Resolution 2022-32245 RESOLUTION NO. 2022-32245
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, APPROVING, FOLLOWING SECOND
READING/PUBLIC HEARING, AS AUTHORIZED UNDER SECTION 82-37 OF
THE CITY CODE AND SECTION 1.03(B)(2) OF THE CITY CHARTER,A LEASE
AGREEMENT (THE "LEASE") BETWEEN THE CITY OF MIAMI BEACH
("CITY") AND 1664 MERIDIAN, LLC ("LESSEE") OF THE CITY-OWNED
SURFACE PARKING LOT P27 (CONSISTING OF SEVEN (7) TAX FOLIOS: 02-
3234-007-0560, 02-3234-007-0570, 02-3234-007-0630, 02-3234-007-0640, 02-
3234-007-0650, 02-3234-007-0660 AND 02-3234-007-0670) LOCATED IN
MIAMI BEACH, FLORIDA FOR THE CONSTRUCTION OF A MIXED-USE
DEVELOPMENT CONSISTING OF (1) CLASS A OFFICE SPACE, (2) GROUND
FLOOR RETAIL, (3) RESIDENTIAL RENTAL APARTMENTS, (4) PUBLIC
PARKING TO REPLACE THE EXISTING PUBLIC PARKING SPACES ON
PARKING LOT P27, AND (5) ADDITIONAL PARKING TO SATISFY OFF-
STREET PARKING REQUIREMENTS FOR THE OFFICE AND RESIDENTIAL
USES (THE "PROJECT"); SUCH LEASE BEING SUBJECT TO AND
CONTINGENT UPON APPROVAL BY THE CITY COMMISSION PURSUANT TO
SECTION 82-37(A)AND APPROVAL BY A MAJORITY VOTE OF THE VOTERS
IN A CITY-WIDE REFERENDUM PURSUANT TO SECTION 1.03(B)(2) OF THE
CITY CHARTER; PROVIDING FOR THE PROJECT TO BE DEVELOPED,
DESIGNED, FINANCED, CONSTRUCTED, AND OPERATED IN
ACCORDANCE WITH THE TERMS OF THE LEASE AND THE DEVELOPMENT
AGREEMENT FOR THE PROJECT BETWEEN THE CITY AND LESSEE,
APPROVED PURSUANT TO RESOLUTION NO. 2022- 322 yY ; AND
PROVIDING FOR A MAXIMUM TERM OF NINETY-NINE (99)YEARS,WITH AN
INITIAL TERM OF FIFTY-ONE (51) YEARS, AND TWO (2) RENEWAL TERMS,
FOR A PERIOD OF TWENTY-FOUR (24) YEARS EACH, AT THE LESSEE'S
OPTION; AND FURTHER, AUTHORIZING THE CITY MANAGER TO FINALIZE
THE LEASE 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 LEASE.
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 Delaware limited partnership and 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"Lessee"); and (3) Lincoln Road
Holdings LLC, a Florida limited liability company and joint venture among The Peebles
Corporation, Baron Corporation, and Scott Robins Companies, Inc., such joint venture partners
now having formed 1664 Meridian Avenue LLC, an affiliated special purpose entity (for clarity,
1664 Meridian Avenue LLC is referred to as "TPC" or"Developer"); 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 "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 "Integra 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, TPC 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 on P27 of a six-story building with three levels of Class A office
space, two levels of market rate residential units, ground floor retail, required parking for the
private uses, and a public parking component; and
WHEREAS, as proposed in the Term Sheet, the City and TPC will enter a long-term
ground lease for P27 (the "Ground Lease"), and a development agreement (the "Development
Agreement"), with TPC 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
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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 the 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 Lease with TPC for the City
Commission's consideration and approval; and
WHEREAS, on May 4, 2022, the City Commission adopted Resolution No. 2022-32163,
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 Lease with TPC, 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 against big-box retail establishments in the
Projects; 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 Planning Department analysis of the Ground Lease, pursuant to Section
82-38 of the City Code, is attached as an exhibit to the Commission Memorandum accompanying
this Resolution; and
WHEREAS, as required by Section 82-39 of the City Code, the City engaged an
independent appraiser to estimate the fair market value of the Ground Lease of the property, and
a copy of the appraisal is attached as an exhibit to the Commission Memorandum accompanying
this Resolution; and
WHEREAS, the Ground Lease is attached as an exhibit to the Commission Memorandum
accompanying this Resolution and includes terms consistent with the Term Sheet; and
WHEREAS, on June 22, 2022, the 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,
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(ii)Ordinance 2022-4498 amending applicable parking regulations, and (iii)Ordinance 2022-4499
amending applicable height regulations; and
. WHEREAS, on June 22, 2022, the City Commission approved on first reading the Ground
Lease-with TPC 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 P27 property under
the 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 hearing, the
Mayor and City Commission determined that it is in the best interest of the City to enter into the
Ground Lease with TPC, and approved the Project Concept Plan and Mandatory Project
Elements, as defined therein, subject to questions related to the Ground Lease being placed on
the ballot at the November 8, 2022 General Election.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, hereby approve, following second
reading/public hearing, as authorized under section 82-37 of the City Code and section 1.03(b)(2)
of the City Charter, a lease agreement(the"Lease") between the City of Miami Beach ("City")and
1664 Meridian, LLC ("Lessee") of the City-owned surface parking lot P27 (consisting of seven (7)
tax folios: 02-3234-007-0560, 02-3234-007-0570, 02-3234-007-0630, 02-3234-007-0640, 02-
3234-007-0650, 02-3234-007-0660 and 02-3234-007-0670) located in Miami Beach, Florida for
the construction of a mixed-use development consisting of (1) Class A office space, (2) ground
floor retail, (3) residential rental apartments, (4) public parking to replace the existing public
parking spaces on parking lot P27, and (5) additional parking to satisfy off-street parking
requirements for the office and residential uses (the "Project"); such Lease being subject to and
contingent upon approval by the City Commission pursuant to section 82-37(a) and approval by
a majority vote of the voters in a city-wide referendum pursuant to section 1.03(b)(2) of the City
Charter; providing for the Project to be developed, designed, financed, constructed, and operated
' in accordance with the terms of the Lease and the Development Agreement for the Project
between the City and Lessee, approved pursuant to Resolution No. 2022- ; and
providing for a maximum term of ninety-nine (99)years, with an initial term of fifty-one (51)years,
and two (2) renewal terms, for a period of twenty-four (24) years each, at the Lessee's option;
and further, authorize the City Manager to finalize the Lease and make any necessary non-
substantive corrections to scrivener's errors, subject to form approval by the City Attorney, and
further, authorize the Mayor and City Clerk to execute the Lease.
PASSED AND ADOPTED this 620 day of July, 2022.
ATTEST:
JUL 2 5 2022
RA AEL E. GRANADO, CITY CLERK DAN GELBER, MAYOR
•*-3.4 S;,, APPROVED AS TO
FORM &LANGUAGE
1NCORPLRATED'
&FOR EXECUTION
" "" City Attorney Date
Resolutions-R7 E
MIAMI BEACH
COMMISSION MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: Alina T. Hudak, City Manager
DATE: July 20, 2022
1:33 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, AS AUTHORIZED UNDER SECTION 82-37
OF THE CITY CODE AND SECTION 1.03(6)(2) OF THE CITY CHARTER, A
LEASE AGREEMENT (THE "LEASE") BETWEEN THE CITY OF MIAMI
BEACH ("CITY") AND 1664 MERIDIAN, LLC ("LESSEE") OF THE CITY-
OWNED SURFACE PARKING LOT P27 (CONSISTING OF SEVEN (7) TAX
FOLIOS: 02-3234-007-0560, 02-3234-007-0570, 02-3234-007-0630, 02-3234-
007-0640, 02-3234-007-0650, 02-3234-007-0660 AND 02-3234-007-0670)
LOCATED IN MIAMI BEACH, FLORIDA FOR THE CONSTRUCTION OF A
MIXED-USE DEVELOPMENT CONSISTING OF (1) CLASS A OFFICE
SPACE, (2) GROUND FLOOR RETAIL, (3) RESIDENTIAL RENTAL
APARTMENTS, (4) PUBLIC PARKING TO REPLACE THE EXISTING
PUBLIC PARKING SPACES ON PARKING LOT P27, AND (5)ADDITIONAL
PARKING TO SATISFY OFF-STREET PARKING REQUIREMENTS FOR
THE OFFICE AND RESIDENTIAL USES (THE "PROJECT"); SUCH LEASE
BEING SUBJECT TO AND CONTINGENT UPON APPROVAL BY THE CITY
COMMISSION PURSUANT TO SECTION 82-37(A) AND APPROVAL BY A
MAJORITY VOTE OF THE VOTERS IN A CITY-WIDE REFERENDUM
PURSUANT TO SECTION 1.03(B)(2) OF THE CITY CHARTER; PROVIDING
FOR THE PROJECT TO BE DEVELOPED, DESIGNED, FINANCED,
CONSTRUCTED, AND OPERATED IN ACCORDANCE WITH THE TERMS
OF THE LEASE AND THE DEVELOPMENT AGREEMENT FOR THE
PROJECT BETWEEN THE CITY AND LESSEE, APPROVED PURSUANT
TO RESOLUTION NO. 2022- ; AND PROVIDING FOR A
MAXIMUM TERM OF NINETY-NINE (99) YEARS, WITH AN INITIAL TERM
OF FIFTY-ONE (51) YEARS, AND TWO (2) RENEWAL TERMS, FOR A
PERIOD OF TWENTY-FOUR (24) YEARS EACH, AT THE LESSEE'S
OPTION; AND FURTHER, AUTHORIZING THE MAYOR AND CITY CLERK
TO EXECUTE THE LEASE.
RECOMMENDATION
Page 874 of 1502
Please see the Consolidated Commission Memorandum under item R7 D.
SUPPORTING SURVEY DATA
FINANCIAL INFORMATION
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.
Legislative Tracking
Economic Development
Page 875 of 1502