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Agenda 10/25/2022 Item #10A (Added - 5th Amendment to the Long-Term Lease and Operating Agreement with CC BSG Naples, LLC (BigShots))Proposed Agenda Changes Board of County Commissioners Meeting October 25, 2022 Correct the placement of Item 16F1 to now be 16A14: Recommendation to authorize the Clerk of Courts to release a Performance Bond in the amount of $184,500 which was posted as a guarantee for Excavation Permit Number PL20200000738 for work associated with Tree Farm. (District 3) (Staff's request) Add on Item 5C: Tax Collector presentation on the return of unused fees and Hurricane Ian discussion. (Staffs Request) Add -on Item 10A: Recommendation to approve a Fifth 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 to April 30, 2023, to allow for additional financing to be secured. (Commissioner Saunders' Request) Continue Item 16D3 to the November 8, 2022, BCC Meeting: *** This Item continued from the September 27, 2022, BCC Meeting. *** Recommendation to terminate for convenience of Revenue Generating Agreements 20-7707R and 21-7836, with SSG Recreation Inc., as the concession service provider at Tigertail Beach and Barefoot Beach. (District 1, District 2) (Staffs Request) Notes: • A signed agreement for item 16D4 was received after the agenda was published and will be provided for the Court Reporter: Recommendation to approve the award Request for Proposal (RFP) No. 19-7657, "Parks Activity Management Software Solution", to Active Network LLC, and to authorize the Chairman to sign the attached agreements. (All Districts). TIME CERTAIN ITEMS: Item 5C to be heard immediately following Item 5B Item 11F to be heard at 10:00 AM: Goodwill partnership with Collier County for renovations and improvements to the East Naples location for the Collier County Community Resource Center. Item 11E to be heard no sooner than 2:00 PM: Update on the rock crushing activities on the property located at the southeast corner of Santa Barbara Blvd and Davis Blvd. 11/3/2022 9:50 AM EXECUTIVE SUMMARY Recommendation to approve a Fifth 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 to April 30, 2023, to allow for additional financing to be secured. OBJECTIVE: To approve a Fifth Amendment to extend the Financing Contingency Period in the Lease to allow Bigshots an opportunity to secure additional funding due to an increase in costs for materials, labor, and interest rates over the last six months. CONSIDERATIONS: On May 25, 2021, the Board approved a Lease agreement with BigShots to develop and construct a golf and entertainment complex at the site of the former Golden Gate Golf Course property. Since that date, BigShots diligently has worked with a First Foundation Bank ("Bank") to arrange its financing for the project and such financing was secured. More specifically, Article 4 of the Lease provides for a limited duration financing contingency period, which the parties mutually agreed to extend through three previous amendments to the Lease. The last such amendment extending the financing contingency period expired on February 28, 2022. Bigshots timely secured financing in the amount of $12,717,000 from Bank. On October 19, 2022, Bigshots sent a letter informing the Board of County Commissioners that over the last six months there has been increase in costs for materials, labor, and interest rates resulting in the need for additional funding. Bigshots further advised that it expects its existing loan to be adjusted to account for the updated budget and scope and there is still substantial work to be completed. The letter from BigShots is attached. As mentioned above, Article 4 provision allows the County to extend that period further if BigShots is diligently pursuing financing for the projects. Because of these unforeseen economic circumstances BigShots is requesting another extension for good cause and staff recommends that the attached proposed Firth Amendment to the Lease be approved by the Board. The attached proposed Fifth Amendment amends Article 4 by further extending the contingency period through April 30, 2023. Bigshots informed staff that it intends to pursue an additional $4-5M. FISCAL IMPACT: None. GROWTH MANAGEMENT IMPACT: None. LEGAL CONSIDERATIONS: This item is approved as to form and legality and requires majority vote for Board approval. - RECOMMENDATION: To approve the attached Fifth 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, and authorize the Chair to sign the attached Fifth Amendment. Prepared by Jennifer A. Belpedio, Esq. Property Acquisition Manager, Facilities FIFTH 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 FIFTH 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 "Amendment") is entered into this day of October, 2022, 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 500, 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 14, 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 September 28, 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, on October 26, 2021, the Lessee and Lessor entered into a Third Amendment to the Lease extending the Financing Contingency period set forth in Article 4 of the Lease through and including November 30, 2021, with the provision that the Lessor could further extend the financing contingency period provided that the Lessee is diligently pursuing its financing for the project; and WHEREAS, on January 25, 2022, the Lessee and Lessor entered into a Fourth Amendment to the Lease extending the Financing Contingency period set forth in Article 4 of the Lease through and including February 28, 2022, with the provision that the Lessor could further extend the financing contingency period provided that the Lessee is diligently pursuing its financing for the project; 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 April 30, 2023. 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: The above recitals are incorporated into this amendment as if fully set forth herein. 2. Article 4 of the Lease shall be amended and replaced with the following: financing Contingency. Lessee shall have through and including April 30, 2023 ("Contingency Period") to secure sufficient financing for construction of the BigShots Facility. Lessor may, at the request of Lessee, and provided Lessee is diligently pursing such financing, extend the Contingency Period. In the event Lessee is unable to secure financing on terms acceptable to Lessee in its sole and absolute 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. IN WITNESS WHEREOF, the Lessee and Lessor have hereto executed this Fifth Amendment the day and year first above written, with an effective date of October , 2022. ATTEST: Crystal K. Kinzel, Clerk of the Circuit Court and Comptroller , Deputy Clerk Approved as to form and legality: AS TO THE LESSOR: BOARD OF COUNTY COMMISSIONERS, COLLIER COUNTY, FLORIDA William L. McDaniel, Jr., Chair �.._ ? Witnes (signature) Nrintunc) cb�'� Witness (signature) e (x, I' (-f-- �404 -L (print name) AS TO THE LESSEE: CC BSG Naples, LLC, a Nevada limited liability company Emily frecker, Secretary BIGSHO,TS October 19, 2022 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 Honorable Commissioners and County Manager Patterson, We have been working diligently to complete the planning and submittals for BigShots Golf at Golden Gate Golf Course. We remain excited to and are working towards both reopening the Golden Gate Golf Course and BigShots Golf to Collier County Residents. A key component of our efforts has included securing sufficient financing to complete the proposed project. The historic increase in costs for materials, labor and interest rates in the last six months means we must revisit our capital structure and secure additional funding. We fully expect our existing loan can be adjusted to account for the expanded budget and scope however; there is still substantial work to be completed. We respectfully request the lease be amended to extend the financing contingency period to April 30, 2023. Please include this request on the agenda for the next 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. Sincerely, Randall Cousi Senior Vi esident BigSho G f