Agenda 03/26/2024 Item #11B (Approval of an Income Sharing Agreement for Phase I Renaissance Hall)SEE REVERSE SIDE
Proposed Agenda Changes
Board of County Commissioners Meeting
March 26, 2024
Item 11A to be heard at 2:30 PM: To approve the following documents related to the development of housing at
the former Golden Gate Golf Course: 1) Second Amendment to Developer Agreement with Rural Neighborhoods,
Inc., 2) Termination of Collier County Standard Form Long-Term Ground Lease, 3) Collier County Standard Form
Long-Term Ground Lease (Phase 1 - Essential Services Housing), HUD Lease Addendum and Phase 1 Easement,
4) Collier County Standard Form Long-Term Ground Lease (Phase 2-Senior Housing) and Phase 2 Easement, and
5) Land Use Restriction Agreements for each phase as required by grant funding sources, once developed and
approved for legality. (Companion to Item 11B) (Ed Finn, Deputy County Manager) (Staff’s Request)
Item 11B to be heard at 2:30 PM: To consider approval of Income Sharing Agreement for Phase I, Renaissance
Hall at Old Course, at the former Golden Gate Golf Course, allocating shared income as follows: 50% to
Renaissance Hall at Old Course, LLC, 25% to Collier Community Foundation, Inc., and 25% to Collier County, the
parties to the Agreement. (Companion to Item 11A) (Ed Finn, Deputy County Manager) (Staff’s Request)
Continue Item 16D6 to the April 9, 2024, BCC Meeting: Recommendation to approve and authorize an after the
fact payment in the amount of $14,268.87 to Robert Half International, Inc., for providing temporary staffing to
support housing related programs, and to waive competitive procurement. (Staff’s Request)
Add-on Item 10A: Recommendation to submit a Letter to Governor DeSantis to urge him to veto Senate Bill 7014
Ethics Bill”). (Commissioner Saunders’ Request)
Move Item 16F4 to 11E: Recommendation to approve and authorize the Chairman to execute a one-year renewal
of Agreement No. 22-7979 “Tourism International Representation - UK and Ireland Market” with OMMAC Ltd.,
for Flat Annual Fixed Price of $120,000 ($10,000 per month), and reimbursable expenses for travel, registrations
and miscellaneous for up to $80,000 totaling $200,000 annually and make a finding that this action promotes
tourism. (Commissioner McDaniel’s Request)
Move Item 16F5 to 11F: Recommendation to approve and authorize the Chairman to execute a one-year renewal
of Agreement No. 22-7980 “Tourism International Representation - Germany Market” with DiaMonde e.K. for Flat
Annual Fixed Price of $120,000 ($10,000 per month), and reimbursable expenses for travel, registrations and
miscellaneous for up to $60,000 totaling $180,000 annually and make a finding that this action promotes tourism.
Commissioner McDaniel’s Request)
Notes:
TIME CERTAIN ITEMS:
Companion Items 11A & 11B to be heard at 2:30 PM: Rural Neighborhoods Renaissance Hall at Old Course
Second Amendment, Leases, and Income Sharing Agreement.
3/28/2024 4:15 PM
SEE REVERSE SIDE
Proposed Agenda Changes
Board of County Commissioners Meeting
March 26, 2024
Item 11A to be heard at 2:30 PM: To approve the following documents related to the development of housing at
the former Golden Gate Golf Course: 1) Second Amendment to Developer Agreement with Rural Neighborhoods,
Inc., 2) Termination of Collier County Standard Form Long-Term Ground Lease, 3) Collier County Standard Form
Long-Term Ground Lease (Phase 1 - Essential Services Housing), HUD Lease Addendum and Phase 1 Easement,
4) Collier County Standard Form Long-Term Ground Lease (Phase 2-Senior Housing) and Phase 2 Easement, and
5) Land Use Restriction Agreements for each phase as required by grant funding sources, once developed and
approved for legality. (Companion to Item 11B) (Ed Finn, Deputy County Manager) (Staff’s Request)
Item 11B to be heard at 2:30 PM: To consider approval of Income Sharing Agreement for Phase I, Renaissance
Hall at Old Course, at the former Golden Gate Golf Course, allocating shared income as follows: 50% to
Renaissance Hall at Old Course, LLC, 25% to Collier Community Foundation, Inc., and 25% to Collier County, the
parties to the Agreement. (Companion to Item 11A) (Ed Finn, Deputy County Manager) (Staff’s Request)
Continue Item 16D6 to the April 9, 2024, BCC Meeting: Recommendation to approve and authorize an after the
fact payment in the amount of $14,268.87 to Robert Half International, Inc., for providing temporary staffing to
support housing related programs, and to waive competitive procurement. (Staff’s Request)
Add-on Item 10A: Recommendation to submit a Letter to Governor DeSantis to urge him to veto Senate Bill 7014
Ethics Bill”). (Commissioner Saunders’ Request)
Move Item 16F4 to 11E: Recommendation to approve and authorize the Chairman to execute a one-year renewal
of Agreement No. 22-7979 “Tourism International Representation - UK and Ireland Market” with OMMAC Ltd.,
for Flat Annual Fixed Price of $120,000 ($10,000 per month), and reimbursable expenses for travel, registrations
and miscellaneous for up to $80,000 totaling $200,000 annually and make a finding that this action promotes
tourism. (Commissioner McDaniel’s Request)
Move Item 16F5 to 11F: Recommendation to approve and authorize the Chairman to execute a one-year renewal
of Agreement No. 22-7980 “Tourism International Representation - Germany Market” with DiaMonde e.K. for Flat
Annual Fixed Price of $120,000 ($10,000 per month), and reimbursable expenses for travel, registrations and
miscellaneous for up to $60,000 totaling $180,000 annually and make a finding that this action promotes tourism.
Commissioner McDaniel’s Request)
Notes:
TIME CERTAIN ITEMS:
Companion Items 11A & 11B to be heard at 2:30 PM: Rural Neighborhoods Renaissance Hall at Old Course
Second Amendment, Leases, and Income Sharing Agreement.
3/28/2024 4:15 PM
03/26/2024
EXECUTIVE SUMMARY
To consider approval of Income Sharing Agreement for Phase I, Renaissance Hall at Old Course, at the
former Golden Gate Golf Course, allocating shared income as follows: 50% to Renaissance Hall at Old
Course, LLC, 25% to Collier Community Foundation, Inc., and 25% to Collier County, the parties to the
Agreement. (Companion to Item 11A)
OBJECTIVE: To consider approval of an Income Sharing Agreement for Phase I Renaissance Hall at Old Course
that grants the County a 25% share in the income generated by the project as specified in the agreement.
CONSIDERATIONS: On December 13, 2019, the County publicly advertised ITN No. 20-7698. On June 9,
2020, the Board selected Rural Neighborhoods, Inc. (“Rural Neighborhoods” or “Developer”) and directed staff to
begin negotiations. On November 10, 2020, the Board approved the negotiated Developer Agreement (“Developer
Agreement”). On April 25, 2023, the Board approved both a First Amendment to Developer Agreement and
Collier County Standard Form Long-Term Ground Lease (“Lease”).
The Developer Agreement allows the housing to be developed in phases. Phase 1, Renaissance Hall at Old Course,
provides housing for essential services personnel, and Phase 2 is identified as senior housing. The proposed
termination of the existing lease and its replacement with two separate leases, one for each phase, along with
updates to the Developer Agreement, are to be considered and are included as a companion item.
Exhibit B to the Developer Agreement, which is contained in the companion item, states that the Phase 1 and 2
income-sharing agreements between Rural Neighborhoods, Inc. (either Renaissance Hall at Old Course LLC or
Renaissance Hall Senior Living, LLLP), the Collier Community Foundation and Collier C ounty will be presented
to the Board of County Commissioners prior to loan closings for each respective phase. The Phase 2 Income
Sharing Agreement will be negotiated separately between the participating parties. Pursuant to the companion item,
the funding commitment deadline for Phase 1 is requested to be extended to May 30, 2024.
The parties have conducted a mutual review of the project pro forma and have prepared the Income Sharing
Agreement (the “Agreement”) for Phase 1. The partnership-shared income distribution occurs after operating
expenses, superior and subordinate debt services, lease up fee, voluntary and operating loan debt service,
management fees, subordinate, voluntary and mandatory debt, operating loans, asset management fees, deferred
management fees, deferred developer fees, and funding for a special operating and replacement reserve. The
attached Income Sharing Agreement allocates cash flow as follows: 50% to Renaissance Hall at Old Course, LLC,
25% to the Collier Community Foundation, Inc., and 25% to Collier County.
Pursuant to the terms of the Agreement, the parties agree to utilize the distributed shared income as follows:
Developer and Project Owner Donor Directed Fund. The Project Owner agrees to place one-half of its share of
Shared Income into a donor directed fund established with the Collier Community Foundation to be used by
Developer and Project Owner or their affiliates towards any and all costs associated with the acquisition,
preservation, development, maintenance, and management of affordable or workforce housing located in
Collier County, Florida that is planned, under development or owned in whole or in part by Developer or its
related entities. The Developer and Project Owner will issue an annual independent CPA prepared
organizational audit and tax return, and an annual independent CPA prepared narrative report and financial
statement on its use of the Donor Directed Fund.
Foundation Fund. The Foundation shall establish a fund from its share of Shared Income to be used towards
any and all costs associated with the advocacy, analysis, acquisition, preservation, development, maintenance,
and management of affordable or workforce housing located in Collier County, FL in accordance with
guidelines established by representatives of the Collier Community Foundation, Moorings Park Foundation,
and Richard M. Schulze Family Foundation. The Foundation will issue an annual independent CPA prepared
organizational audit and tax return, and an annual independent CPA prepared report on its use of the Donor
11.B
Packet Pg. 481
03/26/2024
Directed Fund.
County. The County shall use its share of Shared Income for any and all costs, including, but not limited to,
costs associated with the acquisition, development, preservation, maintenance, and management of affordable
or workforce or essential service provider housing located in Collier County, Florida.
Distributions of shared income, if any, to the Foundation and the County, will commence following project
completion, as defined by receipt of final certificate of occupancy on the Project, and shall continue for 40 years,
beginning upon completion of construction of the Project. The project pro forma provided by the Developer on
January 25, 2024, indicates that the first projected partner distribution under the terms of the Agreement is expected
to occur in 2032.
As discussed, a separate income sharing agreement for Phase 2 (Senior Housing) will be negotiated and brought
before the Board at a future meeting.
FISCAL IMPACT: Distributions of Cash Flow will commence following project completion and will continue
for 40 years to align with the term of the HUD first Mortgage. The project's RHOC -Prudential Credit Underwriting
Pro Forma 3-15-24 provided by the Developer indicates initial partner distribution to commence in 20 32 and
conclude in 2065. Actual financial results of the Renaissance Hall at Old Course, LLC project may differ
from the pro forma.
The 25% projected to be distributed to Collier County is $55.4 million. Shares of 25% are also provided to the
Collier Community Foundation, to Rural Neighborhoods donor-directed Collier Housing Fund, and the Rural
Neighborhoods General Fund. Projected distributions to the Parties total $221.6 million under the pro forma
assumptions; actual distributions may vary. Pursuant t o the agreement, Cash Flow distributions will be utilized as
provided above.
Cash flow as reviewed by a certified public accountant will be distributed on a per annum basis in the 1st quarter
subsequent the end of the preceding fiscal year. Cash flow is determined from revenues minus operating expenses
including management fees, project debt including PGIM HUD 1st mortgage and secondary cash flow debt,
required reserves and a prescribed cash flow distribution. The income -sharing agreement sets out the cash flow
distribution: first to an initial one-time lease up fee prior to rental achievement not to exceed $350,000; then to
principal and interest on voluntary and operating loans (initial amount $1,500,000), asset management fee ($25,000
per annum), deferred Developer fee until retired ($2,500,000), special replacement reserve ($113,400 per annum).
The balance shall be distributed 25% to Collier County, 25% to Collier Community Foundation, 25% to Rural
Neighborhoods donor-directed Collier Housing Fund and 25% to Rural Neighborhoods General Fund. Example
figures are from the Developer’s RHOC-Prudential Credit Underwriting Pro Forma 3-15-24
GROWTH MANAGEMENT IMPACT: Providing land and a funding mechanism for the development of
housing that is affordable assists the County in addressing many of the goals and objectives of the Housing Element
in the Growth Management Plan.
LEGAL CONSIDERATIONS: This item is approved as to form and legality and requires a majority vote for
approval. - SAA
RECOMMENDATION: That the Board of County Commissioners consider approval of the Income Sharing
Agreement for Phase I, Renaissance Hall at Old Course, at the former Golden Gate Golf Course.
Prepared by: Ed Finn, Deputy County Manager
ATTACHMENT(S)
1. Proposed Income Sharing Agreement (PDF)
2. Revenue Sharing -Leases 3-26-24 rev1 Presentation (PPTX)
11.B
Packet Pg. 482
03/26/2024
COLLIER COUNTY
Board of County Commissioners
Item Number: 11.B
Doc ID: 28327
Item Summary: To consider approval of Income Sharing Agreement for Phase I, Renaissance Hall at Old Course,
at the former Golden Gate Golf Course, allocating shared income as follows: 50% to Renaissance Hall at Old
Course, LLC, 25% to Collier Community Foundation, Inc., and 25% to Collier County, the parties to the
Agreement. (Companion to Item 11A) (Ed Finn, Deputy County Manager)
Meeting Date: 03/26/2024
Prepared by:
Title: Manager - Real Property – Facilities Management
Name: Jennifer Belpedio
03/18/2024 12:05 PM
Submitted by:
Title: – Facilities Management
Name: John McCormick
03/18/2024 12:05 PM
Approved By:
Review:
Facilities Management John McCormick Director - Facilities Completed 03/18/2024 12:19 PM
Facilities Management Jennifer Belpedio Manager - Real Property Completed 03/18/2024 2:36 PM
County Attorney's Office Sally Ashkar Level 2 Attorney Review Completed 03/19/2024 4:46 PM
Office of Management and Budget Debra Windsor Level 3 OMB Gatekeeper Review Completed 03/20/2024 8:28 AM
Office of Management and Budget Laura Zautcke OMB Reviewer Completed 03/20/2024 8:53 AM
County Attorney's Office Jeffrey A. Klatzkow Level 3 County Attorney's Office Review Completed 03/20/2024 8:54 AM
County Manager's Office Ed Finn Level 4 County Manager Review Completed 03/20/2024 5:42 PM
Board of County Commissioners Geoffrey Willig Meeting Pending 03/26/2024 9:00 AM
11.B
Packet Pg. 483
11.B.a
Packet Pg. 484 Attachment: Proposed Income Sharing Agreement (28327 : Income Sharing Agreement Renaissance Hall at Old Course)
11.B.a
Packet Pg. 485 Attachment: Proposed Income Sharing Agreement (28327 : Income Sharing Agreement Renaissance Hall at Old Course)
11.B.a
Packet Pg. 486 Attachment: Proposed Income Sharing Agreement (28327 : Income Sharing Agreement Renaissance Hall at Old Course)
11.B.a
Packet Pg. 487 Attachment: Proposed Income Sharing Agreement (28327 : Income Sharing Agreement Renaissance Hall at Old Course)
11.B.a
Packet Pg. 488 Attachment: Proposed Income Sharing Agreement (28327 : Income Sharing Agreement Renaissance Hall at Old Course)
11.B.a
Packet Pg. 489 Attachment: Proposed Income Sharing Agreement (28327 : Income Sharing Agreement Renaissance Hall at Old Course)
11.B.a
Packet Pg. 490 Attachment: Proposed Income Sharing Agreement (28327 : Income Sharing Agreement Renaissance Hall at Old Course)
11.B.a
Packet Pg. 491 Attachment: Proposed Income Sharing Agreement (28327 : Income Sharing Agreement Renaissance Hall at Old Course)
Golden Gate Golf Course –Rural
Neighborhoods Inc. Housing Project
March 26, 2024
Item # 27183
To approve the following documents related to the development of housing at the
former Golden Gate Golf Course: 1) Second Amendment to Developer
Agreement with Rural Neighborhoods, Inc., 2) Termination of Collier County
Standard Form Long-Te rm Ground Lease, 3) Collier County Standard Form
Long-Te rm Ground Lease (Phase 1 -Essential Services Housing), HUD Lease
Addendum and Phase 1 Easement, 4) Collier County Standard Form Long-Te rm
Ground Lease (Phase 2-Senior Housing) and Phase 2 Easement, and 5) Land Use
Restriction Agreements for each phase as required by grant funding sources,
once developed and approved for legality.
11.B.b
Packet Pg. 492 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
Golden Gate Golf Course –Rural
Neighborhoods Inc. Housing Project
March 26, 2024
Item # 28327
To consider an Income Sharing Agreement for Phase I, Renaissance Hall at Old
Course, at the former Golden Gate Golf Course, allocating shared income as
follows: 50% to Renaissance Hall at Old Course, LLC, 25% to Collier
Community Foundation, Inc., and 25% to Collier County, the parties to the
Agreement.
11.B.b
Packet Pg. 493 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
Required Project Documents for Board Approval
1)Second Amendment to Developer Agreement with Rural Neighborhoods,Inc.,or an affiliate
entity,potentially including a financing deadline extension.
2)Termination of Collier County Standard Form Long-Term Ground Lease,
3)Collier County Standard Form Long-Term Ground Lease (Phase 1 -Essential Services Housing),
HUD Lease Addendum and Phase 1 Easement,
4)Collier County Standard Form Long-Term Ground Lease (Phase 2-Senior Housing)and Phase 2
Easement,
5)Land Use Restriction Agreements for each phase as required by grant funding sources,and
6)The three party Income Sharing Agreement for Phase I Renaissance Hall at Old Course.The
parties to the agreement are Renaissance Hall at Old Course,the Community Foundation and Collier
County.
11.B.b
Packet Pg. 494 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
Golden Gate
Golf Course -
Rural
Neighborhoods
Timeline
u On December 13, 2019, the County publicly advertised ITN No. 20-
7698, Housing and Land Development at the GGGC
u On June 9, 2020, the Board selected Rural Neighborhoods, Inc. (RNI)
and directed staff to begin negotiations
u On July 28, 2020, the Board approved an agreement with RNI
providing up to a 12-month due diligence and coordination period
u On November 10, 2020, the Board approved the Developer
Agreement with Rural Neighborhoods, Inc.
u On April 26, 2022, GG Golf Course MPUD 2022-13 was adopted
u On April 25, 2023, the Board approved:
u First Amendment to the Developer RNI Agreement
u Initial Long-Te rm Ground Lease with RNI
u $1.5 million SHIP funding agreement for the RNI Project
u On October 24, 2023, the Board approved comprehensive funding
allocations to support the RNI Project
u On February 27, 2024, the Board extended the financing deadline to
March 26, 2024
11.B.b
Packet Pg. 495 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
First
Amendment to
Developer
Agreement
April 25, 2023,
Items 11B, 11C
and 11D
Removed 1.64 acres of greenway from the leased area
u The estimated 25 acres to be utilized by Rural Neighborhoods was
adjusted to 23.36 acres by removing the golf course greenway
u The greenway is designed to become an element of the overall golf
course and offsite stormwater system.
Provided adjustments to Exhibit B due to the inclusion of Federal and/or State
grant funding and financing requirements
u Firms up number of total units : 252 ESP Units (Phase I) + 120
Senior units (Phase II)
•Adds lower income units (50% AMI) offset by reduction to 60%
AMI units
•Shifts units from 80% AMI to 100% & 120% AMI
•Eliminates units with AMI of 140%
u Achieves Phase I financial debt service coverage requirements
Clarified project commitments
u Construction schedule was due in 45 days (provided)
u Six months to secure financing: to February 28, 2024
11.B.b
Packet Pg. 496 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
April 25, 2023,
Rural
Neighborhoods
Dev. Agreement
Exhibit B, Unit
Adjustment
11.B.b
Packet Pg. 497 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
Florida Housing
Finance
Corporation –
Income & Rent
Limits
11.B.b
Packet Pg. 498 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
Re naissance
Hall at Old
Course –Pro
Forma Rents
11.B.b
Packet Pg. 499 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
Re naissance
Hall at Old
Course –Project
Sources & Uses
(From Pro Forma)
11.B.b
Packet Pg. 500 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
County Funding
Commitment –
Rural
Neighborhoods
Project (from 10/24/23
BCC Item)
11.B.b
Packet Pg. 501 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
Ke y Lease
Te rms
u 99-year term lease of 21.78 acres at former Golden Gate
Golf Course
u Nominal rent of $10 per year
u County may terminate the Lease if Rural Neighborhoods
cannot secure a financial commitment for the Phase I by
May 30, 2024
u Rural Neighborhoods is required to diligently pursue and
complete construction within 30 months from the
commencement of construction
11.B.b
Packet Pg. 502 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
Key Income
Sharing
Agreement
Te rms
u Distributions of Cash Flow will commence following project
completion and will continue for 40 years to align with the term
of the HUD first Mortgage.
u Projected distributions to the Parties total $221.6 million under
the pro forma assumptions; actual distributions may vary.
u The 25% projected to be distributed to Collier County is
$55.4 million.
u Shares of 25% are also provided to the Collier Community
Foundation, to Rural Neighborhoods donor-directed Collier
Housing Fund, and the Rural Neighborhoods General
Fund.
u Pursuant to the agreement, Cash Flow distributions will be
utilized for the provision of affordable or workforce housing.
11.B.b
Packet Pg. 503 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
Staff
Re commendation
Item # 27183
To approve the following documents related to the
development of housing at the former Golden Gate
Golf Course: 1) Second Amendment to Developer
Agreement with Rural Neighborhoods, Inc., 2)
Te rmination of Collier County Standard Form Long-
Te rm Ground Lease, 3) Collier County Standard
Form Long-Te rm Ground Lease (Phase 1 -Essential
Services Housing), HUD Lease Addendum and
Phase 1 Easement, 4) Collier County Standard Form
Long-Te rm Ground Lease (Phase 2-Senior Housing)
and Phase 2 Easement, and 5) Land Use Restriction
Agreements for each phase as required by grant
funding sources, once developed and approved for
legality.
11.B.b
Packet Pg. 504 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
Staff
Re commendation
Item # 28327
To consider an Income Sharing
Agreement for Phase I, Renaissance Hall
at Old Course, at the former Golden
Gate Golf Course, allocating shared
income as follows: 50% to Renaissance
Hall at Old Course, LLC, 25% to Collier
Community Foundation, Inc., and 25%
to Collier County, the parties to the
Agreement.
11.B.b
Packet Pg. 505 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement
Questions
2/27/2024
11.B.b
Packet Pg. 506 Attachment: Revenue Sharing -Leases 3-26-24 rev1 Presentation (28327 : Income Sharing Agreement