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Resolution 2022-32241
RESOLUTION NO. 2022-32241 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING, FOLLOWING SECOND READING/PUBLIC HEARING, A DEVELOPMENT AGREEMENT, AS AUTHORIZED UNDER SECTION 118-4 OF THE CITY CODE, AND SECTIONS 163.3220 — 163.3243, FLORIDA STATUTES, BETWEEN THE CITY AND LINCOLN ROAD PROPERTY OWNER, L.P. (THE "DEVELOPER"), WHICH DEVELOPMENT AGREEMENT WAS (A) REVIEWED BY THE PLANNING BOARD AS REQUIRED BY SECTION 142-423; (B) DELINEATES THE TERMS AND CONDITIONS FOR THE DEVELOPMENT ON CITY-OWNED SURFACE PARKING LOTS P25 (CONSISTING OF FIVE (5)TAX FOLIOS: 02-3234-004-0870, 02-3234-004-0880, 02-3234-004-0890, 02-3234-004- 0900 AND 02-3234-004-0910) LOCATED IN MIAMI BEACH, FLORIDA ("P25") AND P26 (CONSISTING OF SIX (6) TAX FOLIOS: 02-3234-004-0710, 02-3234-004-0720, 02-3234-004- 0730, 02-3234-004-0820, 02-3234-004-0830 AND 02-3234-004-0840) LOCATED IN MIAMI BEACH, FLORIDA ("P26", AND TOGETHER WITH P25, THE "PROPERTIES"), FOR MIXED- USE DEVELOPMENTS CONSISTING OF (1) CLASS A OFFICE SPACE, (2) GROUND FLOOR RETAIL, (3) PUBLIC PARKING TO REPLACE THE EXISTING PUBLIC PARKING SPACES ON THE PROPERTIES, AND (4) ADDITIONAL PARKING TO SATISFY OFF-STREET PARKING REQUIREMENTS FOR THE OFFICE USE (THE "PROJECT"); AND (C) MEMORIALIZES CERTAIN CONDITIONS PRECEDENT FOR THE CITY'S LEASE OF THE PROPERTIES TO THE DEVELOPER FOR THE DEVELOPMENT, DESIGN, FINANCING, CONSTRUCTION, AND OPERATION OF THE PROJECT (THE "LEASES"), SUCH LEASES BEING SUBJECT TO AND CONTINGENT UPON APPROVAL BY THE CITY COMMISSION PURSUANT TO SECTION 82-37(A) AND APPROVAL BY A MAJORITY OF THE VOTERS IN A CITY-WIDE REFERENDUM PURSUANT TO SECTION 1.03(B)(2) OF THE CITY CHARTER; AND FURTHER, AUTHORIZING THE CITY MANAGER TO FINALIZE THE DEVELOPMENT AGREEMENT AND MAKE ANY NECESSARY NON-SUBSTANTIVE CORRECTIONS TO SCRIVENER'S ERRORS, SUBJECT TO FORM APPROVAL BY THE CITY ATTORNEY, AND FURTHER, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE THE DEVELOPMENT AGREEMENT. WHEREAS, the City Commission has expressed an interest in diversifying the City's economy and its revenue sources by capitalizing on the economic growth opportunities presented by the current and projected business growth in the region, particularly by making a concerted effort to attract the financial services and technology industries; and WHEREAS, in furtherance of this objective, the City Commission has discussed the need to increase Class A office space inventory throughout the City; and WHEREAS, at its December 11, 2019 meeting, the City Commission discussed the possibility of making available certain surface parking lots north of Lincoln Road to promote the development of Class A office space in the City Center area; and WHEREAS, on October 9, 2020, the City issued Request for Letters of Interest 2021-029- KB, seeking expression of interest from developers interested in building Class A office developments on the surface parking lots P25, P26, and P27 immediately north of Lincoln Road (the "RFLI") and the RFLI yielded significant interest, including expression of interest from eighteen (18) respondents; and WHEREAS, on March 17, 2021, the City Commission adopted Resolution No. 2021- 31617, authorizing the preparation of a Request for Proposals (the "RFP") for mixed-use development incorporating Class A office space at three City-owned sites near Lincoln Lane North and the 17th Street parking garage (G5); and WHEREAS, the City received proposals from the following three firms: (1) Infinity Collective LLC; (2) Lincoln Road Property Owner, L.P., a joint venture among Integra Investments, Starwood Capital, and The Comras Company (for clarity, Lincoln Road Property Owner, L.P. is referred to as "Integra" or"Developer"); and (3) Lincoln Road Holdings LLC, a joint venture among The Peebles Corporation, Baron Corporation, and Scott Robins Companies, Inc., such joint venture partners now having formed 1664 Meridian, LLC, an affiliate (for clarity, 1664 Meridian LLC is referred to as "TPC"); and WHEREAS, after reviewing the various proposals submitted, the process and rankings of an Evaluation Committee appointed by the City Manager, and the assessments of staff and the City's consultant, the City Manager determined that the best RFP options for the City to pursue were Option 3 (Parking Lot P27) with TPC and Option 5 (Parking Lots P25 and P26 combined) with Integra, and the City Manager recommended that the Mayor and City Commission authorize the commencement of negotiations with these bidders; and WHEREAS, on February 23, 2022, the City Commission adopted Resolution 2022-32054, authorizing the Administration: (a) to enter into negotiations for a ground lease and development agreement with TPC with respect to Parking Lot P27 (RFP Option 3)(the "TPC project"); and (b) to enter into negotiations for a ground lease and development agreement with Integra with respect to Parking Lots P25 and P26 (RFP Option 5)(the "Project"); and (c) refer both proposed projects and three accompanying amendments to the City's Land Development Regulations and/or Comprehensive Plan for review by the Finance and Economic Resiliency Committee, the Land Use and Sustainability Committee, and the Planning Board, in accordance with the requirements of the City Code; and (d) direct the Administration to maintain the RFP as open and subject to the Cone of Silence with respect to Option 4(Garage G5)for a period of one (1)year from the date of adoption, February 23, 2022; and WHEREAS, Integra and the Administration negotiated a term sheet dated April 26, 2022 (the "Term Sheet"), which provided, assuming the adoption of certain land use amendments related to the Project, the development of: (a) on P25, a seven-story building with three levels of Class A office space, ground floor retail, required parking associated with the office use, and a public parking component (the "P25 Project"); and (b) on P26, an eight-story building with four levels of Class A office space, ground floor retail, required parking associated with the office use, and a public parking component (the "P26 Project"); and 2 WHEREAS, as proposed in the Term Sheet, the City and Integra will enter into a long- term ground lease for P25 and a long-term ground lease for P26 (together, the "Ground Leases"), and a development agreement (the "Development Agreement") to govern the development of both sites, with Integra responsible for financing the design and construction of the Project, with the proposed rent structure and other key terms more fully described in the Term Sheet; and WHEREAS, pursuant to Section 1.03(b)(2) of the City Charter governing leases of ten years or longer of the City-owned property referred to therein as the Lincoln Road Parking Lots, the Ground Leases require approval by a majority vote of the voters in a City-wide referendum; and WHEREAS, on March 30, 2022, the Finance and Economic Resiliency Committee received an update on the negotiations from Administration; and WHEREAS, on April 8, 2022, the Land Use and Sustainability Committee considered the three legislative amendments requested in support of the two projects, and transmitted the proposed ordinances to the City Commission for consideration; and WHEREAS, on April 29, 2022, the Finance and Economic Resiliency Committee reviewed the Project's proposed terms and recommended that the City Commission direct the Administration to prepare a Development Agreement and Ground Leases with Integra for the City Commission's consideration and approval; and WHEREAS, on May 4, 2022, the City Commission adopted Resolution No. 2022-32164, accepting the recommendation of the Finance and Economic Resiliency Committee, approving the Term Sheet, and directing the Administration to prepare the Development Agreement and Ground Leases with Integra, to include terms consistent with the Term Sheet and such other terms and conditions as are customary or otherwise necessary or desirable (as determined by the Administration), subject to the prior approval of the City Commission, and further, referring the proposed Project and the associated Development Agreement to the Planning Board for review, in accordance with the requirements of the City Charter and City Code; and WHEREAS, on May 24, 2022, the Planning Board reviewed the proposed uses for both projects and recommended approval, with a unanimous companion motion recommending that: (1)the City Commission consider devoting a portion of revenues generated from any RFP project incorporating solely market rate residential uses be devoted to funding workforce housing initiatives; (2) the Ground Leases include a prohibition of big-box retail establishments in the Project; and (3)the Ground Leases include provisions that underutilized parking spaces required for the projects' private components (e.g. office uses) be made available for use by the public during nonpeak hours; and WHEREAS, the Development Agreement is attached as an exhibit to the Commission Memorandum accompanying this Resolution and includes terms consistent with the Term Sheet; and WHEREAS, the Administration is supportive of the Project, in recognition of its several intended outcomes pursuant to the goals of the RFP, including encouraging the development of Class A office space and growing the economic base, enhancing the City's parking facilities, creating local jobs, transforming Lincoln Lane North into a vibrant and pedestrian-friendly street that connects the Convention Center District with Lincoln Road, and generating substantial lease payments and other revenues for the City; and 3 WHEREAS, on June 22, 2022, the Mayor and City Commission approved at public hearing/second reading the three related Lincoln Lane North GU land use amendments in support of the projects: (i)Ordinance 2022-4497 amending the Comprehensive Plan to permit market rate residential use, (ii) Ordinance 2022-4498 amending applicable parking regulations, and (iii) Ordinance 2022-4499 amending applicable height regulations; and WHEREAS, on June 22, 2022, the Mayor and City Commission, after a duly noticed public hearing/first reading held pursuant to the Development Agreement Act set forth in Chapter 163 of the Florida Statutes, and Sections 82-36 through 82-40 of the City Code, determined that it is in the best interest of the City to enter into a Development Agreement with Developer for the development of the Project, and set a second reading/public hearing for July 20, 2022; and WHEREAS, on July 20, 2022 pursuant to Section 142-425(b) of the City Code, the Mayor and City Commission determined that the zoning district classification of the property under the P25 Ground Lease is an average of the CD-2, Commercial Medium Intensity, and CD-3, Commercial High Intensity zoning districts, as defined in the Land Development Regulations, and the zoning district classification of the property under the P26 Ground Lease is subject to the development regulations of the CD-3, Commercial High Intensity zoning district, as defined in the Land Development Regulations; and WHEREAS, on July 20, 2022, after a duly noticed public hearing/second reading held pursuant to the Development Agreement Act set forth in Chapter 163 of the Florida Statutes, and Sections 82-36 through 82-40 of the City Code, the Mayor and City Commission approved the Development Agreement, including the Project Concept Plan and Mandatory Project Elements, as both are defined therein, and determined that it is in the best interest of the City to enter into the Development Agreement with Integra, including placing on the ballot at the November 8, 2022 General Election questions related to the Ground Leases. NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission hereby approve, following second reading/public hearing, a Development Agreement, as authorized under section 118-4 of the City Code, and sections 163.3220 — 163.3243, Florida Statutes, between the City and Lincoln Road Property Owner, L.P. (the "Developer"), which Development Agreement was (a)reviewed by the Planning Board as required by section 142-423; (b) delineates the terms and conditions for the development on City-owned surface parking lots P25 (consisting of five (5) tax folios: 02-3234-004-0870, 02-3234-004-0880, 02-3234-004-0890, 02-3234-004-0900 and 02-3234-004-0910) located in Miami Beach, Florida ("P25") and P26 (consisting of six (6) tax folios: 02-3234-004-0710, 02-3234-004-0720, 02-3234- 004-0730, 02-3234-004-0820, 02-3234-004-0830 and 02-3234-004-0840) located in Miami Beach, Florida ("P26", and together with P25, the "Properties"), for mixed-use developments consisting of (1) Class A office space, (2) ground floor retail, (3) public parking to replace the existing public parking spaces on the properties, and (4) additional parking to satisfy off-street parking requirements for the office use (the "Project"); and (c) memorializes certain conditions precedent for the City's lease of the Properties to the Developer for the development, design, financing, construction, and operation of the Project(the "Leases"), such Leases being subject to and contingent upon approval by the City Commission pursuant to section 82-37(a)and approval by a majority of the voters in a city-wide referendum pursuant to section 1.03(b)(2) of the City Charter; and further, authorize the City Manager to finalize the Development Agreement and make any necessary non-substantive corrections to scrivener's errors, subject to form approval 4 by the City Attorney, and further, authorize the Mayor and City Clerk to execute the Development Agreement. PASSED AND ADOPTED this dO day of July, 2022. ATTEST: I UL 2 5 2022 ___ R FA AEL E. GRANADO, CITY CLERK DAN GELBER, MAYOR 3 1IN(ORP GRATED; s APPROVED AS TO ''''7''•....r--.....�.y FORM & LANGUAGE 't2wt!26,"' & FOR EXECUTION ri-D' 7 - 1 4i--). a City Attorney Dote 5 Resolutions - R7 A MIAMI BEACH COMMISSION MEMORANDUM TO: Honorable Mayor and Members of the City Commission FROM: Alina T. Hudak, City Manager DATE: July 20, 2022 1:30 p.m. Second Reading Public Hearing SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING, FOLLOWING SECOND READING/PUBLIC HEARING, A DEVELOPMENT AGREEMENT, AS AUTHORIZED UNDER SECTION 118-4 OF THE CITY CODE, AND SECTIONS 163.3220 — 163.3243, FLORIDA STATUTES, BETWEEN THE CITY AND LINCOLN ROAD PROPERTY OWNER, L.P. (THE "DEVELOPER"), WHICH DEVELOPMENT AGREEMENT WAS (A) REVIEWED BY THE PLANNING BOARD AS REQUIRED BY SECTION 142- 423; (B) DELINEATES THE TERMS AND CONDITIONS FOR THE DEVELOPMENT ON CITY-OWNED SURFACE PARKING LOTS P25 (CONSISTING OF FIVE (5) TAX FOLIOS: 02-3234-004-0870, 02-3234-004- 0880, 02-3234-004-0890, 02-3234-004-0900 AND 02-3234-004-0910) LOCATED IN MIAMI BEACH, FLORIDA ("P25")AND P26 (CONSISTING OF SIX (6) TAX FOLIOS: 02-3234-004-0710, 02-3234-004-0720, 02-3234-004- 0730, 02-3234-004-0820, 02-3234-004-0830 AND 02-3234-004-0840) LOCATED IN MIAMI BEACH, FLORIDA("P26",AND TOGETHER WITH P25, THE "PROPERTIES"), FOR MIXED-USE DEVELOPMENTS CONSISTING OF (1) CLASS A OFFICE SPACE, (2) GROUND FLOOR RETAIL, (3) PUBLIC PARKING TO REPLACE THE EXISTING PUBLIC PARKING SPACES ON THE PROPERTIES, AND (4) ADDITIONAL PARKING TO SATISFY OFF- STREET PARKING REQUIREMENTS FOR THE OFFICE USE (THE "PROJECT"); AND (C) MEMORIALIZES CERTAIN CONDITIONS PRECEDENT FOR THE CITY'S LEASE OF THE PROPERTIES TO THE DEVELOPER FOR THE DEVELOPMENT, DESIGN, FINANCING, CONSTRUCTION, AND OPERATION OF THE PROJECT (THE "LEASES"), SUCH LEASES BEING SUBJECT TO AND CONTINGENT UPON APPROVAL BY THE CITY COMMISSION PURSUANT TO SECTION 82- 37(A)AND APPROVAL BYA MAJORITY OF THE VOTERS IN A CITY-WIDE REFERENDUM PURSUANT TO SECTION 1.03(6)(2) OF THE CITY CHARTER;AND FURTHER,AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE THE DEVELOPMENT AGREEMENT. RECOMMENDATION Page 775 of 1502 T his Consolidated Commission Memorandum related to RFP 2021-173-KB for fixed-use developments incorporating Class A office space with respect to City-owned surface parking lots P25 and P26(Lincoln Lane Project—Integra) (the"Project"), has been prepared in connection with: • R7A-the second reading/public hearing of the Development Agreement • R7B -the second reading/public hearing of the Ground Lease A Consolidated Commission Memorandum pertaining to the TPC proposal for surface parking lot P27 appears separately under agenda items R7D and R7E. Companion items related to authorization of ballot questions regarding the Ground Lease and use of rent proceeds are also included on the agenda. The Administration recommends that the Mayor and City Commission approve on second reading the Development Agreement and Ground Lease with Lincoln Road Property Owner, L.P., subject to any direction as to the policy and business issues outlined in this Memorandum, or otherwise. The goals of the proposed transaction ("Project Goals") are: • to diversify the economy and grow the economic base by reducing dependency on the tourism and hospitality industries; • to create a more resilient economy able to withstand unforeseeable shocks and circumstances; • to develop sustainable, efficient parking facilities to promote day and evening activation; • to provide local employment opportunities, attract and retain talent, and promote a live- work-play atmosphere. • to transition and promote a Miami Beach image, brand, and reputation as an economic and cultural center; • t o improve and sustain Lincoln Road as a commercial hub for residents, tourists, and visitors; • to connect the Lincoln Road corridor with the Convention Center Campus, enhance the City Center district as the City establishes itself as a mecca for industry-leading business convenings, exhibitions, and conferences; and • to generate substantial lease and other revenues for the City. If approved by a majority of the voters in a City-wide referendum, the Project transaction will collectively result, among other terms, in the following benefits for the City: • payment to the City of at least $210 million (and up to $470 million) for the lease of Project site, with the City to annually receive the greater of the Minimum Annual Guaranteed Rent or Percentage Rent including$3.5 million in lump sum payments. • development of sustainable parking facilities with full replacement of 192 existing public parking spaces, at no cost to the City, to remain available to the public at municipal rates in perpetuity; • retention of net parking revenues for replacement parking facilities; • construction of a new Class A office facility, at no cost to the City, with Developer to spend a minimum of $140 million in capital improvements and additional public benefits, including 0.79 acre (approximately 40%of site)of landscaped public space; • 1,000 sf of space for cultural or educational use by a not-for-profit organization; • approximately$500,0004600,000 in ad valorem property taxes to the City annually Page 776 of 1502 commencing upon completion of construction; and • approximately 1,200 local jobs. BACKGROUND/HISTORY The City Commission has expressed an interest in diversifying the City's economy and its revenue sources by capitalizing on economic growth opportunities presented by the current and projected business growth in the region, particularly by making a concerted effort to increase Class A office space inventory throughout the City to attract targeted industries. At its December 11, 2019 meeting, the City Commission discussed the possibility of making available surface parking lots along Lincoln Lane North to promote the development of Class A office space in the city center/Lincoln Road area. To gauge interest from the development community, the City Commission directed staff to issue a request for letters of interest (RFLI) for the development of Class A office space on surface parking lots immediately north of Lincoln Lane. 4 . 1, J 0 CITY HALL 1 n►, St 1larncol Ln N Dv txj La Gardens MFCC lrrrwnu3 �i,nr LINCOLN ROAD RoaLincoln M l >uthr P25 Address 1680 Lenox Avenue Size 37,454 sq. ft. (0.86 acres) Parking Spaces 86 spaces Adjacent Zoning CD-2/CD-3 Height allowed by Code 70 feet FAR allowed by Code 1.87 RFP Proposer Integra P26 Address 1080 Lincoln Lane North Size 48,000 sq. ft. (1.10 acres) Parking Spaces 106 spaces Adjacent Zoning CD-3 Height allowed by Code 80 feet FAR allowed by Code 2.75 Page 777 of 1502 RFP Proposer Integra Annual Revenue by Parking Lot FY22 YTD FY18 FY19 FY20 FY21 (as of 6/30/22) P25 $420,478.12 $383,700.87 $228,078.08 $323,489.85 $285,850.19 P26 $541,637.19 $477,463.64 $276,164.83 $385,291.19 $ 356,780.85 SUM P25+P26 $962,115.31 $861,164.51 $504,242.91 $708,781.04 $642,631.04 Source:City of Miami Beach Parking Department On October 9, 2020, the Administration issued Request for Letters of Interest (RFLI) 2021-029-KB seeking expression of interest from developers interested in building Class A office developments on surface parking lots P25, P26, and P27. The RFLI yielded expression of interest from eighteen (18) respondents. Based on the results of the RFLI, on February 19, 2021, the Finance and Economic Resiliency Committee (FERC or the Committee) recoriurended that the Administration seek City Commission authorization to prepare a Request for Proposals (RFP) for ground leases and development agreements for the development of Class A office space on three Lincoln Lane surface parking lots (P25, P26, and P27). On February 24, 2021, the City Commission discussed the results of the RFLI, accepted the FERC's recommendation, and directed the Administration to include all three surface parking lots as well as the 17th Street parking garage (parking garage G5) in a forthcoming RFP. On March 17, 2021, the City Commission adopted Resolution No. 2021-31617, authorizing the preparation of a RFP for mixed-use development incorporating Class A office space at three City- owned sites along Lincoln Lane North as well as the 17th Street parking garage (G5). On June 23, 2021, the City Commission approved the issuance of RFP 2021-173-KB for mixed-use developments incorporating Class A office space and retail on City-owned parking lots P25, P26, P27, and parking garage G5 intended to promote the Project Goals. The RFP included multiple site options for proposed development. Key RFP Terms Required Class A Office •50%of floor area ratio(FAR)must be Class A office space. and Retail Space • Ground floor portions must include an activated liner of retail, restaurant, personal service,or similar active uses. • In-kind replacement of existing public parking spaces, in addition to satisfying off-street parking requirements for proposed uses. Replacement Parking •Project must be staged to minimize the number of parking spaces temporarily displaced during development. • 99-year maximum lease term with a 51-year initial term and two 24-year renewal options. • Triple net lease with Lessee responsible for all real estate taxes, Lease Term utilities, assessments or other public charges, insurance, maintenance, and all other costs and expenses associated with the Page 778 of 1502 operation. • Lease of all three lots would require approval by a majority of voters (i.e., greater than 50%) in a citywide referendum ("Referendum"). •Development agreement and ground lease between City and one or both Developers must be in final form and approved by City Commission prior to placement of Referendum question(s) on the Voter Referendum for ballot. To qualify for November 8, 2022 General Election, ballot Lease Approval items must be submitted to Miami-Dade County by July 29,2022. • At City Commission's sole discretion, the Referendum could be scheduled for a special election on a different date if: (1) the development agreement and lease for the applicable project are finalized and approved by City Commission and (2)the Developer pays its pro-rated share (based on total number of ballot questions) of the cost of a special election(approximately$400,000). Existing Office Market Conditions The Class A office sector, in Miami Beach and Miami-Dade County, has been particularly resilient throughout the pandemic and thereafter. LTC 165-2021 provided comprehensive data and analysis demonstrating favorable market trends and the influx of targeted business industry, all of which supported the City's initiatives to attract office users and new development including the RFP. Today, current market conditions continue to suggest a favorable market outlook. Vacancy for Class A office space in Miami Beach decreased from 16.8% in Q1 2022 to 14.9% in Q2 2022 according to Jones Lang LaSalle. A more noteworthy market indicator is Miami Beach's sustained growth in asking rents month after month. In 2022, JLL reports that average asking rent for Class A office space in the city has increased by nearly 30% over Q4 2021, from $63.12 in Q4 2021 to $81.18 in Q2 2022. This growth is demonstrated by Deco Capital's Eighteen Sunset project at 1845 Purdy Avenue, where asking leasing rates have surpassed $100 per square foot according to the South Florida Business Journal [1] , a record rental rate on par with New York City and witnessed for the first time only recently in Miami-Dade County. 1 Q2 2022 Office Market Report. Jones Lang LaSalle. https://wwwus.jll.com/en/trends-and-insights/research/office- market-statistics-trends/miami. (July 7,2022) 2 Eighteen Sunset developers snag $60M in construction funding. South Florida Business Journal https://www.bizjournals.com/southflorida/news/2022/02/01/60-million-mortgage-for-eighteen-sunset.html.(February 1,2022) RFP Award RFP responses were due on January 12, 2022. The City received proposals from three firms: Infinity Collective LLC, Lincoln Road Holdings LLC, and Lincoln Road Property Owners, L.P. On February 1, 2022, the Evaluation Committee reviewed and evaluated proposals. Upon review of the Evaluation Committee results and an assessment of the proposals, the City Manager recommended that the Mayor and City Commission authorize the City Administration to: • Negotiate with Lincoln Road Property Owner, L.P., a Delaware limited partnership Page 779 of 1502 comprised of Integra Investments, Stanwood Capital Group, and The Comras Company ("Integra")with regard to Parking Lots P25 and P26 (RFP Option 5); and • Negotiate with Lincoln Road Holdings LLC, now known as 1664 Meridian, LLC, a Florida limited liability company, comprised of The Peebles Corporation, Scott Robins Companies, Inc., and the Baron Corporation ("TPC") with regard to Parking Lot P27 (RFP Option 3). On February 23, 2022, via Resolution No. 2022-32054, the City Commission accepted the recommendation of the City Manager and authorized the Administration to negotiate with the proposers. In addition to referring any potential land use amendments to appropriate land use boards, the Resolution also referred the projects to the FERC as a means of providing the Administration with direction during negotiations. Although the RFP invited proposals to develop four sites (P25, P26, P27, and G5, or a combination thereof), at present, negotiations have included only three sites: P25 and P26 combined, and P27. i. Land Use Amendments Adopted for the Projects In accordance with the provision in the City Code allowing for zoning to be determined by a development agreement, the RFP stated that "Proposals shall be guided by the Land Development Regulations [LDRs], however, proposed changes to the Land Development Regulations will be considered." On April 8, 2022, the Land Use and Sustainability Committee ("LUSC") provided feedback on three legislative amendments requested in support of the two projects: 1. An amendment to Policy RLU 1.1.17 of the 2040 Comprehensive Plan, to allow for all residential uses (currently, only workforce and affordable housing are permitted), as well as mixed-use developments, as an allowable use in the Public Facility (PF) Government Uses (GU) future land use category. This ordinance only applies to the TPC project, as Integra's project does not include a residential component. 2. An amendment to Chapter 130 of the LDRs to create a minimum off-street public parking requirement for projects pursuant to development agreements on City-owned land in parking district No. 2. Effectively, this ensures that the public-serving Replacement Parking Component (a required component) does not count towards FAR. Additionally, the proposal creates the ability for developments in parking districts No. 2 and No. 3 to provide additional parking spaces in accordance with the minimum requirements set forth in parking district No. 1. 3. An amendment to Chapter 142 of the LDRs to allow for a maximum building height of 100 feet (in lieu of 75-85 feet) for GU properties developed by the private sector and incorporating public parking spaces owned by and/or operated for the City. The applicable area for the proposed height increase is bounded by 17th Street on the north, Lincoln Lane North on the south, Alton Road on the west, and Washington Avenue on the east. The amendment will allow Integra to incorporate additional floor-to-ceiling height on P25 and an additional convertible office floor on P26. The amendment will enable TPC to avoid the need for below-grade parking and to increase floor-to-ceiling height in its project. By vote of acclamation at the April 8, 2022 meeting, the LUSC transmitted the proposed parking ordinance and the Comprehensive Plan amendment with a favorable recommendation, with the caveat that the Comprehensive Plan amendment should apply only to those developments within the City Center area. The LUSC voted 2-1 to transmit the height ordinance to the City without any reconmendation. The Administration supported the subject ordinances as they would enhance the leasable spaces within each project, thereby attracting higher quality tenants—a main objective of the RFP—and, ultimately, offering a better financial return to the City. Page 780 of 1502 On April 26, 2022, the Planning Board reviewed and transmitted the three ordinances to the City Commission with a favorable recorrrnendation. The Planning Board also recommended that any market rate residential housing development include a portion of workforce and/or affordable housing. On May 4, 2022, the City Commission approved on first reading the three related Lincoln Lane North GU land use amendments. On May 17, 2022, the Florida Department of Transportation provided written confirmation of its finding that the proposed Comprehensive Plan amendment would not adversely impact transportation resources and facilities of State importance. On June 2, 2022, the Florida Department of Economic Opportunity ("DEO") provided notice that it had no comment on the proposed amendment, meaning that the City was authorized to proceed with the amendment. On June 22, 2022, the City Commission approved on first reading/public hearing the draft Development Agreements and Ground Leases and set second reading for July 20, 2022. In addition, the City Commission approved on second reading the three related Lincoln Lane North GU land use amendments: (i) Ordinance 2022-4497 the Comprehensive Plan amendment providing for market rate residential use, (ii) Ordinance 2022-4498 amending the parking regulations, and (iii) Ordinance 2022-4499 amending the height regulations. Negotiation of Deal Terms and Recommendations and Approvals by FERC and Planning Board On March 30, 2022, the FERC received an initial update on negotiations from the Administration and requested that subsequent agenda items present the proposed projects'terms in tandem side-by-side to facilitate the Committee's comparison of both projects. On April 19, 2022, the FERC reviewed the draft Term Sheets and provided feedback on the projects as proposed. Among the issues discussed by the Committee were the appraised land value of each of the three sites, the Proposers' estimated construction cost per space of the Replacement Parking component to be developed for and delivered to the City, and the Committee's desire to see unique and/or independent commercial businesses as the projects' retail tenants. The Committee noted that Lincoln Road's character was fundamentally altered as international retail brands overtook smaller, local retailers and the Committee expressed a desire for the developments on P25, P26, and P27 to seek retail tenants that would bring back some of Lincoln Road's prior charm. On April 29, 2022, the FERC discussed the Term Sheets again and transmitted both Term Sheets to the City Commission with a favorable recommendation for preparation of Development Agreements and Ground Leases. On May 4, 2022, via Resolution Nos. 2022-32163 and 2022-32164, the Mayor and City Commission accepted the recommendation of the FERC, approved both Term Sheets, directed the Administration to negotiate separate Development Agreements and Ground Leases with the respective parties, and referred the proposed Projects to the Planning Board for review in accordance with the requirements of the City Charter and City Code. On May 24, 2022, the Planning Board reviewed the proposed uses of both projects and favorably recommended approval (5-1). The Planning Board adopted (6-0) a second motion recommending that: (1) the City Commission consider devoting a portion of revenues generated from any project incorporating solely market rate residential uses to fund workforce housing initiatives; (2) the Page 781 of 1502 prohibition of big-box retail establishments in the Ground Leases; and (3) where possible, provision that underutilized parking spaces required for the projects' private components (e.g. office uses) be made available for use by the public during nonpeak hours. A list of public meetings, communications, and information associated with the RFP and the Projects is attached as an exhibit. ANALYSIS Conducting development and lease negotiations simultaneously with separate proposers on two complex development projects has been challenging in light of the July 29, 2022 deadline for placing referendum questions on the November 2022 ballot. With a view toward finalizing agreements with both Proposer teams by such date, and in order for the City Commission to approve resolutions authorizing ballot questions that accurately describe the material lease terms, the Administration and City Attorney's Office have dedicated considerable staff resources and participated in regularly scheduled meetings with both Proposer teams multiple times per week to establish and refine the specifics of the deal terms. Integra's proposed Development Agreement is attached as Exhibit A and the proposed Ground Lease is attached as Exhibit B. P25+ P26 (Integra)— Key Terms Lincoln Road Property Owner, L.P., a joint venture among Integra Developer Team Investments, Starwood Capital Group, and The Comras Company, referred to herein as"Integra" •99 years:51 years+two(2)24-year extensions • This Project concerns two independent but interrelated developments on separate sites. One development agreement will govern and provide for the development of both P25 and P26. However, it is contemplated that upon completion of construction, P25 Lease Termand P26 will each be governed by a separate Ground Lease. • "Effective Date" for purposes of commencement of each project and, accordingly, for purposes of the milestones set forth below shall mean the date established in the notice to proceed issued by the City, which in any event shall be no earlier than the later to occur of: execution of the definitive project documents and certification of the referendum results. Total(P25+ P26): •Total FAR: 194,649 sf •Total Office: 135,853 sf(69.7%)* •Total Retail:24,612 sf P25: Proposed! 7 stones(3 levels of office,4 levels of parking,ground-floor retail) Preliminary Office:44,952 sf Site Plan Retail: 12,214 Page 782 of 1502 : P25+ P26(Integra) — Key Terms 8 stones(4 levels of office,4 levels of parking,ground-floor retail) Office:90,901 sf Retail: 12,398 sf `Percentage refers to the approximate percentage of floor area attributable to total FAR. • Temporary Certificate of Occupancy (TCO) is required to be achieved at 63 months from Effective Date for P25 and 82 months for P26.* • Integra proposes phased construction of the two lots in a manner that will not require the use of other parking facilities in the City to handle displaced parking. All spaces Integra is required to provide during construction will be kept within P25 and P26 throughout the duration of construction through use of valet operations at P26 while the P25 garage is under construction, and once the P25 garage Construction becomes operational, transferring all parking to P25 while the P26 Timeline garage component is built . TCO for public parking facilities is required no later than 54 months after the Effective Date. •* The dates for achievement of construction milestones are subject to extensions in the case of Economic Force Majeure, City Delays and certain Unavoidable Delays, including but not limited to Force Majeure Events, Unanticipated Site Conditions, and Project Approval Delays and lawsuits, as further described in the Development Agreement. Below are Key Financial Terms, for full financial terms and annual rent payments, please refer to Financial Proposal Table in Exhibit D. • Initial Lump Sum Payment, immediately upon Effective Date:$2.5M ($1,250,000 for P25 and$1,250,000 for P26) • Guaranteed Annual Rent to be allocated between the two Project sites,beginning one(1)year after Effective Date: o Year 2:$650,000 o Years 3-4:$725,000 o Years 5-6:$750,000 • UPDATE: Termination Fee In the event of a termination by Integra pursuant to the Development Agreement,the City agrees to return all Rent paid by Integra under the P25 Ground Lease and P26 Ground Lease prior to the date of termination, less a termination fee of $500,000 if the termination occurs within sixteen (16) months after the Commencement Date of the Ground Leases or $1,000,000 if the termination occurs at any other time prior to Commencement of Construction of the P25 Project • Additional Lump Sum Payment, at TCO: $500,000 per building Rent Page 783 of 1502 (SI2 tetil)26 (Integra) — Key Terms • Rent Escalations (Guaranteed Rent), commencing at 73 months after Effective Date: the greater of 2% or CPI, but no more than 3% • Percentage Rent Participation: 5% of Effective Gross Income (or Guaranteed Annual Rent, whichever is greater) • Base Rent Reset for each of the P25 Project and the P26 Project: At time of rent reset, the new minimum rent would be calculated based on year 6 of $750,000 (allocated between P25 and P26 as ultimately agreed) and escalated through the rent reset date by the higher of 2% or CPI (uncapped). This would occur at years 51 (for years 52-75)and year 75(for years 76-99). • UPDATE: Transaction Rent City to receive 1.5% of the gross proceeds on every sale capped at $875,000 for P25 and $1,625,000 for P26, subject to inflation; No Transfer Rent on the first transfer by Developer of all or a portion of the Project provided such sale occurs within the first 5 years from the Permitted Transfer Date; if sale by Developer occurs on or after the fifth anniversary of the Permitted Transfer Date, Transaction Rent applies City Parking •Upon completion of the Replacement Parking Component, 100%of Revenue net revenues collected from the 192 replacement parking spaces provided back to the City. •Both leases are "triple net" however, if the City elects to operate the Insurance,Taxes, Replacement Parking Component, the City would be responsible for Utilities costs and expenses attributable to the Replacement Parking Component • Developer permitted to use one mortgage lender and one mezzanine lender, provided that, in each case, an Institutional Lender shall be used and loan-to-cost ratio for construction financing or loan- to-value ratio for permanent financing)shall not exceed 90%. • In no event shall the Citys fee interest in the Property be Project Financing subordinate to any mortgage or liens and the City shall have first priority right of payment of rent at all times. •Developer shall maintain at least 10%equity in the Project,including Developer's initial equity contribution to the Project. • The City is not and shall not be required to provide any funding or financing for the Project, including without limitation, any tax credits and/or subsidies. Developer may not transfer ownership in the Project until substantial completion of the Project.The transfer restriction would be removed from Restriction on P25 at the earlier of(a)stabilization and (b)substantial completion plus Transfer 12 months and the release of the cross-default.The restriction would be removed from P26 at the earlier of(x)stabilization and(y)substantial completion plus 12 months. •Developer may terminate the Development Agreement at any time prior to issuance of the building permit if: 1. any of the Required Approvals render the Project economically unfeasible in the reasonable business Page 784 of 1502 Pjzsigment(tifiegolgiXey Terms 2. the Project cannot meet concurrency requirements under Section 163.3180, Florida Statutes, or the costs of concurrency mitigation are, in the reasonable business judgment of Developer, economically unfeasible; 3. Developer, after diligent, good faith efforts, has been Limited Termination unable to obtain a full building permit for the Project Rights pursuant to the Approved Plans; 4. there shall exist any adverse change in regional, national or global economic conditions that in the Developer's reasonable and good faith judgment would materially, adversely affect the financial viability of the Project; or 5. Owner does not provide Notice to Proceed to Developer within twenty-four (24) months after the Effective Date. •The City possesses no right to terminate for convenience once the agreements are executed. • City may terminate the Development Agreement for cause as a result of any default by Developer which continues beyond the expiration of any applicable notice and cure period in the Termination for Development Agreement and the Ground Lease. Cause • In any event of termination by Developer or by the City as a result of a default by Developer: (i) the Developer shall assign to the City all (Development right, title, and interest in and to the Plans and any other materials Agreement) pertaining to the Project and (ii) the City shall have no further obligation to the Developer following such termination, financial or otherwise, other than those obligations, if any,which expressly survive such termination. • Developer executed an agreement pledging to reimburse the City for out of pocket transactional and professional costs and expenses associated with due diligence, negotiation, and drafting of the Development Agreement and Ground Leases and development of Reimbursement of the Project, up to $150,000.00, including, without limitation, fees for City Expenses the City's parking bond covenant analysis,real estate and transaction appraisals and other required reports; the Citys outside counsel and paralegal fees; and any surveys, environmental assessments, title searches,and other reviews engaged by the City. Integra's RFP response proposed: •creation of new employment opportunities for residents of the City Proposed/ and neighboring communities; Preliminary Public • diversification of the City's economy by attracting new employers Benefits from various industries to the City, •enhancing public parking facilities around Lincoln Road; • an approximately 0.11-acre pocket park on the ground floor of Lot P26 (the "Public Park Component") and other landscaped public space; • public meeting space and new health, recreational, entertainment, Page 785 of 1502 aAt26u* Q6{f pmtttg$s; Key Terms •achieving LEED Gold designation;and • addressing the issue of sea level rise by providing onsite stormwater retention. •retail programming (RFP proposal): o P25's entire retail frontage on 17th St proposed as "fit row!'—health and wellness establishments o P25's Lenox Ave retail frontage is set back in concert with existing street cafes (e.g., Rosetta Bakery) to encourage more outdoor café seating on P25. o P26 will provide "boutique, café, home decor, and service- oriented spaces, which will allow businesses that cannot afford Lincoln Road rental rates to thrive." • 1,000 sq. ft space rent-free to a Community Benefit Organization, discussed further below. The effectiveness of the Ground Leases and the Development Referendum Agreement are contingent upon voter approval of the Ground Leases at Requirement the November 8, 2022 general election in accordance with the City Charter. In the event the Referendum is not successful or if the ballot question(s) are not approved, for whatever reason, the Ground Leases and Development Agreement shall be null and void. Considerations previously discussed with the City Commission on May 4, 2022 and June 22, 2022: 1. Transaction Rent to City upon Developer's Sale of Leasehold Interest The Development Agreement does not permit the Developer to transfer its leasehold interest in the property to an unaffiliated entity until completion of project construction. Thereafter, during the Term of the Ground Leases, limited transfer of interests may be allowed, subject to restrictions enumerated in the Ground Leases. Although financial terms had been largely developed and memorialized in the final Term Sheet, on May 4, 2022, members of the City Corrrrission expressed a desire that, following completion of construction, if the Developer (or subsequent Ground Lessee) sells or transfers its leasehold interest, then the City should stand to benefit from a portion of the sales proceeds inuring to the Developer(or Ground Lessee). The Ground Lease now requires the payment of so-called "Transfer Rent" which requires the payment of 1.5% of the gross proceeds on every sale capped at $875,000 for P25 and $1,625,000 for P26, (subject to inflation). No Transfer Rent is payable on the first transfer by Developer of all or a portion of the Project provided such sale occurs within the first 5 years from the Permitted Transfer Date; if a sale by Developer occurs on or after the fifth anniversary of the Permitted Transfer Date, Transaction Rent applies. Other relevant considerations: i. Land Appraisal Page 786 of 1502 As required by Section 82-37(b) of the City Code governing leases of ten years or more, a real estate appraisal report ("Appraisal Report") has been prepared for the City Commission's review of the Ground Leases. An independent consultant, CBRE, Inc., was selected following a request for quotes submitted to the City's prequalified pool of real estate appraisers, firms that were selected by the City Commission via Resolution No. 2018-30585. A preliminary draft Appraisal Report was discussed by the FERC on April 19, 2022. The appraiser employed a sales comparison approach to determine fee simple value of each of the three sites, including the benefit to the City of the development of public parking facilities. Recent comparable sales of nearby properties were compared to each subject site, as if vacant and available, to be put to its highest and best use, with adjustments applied to account for differences in factors such as location, property shape, view corridors, zoning, market conditions at time of sale, etc. The sales used in this analysis are considered comparable to the subject sites, and the required adjustments were based on industry best practices. CBRE indicated that the required Referendum did not factor into its land valuation. The Appraisal Report is attached as Exhibit C. ii. Termination Fee In the event of a termination by Integra pursuant to the Development Agreement, the City agrees to retum all Rent paid by I ntegra under the P25 Ground Lease and P26 Ground Lease prior to the date of termination, less a termination fee of $500,000 if the termination occurs within sixteen (16) months after the Commencement Date of the Ground Leases or$1,000,000 if the termination occurs at any other time prior to Commencement of Construction of the P25 Project. Parking Mitigation Plan and City Parking Revenue Integra's proposal provides for no net loss of parking capacity during construction through a staging process that will incorporate a valet service subsidized by Integra. • Phase 1: convert P26 to valet-only parking to accommodate the combined parking capacity of both P25 and P26 solely on the P26 site, with Integra to cover the cost of the valet service with the public paying parking fees comparable to other valet parking services along Lincoln Road. • Phase 2 construction of the P25 parking pedestal will all P25 and P26 Replacement Parking public spaces made available for public self-parking on P25 upon issuance of the TCO for the P25 parking component; • Phase 3: construction begins on P26, with a priority for obtaining TCO on the P26 parking pedestal, while simultaneously completing construction on P25's remaining non- parking components; • Phase 4: completion of the parking pedestal on P26 and TCO for the non-parking components of P25. In this phase, Replacement Parking is reintroduced at P26 such that Replacement Parking at P25 and P26 will return to pre-development levels; • Phase 5: complete construction and TCO for entire P26 building. Integra's proposal maximizes the use of both sites in a phased manner to support the availability of existing parking capacity levels throughout construction on both sites, without the need to displace existing parking to offsite facilities. This approach would still require further discussion with the Developer and adjustments proposed by the City but represents a viable strategy. The Developer has expressed a willingness to work with the Parking Department in terms of selecting a valet service Page 787 of 1502 and making a financial commitment to ensure that the municipal parking rates are compatible with Lincoln Road municipal rates. Integra's plan will enable the City to continue to see parking revenue throughout construction. With Integra's proposed construction phasing, the eAsting supply of municipal parking presently available today will always remain operational during Project construction. Therefore, if parking demand continues at current levels, the City will continue to receive, at a minimum, parking revenue amounts comparable to those received today. Throughout the pre-development and construction process, the Administration and the Developer must continue to discuss, plan, and refine the strategy and implementation required for continuous operation of interdependent parking facilities, including a temporary valet system on P26 that offers convenience to residents and business patrons without undermining the City's parking system. iv. Project Construction Phasing and Implications for Project Development If both the Integra and TPC Projects are approved by the City Commission and by a majority of the City's voters in the Referendum, construction of the two Projects will likely be phased. Project sequencing will take into account all appropriate factors, including impacts on parking availability in the area and other area impacts such as the construction of the Miami Beach Convention Center Hotel, provided that the City may also make a determination, in its sole, reasonable discretion, that both Projects can reasonably be constructed in tandem or otherwise simultaneously without having an adverse impact on the City's residents, businesses, and visitors. The uncertainty at the present time as to the sequencing of the two Projects may adversely affect development and construction costs for the Projects, and both TPC and Integra have expressed concern with the possibility that their respective Projects will not be first noticed to proceed. The determination as to phasing and order of commencement (i) shall be made in the City's sole, reasonable discretion no later than sixty (60) days following official certification of the Referendum results and (ii) shall be final and binding on the Developers with no right of appeal. v. Operation of the City's Public Parking Replacement Component Integra's Project will contain Replacement Parking equal to the number of spaces currently existing on both lots, and the City will be entitled to the net revenues from these spaces that are anticipated to be consistent with current collections. As negotiated, the City shall operate all Public Parking Replacement Components for each Project, provided that, the City shall have the right, in its sole discretion, to decide that the Developer shall operate the Public Parking Replacement Components if notice is provided to the Developer by or before sixty (60) days following official certification of the Referendum results. If the City elects to operate the Public Parking Replacement Component, applicable terms will be incorporated into a separate operating agreement. If the City requires Developer to operate the Public Parking Replacement Component, the Developer and the City will negotiate terms such as standards of operation, responsibility for costs and expenses, etc. In all circumstances, the City and Developer stipulate that parking rates for Public Parking Components shall not be higher than the City's then- applicable rates for similar parking facilities. SUPPORTING SURVEY DATA According to the 2022 Resident Satisfaction Survey, Lincoln Road is the top-ranking Miami Beach landmark that residents enjoy visiting, with 60% of our residents selecting it among their top places to visit, as reported in the 2019 Resident Satisfaction Survey. Enhancement of the Lincoln Road area will improve the resident and visitor experience. Page 788 of 1502 On June 30, 2022, Letter to Commission (LTC) 258-2022 shared the Lincoln Road Business Improvement District's (LRBID) letter to the City Commission in support of the proposed Projects. The LRBID noted that it had met with both Developer groups to review the Proposed project plans and the LRB I D's executive committee unanimously approved an expression of support, requesting the City Commission move the items forward to the November vote of the electorate. FINANCIAL INFORMATION The proposed rental payments and financial terms are detailed in the Analysis section with the proposed annual payments outlined in Exhibit D. The Development Agreement and Ground Leases stipulate that the City will not provide any funding or financing for the Project and the Administration has incorporated additional measures to limit the City's exposure: the City's fee simple interest in the property will not be subordinate to any mortgage, the City has first priority right of payment of rent, and the Developer must maintain 10% equity in the Project. Regarding the City's necessary costs during negotiations, the Developer has agreed to reimburse the City for up to $150,000 for the City's expenses including costs related to independent consultants and outside counsel. CONCLUSION This Project proposes to meaningfully transform underutilized City parking assets into resilient, state-of-the-art LEED certified buildings offering desirable uses and amenities that will serve the public, activate the neighborhood, and spur economic development—all at zero financial cost whatsoever to taxpayers. In fact, the associated financial benefits from this Project—in addition to the retention of existing parking revenues—will continuously grow General Fund revenues and enhance the local tax base year after year, without the City assuming any of the risks inherent to construction and operation of$100+ million mixed-use commercial developments. The Administration recommends that the City Commission approve on Second Reading the Development Agreement and Ground Leases, including the Project's Concept Plan and Mandatory Project Elements. Further, the Administration recommends the City Commission adopt the resolutions authorizing placing on the ballot at the November 8, 2022 General Election the questions related to the Ground Leases and use of the Rent Payments. Applicable Area South Beach Is this a "Residents Right Does this item utilize G.O. to Know" item. pursuant to Bond Funds? City Code Section 2-14? Yes No Strategic Connection Prosperity- Revitalize targeted areas and increase investment. Page 789 of 1502 Legislative Tracking Economic Development ATTACHMENTS: Description o Attachment D - Financial Proposal • Attachment E - Planning Analysis o Attachment F - Project Concept Plan ❑ Attachment G - Project Overview&Timeline of Public Meetings o Ad Page 790 of 1502 Exhibit D Financial Proposal P25 & P26 - INTEGRA(LINCOLN ROAD PROPERTY OWNER, L.P.) RENT AMOUNT PRESENT VALUE Minimum Rent $ 210,088,941.02 $ 23,813,360.87 Percentage Rent(EGI) $ 470,831,644.31 $ 35,502,469.03 Minimum w/Parking $ 339,600,062.39 $ 42,695,841.81 Percentage w/Parking $ 600,342,765.68 $ 54,384,949.97 ASSUMPTIONS Both LDR and Comprehensive Plan Amendments are Approved Parking: Minimum Rent increase:2%;no rent resets for purposes of this model. Spaces 192 Effective Gross Income(EGI)revenue increases 3%per year Revenue/space $4,422.23 Present Value Discount Rate:5% Expense 10% Percentage rent based on estimates/projections. Revenue Growth/yr 1% Guaranteed Percentage Rent Retained City Total City Total City Minimum Rent (Higher of Minimum Parking Revenue Compensation Compensation Lease Year (with 2%Growth) Rent or 5%of EGI) (with 1%Growth) (w/Minimum Rent) (w/Percentage Rent) 1 $ 2,500,000 $ 2,500,000 $ 771,803 $ 3,271,803 $ 3,271,803 2 $ 650,000 $ 650,000 $ 779,521 $ 1,429,521 $ 1,429,521 3 $ 725.000 $ 725,000 $ 787,316 $ 1,512,316 $ 1,512,316 4 $ 725,000 $ 725,000 $ 795,189 $ 1,520,189 $ 1,520,189 5 $ 750,000 $ 750,000 $ 803,141 $ 1,553,141 $ 1,553,141 6 $ 1,250,000 $ 1,250,000 $ 811,173 $ 2,061,173 $ 2,061,173 7 $ 1,265,000 $ 1,265,000 $ 819,284 $ 2,084,284 $ 2,084,284 8 $ 780,300 $ 980,075 $ 827,477 $ 1,607,777 $ 1,807,552 9 $ 795,906 $ 1,009,477 $ 835,752 $ 1,631,658 $ 1,845,229 10 $ 811,824 $ 1,039,761 $ 844,110 $ 1,655,934 $ 1,883,871 11 $ 828,061 $ 1,070,954 $ 852,551 $ 1,680,611 $ 1,923,505 12 $ 844,622 $ 1,103,083 $ 861,076 $ 1,705,698 $ 1,964,159 13 $ 861,514 $ 1,136,175 $ 869,687 $ 1,731,201 $ 2,005,862 14 $ 878,745 $ 1,170,261 $ 878,384 $ 1,757,128 $ 2,048,644 15 $ 896,319 $ 1,205,368 $ 887,168 $ 1,783,487 $ 2,092,536 16 $ 914,246 $ 1,241,530 $ 896,039 $ 1,810,285 $ 2,137,569 17 $ 932,531 $ 1,278,775 $ 905,000 $ 1,837,530 $ 2,183,775 18 $ 951,181 $ 1,317,139 $ 914,050 $ 1,865,231 $ 2,231,188 19 $ 970,205 $ 1,356,653 $ 923,190 $ 1,893,395 $ 2,279,843 20 $ 989,609 $ 1,397,352 $ 932,422 $ 1,922,031 $ 2,329,774 21 $ 1,009,401 $ 1,439,273 $ 941,746 $ 1,951,148 $ 2,381,019 22 $ 1,029,589 $ 1,482,451 $ 951,164 $ 1,980,753 $ 2,433,615 23 $ 1,050,181 $ 1,526,925 $ 960,675 $ 2,010,856 $ 2,487,600 24 $ 1,071,185 $ 1,572,732 $ 970,282 $ 2,041,467 $ 2,543,015 25 $ 1,092,608 $ 1,619,914 $ 979,985 $ 2,072,593 $ 2,599,899 26 $ 1,114,461 $ 1,668,512 $ 989,785 $ 2,104,245 $ 2,658,297 27 $ 1,136,750 $ 1,718,567 $ 999,683 $ 2,136,432 $ 2,718,250 28 $ 1,159,485 $ 1,770,124 $ 1,009,679 $ 2,169,164 $ 2,779,804 29 $ 1,182,674 $ 1,823,228 $ 1,019,776 $ 2,202,451 $ 2,843,004 30 $ 1,206,328 $ 1,877,925 $ 1,029,974 $ 2,236,302 $ 2,907,899 31 $ 1,230,454 $ 1,934,263 $ 1,040,274 $ 2,270,728 $ 2,974,536 32 $ 1,255,064 $ 1,992,290 $ 1,050,677 $ 2,305,740 $ 3,042,967 33 $ 1,280,165 $ 2,052,059 $ 1,061,183 $ 2,341,348 $ 3.113,242 34 $ 1,305,768 $ 2,113,621 $ 1,071,795 $ 2,377,563 $ 3,185,416 35 $ 1,331,884 $ 2,177,030 $ 1,082,513 $ 2,414,397 $ 3,259,543 36 $ 1,358,521 $ 2,242,340 $ 1,093,338 $ 2,451,859 $ 3,335,679 37 $ 1,385,692 $ 2,309,611 $ 1,104,272 $ 2,489,963 $ 3,413,882 38 $ 1,413,405 $ 2,378,899 $ 1,115,314 $ 2,528,720 $ 3,494,213 39 $ 1,441,674 $ 2,450,266 $ 1,126,467 $ 2,568,141 $ 3,576,733 40 $ 1,470,507 $ 2,523,774 $ 1,137,732 $ 2,608,239 $ 3,661.506 41 $ 1,499.917 $ 2,599,487 $ 1,149,109 $ 2,649,027 $ 3,748,597 42 $ 1,529,916 $ 2,677,472 $ 1,160,601 $ 2,690,516 $ 3,838,072 43 $ 1,560,514 $ 2,757,796 $ 1,172,207 $ 2,732,720 $ 3,930,002 44 $ 1,591,724 $ 2,840,530 $ 1,183,929 $ 2,775,653 $ 4,024,458 45 $ 1,623,559 $ 2,925,746 $ 1,195,768 $ 2,819,326 $ 4,121,514 46 $ 1,656,030 $ 3,013,518 $ 1,207,726 $ 2,863,755 $ 4,221,244 47 $ 1,689,150 $ 3,103,924 $ 1,219,803 $ 2,908,953 $ 4,323,726 48 $ 1,722,933 $ 3,197,041 $ 1,232,001 $ 2,954,934 $ 4,429,042 49 $ 1,757,392 $ 3,292,953 $ 1,244,321 $ 3,001,713 $ 4,537,273 50 $ 1,792,540 $ 3,391,741 $ 1,256,764 $ 3,049,304 $ 4,648,505 51 $ 1,828,391 $ 3,493,493 $ 1,269,332 $ 3,097,722 $ 4,762,825 52 $ 1,864,958 $ 3,598,298 $ 1,282,025 $ 3,146,983 $ 4,880.323 Page 791 of 1502 53 $ 1,902,258 $ 3,706,247 $ 1,294,845 $ 3,197,103 $ 5,001,092 54 $ 1,940,303 $ 3,817,434 $ 1,307,794 $ 3,248,097 $ 5,125,228 55 $ 1,979,109 $ 3,931,958 $ 1,320,872 $ 3,299,981 $ 5,252,829 56 $ 2,018,691 $ 4,049,916 $ 1,334,080 $ 3,352,771 $ 5,383,997 57 $ 2,059,065 $ 4,171,414 $ 1,347,421 $ 3,406,486 $ 5,518,835 58 $ 2,100,246 $ 4.296,556 $ 1,360,895 $ 3,461,142 $ 5,657,452 59 $ 2,142,251 $ 4,425,453 $ 1,374,504 $ 3,516,755 $ 5,799,957 60 $ 2,185,096 $ 4,558,216 $ 1,388,249 $ 3,573,345 $ 5,946,466 61 $ 2,228,798 $ 4,694,963 $ 1,402,132 $ 3,630,930 $ 6,097,095 62 $ 2,273,374 $ 4,835,812 $ 1,416,153 $ 3,689,527 $ 6,251,965 63 $ 2,318,841 $ 4,980,886 $ 1,430,315 $ 3,749,156 $ 6,411,201 64 $ 2,365,218 $ 5,130,313 $ 1,444,618 $ 3,809,836 $ 6,574,931 65 $ 2,412,523 $ 5,284,222 $ 1,459,064 $ 3,871,587 $ 6,743,286 66 $ 2,460,773 $ 5,442,749 $ 1,473,655 $ 3,934,428 $ 6,916,403 67 $ 2,509,989 $ 5,606,031 $ 1,488,391 $ 3,998,380 $ 7,094,422 68 $ 2,560,188 $ 5,774,212 $ 1,503,275 $ 4,063,463 $ 7,277,487 69 $ 2,611,392 $ 5,947,439 $ 1,518,308 $ 4,129,700 $ 7,465,746 70 $ 2,663,620 $ 6,125,862 $ 1,533,491 $ 4,197,111 $ 7,659,353 71 $ 2,716,892 $ 6,309,638 $ 1,548,826 $ 4,265,718 $ 7,858,463 72 $ 2,771,230 $ 6,498,927 $ 1,564,314 $ 4,335,544 $ 8,063,241 73 $ 2,826,655 $ 6,693,894 $ 1,579,957 $ 4,406,612 $ 8,273,852 74 $ 2,883,188 $ 6,894,711 $ 1,595,757 $ 4,478,945 $ 8,490,468 75 $ 2,940,852 $ 7,101,553 $ 1,611,714 $ 4,552,566 $ 8,713,267 76 $ 2,999,669 $ 7,314,599 $ 1,627,832 $ 4,627,500 $ 8,942,431 77 $ 3,059,662 $ 7,534,037 $ 1,644,110 $ 4,703,772 $ 9,178,147 78 $ 3,120,855 $ 7,760,058 $ 1,660,551 $ 4,781,406 $ 9,420,609 79 $ 3,183,272 $ 7,992,860 $ 1,677,157 $ 4,860,429 $ 9,670,017 80 $ 3,246,938 $ 8,232,646 $ 1,693,928 $ 4,940,866 $ 9,926,574 81 $ 3,311,877 $ 8,479,625 $ 1,710,867 $ 5,022,744 $ 10,190,493 82 $ 3,378,114 $ 8,734,014 $ 1,727,976 $ 5,106,090 $ 10,461,990 83 $ 3,445,676 $ 8,996,034 $ 1,745,256 $ 5,190,932 $ 10,741,290 84 $ 3,514,590 $ 9,265,915 $ 1,762,708 $ 5,277,298 $ 11,028,624 85 $ 3,584,882 $ 9,543,893 $ 1,780,335 $ 5,365,217 $ 11,324,228 86 $ 3,656,579 $ 9,830,210 $ 1,798,139 $ 5,454,718 $ 11,628,349 87 $ 3,729,711 $ 10,125,116 $ 1,816,120 $ 5,545,831 $ 11,941,236 88 $ 3,804,305 $ 10,428,869 $ 1,834,281 $ 5,638,587 $ 12,263,151 89 $ 3,880,391 $ 10,741,736 $ 1,852,624 $ 5,733,015 $ 12,594,360 90 $ 3,957,999 $ 11,063,988 $ 1,871,150 $ 5,829,150 $ 12,935,138 91 $ 4,037,159 $ 11,395,907 $ 1,889,862 $ 5,927,021 $ 13,285,769 92 $ 4,117,902 $ 11,737,784 $ 1,908,761 $ 6,026,663 $ 13,646,545 93 $ 4,200,260 $ 12,089,918 $ 1,927,848 $ 6,128,108 $ 14,017,766 94 $ 4,284,266 $ 12,452,616 $ 1,947,127 $ 6,231,392 $ 14,399,742 95 $ 4,369,951 $ 12,826,194 $ 1,966,598 $ 6,336,549 $ 14,792,792 96 $ 4,457,350 $ 13,210,980 $ 1,986,264 $ 6,443,614 $ 15,197,244 97 $ 4,546,497 $ 13,607,309 $ 2,006,127 $ 6,552,623 $ 15,613,436 98 $ 4,637,427 $ 14,015,529 $ 2,026,188 $ 6,663,615 $ 16,041,716 99 $ 4,730,175 $ 14,435,994 $ 2,046,450 $ 6,776,625 $ 16,482,444 Total $ 210.088,941 $ 470,831,644 $ 129,511,121 $ 339,600,062 $ 600,342,766 Page 792 of 1502 t B c v ; ! , L 1 City of Miami Beach, 1700 Convention Center Drive,Miami Beach, Honda 33139,www.miamibeachfl.gov PLANNING DEPARTMENT MEMORANDUM TO: Alina T. Hudak, City Manager FROM: Thomas R. Mooney, AICP Planning Director DATE: June 15, 2022 SUBJECT: Planning Analysis of Proposed Lease of City-Owned Parking Lot 25 (1680 Lenox Avenue) and Lot 26 (1080 Lincoln Lane North). BACKGROUND Section 82-38 of the Code of the City of Miami Beach requires that any proposed sale or lease of City-owned land be analyzed from a planning perspective so that the City Commission and the public are fully apprised of all conditions relating to the proposed sale or lease. The proposed lease applies to two City-owned parking lots. These are Lot 25, located at 1680 Lenox Avenue and Lot 26 located at 1080 Lincoln Lane North. The proposal is for a 99-year maximum lease term, with a 51-year initial term and two (2) 24-year renewals that includes both lots. Lot 25 consists of an 86-space public parking lot and Lot 26 consists of a 106-space public parking lot. Both parcels are zoned GU Government Use District. Lot 25 is located on the north portion of the block bounded by Lenox Avenue on the east, Lincoln Lane North on the south, Lenox Court on the west, and 17th Street on the north. Lot 26 is located on the southern half of the block bounded by Michigan Avenue on the east, Lincoln Lane North on the South, Lenox Avenue on the west and 17th Street on the north. The proposed lease is for the development of two office buildings with a total of approximately 188,299 SF of floor area, which includes approximately 188,299 SF of Class A office and 24,884 SF of retail. The building on Lot P25 would be 6 stories and the building on Lot P26 would be 8 stories. The proposal requires voter approval. The following is an analysis based on the criteria delineated in the Code: ANALYSIS 1. Whether or not the proposed use is in keeping with city goals and objectives and conforms to the city comprehensive plan. Consistent—The sites are designated Public Facility: Governmental Use (PF). The proposed uses are consistent with the Comprehensive Plan. The proposed use is in keeping with the city goals and objectives to develop class A office space in an effort to transform the economy of the City from one that is overly dependent on tourism. Page 793 of 1502 Planning Analysis of Proposed Lease of City-Owned Parking Lot 25(1680 Lenox Avenue) and Lot 26 (1080 Lincoln Lane North). June 15, 2022 Page 2 of 3 2. The impact on adjacent property, including the potential positive or negative impacts such as diminution of open space, increased traffic, noise level or enhanced property values, improved development patterns and provision of necessary services. Based on the proposed use of the property, the city shall determine the potential impact of the project on city utilities and other infrastructure needs and the magnitude of costs associated with needed infrastructure improvements. Should it become apparent that further evaluation of traffic impact is needed, the proponent shall be responsible for obtaining a traffic impact analysis from a reputable traffic engineer. Consistent—The developer has provided an analysis that indicates that the proposed developments will have a traffic impact. However, the developer will be responsible for the payment of Mobility Fees that can be used to improve the transportation network in order to mitigate impacts. If the projects were developed today, they would be subject to approximately $765,180.88 in Mobility Fees pursuant to the expected program. Additional study regarding the transportation impact will take place as part of the design review process. Significant noise impacts are not expected from the proposed uses. The sites currently consist of fully paved public parking lot and not used as green or open space. As such there will be no diminution of open space. Additionally, the projects would have to undergo a recreation and open space review and mitigate impacts pursuant to the level of service adopted in the City's Comprehensive Plan. The current use of the sites has an exceedingly negative impact on the aesthetics of the community. With the development of the site, the design review process would ensure that the new development would improve the development patterns of the community and enhance property values. 3. A determination as to whether or not the proposed use is in keeping with a public purpose and community needs, such as expanding the city's revenue base, creating jobs, creating a significant revenue stream, and improving the community's overall quality of life. Consistent - This proposal is in keeping with a public purpose by creating Class A office space which will bring workers and clients to area businesses. It will also help to transform the City's economy. Additionally, the proposed lease agreements will provide revenue to the City in the form of rent payments and property taxes. Additionally, the project will continue to provide for the public parking that exists on the site today. 4. A determination as to whether or not the development is in keeping with the surrounding neighborhood,will block views or create environmental intrusions, and evaluation of the design and aesthetic considerations of the project. Consistent - The surrounding neighborhood will not be negatively affected, and the We are committed to providing excellent public service and safety to all who live, work, and play in our vibrant, tropical, historic community. Page 794 of 1502 Planning Analysis of Proposed Lease of City-Owned Parking Lot 25(1680 Lenox Avenue) and Lot 26 (1080 Lincoln Lane North). June 15, 2022 Page 3 of 3 development will not block views or create environmental intrusions. There are no residential buildings in the vicinity that provide for views of significant features. The properties to the south consist primarily of low and medium scale commercial buildings. However, design and aesthetic considerations will be considered as part of the design review process for any new development. 5. The impact on adjacent properties, whether or not there is adequate parking, street and infrastructure needs. Consistent — Any new development on the sites will have to comply with all requirements of the Land Development Regulations, including parking requirements and concurrency requirements which that ensures that levels of service for infrastructure are met. A recent code amendment will allow for the existing public parking spaces to be provided within the development. 6. Such other issues as the city manager or his authorized designee, who shall be the city's planning director, may deem appropriate in analysis of the proposed disposition. Not applicable - The Planning Department has no other issues it deems appropriate to analyze for this proposal. CONCLUSION The proposed lease agreement is consistent with the Goals, Objectives, and Policies based on the proposals for the property, subject to the approval of the amendment authorizing market rate residential. The lease amendment will generate no negative impacts for the surrounding area. We are committed to providing excellent public service and safety to oil who live, work, and play in our vibrant, tropical,historic community. Page 795 of 1502 P25 / P26 Conceptual Architectural Renderings brandon haw architecture/WEST 8/City of MiamiFpe�e tiQaasafice&Mixed Use RFP/Conceptual Plans 08 July 2022/Rev.02/page 1 Conceptual Rendering ~t1 t II r + r ••+CAN•' � � 4 � ` •t ,A • 11 ey,... .T' .. f •ltvw N: • i1'Y tIr *�"....•• "—. Mrs r • 100111 ,C yr ` �` q.t �".n.— „�` . r u� ` , .... �i"'!lilt ' •� 1. 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A- , �'. t t •7v i brandon haw architecture/WEST B/City of MiamiUe9aecgCac5sAafice&Mixed Use RFP/Conceptual Plans P25 / P26 Conceptual Architectural Plans brandon haw architecture/WEST 8/City of Miamipve aa ostsfice&Mixed Use RFP/Conceptual Plans 08 July 2022/Rev.02/page 9 P25 Conceptual Floor Plans: Levels 01-03 r•r ±4aa4 s,a ,w r,a.v 42ra r•r th,at ,r r as v.v A-v x•r ^.r w.r r•r - b .. -1 r.rY__-� �. i --1 -1 J_--JL� a -v r r s v ,v r`_•v^v. r.r a a s ^.a .r r •i — •---- -\ N 4__ _ —_ i _- -• - -- ., --- - M_I_M_-I-JYL 1 ' i I IT-r 1 I . 1 11 - \ _ ra 1 r1_IT7_, Moll I�. y--y I b F41411..'. 1 I b - r-- I b I— mg _J I '�_ k I I k i— - _ I r , "-Ik __ ----1 ,— I... -I — — . .I 6 1 CrrP I b 1 b --I � b I- O%WFO --p I k ; I k r— —, r- --1 k r-- IIIIIIIIII II 11 „�T „la b b 6 ��. b '-, "BETWEEN b b I- b k s4-. 1 a k -� W 1 b k r--- `, y _-i oo°ON.,EI k F__ 1 IIIIIIIIIIIII 1 I 1 I : 1 e^� j§ nnmTdunnnn - .�"�+ -I - b b il: b F� 'ili r— b r-- %.li —y k Ir _1ib. .i 1 _ 1_ o I .I k >..: Park'Car. _ , •1'` � -I k -I �- AJ �z -� T I b J , I b C.Park b I • k I411/171 1 k J I k f J k e.PAY I b 1 FPI Y.uY ��' M. �• -I b al CI .+ -I - J b r [{,'�1) d�7 la��:� 1 z :Lim e�1 I x -- I _ x -_i_�u 'b I I It 1 I It 1 I ,b 1 1 ''' L-----u_------ --J- " L-----------------J 'k L - - - - 1 L--------- J LEVEL 01 GROUND FLOOR LEVEL 1.5 Parking LEVEL 02 Parking LEVEL 03 Parking brandon haw architecture/WEST 8/City of Miamicl office&Mixed Use RFP/Conceptual Plans 08 July 2022/Rev.02/page 10 P25 Conceptual Floor Plans: Levels 04-Roof Iw.v tw.P b Iw•s b MP I, J •N.f �Y.P i N•f__...y :' Dr !•f N•f h N.f i.O wf ¢ N•f I• I I I • A Twwlw „ r, { I b I I b `�\ // II I b 1� 1 6 1 1 I Then. Terms i' I l 1 k i k 1 k J b • 1, ♦ .. b �I b I b I. Pr I k I r, 11 b k r ... ? k I 11 I t — •I 1 LL b rw b I Tw1r. k _ . , k 1 „ I 1 k II • • :•1 ---t ,, . - • I • t l' b ' Ili . Ibk OM•b/w. 1 I� 1IIIN• I k I t k t , 1 C'I"r'1�l i" w�If_R Q�_i�T.... ���_R �C_C7�I k• 1� 1 l �yb' t 1 ib 1 1 ,1? 1 I 'k L J ail L -- — I �� — — — — J 'F L — -- J LEVEL 04 Office LEVEL 05 Office LEVEL 06 Office ROOF brandon haw architecture/WEST 8/City of Miamira9e BOS osfs tOffice 8 Mixed Use RFP/Conceptual Plans 08 Juy 2022/Rev 02/page 11 P25 Conceptual Architectural Section 11, ''-''11/2 27,0" (--i) 2T-0" 0 0 0 _ 2T-tr 0 27'-0- 0 e e o I I I I 1 -- - II 1 1 1 I 1 1 1 ,I rn 1 1 1 4_ `,.,' : `,..' K I i i i LI I l 1 1 1 . :T ,, t I - - - ____ - -I - 1--- -Ficm3-440 1 1 I 1 , OFFICE ---*°.,ijL ,,! 3 d n .., , TERRA. BRIDGE TMLRACE 1 - - - - - -_-___<—__ - .0 IK. lo ' - ZZ: 71 fl name co in-11411 . .. :!'' L 4WD•-EV-11.-- -,4- 4 aim ' loGVII)•31.1. IT'''- - !I 1 i-. PARSING ..':! PARKING :23 — 0.010. --— F --ROW•els Er , i --- T {in! ES WOW] 1 223 11 PARSING b4 d . i I 41 I PARSING I -f--.----- I :. 'II PARSING boa 1,2. , •Nua:64—if. - - 11 t Z:3 r I:.3 PARKING OFFICE LOBBY 1:1:!•11 r 4 I RETAIL ISETORD — INTA7Prile , ) ..bc-try. elitIMP cr , 1 1 Building Section: North/South brandon haw architecture/WEST 8/City of Miamilpeagiaacwsitafice&Mixed Use RFP/Conceptual Plans 08 July 2022/Rev 02/page 12 P25 Conceptual Project Areas and Parking Building Areas OFFICE USE PARKING CALCULATION Program/Use Area FAR REDD PARKING BY CODE(OFFICE)ONE SPACE PER 400 SF MEP/130H/Grculation 12,920 SF TOTAL SF AREA'OFFICE USE' (FLRS 4-6) 42,336 Office 44,940 SF - Retail 12,265 SF PKG FACTOR 400 TOTAL 70,125 SF TOTAL REQ'D PKG 107 Non-FAR QTY.CAR PKG SPACES IN PROJECT 193 Car Park 75,075 SF SUBTRACT CITY REPLACEMENT PKG SPACES 86 City Replacement Pkg(Public) 13,356 SF PKG SPACES AVAIL.FOR OFFICE USE: 107 MEP Deductible 5,848 SF Terrace 27,603 SF QTY.PKG"OVER/UNDERPARKED" 0 121,882 SF Gross Construction Area 192,007 SF SUMMARY PARKING PROVIDED IN PROJECT QTY.STANDARD PKG SPACES(incl.6 ADA) 107 Percentage of Office Area to Building Floor Area=64% QTY.CARPOOL PKG SPACES 0 (44,940 SF Office Area/70.125 SF Building Floor Area--0640) QTY.CITY REPLACEMENT PKG 86 QTY.TOTAL CAR PARKING 193 ALTERNATIVE PARKING PROVIDED IN PROJECT QTY.SECURE BICYCLE PARKING 92 QTY.MOTORCYCLE/SCOOTER PARKING 76 QTY.BICYCLE ROOM SHOWERS 4 brandon haw architecture/WEST 8/City of Miami�eeaacgaaas%Jfice 8 Mixed Use RFP/Conceptual Plans 08 July 2022/Rev 02/page 13 P26 Conceptual Floor Plans: Levels 01-04 :11 tri ��" , .P\\ /T r o'‘ �.48a.9• r•ri, 46•-T 70' 7.. IT-T i S 34•-6' -a]4•-8•r-6' IT.9�.. Try p 46'.per 1•.0 ,i, .k\. �_ i' - - - - a` - I ICI T7I I� fill IIIIIIIIIIIIIIIIII - --------------=_ r 9 t Y 11-T1. _( I �, I I-I I l-T - m. .-E .e�o. nc s FPL Vault Bike Room I i oo r voa 111 _ �I s�„ c �a 7 Car Park _J 1111111fI11UIIIIIAIII -- - - -- L coon if, A .-_ ..� b .:14111116 ° b Hi mil-117 Retell i Retai i, r�@/r L —..i cr K!i Z- z w w w J,./: „ v w w — A}.` l 1".':( ?` , — —7 I, __� a _ — 1 ER.' E d {s i.11 1 -_ _. _ , 11 y c. .' t s-J 'A i � 1 \ L - - - - - --- - -._.-� � 1 L - - .___ -- •-- - 125'.6' —} aP-r 126' 6' 25 f 66'-r 126'-8' LEVEL 01 GROUND FLOOR LiiooPiN LEVEL 02 PARKING nr.r 320'-Cr ..._ __---_-... - _-.-._.. .._ ..- } __ _ ... .... ._ jj --..._. _ --._.... -__- 1•-r 4'•r 9r-0' 4T-6' 1 r 94•-r 34'-6'1.6' 4'.r 30'-0' 4'-r yt•-a• 1'-r-J 46'-r 30. 0' 4-..ti 1 -6'34'-6' k 34'-6'1'-r 4T-a' 30' r y 45 0' - 1'-r — a — .�—. i } a, _ ...._ - — 11 r TITTTTIT ri _ a. _ , --- -]711 : 1 I I C I I 1 T f T 111 I Pi: �_ a..�t- 3 111„� Car Park J L_ m�,-=� < 'A Car Park I? — ' ' „ ' r� _ III - r, - bb -� II II % l ' i! —_ A� -1 • al I— I (—— — awl F �,w r ! =y --I AR r _ e '��n 1 — — —� t �I=_ _ _ r it, 1 _ _ —1' — _ i -0.-i-4, L 4 — -� — — -- — —4�.r— — T— — — —,2s.-e• -- -- IL _ _ __. 7 -6„-- scr;-0 126•.B 'A ' thICLEV L 03 PARKING LEVEL 04 PARKING brandon haw architecture/WEST 8/City of Miamikga g&ao s%yfice&Mixed Use RFP/Conceptual Plans 08 July 2022/Rev.02/page 14 P26 Conceptual Floor Plans: Levels 05-08 • 320`-r 320'-0' 1'•r 46•0' 30-0 47'•r 1 r 34-r. . N r 1 r 47'-S 30 0' 45'•0' 1'-r 1'•r 45'-r 30-0' 4T-r 1'-r 34' e 34'-r 1'-r 47'-13' 30'-0' 4e'-0' 1'-r a� b♦ Terrace Terrace Terrace �__ � Terrace �:— I. Terrace• Terrace •1 b L i�►�� I 41 III b eR I�14 r i�1�■-7 . • Terraal e a .. Terrace 1 lsC -J�---�' \ — . sl I} Ji 1 JI tg Terrace Terrace Terrace Terrace L ---- - -- - - ------- -- --- --J _ . - - ----- --- - - -- --J - 1T5'-r M'-7 125.-r I 125'-r M'-0" 125'-r { 1 —' -; — k { -- — } 1- 1 LEVEL 05 OFFICE LEVEL 06 OFFICE • 1 r 45.0'- �. 30'•P-L 4T-r 1 r_3r-,r bl'_r1 _4T_r 30 P ,.-.._-45'-0' • 1'•r 1'-r 45'-0' --30' 0' - 47 r ��34-r -...-34 r1 .... -_—._ - I 1 n0-0' 320'-0' jj J. - J. .. Y - _ j _—� — _..— }. 4T B__. 30' 0--}..- 45 0' 1'-r TTT .-__ "'lll TTT a b. ----•-- ---- -- - --r—.---- - - - - 1 b - - - ----- -- b, a' ` // --Terrace Terrace �. Terrace Tenace Terrace . b I. ��■,I:► 1 11I1:■�a b b im■;I.,.' 4. b�1■a .I I 1" I I Mc*or :--Teens.-- I • I Restaurant • I •I �• 1 �I I� 04 I� I `� ` '=� J Terrace _ Terrace -T' — �_ / Terrace Terrace Terrace Terrace J bTerrace] _ T' _ _ r 6 — — 12574. a 77ce I --1T5' 6 125'-6' 69'•0' LEVEL 07 OFFICE LEVEL 08 OFFICE brandon haw architecture/WEST 8/City of MiamiAeg BiJ osT502 ke&Mixed Use RFP/Conceptual Plans 08 July 2022/Rev.02/page 15 P26 Conceptual Floor Plans: Roof I r-r 45'-0 30'-0 4r-r 1.- '4T-r 30'-0' 45•-0' �jr-r I 1 ! 1 II : T I1 7-- 1 11 b b 1 MI @ i2 CIA I_1 - 1 ttI e El 0I r-1CJ ,i 11 1 ���II!I....a Jill :,,,T '1 b - - L -- -I2V711= '7 ....177.---d ----ri 129-,17'.---- , ROOF brandon haw architecture/WEST 8/City of MiamiFt9ae C ositafice 8 Mixed Use RFP/Conceptual Plans 08 July 2022/Rev 02/page 16 P26 Conceptual Architectural Section , L:6...e,7,;:-. im- i,' 7'e• 4W-0' 7av TII Q'!' 36'4 36d 4Td WO' IS'-O' Td_ I I I I -- I I —.— I ._ I I --�-- I II -t==== �= I I F-d=== d==9 I F= ___ IIli IT I I I II ��,,,, -� II ri r nn--- OFFICS I III. n"iea 423 if I k —i21 F:Illi Lin_ ici I r' -F *WE IIIftell IIf aria 'rilln -; k:i 1 I MACE , f I 0_111 nn itT_IET , MT= Or AMIE ' �d asw� , I� I Os ICE USE) w.urE I PARSING I I oarFiceu � ',A OFFICE USE) ^°3 i -.--— : "� 3. —I __g,3___ t _ 7_ -_._._I_ �— .__._._I MIMING � ++ pue�a :7 , . 44,r41 '"°�° I V L 1 l 1 v.a.Ix. 3T.S--� Itt' _ ._-- -'-- - -f r�7-i- _. .---- ----1----- Ivo.�.o— - —-—._..------ - - aM..w .__. - - - I'93 I ':93 ..... l'1 1'1 J I 1 1 riven.la's# it 66- I I I w..o.,.�. 3 I. i ei 93 - I I I I I I I I I Building Section: East/West brandon haw architecture/WEST 8/City of Miamirteacg f a jcafice 8 Mixed Use RFP/Conceptual Plans 08 July 2022/Rev 02/page 17 P26 Conceptual Project Areas and Parking Building Areas OFFICE USE PARKING CALCULATION - ProgramlUse 1_ —Area FAR REOD PARKING BY CODE(OFFICE)ONE SPACE PER 400 SF MEP/BOH/Circulation 21,226SF _ TOTAL SF AREA'OFFICE USE'(FLRS 5-8) 87,630 Office 91,393 SF PKG FACTOR 400 Retail 11,929 SF - __124,548 SF TOTAL REO'D PKG 219 Non-FAR QTY.CAR PKG SPACES IN PROJECT 325 Car Park 90,134 SF SUBTRACT CITY REPLACEMENT PKG SPACES 106 City Replacement Pkg(Public) 16,303 SF PKG SPACES AVAIL.FOR OFFICE USE: 219 MEP Deductible — 5,004 SF —, QTY.PKG'OVER/UNDERPARKED' 0 Terrace 12,393 SF 123,834 SF Gross Construction Area 248,382 SF SUMMARY PARKING PROVIDED IN PROJECT QTY.STANDARD PKG SPACES(incl.B ADA) 77 QTY.STACKER PKG SPACES(71 X 2) 142 Percentage of Office Area to Building Floor Area= 73% QTY.CARPOOL PKG SPACES 0 (91,393 SF Office Area/124,548 SF Building Floor Area 0.734) QTY.CITY REPLACEMENT PKG 106 QTY.TOTAL CAR PARKING 325 ALTERNATIVE PARKING PROVIDED IN PROJECT QTY.SECURE BICYCLE PARKING 79 QTY.MOTORCYCLE/SCOOTER PARKING 39 QTY BICYCLE ROOM SHOWERS 4 brandon haw architecture/WEST 8/City of Miamik9e B,osisafice&Mixed Use REP/Conceptual Plans 08 July 2022/Rev.02/page 18 I 00.11 f JOOL V _ VI .W SURFACE LOTS P25 it P26 Integra Starwood Capital The Qomras Company • PQS: 1680 I enox Avenue (Across Vard I louse) • P9G: 1080 Lincoln I ane Worth (hlike,Apple) • Combined Lot size-approximately 85,000 sf • As-is fee simple appraised value:1r59.6144 • 99-year lease:51 yr initial,r lwo(9)24 yr renewals • Will be governed by two(2)ground leases. I (one) for each parcel,but one Development Agreement 41C- ) • 6 stories on P25 and 8 stories on P26 • Height:100 ft Pr opowsc. i>roteot • Uses:Glass A Office_Ground Floor Retail, Replacement Parking,and Private Parking for Office o Parking garage with full replacement of 192 existing public parking spaces o Public parking on lower floors o Alo loss of parking onsite during construction O 115,851 sf Glass A office space O 24.612 sf ground floor retail to activate street fronts o Public landscaped space O 1.000 sq.ft.REAIT FREE space for cultural not for profit o Construction Timeline: • 100 1325-G3 months • 100 1326 82 months • Parking TOO 54 months /'y • Rent =The greater of guaranteed base rent or 5%of © I ffeetive Gross Income(FOI) • Minimum Guaranteed Rent to the City:4t210M 1-inancia. • Potential with Percentage Rent(E0I):04170M Benet-04 • Gity will not provide any funding or financing for project • City retains 100%net revenues for public parking • Annual Rent Growth:2%or GPI (w,OPI cap at 3%) • Rent Reset:Veers SI and 175(base year escalated by higher of 2%or OP! uncapped) • Transaction Rent upon transfer sale by Lessee • Lump Sum Payments:S3.5M (I) At Referendum - S2.51.1: (1) At P2S TOO-it500 000:and (S)At P26 100-5500,000 • Annual Construction Rent: Vear 2: c650000 Veer 3-4: h1725 000 year 5-6: lt1750 000 • Base Rent:51750,000 annually • Approx.4t500k-4t60Ok in annual ad valorem taxes Page 814 a 1502 Lincoln Lane-Timeline of Public Meetings and Information Date Meeting Subject Matter/Action Taken Request for Letters of Interest 2021-029-KB(the "RFLI") Requested preparation of RFLI during discussion of office 1. 12/11/2019 City Commission* development to attract targeted industries 10/09/2020 City issues RFLI Deadline for receipt of letters of interest: February 11, 2021 (extended three times upon request of industry stakeholders) LTC 359-2020: RFLI 2021 029- Informed City Commission of issuance of RFLI and attached 2. 10/13/2020 KB for Class A Office industry reports of increased demand for Class A office space Development LTC 063-2021: Update - RFLI RFLI results (18 letters of interest) and Administration's strategic 3. 02/12/2021 2021-029-KB Class A Office marketing / digital advertising campaign targeting out-of-state Development business industry($8,000 budget) 4. 02/19/2021 Finance& Economic Recommended (4-0)that Administration begin to prepare an RFP Resiliency Committee and the City Commission authorize the RFP 5. 02/24/2021 City Commission* Discussed RFLI results and 17th Street Garage in RFP scope Request for Proposals 2021-173-KB(the"RFP") 6. 03/17/2021 City Commission* Reso. 2021-31617 authorized preparation of an RFP 7. 04/08/2021 Public Meeting: "Class A Office Interactive webinar to promote RFP and solicit industry input,with Development" 85 (non-City staff/consultant) participants 8. 04/19/2021 LTC 165-2021: Class A Office Provided background and analyzed office market conditions, and Market Conditions attached office market industry reports 9. 05/21/2021 Finance & Economic Expressed support for upcoming RFP issuance during discussion Resiliency Committee of measures to attract business 10. 06/23/2021 City Commission* Approved (7-0) issuance of RFP 2021-173-KB 06/25/2021 City issues RFP Deadline for receipt of proposals: Jan. 12, 2022 (extended three times from August 24, 2021 upon request of potential proposers) 11. 07/14/2021 Pre Proposal Meeting Publicly noticed conference to respond to proper questions, with 35 (non-City staff/consultant) participants LTC 515-2021: Evaluation Update on Evaluation Committee selection, including 12. 12/06/2021 Committee Relative to RFP representation from Lincoln Road BID Board of Directors and 1 2021-173-KB Palm View Neighborhood Association 02/01/2022 { Evaluation Committee Evaluation Committee convenes publicly to score proposals 13. 02/23/2022 City Commission* Reso. 2022-32054 accepted City Manager's recommendation and authorized negotiations with Parties 14. 02/25/2022 Finance& Economic Discussed resident participation in RFP via referendum Resiliency Committee* Lease Negotiations pursuant to RFP 15. 03/30/2022 Finance& Economic Reviewed project information and provided direction Resiliency Committee* 16. 04/08/2022 Land Use& Approved (2-1) Land Use Amendments Sustainability Committee* 17. 04/19/2022 Finance& Economic Reviewed Term Sheets and provided direction Resiliency Committee* 18. 04/26/2022 Planning Board* Approved (7-0) Land Use Amendments 19. 04/29/2022 Finance& Economic Approved Term Sheets and recommended preparation of Ground Resiliency Committee* Leases 20. 05/04/2022 City Commission* Resos. 2022-32163 and 2022-32164 approved Term Sheets; I authorized preparation of DAs and Ground Leases 21. 05/24/2022 Planning Board* I Approved (5-1)the proposed land uses in both DAs 22. 06/22/2022 City Commission* Approved (5-1) DAs, Ground Leases on First Reading and approved Land Use Amendments on Second Reading Publicly Noticed Meetings: 18 Letters to Commission: 4 Page 815 of 1502 2111E I NEIGHBORS I { SUNDAY HOLY 3 7022 1 CITY OF MIAMI BEACH NOTICE OF PUBLIC HEARING AND INTENT TO CONSIDER A DEVELOPMENT AGREEMENT JULY 20, 2022 CITY COMMISSION MEETING On July 20,2022,the City of Miami Beach will host a Hybrid Commission Meeting.During era Hybrid Commission Meeting,the City Commission will be physically present in Ilse Commission Chamber,Miami Beach City Hall.1700 Convention Center Drive.3rd Floor,Miami Beach,FL 33139.The public is encouraged to attend the meeting virtually(as provided below;.However,members of the public who wish to attend the meeting or provide public comment in person may appear al the Commission Chamber. To participate or provide comment virtually during the Hybrid Commission Meeting.the public may loin the webinar at lhlos;/lmiamibeachlMgvsoom-ush/81392857671 or ma telephone at 1.301 715.8592(U.S.) or 888.475.4499(Toll-Free).Webna ID:81392857671 v.Members of the public wanting to speak virtually on an Item during the meeting roust click the'raise hand-icon it using the Zoom app or press'9 on the telephone to raise their hand, NOTICE IS HEREBY GIVEN that the following Public Heanng will be heard by the Mayor and City Commissioners of the Oily of Miami Beach.Florida.on July 20,2022,at 1:30 p.m.or as soon thereafter as the matter can be heard: 1;30 oni.Second Reading Publl4 Hearing A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH,FLORIDA,APPROVING,FOLLOWING SECOND READING/PUBLIC HEARING,A DEVELOPMENT AGREEMENT, AS AUTHORIZED UNDER SECTION 118-4 OF THE CITY CODE.AND SECTIONS 161.3220-1E3.3213,FLORIDA STATUTES,BETWEEN THE CITY AND LINCOLN ROAD PROPERTY OWNER,L.P.(THE 'DEVELOPER'),WHICH DEVELOPMENT AGREEMENT(A)WAS REVIEWED BY THE PLANNING BOARD AS REQUIRED BY SECTION 142-423; (B)DELINEATES THE TERMS AND CONDITIONS FOR THE DEVELOPMENT ON THE CITY-OWNED SURFACE PARKING LOTS P25(CONSISTING OF FIVE(5)TAX FOLIOS:02-3234-004-0670,023234-004-0880, 0 24 23 4-004-0890,02-3234-304-0900 AND 023 2 34-00 4-09 1 0) LOCATED IN MIAMI BEACH, FLORIDA ("P25") AND P26 (CONSISTING OF SIX (6) TAX FOLIOS( 02-3234-004-0710, 02-3234-004-0720, 02-3214-004-0730, 0 23 234-0 044 8 2 0, 023214-001-0630 AND 023 214-00 4-0840)LOCATED IN MIAMI BEACH,FLORIDA("P26",AND TOGETHER WITH P25,THE'PROPERTIES'),FOR MIXED-USE DEVELOPMENTS CONSISTING OF(1) CLASS A OFFICE SPACE,(2)GROUND FLOOR RETAIL,(3)PUBLIC PARKING TO REPLACE THE EXISTING PUBLIC PARKING SPACES ON THE PROPERTIES,AND(4)ADDITIONAL PARKING TO SATISFY OFF-STREET PARKING REQUIREMENTS FOR THE OFFICE USES(THE"PROJECT');AND(C)MEMORIALIZES CERTAIN CONDITIONS PRECEDENT FOR THE CITY'S LEASE OF THE PROPERTIES TO THE DEVELOPER FOR THE DEVELOPMENT,DESIGN,FINANCING,CONSTRUCTION,AND OPERATION OF THE PROJECT(THE"LEASES") SUCH LEASES BEING SUBJECT TO AND CONTINGENT UPON APPROVAL BY THE CITY COMMISSION PURSUANT TO SECTION 6237(A)AND APPROVAL BY A MAJORITY VOTE OF THE VOTERS IN A CITY-WIDE REFERENDUM PURSUANT TO SECTION 1.03(6)(2)OF THE CITY CHARTER;AND FURTHER,AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE THE DEVELOPMENT AGREEMENT. PROPERTIES the Development Sites consist at. 02-3234-004-0910 02-3234-004-0890 02-3234-004-0870 City-Owned Surface Parking Lot P25 02-3234-004-090C 02-3234-004-0680 Gily-Owned Surface Parking Lot P26 02.3231-004-0710 02-3234-004-0730 02-3231-004-0830 02-3234-004-0720 02-3234-004-0820 02-3234-004-0840 ZONING DISTRICT:The Development Sites are located w,Mln the GU zoning district.The development regulations in the GU district are Me average of the requirements contained in Me surrounding zoning districts.The P25 Development Silt is surrounded by property zoned CD-2.Commercial Medium Intensity,and CD-3,Commercial High Intensity.and as a result is subject to the development regulations of an average of the CD-2,Commercial Medium intensity.and CD-3,Commercial High Intensity zoning districts.The maximum F.A.R.for mixed-use developments on P25 is 1.87.The P26 Development Site is surrounded by property zoned CD-3.Commercial High Intensity,and as a result,Is subject to the development regulations of the CO-3.Commercial High Intensity zoning district.The maximum FAA.for mixed-use developments in the CD-3 distncl is 2 75, MAXIMUM HEIGHT'On June 22,2022,the City Commission adopted on second reading an increase in height.learn 85 lent to a maximum 0 100 Beet in height,to accommodate private uses that incorporate public parking spaces within the structure that are owned by the City and/or operated by the City in the area bounded by 17•Street on the north.Lincoln Lane on the south.Alton Road on the west,and Washington Avenue on the east.Architectural projections will comply with applicable provisions of the City's Land Development Regulations. PERMITTED USES:The current main permitted uses in the City's GU zoning District are government buildings and uses,including but not limited to parking lots and garages:parks and associated parking; schools;perlorming arts and cultural facilities;monuments and memorials.The proposed Development Agreement contemplates Mat the City Commission will approve,mixed-use developments consisting of(1) Class A office space,(2)ground floor retail,(3)public parking to replace the existing public parking spaces on the properties.and(4)additional parking to satisfy oh-street parking requirements for the office use. The City's 2040 Comprehensive Plan prondes that population densities for Public Facilities:Governmental Use(PF)future land use category is equivalent to the average of surrounding districts.The P25 development site Is surrounded by the High Intensity Commercial(CD-3)category,which allows for 150 units pen acre,and the Medium Intensity Commercial(CD-2)category,which allows for 100 units per acre.The P26 development site Is surrounded by the High Intensity Commercial(CD-3(category.which allows for 150 units per acre.Therelore.the maximum density permitted Is 112.5 units per acre for the P25 Development Site and 750 units per acre for the P26 Development Site. A Copy or the p'OpOsed Development Agreement is available for public inspection during normal business hours in the Office Of the City Clerk.1700 Convention Center Dove,lot Floor,City Hail,Miami Beach,FRonda 33139 INTERESTED PARTIES are invited to lake part in this meeting or be represented by an agent The public may submit written comments by sanding an email to 1;11vClerk imiam/bearh t poi by 5:00 P.M.the day before the City Commission meeting.Reese Identify Agenda Item Number In the email subject are.Emalls receNed will be forwwded to the Mayor and Commissioners and will be Included as a part of the meeting record.TNs Item Is available for public inspection during normal business hours In the 'Gay Clerk's Deice,1700 Convention Center Drive,1"Floor,City Hal.Miami Beach,Florida 33139.This meeting.or any Item therein,may be continued,and under such circumstances,additional legal notice need not be provided. Pursuant to Section 286.0105,Fla.Slat.,the City hereby advises me public that it a person decides to appeal any decision made by the City Commission with respect to any matter considered al its meeting or its hewing,such person must ensure that a verbatim record of the proceedings is made,Mich record includes the testimony and evidence upon retrach the appeal Is to be based This notice does not constit,ite consent by the City for the introduction or admission of otherwise inadmissible or irrelevant evidence,nor does A authorize challenges or appeals not otherwise allowed by law To request Oils material In an alternate formal sign language interpreter(five-day notice regulredi,Information on access for persons with disabilities.and/or any accommodation to review any document or participate In any City-sponsored proceedings.call 305.604.2489 and select option 6:TTY users may call Na 71;(Florida Relay Service), The City Commission Meeting will be broadcast live on Miami Beach TV(MBTV),viewable on the City's websde at httos//www-miamtbeach0 govicovernmenVmbty/,as well as on Breezekne Cable channel 660. AT&T U-verse channel 99,Holwire Communications channel 395,and ROKU device on PEG TV channel,and on social media al nttos;7/www.facebook com/cityolmiarribcach. Rafael E.Granada,City Clerk BEACH City of Miami Beach 3GS e73 inn Ad No.02202022-02-P25 P26 Page 816 of 1502