Miami-Dade Legislative Item
File Number: 131651
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File Number: 131651 File Type: Resolution Status: Adopted
Version: 0 Reference: R-716-13 Control: Board of County Commissioners
File Name: ATLANTIC PACIFIC/CARLISLE Introduced: 8/21/2013
Requester: NONE Cost: Final Action: 9/4/2013
Agenda Date: 9/4/2013 Agenda Item Number: 11A24
Notes: Title: RESOLUTION APPROVING ASSIGNMENT FROM CARLISLE DEVELOPMENT GROUP, LLC OR ITS SUBSIDIARIES TO ATLANTIC ¦ PACIFIC COMMUNITY HOUSING DEVELOPMENT, LLC, OF CERTAIN GROUND LEASES, MASTER DEVELOPMENT AGREEMENTS, CONTRACTS AND FUNDING COMMITMENTS AND AWARDS GRANTED BY MIAMI-DADE COUNTY; AUTHORIZING THE COUNTY MAYOR OR THE COUNTY MAYOR’S DESIGNEE TO EXECUTE ALL DOCUMENTS NECESSARY TO EFFECTUATE SUCH ASSIGNMENTS, SUBJECT TO APPROVAL BY UNITED STATES DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT, THE FEDERAL TRANSIT ADMINISTRATION, AND ANY OTHER APPLICABLE GOVERNMENTAL AGENCIES; AND DIRECTING THE COUNTY MAYOR OR THE COUNTY MAYOR’S DESIGNEE TO COMPLY WITH THE REQUIREMENTS OF RESOLUTION NO. R-630-13 AND OTHER DUE DILIGENCE REQUIREMENTS
Indexes: CARLISLE
Sponsors: Audrey M. Edmonson, Prime Sponsor
Sunset Provision: No Effective Date: Expiration Date:
Registered Lobbyist: None Listed


Legislative History

Acting Body Date Agenda Item Action Sent To Due Date Returned Pass/Fail

Board of County Commissioners 9/4/2013 11A24 Adopted P

Health & Social Services Committee 8/26/2013 2I Forwarded to the BCC by the BCC Chairperson with a favorable recommendation P
REPORT: Assistant County Attorney Cynthia Johnson-Stacks read the foregoing proposed resolution into the record and advised that this item had a supplement, which had been distributed at the dais. Chairwoman Edmonson asked the Deputy Mayor whether the Administration approved this item. Deputy Mayor Russell Benford clarified that the proposed resolution directed the Office of the Mayor to proceed with the assignment of the contracts. He said that staff would like to begin this process, because of the importance of the projects. He referred to legislation from the County Commission requiring the Administration to perform a due diligence search to determine whether Atlantic/Pacific and the Affiliate met the essential requirements to accept and assume the liabilities of the Affordable Housing Contracts and Opportunities from Carlisle or Carlisle’s assignees. He indicated that staff had already initiated discussions with the United States Department of Housing (US HUD), and the Federal Transit Administration to ensure that the proper procedure was followed with regard to the assignment of the contracts. Chairwoman Edmonson relinquished the Chair to Commissioner Bell. Hearing no further questions or comments, the Committee members proceeded to vote on the foregoing proposed resolution, as presented. Chairwoman Edmonson resumed the Chair. SPECIAL NOTE: Chairwoman Edmonson submitted a memorandum dated August 27, 2013, entitled, "Request to Waive Item to the September 4, 2013 Board of County Commissioners Meeting Agenda."

Office of the Chairperson 8/23/2013 Additions

County Attorney 8/21/2013 Referred Health & Social Services Committee 8/26/2013

County Attorney 8/21/2013 Assigned Terrence A. Smith

Legislative Text


TITLE
RESOLUTION APPROVING ASSIGNMENT FROM CARLISLE DEVELOPMENT GROUP, LLC OR ITS SUBSIDIARIES TO ATLANTIC ¦ PACIFIC COMMUNITY HOUSING DEVELOPMENT, LLC, OF CERTAIN GROUND LEASES, MASTER DEVELOPMENT AGREEMENTS, CONTRACTS AND FUNDING COMMITMENTS AND AWARDS GRANTED BY MIAMI-DADE COUNTY; AUTHORIZING THE COUNTY MAYOR OR THE COUNTY MAYOR’S DESIGNEE TO EXECUTE ALL DOCUMENTS NECESSARY TO EFFECTUATE SUCH ASSIGNMENTS, SUBJECT TO APPROVAL BY UNITED STATES DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT, THE FEDERAL TRANSIT ADMINISTRATION, AND ANY OTHER APPLICABLE GOVERNMENTAL AGENCIES; AND DIRECTING THE COUNTY MAYOR OR THE COUNTY MAYOR’S DESIGNEE TO COMPLY WITH THE REQUIREMENTS OF RESOLUTION NO. R-630-13 AND OTHER DUE DILIGENCE REQUIREMENTS

BODY


WHEREAS, the County has awarded Carlisle Development Group, LLC and certain affiliates thereof ("collectively Carlisle") the opportunity to develop affordable housing units and has entered or will enter into certain master development agreements, contracts, ground leases and/or funding commitments and financing documents with respect to the following affordable housing and public housing projects: (i) Seventh Avenue Transit Village, (ii) Northside Transit Village, (iii) Island Living and (iv) Lincoln Gardens (FL5-19)(collectively, the "Affordable Housing Contracts and Opportunities"); and
WHEREAS, since the award(“Atlantic¦Pacific”) of the Affordable Housing Contracts and Opportunities, Atlantic¦Pacific Companies has agreed to acquire the affordable housing division of Carlisle; and
WHEREAS, Atlantic¦Pacific is a fourth generation real estate company, with more than 650 employees, over 23,000 units under management and a footprint that includes Florida, California, Texas, Georgia and the Carolinas; and
WHEREAS, since the mid 1970’s, Atlantic¦Pacific has purchased, developed, leased and managed residential and commercial properties throughout the United States; and
WHEREAS, Carlisle has entered into an Asset Purchase Agreement with Atlantic¦Pacific Community Housing Development, LLC (“Affiliate”), by which Carlisle desires to assign to Affiliate the Affordable Housing Contracts and Opportunities; and
WHEREAS, notwithstanding Carlisle’s intent to assign the Affordable Housing Contracts and Opportunities to the Affiliate, Carlisle or its affiliates intends to retain those certain affordable housing projects, which are subject to ground leases, agreements, contracts and/or funding commitments by the County, as more fully described in Exhibit A, which is attached hereto and incorporated by reference; and
WHEREAS, the Board finds that it would be in the best interest of Miami-Dade County and its residents to consent to Carlisle or its affiliates’ assignment of their interests in the Affordable Housing Contracts and Opportunities to the Affiliate,


NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MIAMI-DADE COUNTY, FLORIDA, that:
Section 1. The foregoing recitals are incorporated in this resolution and are approved.
Section 2. Subject to (1) Carlisle obtaining all approvals from all non-governmental and governmental entities for whom such consents are required; (2) the County seeking approval from United States Department of Housing and Urban Development, the Federal Transit Administration, and any other applicable governmental agencies (“Agencies”), where applicable; and (3) the County Mayor or the County Mayor’s designee compliance with Section 3 of this resolution, the Board authorizes the County Mayor or the County Mayor’s designee to execute, on behalf of Miami-Dade County, for each of the Affordable Housing Contracts and Opportunities, a “Consent by the County” of the “Assignment and Acceptance Agreement” (“Consent”) if required, between Carlisle or Carlisle’s assignees and the Affiliate, in substantially the form attached hereto as Exhibit B and incorporated by reference.
Section 3. In the interest of protecting the County and the integrity of the process, and to safeguard the public trust, the Board directs the County Mayor or the County Mayor’s designee to perform a due diligence search of Atlantic¦Pacific and the Affiliate in compliance with the requirements set forth in Resolution No. R-630-13 and all other applicable requirements to determine that Atlantic¦Pacific and the Affiliate meet the essential requirements to accept and assume the liabilities of the Affordable Housing Contracts and Opportunities from Carlisle or Carlisle’s assignees, prior to executing the Consent and seeking approval from the Agencies.



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