TITLE
RESOLUTION APPROVING DEVELOPMENT LEASE AGREEMENT BETWEEN MIAMI-DADE COUNTY AND THE CARRIE MEEK FOUNDATION FOR DEVELOPMENT OF THAT PORTION OF OPA-LOCKA EXECUTIVE AIRPORT FORMERLY UNDER LEASE TO THE OPA-LOCKA COMMUNITY DEVELOPMENT CORPORATION; AUTHORIZING MAYOR OR DESIGNEE TO EXECUTE THE DEVELOPMENT LEASE AGREEMENT AND TO EXERCISE TERMINATION PROVISIONS THEREOF

BODY
WHEREAS, this Board desires to accomplish the purposes outlined in the accompanying memorandum and documents, copies of which are incorporated herein by reference,


NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MIAMI-DADE COUNTY, FLORIDA, that this Board hereby approves the attached Development Lease Agreement between Miami-Dade County and The Carrie Meek Foundation (�CMF�) for development of that portion of Opa-locka Executive Airport that was formerly under lease to the Opa-locka Community Development Corporation, this Board finding and determining that the negotiated terms of the Development Lease Agreement and its lease term of fifty-five years commencing at the end of the nine year development period are in the best interests of the County; authorizes the Mayor or designee to execute such lease agreement for and on behalf of the County and to exercise termination provisions thereof.

HEADER
Date:


To: Honorable Chairman Bruno A. Barreiro
and Members, Board of County Commissioners


From: George M. Burgess
County Manager


Subject: Resolution Approving Development Lease for 121+/-
acres located at Opa-locka Executive Airport to
The Carrie Meek Foundation, Inc.

STAFF RECOMMENDATION
Recommendation
It is recommended that the Board approve the attached development lease agreement between Miami-Dade County and The Carrie Meek Foundation, Inc. (CMF), a non-profit corporation, for 121+/- acres located at Opa-locka Executive Airport (OPF). This lease requires the CMF to invest a minimum of $110 million dollars within nine years from the Commencement Date.


Scope
Opa-locka Executive Airport is located primarily within Commission District One.



Fiscal Impact/Funding Source
The CMF lease will be a revenue generator for the Miami-Dade Aviation Department (MDAD). It requires an investment by CMF of $18 million by the end of the fourth year, $63 million by the end of the sixth year, and a total of $110 million by the end of the ninth year. The lease requires an Initial Rent component of $26,630 beginning on the Commencement Date and continuing until year-end 2008. At that time, the rent will be based on the actual cost of maintaining the property. CMF must also post a security deposit equal to two times the land rent. If CMF chooses to select a Joint Developer, and at some point in the future the Joint Developer desires to assign its interests to a third party other than a lender, a Transfer Fee of the greater of $3 million or 10% of gross profits associated with the transfer must be paid to the County.


Because the County and CMF intend this agreement to provide for economic empowerment of the Opa-locka community, the lease also requires the CMF to distribute surplus revenues in the following manner: (1) twenty percent (20%) to programs resulting from a Request for Proposal Process initiated by Lessee to qualified businesses and community organizations specifically engaged in job creating, job training, and business development; (2) ten percent (10%) to the City of Opa-locka to be spent on programs of the City specifically designed for job training and business skills development; and (3) seventy percent (70%) for Lessee to use in other programs and methods of its choosing, to promote economic empowerment in the community and related programs that address economic and social disparities in the community.


Track Record/Monitor
The Foundation has no prior agreements with the County. The monitor for the project will be Gregory C. Owens, MDAD Division Director for Real Estate Management and Development.


Delegated Authority
The County Mayor or his designee has the authority to terminate the lease agreement.

MANAGER'S BACKGROUND
Background
In 1986, by Resolution R-193-86, Miami-Dade County entered into a development lease agreement with the Opa-locka Community Development Corporation (CDC) for the development of 121 +/- acres at OPF. No development was initiated by the CDC and the lease agreement lapsed. In 1996, the CDC requested that the lease be reinstated and by Resolution R-991-96 the lease was reinstated. The CDC did not meet the development schedule and the County in a May 9, 2005, letter to the CDC listed the various Events of Default. The County stated in this letter that it would not send a notice of default but would rather enter into negotiations for a mutual termination of the Agreement. At this point, the CDC should have entered into negotiations with the County to terminate the Agreement or taken steps to commence its required performance under the existing Agreement. The CDC did neither.


In a letter to the CDC dated March 15, 2007, the County placed the CDC in default of its Agreement and gave the CDC a 30-day notice to cure the various defaults under the Agreement. Again, the CDC did not meet the Agreement requirements and did not respond to the County�s letters. Therefore, on April 20, 2007, an immediate Notice of Termination was delivered to the CDC.


A short time later, the CMF � a non-profit, community based corporation -- requested the County enter into lease negotiations for the same 121 +/- acres that made up the CDC lease agreement. Pursuant�to state law, MDAD is authorized to negotiate aeronautical leases. The County accepted CMF�s request to enter into lease negotiations and, on July 27, 2007, the two parties executed a Development Lease Term Sheet. Once the Term Sheet was executed, this allowed the parties to proceed with development lease negotiations.


The negotiated lease provides for:
* CMF to invest $110 million for construction of aviation and aviation support facilities on the premises within a stated period of time;
* A development period of nine (9) years;
* An increase in the term from 40 years to not more than 64 years;
* Rental payments and security deposits from CMF upon the Commencement Date (execution of the lease);
* Payment to the County of 7% of gross revenues starting after 35 years; and
* Legal parameters for an adjacent tenant to construct a taxilane that falls within the CMF lease footprint.


As with the AA Acquisitions and AVE Development leases, this lease has a strong take-back provision in the event the CMF does not meet the development/investment requirements. The take-back provision can be applied if CMF fails to meet its minimum development obligation by acreage or dollar investment. If this occurs, the County will have the right to take-back any undeveloped portion of the premises.


The executed CMF lease was submitted to FAA for its review to ensure that the lease is in compliance with grant assurances and federal requirements. On June 6, 2008, the FAA responded back to the County that it has no objections to the lease provided that all lease revenues are used for the operation and maintenance of the airport.



________________________
Assistant County Manager