Title
MOTION TO APPROVE THE TENTH AMENDMENT TO THE PURCHASE AND SALE AGREEMENT WITH TERRA WORLD INVESTMENTS, LLC.
Summary Explanation and Background
SUMMARY EXPLANATION AND BACKGROUND:
1. Terra World Investments, LLC is seeking to amend the terms of the purchase and sale agreement for the City Center property through the tenth amendment to the agreement.
2. Generally, the tenth amendment to the Purchase and Sale agreement with Terra World Investments, LLC will provide for the following for Phase IIIB (Former City Hall south property):
A. Increase the purchase price per acre for Phase IIIB from $925,000 to $1,147,806.00.
B. Modifies the development plan, by reducing the total units from a maximum of 150 to a maximum of 90 units.
C. Modifies the type of units from 80% age restricted and 20% market rate to 100% market rate.
D. Clarifies requirements for closing including access easements for adjacent properties, contributions for traffic mitigation $450,000 and contributions for affordable housing ($500 per unit).
3. Based on the proposed revisions to the agreement, the City will see a lower density project and larger proceeds from the sale. Under the previous agreement the developer could have built up to 150 units with 80% being age restricted, they now are proposing a maximum of 90 market rate units. In terms of proceeds, the previous agreement could have generated between $3,974,898.00 and $4,124,898.00, the proposed agreement will generate up to $4,500,000.
4. The City Commission at its August 6, 2014 meeting approved the purchase and sale agreement between the City of Pembroke Pines and Turnberry Pines, LLC for the purchase of +/- 47.5 acres of property including the northern portion of the City Hall parcel and the remaining acreage of the City Center property.
5. The initial "Investigation Period" as stipulated in the Purchase and Sale agreement ended on December 8, 2014. On December 3, 2014, the City Commission approved the First Amendment to the purchase and sale agreement extending the Investigation Period to January 8, 2015. On January 7, 2015 the City Commission approved the Second Amendment of the purchase and sale agreement extending the Investigation Period to February 9, 2015.
6. On February 4, 2015, the City Commission approved the Assignment of the Agreement for Purchase and Sale from Turnberry Pines LLC to Terra World Investment, LLC. At the same meeting, the City Commission approved the Third Amendment of the Purchase and Sale Agreement providing an extension to the Investigation Period to March 9, 2015.
7. On March 4, 2015, the City Commission approved the Fourth Amendment to the Purchase and Sale Agreement to allow Terra World Investments to modify the breakdown of the three phases in which the property is being purchased.
8. On May 6, 2015, the City Commission approved the Fifth Amendment to the Purchase and Sale Agreement to add SunTrust Bank as a party to the agreement as they own a portion of the Property as a Trustee under a Land Trust Agreement dated July 10, 2003.
9. On June 15, 2016 the City Commission approved an assignment of phase one, which consisted of 17.23 acres from Terra World Investments, LLC to Terra City Center Investments, LLC.
10. In September of 2016 Terra City Center Investments, LLC and the City of Pembroke Pines closed on the real estate transaction for phase one.
11. In October 2017, Terra City Center Investments II, LLC and the City of Pembroke Pines closed on the real estate transaction for phase two A
12. In December 2017, Terra City Center Investments MF, LLC and the City of Pembroke Pines closed on the real estate transaction for phase two B
13. The seventh amendment to the Purchase and Sale agreement with Terra World Investments, LLC provided for the following:
A. Assignment of the City Hall north parcel from Terra World Investments, LLC to Terra City Center Investments III, LLC.
B. Clarification of closing thresholds for phase three.
C. A property exchange agreement for approximately 43,514 sqft. between the City (Seller) and Terra (Buyer)
D. Clarification for the delivery of right of way and the park space as part of the property exchange agreement.
14. On January 12, 2022, the City Commission approved the eighth amendment to the Purchase and Sale agreement with Terra World Investments, LLC. provided for the revised legal descriptions, purchase prices, inspection periods, approvals and closing dates for the closing of the Phase III A and Phase III B of the Property (old City Hall property). The Commission has approved the plat note amendment consistent with the eighth amendment.
15. On August 3, 2022, the City Commission approved the ninth amendment to the Purchase and Sale agreement with Terra World Investments, LLC.provided for the following for Phase IIIA and IIIB (Former City Hall property):
A. Clarifies the requirements and timeline related to the developers agreements.
B. Modifies and accelerates the closing timeline.
C. Clarifies the closing entity.
16. In August 2022, the City and Pines & Palm Ave 2022 LLC closed on the Phase IIIA (former City Hall property), Phase IIIB is the final property pending closing.
17. The applicant will be required to amend the plat and MXD guidelines, obtain site plan approval and building permits in order to construct.
18. Administration requests City Commission to approve the tenth (10th) amendment to the Purchase and Sale Agreement with Terra World Investments.
Financial Impact
FINANCIAL IMPACT DETAIL:
a) Initial Cost: None
b) Amount budgeted for this item in Account No: Not Applicable
c) Source of funding for difference, if not fully budgeted: Not Applicable.
d) 5 year projection of the operational cost of the project: Not Applicable
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e) Detail of additional staff requirements: Not Applicable
FEASIBILITY REVIEW:
A feasibility review is required for the award, renewal and/or expiration of all function sourcing contracts. This analysis is to determine the financial effectiveness of function sourcing services.
a) Was a Feasibility Review/Cost Analysis of Out-Sourcing vs. In-House Labor Conducted for this service? Not Applicable
b) If Yes, what is the total cost or total savings of utilizing Out-Sourcing vs. In-House Labor for this service? Not Applicable