Agenda 10/26/2021 Item #16F 6 (3rd Amendment to Long-Term Lease and Operating Agreement w/CC BSG Naples, LLC "BigShots")10/26/2021
16.F.6
EXECUTIVE SUMMARY
Recommendation to approve a Third Amendment to the Long -Term Lease and Operating
Agreement for the Golf and Entertainment Complex (the "Lease") with CC BSG Naples, LLC
("BigShots") to Extend the Financing Contingency Period.
OBJECTIVE: To approve a further Amendment to extend the Financing Contingency Period in the
Lease to allow the Lessee an opportunity to conclude its construction financing efforts with its local
lender.
CONSIDERATIONS: On September 13, 2021, the Board entered into a first amendment to the Lease
and Operating Agreement for the Golf and Entertainment Complex extending the financing contingency
period set forth in Article 4 of the Lease to the earlier of October 31, 2021, or the delivery of a loan
commitment letter from the Lessee's lender. Since that date, BigShots has continued to diligently work
with its local lender to arrange its financing for the project. Recently, BigShots informed the County that
it has executed a loan commitment letter with its local lending partner, and is in the process of obtaining
its financing for the project as it moves to a loan closing date. BigShots is requesting a further extension
of the loan contingency period through November 30, 2021, so that it can complete the loan closing with
its lender. See Attached Correspondence dated October 14, 2021.
The attached proposed Amendment amends the Article 4 Financing Contingency provision by extending
the contingency period through and including November 30, 2021.
FISCAL IMPACT: None.
194 ZIWAVII 11,1u 1FROU - D u 7US] me"M
LEGAL CONSIDERATIONS: This item is approved as to form and legality and requires majority vote
for Board approval. -SRT
RECOMMENDATION: For the Board to approve the attached Third Amendment to the Long -Term
Lease and Operating Agreement for the Golf and Entertainment Complex with CC BSG Naples, LLC to
Extend the Financing Contingency Period through November 30, 2021, and authorize the Chair to sign
the attached amendment.
Prepared by: Geoff Willig, Sr. Operations Analyst
ATTACHMENT(S)
1. BSG GGCC Loan Memo v10.14.21 (PDF)
2. Third Amendment to Golf Course Lease Agreement Signed BigShots (PDF)
Packet Pg. 1497
16.F.6
10/26/2021
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.17.6
Doe ID: 20420
Item Summary: Recommendation to approve a Third Amendment to the Long -Term Lease and
Operating Agreement for the Golf and Entertainment Complex (the "Lease") with CC BSG Naples, LLC
(`BigShots") to Extend the Financing Contingency Period.
Meeting Date: 10/26/2021
Prepared by:
Title: Sr. Operations Analyst — County Manager's Office
Name: Geoffrey Willig
10/ 19/2021 4:42 PM
Submitted by:
Title: Division Director - Corp Fin & Mgmt Svc — County Manager's Office
Name: Mark Isackson
10/19/2021 4:42 PM
Approved By:
Review:
County Attorney's Office
Office of Management and Budget
County Attorney's Office
Office of Management and Budget
County Manager's Office
Board of County Commissioners
Scott Teach
Additional Reviewer
Debra Windsor
Level 3 OMB Gatekeeper Review
Jeffrey A. Klatzkow Level 3 County Attorney's Office Review
Susan Usher
Additional Reviewer
Sean Callahan
Level 4 County Manager Review
Geoffrey Willig
Meeting Pending
Completed
10/20/2021 8:46 AM
Completed
10/20/2021 9:00 AM
Completed
10/20/2021 10:13 AM
Completed
10/20/2021 1:33 PM
Completed
10/20/2021 2:32 PM
10/26/2021 9:00 AM
Packet Pg. 1498
16.F.6.a
BIGSHOTS
October 14, 2021
Board of County Commissioners
3299 Tamiami Trail East, Suite 303
Naples, FL 34112-5746
RE: FINANCING EFFORTS FOR BIGSHOTS GOLF AT GOLDEN GATE GOLF COURSE
Chairman Taylor, Commissioner Saunders and County Manager Isackson,
Our letter to you dated September 12t" requested an extension to the financing contingency allowed in the
lease between CC BSG Naples, LLC, and Collier County signed May 25t". You graciously agreed to extend the
financing contingency to the earlier of October 31St or the delivery of a loan commitment letter from our local
lending partner. I am pleased to relay that we have received and executed a commitment letter with First
Florida Integrity Bank well in advance of the October 31St deadline.
The commitment letter with FFI is intended to be binding for all parties and is scheduled to close by the end of
November. As part of the loan commitment we have pre -paid a substantial, non-refundable closing fee and
are working to finalize documents. We fully expect this loan will close without delay or complication.
However, there is still substantial work to be completed between now and the loan closing in -November.
We respectfully request the lease be further amended to extend the financing contingency period to the
earlier of November 301" or the closing of the loan with FFI. Please include this request on the agenda for the
October 26t" Board of County Commissioners Regular Meeting.
We continue to work towards both the reopening the Golden Gate Golf Course and opening BigShots Golf to
Collier County Residents next year.
Thank you for your thoughtful consideration in this matter.
Si
'R'andall Cousins
Senior Vice President
BigShots Golf
Packet Pg. 1499
16.F.6.b
THIRD AMENDMENT TO COLLIER COUNTY STANDARD FORM
LONG-TERM LEASE AND OPERATING AGREEMENT
FOR THE
GOLF AND ENTERTAINMENT COMPLEX
TO EXTEND THE FINANCING CONTINGENCY PERIOD
THIS THIRD AMENDMENT TO THE COLLIER COUNTY STANDARD FORM LONG-
TERM LEASE AND OPERATING AGREEMENT FOR THE GOLF AND ENTERTAINMENT
COMPLEX TO EXTEND THE FINANCING CONTINGENCY PERIOD (the "Arnendmenf% is entered
into this 26th day of October, 2021, by and between CC BSG Naples, LLC, a Nevada limited liability
company, registered to do business in the State of Florida, whose mailing address is 3030 LBJ Freeway,
Suite 600, Dallas, Texas 75234, hereinafter referred to as "Lessee or BigShots," and Collier County, a
political subdivision of the State of Florida, whose mailing address is c/o Real Property Management,
3335 Tamiami Trail East, Suite 101, Naples, Florida 34112, hereinafter referred to as "Lessor or
County," collectively referred to as the "Parties."
WITNESSETH
WHEREAS, the Lessor and Lessee have previously entered into a Lease Agreement dated May
25, 2021, hereinafter referred to as the "Lease," which is incorporated herein by reference and is made a
part hereof this Amendment; and
WHEREAS, on September 13, 2021, the Lessee and Lessor entered into a First Amendment to the
Lease extending the Financing Contingency period set forth in Article 4 of the Lease to the earlier of
October 31, 2021, or the delivery of a loan commitment letter from the Lessee's lender, with an effective
date of September 1, 2021; and
WHEREAS, on October 12, 2021, the Lessee and Lessor entered into a Second Amendment to the
Lease to amend and clarify the legal description of the leased premises; and
WHEREAS, the Lessee has informed the Lessor that it has received and executed a loan
commitment letter with its local lending partner, and is in the process of obtaining its financing for the
project related to the Lease but requires additional time to complete the loan closing with its lender; and
WHEREAS, the Parties are desirous of further amending the Lease to allow for a further extension
of the Financing Contingency period set forth in Article 4 of the Lease through and including November
30, 2021.
NOW, THEREFORE, in consideration of the covenants and agreements provided within the
Lease, and Ten Dollars ($10.00) and other valuable consideration, the Lease is hereby further amended as
follows:
I . The above recitals are incorporated into this amendment as if fully set forth herein.
c,�U
Packet Pg. 1500
16.F.6.b
2. Article 4 of the Lease shall be amended and replaced with the following:
Financing Contingency. Lessee shall have through and including November 30, 2021,
("Contingency Period') to secure financing for construction of the BigShots Facility. Lessor may,
at the request of Lessee, and provided Lessee is diligently pursuing such financing, extend the
Contingency Period. In the event Lessee is unable to secure financing on terms acceptable to
Lessee in its sole discretion, Lessee shall have the right to terminate this Lease without penalty by
giving Lessor notice of termination prior to the expiration of the Contingency Period.
3. Except as expressly provided herein, the Lease remains in full force and effect according to the
terms and conditions contained therein, and said terms and conditions are applicable hereto except as
expressly provided otherwise herein.
Signatures appear on the following page.
F1Q
ry` a
4
Packet Pg. 1501
16.F.6.b
IN WITNESS WHEREOF, the Lessee and Lessor have hereto executed this Third Amendment the
day and year first above written, with an effective date of October 26, 2021.
ATTEST:
Crystal K. Kinzel, Clerk of the
Circuit Court and Comptroller
BY:
Deputy Clerk
Approved as to form and legality:
Scott R. Teach.
Deputy County Attorney
AS TO T14E LESSOR:
BOARD OF COUNTY COMMISSIONERS,
COLLIER COUNTY, FLORIDA
BY:
Penny Taylor, Chair
Packet Pg. 1502
16.F.6.b
2.�
I ess (sign tune)
(print nam )
Witnes (signature)
��4\t, S�
(print
AS TO THE LESSEE:
CC BS NAples'! LL a Nevada limited liability
compa y
David Pillsbury, Presiders
Date: A� rt �
c.nE�
a
Packet Pg. 1503