Tenant has obtained Site Plan
Approval for the development and construction of the Project, provided no
appeal of the City's approval has been fIled. If an appeal is fIled, then
Tenant may elect to terminate the Lease and the deposit shall be returned,
or Tenant may elect to extend the commencement date of the Lease until all
litigation with respect to the appeal has been completed.
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.
The Lease shall be contingent upon the Seller terminating the existing
lease between Seller and Alamo Rent a car, at the sole expense of Seller.
Tenant represents that it is not represented or has dealt with any real estate
brokers, salesman or fmder for this transaction. Landlord 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.
mThO
Weintraub
Companies
The purpose of this Letter is to set forth the present mutual intent of Tenant and Seller to
negotiate and attempt to enter into a Lease. Neither City nor Tenant shall be legally bound to Lease
the Leased Premises unless and until a Lease containing terms, conditions, and provisions
satisfactory to both City and Tenant has been executed and delivered by both parties. The terms of
a fully-executed and delivered Lease shall fully supersede the terms of this Letter. During the
preparation and negotiation of the Lease, the parties agree to act in good faith in the negotiation of
said Lease. City agrees not to deal with any other third parties concerning the sale or lease of the
Leased Premises, or continue to market the Leased Premises for sale or lease or enter into any
agreements for sale or lease of the Leased Premises after the full execution of this letter.
Notwithstanding that either or both parties may expend substantial efforts in anticipation of entering
into the Lease (including the efforts and sums in anticipation of entering into the Lease), the parties
acknowledge that in no event will this Letter be construed as an enforceable contract to sell,
purchase or lease the Leased Premises 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 Lor 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 Tenant on or before 5 p.m. on September 20th, 2011.
If you have any questions, please do not hesitate to call. We look forward to working with
you on this matter.
Sincerely,
ocean~c
fam Weintraub
Managing Member
Dale: ~! w\ \ 1
Agreed and Accepted by City:
City of Sunny Isles Beach
By:
Authorized Signator:
Title:
Date:
mThO
Weintraub
Companies
Preview
Page 1 of I
City of Sunny Isles Beach
18070 Collins Avenue
Sunny Isles Beach, Florida 33160
(305) 947-0606 City Hall
(305) 949-3113 Fax
ME~lQRA.~DlIM
TO:
The Honorable Mayor and City Commission
FROM:
Alan 1. Cohen, City Manager
DATE:
9/15/2011
RE:
Resolution Approving the Updated Letter of Intent with The Weintraub
Companies
RECOMMENDA TION:
Adopt the Resolution approving the updated Letter of Intent from The Weintraub
Companies for the purchase of 18080 Collins Avenue.
REASONS:
On July 21, 20 II via Resolution No. 2011-1750, the City Commission approved a Letter
of Intent with The Weintraub Companies to purchase the Alamo property at 18080
Collins A venue, in an amount of $7.5 Million to create a first class executive and
professional office building. Due to a change in the terms of the Agreement, an updated
Letter of Intent has been provided by the Weintraub Companies.
ADDITIONAL INFORMATION:
The updated Letter of Intent will be provided to you.
A TT ACHMENTS:
. Resolution
http://sibagenda.sibflnet/agenda/Preview.aspx?ItemID=60 1 &MeetingID=O&MeetingDate=... 9/9/2011