Agenda 07/10/2018 Item #16B207/10/2018
EXECUTIVE SUMMARY
Recommendation that the Board of County Commissioners, acting as the Community
Redevelopment Agency Board (CRAB), approve the fourth amendment to the Real Estate Purchase
Agreement approved April 26, 2016, dated May 9, 2016, between Real Estate Partners
International, LLC (Purchaser) and the CRAB (Seller), regarding the Cell Tower Relocation
Agreement and setting a closing date.
OBJECTIVE: To address the Cell Tower Relocation Agreement and continue with the sale of the
Bayshore Gateway Triangle property.
CONSIDERATIONS: On April 26, 2016, the Board of County Commissioners acting as the Collier
County Community Redevelopment Agency Board (Seller), approved a Real Estate Purchase Agreement
(Agreement) with Real Estate Partners International, LLC (Purchaser) for the purchase of 5.27 acres of
property located within the Bayshore Gateway Triangle Community Redevelopment Area (BGTCRA).
The purchase price is $6,372,959. The Agreement was amended three times, all three amendments are
included as attachments. The most recent amendment, the third amendment, recognizes the cell tower as
an encumbrance on the property and approved a cost sharing formula to relocate the tower between the
Seller and Purchaser based on the following:
The first $250,000 will come from the Seller’s funds
The next $500,000 up to $750,000 will be shared equally between the Seller and the Purchaser
Funding above $750,000 will come from the Seller’s funds and be repaid from the Tax Increment
Rebate (TIR) after the project is developed.
Over the past year, the Seller and Purchaser have negotiated with the cell tower owner, Crown Castle
South LLC, to determine costs and timing of a Cell Tower Relocation Agreement. The Seller and the
Purchaser acknowledge that, until relocated, the cell tower located on the Property will prohibit
Purchaser’s intended development of the Property. This amendment recognizes that the Purchaser is a
third-party beneficiary to the Cell Tower Relocation agreement and allows for the $637,000 in earnest
money deposited in an escrow account by the Purchaser, as outlined in the Purchase Agreement, to be
disbursed to the cell tower owner in accordance with the terms of the Cell Tower Relocation Agreement
executed by Seller and the Crown Castle South, LLC.
In addition, this agreement extends the closing date to thirty (30) days after the termination of Lease with
the Crown Castle South, LLC as required by the Cell Tower Relocation Agreement. The anticipated
closing date is April 2019.
The encumbrance of the cell tower on the site is a restrictive development impediment that will remain on
the property under the current lease until 2024 unless the parties agree to relocate the tower.
FISCAL IMPACT: The fiscal impact of the fourth amendment to the Real Estate Purchase Agreement
dated May 9, 2016, between Real Estate Partners International, LLC and the CRAB is authorizing the use
of $637,295.90 of Triangle sale earnest/escrow monies to provide cash flow for the $1,000,000 cell tower
relocation cost. The $362,704.10 relocation cost balance will be provided from Bayshore CRA Fund
(187) reserves. Disbursements from the escrow will be administered by the escrow agent. The CRA
budget will be amended as required to establish appropriate budgets. At cl osing the Purchaser will be
credited for the expenditure of escrow funds against its share of cell tower lease relocation costs with the
balance of the escrow applied toward the purchase price of the property. If the closing does not take place
the CRA is obligated to refund the amount taken from escrow and be responsible for the entire
$1,000,000 cost of relocation.
GROWTH MANAGEMENT IMPACT: None
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ADVISORY COMMITTEE RECOMMENDATIONS: none
LEGAL CONSIDERATIONS: This item is approved for form and legality and requires a majority vote
for Board approval. - JAB
RECOMMENDATION: Recommendation that the Board of County Commissioners, acting as the
Community Redevelopment Agency Board (CRAB), approve the fourth amendment to the Real Estate
Purchase Agreement approved April 26, 2016, dated May 9, 2016, between Real Estate Partners
International, LLC (Purchaser) and the CRAB (Seller), regarding the Cell Tower Relocation Agreement
and setting a closing date.
Prepared by: Debrah Forester, CRA Director
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ATTACHMENT(S)
1. Executed Purchase Agreement (PDF)
2. Amendment 1 (PDF)
3. Amendment 2 (PDF)
4. Amendment 3 (PDF)
5. June 19 2018 REPI Letter (PDF)
6. Fourth Amendment - CAO approved (PDF)
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COLLIER COUNTY
Board of County Commissioners
Item Number: 16.B.2
Doc ID: 6112
Item Summary: Recommendation that the Board of County Commissioners, acting as the
Community Redevelopment Agency Board (CRAB), approve the fourth amendment to the Real Estate
Purchase Agreement approved April 26, 2016, dated May 9, 2016, between Real Estate Pa rtners
International, LLC (Purchaser) and the CRAB (Seller), regarding the Cell Tower Relocation Agreement
and setting a closing date.
Meeting Date: 07/10/2018
Prepared by:
Title: – County Manager's Office
Name: Debrah Forester
06/28/2018 10:03 AM
Submitted by:
Title: County Manager – County Manager's Office
Name: Leo E. Ochs
06/28/2018 10:03 AM
Approved By:
Review:
County Attorney's Office Jennifer Belpedio Level 2 Attorney of Record Review Completed 06/29/2018 2:57 PM
County Manager's Office Tim Durham Additional Reviewer Completed 07/02/2018 12:56 PM
Budget and Management Office Ed Finn Additional Reviewer Completed 07/02/2018 5:10 PM
County Attorney's Office Jeffrey A. Klatzkow Level 3 County Attorney's Office Review Completed 07/03/2018 8:24 AM
Office of Management and Budget Valerie Fleming Level 3 OMB Gatekeeper Review Completed 07/03/2018 8:51 AM
County Manager's Office Leo E. Ochs Level 4 County Manager Review Completed 07/03/2018 9:03 AM
Board of County Commissioners MaryJo Brock Meeting Pending 07/10/2018 9:00 AM
16.B.2
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16.B.2.a
Packet Pg. 925 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.a
Packet Pg. 926 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 927 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 928 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 929 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 930 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 931 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 932 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 933 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 934 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 935 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 936 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 937 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 938 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 939 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
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Packet Pg. 940 Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.aPacket Pg. 941Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.aPacket Pg. 942Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.aPacket Pg. 943Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.aPacket Pg. 944Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.aPacket Pg. 945Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.aPacket Pg. 946Attachment: Executed Purchase Agreement (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.b
Packet Pg. 947 Attachment: Amendment 1 (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.b
Packet Pg. 948 Attachment: Amendment 1 (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.b
Packet Pg. 949 Attachment: Amendment 1 (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.b
Packet Pg. 950 Attachment: Amendment 1 (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.b
Packet Pg. 951 Attachment: Amendment 1 (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.b
Packet Pg. 952 Attachment: Amendment 1 (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.b
Packet Pg. 953 Attachment: Amendment 1 (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.b
Packet Pg. 954 Attachment: Amendment 1 (6112 : Amendment 4 REPI Sales Agreement)
,TRRY STARKTY
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PARTNERS
INTERNATIONAL,LLC
October 5, 2016
Vitt U.S. unil find enrull Leoochs{t c.o!1ie1g9L491
Collier County Conrmunity Redeveloprnent Agency
Attn: Mr. Leo E. Ochs Jr., County Manager
3299 Tamiarni T[ail East, Suite 202
Naples, FL 34112-5'129
Re: 5.27 acre Bayshore Gatervay Mini-Triangle propefty (thc "Property")
Deal Mr. Ochs:
This letter confirms lhat the Purchaser has lequested and the Seller'(as defined belorv) has
granted the Purchaser (as defined belorv) an administrative extension ofthe Inspection Period, as
defined in Section 7.a of the Real Estate Purcllase Agreemenl by and benveen Collier County
Community Redevelopment Agency ("Seller") and Real Eslale Partners lnternational, LLC
("Purchaser") dated May 9,2016 ("Purchase Agreement"), through and including October 28,
2016. We undel'stand and acknorvledge this administrative extension nlust be mtified by the
BoCC at its October I l. 2016 hearing.
Based on this administrative extension, the Additional Earnest Money, required under Section
3.b of the Purchase Agreement, rvill be deposited on October 12, 2016 (instead of October 6,
2016), follorving the latification ofthe administrative extension by the BoCC. In lhe event the
adnrinistrative extension is not ratified by the BoCC at its October ll, 2016 hearing, Purchaser
rvill, nevenheless, be pennitted to deposit the Additional Earnest Money with the Escrow Agent
by not later than Octobel 12, 2016 so as to tim€ly satisly its obligation Ltnder Section 3.b ofthe
Purchase Agreement. Notwithstanding anything to the contmry, it is agreed that if this
administrative extension is ratified as described, the Total Eamest Money rcmains refundable to
Purchaser if it terrninates the transaction prior to the expiration of the Inspection Period as
exlended herein.
Please signify with the terms ofthis letter by signing and returning a copy.
Casalanguida
Klatzkow, Esq.
Richard C. Crant, Esq.
Ve11,
16.B.2.c
Packet Pg. 955 Attachment: Amendment 2 (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.d
Packet Pg. 956 Attachment: Amendment 3 (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.d
Packet Pg. 957 Attachment: Amendment 3 (6112 : Amendment 4 REPI Sales Agreement)
REAL EsTATE
,ERRY STARKEYcalltr動ltt O′“′
1415 Pand■r嘘
Naplcs,日 or∥n34109
TP1 239.514.4001
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INTERNAT10NAL.LLC
」ulle 19,2018
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Collier County Community Redevelopment Agency
Attn:Mr.Lco E.Ochs Jr.,County Manager
3299 Tamiami Trail East,Suite 202
Naples,FL 34112‐5729
Re:5。27●cre B3yshOre Cateway Min卜 THangle prope守
“
he“Pmpe中 り
Dear Mr.Ochs:
S∝」on 9.b ofthe Real Estatc Purchase Agreement(｀・COntぼ ガ')by and between Collicr
County Community Redevelopment Agency and Real Estate Pamers lntemational,
LLC (・ `Purchasば ')dated May 9,2016, as amended、 provides that the Conditions
Precedent KaS deined thercin)must be sttisfled by a date thatお dghteen(18)monthS
afbr the submission of PШ chaser's initial application to rezone thc Prope●and/Or
amend the GMP/1´DC.Our initial application to rezone the Proper,and amend the
CMP/LDC was submitted on December 22,2016.Accordingly,the eighteen(18)
month penod pro宙 ded in S∝tion 9.b expires on Junc 222018.
As you know,the County,Purchaser and the ccli tower owller arc presenly in
negotiations conceming the relocation ofthe cell tower currently on the Propery.The
County has taken the lead in the negotiations(whiCh Were somewhat delayed due to
lnmめ and we understand that the basic tenllls ofan agreement have been negotiated but
not yet doculnented.The entering oFa relocation agrecment conceming the celltower is
a Condi」on Precedent(SeCtiOn 9.a(iX)。fthe cOnmct,as amended).Itヽ 五I not be
satisied by June 22,2018.Section 9.b of the Contract pro宙 des that the County
Manager=nay extend this 18 month perlod for successive 30 day periods,up to a total
of6 months anerthe end ofsuch 18 month period
Purchaser hereby requests a 30 day extension to:(1)the 18 month perlod in Sectton 9.b
so thatthe new deadune to saus,the cOndhions Precedentin S∝」on 9.a would fall on
July 22,2018;and(li)thC time for Purchaser's requiЮ d nOtice under Secdon 9.b would
fall on July 22,2018.This extension will pro宙 de time to docurnent a relocation
agreement and fmher amendment to the Conmct to set the closing based on the
relocaion agreement.
Please signitt your agに enlent to J℃30 day extension requested above by signing and
ren■■ing a copy.
16.B.2.e
Packet Pg. 958 Attachment: June 19 2018 REPI Letter (6112 : Amendment 4 REPI Sales Agreement)
Collier County Community Redevelopment Agency
Attn: Mr. Leo E. Ochs Jr., County Manager
Page2
of RE Partners Intemational, LLC
cc: Mr. Nick Casalanguida
Jeffrey Klatzkow, Esq.
Richard C. Grant, Esq.
Agreed to and acccpted:
Dated:
イ
16.B.2.e
Packet Pg. 959 Attachment: June 19 2018 REPI Letter (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.f
Packet Pg. 960 Attachment: Fourth Amendment - CAO approved (6112 : Amendment 4 REPI Sales Agreement)
16.B.2.f
Packet Pg. 961 Attachment: Fourth Amendment - CAO approved (6112 : Amendment 4 REPI Sales Agreement)