HomeMy WebLinkAboutResolution Central City Local Government Corporation (CCLGC) FWCCLGC-2021-01RESOLUTION NO. FWCCLGC-2021-01
CENTRAL CITY LOCAL GOVERNMENT CORPORATION
RESOLUTION
OF THE BOARD OF TRUSTEES
Authorize a Resolution to Execute a Purchase Agreement with Crescent Real Estate LLC or
Affiliates for the Purchase of Two Parking Garages and to Execute a Lease Agreement with
Option to Purchase with the City of Fort Worth for the Garages
WHEREAS the Central City Local Government Corporation (the "Corporation") was
incorporated on May 3, 2005 under the provisions of Subchapter D, Chapter 431 of the Texas
Transportation Code and Chapter 394 of the Texas Local Government Code organized for the
benefit of the City of Fort Worth (the "City"), specifically for the purpose of aiding, assisting, and
acting on behalf of the City of Fort Worth in the exercise of its powers to accomplish any
governmental purpose of the City and in the promotion of the common good and general welfare
of the City; and
WHEREAS Crescent Real Estate, LLC or affiliates ("Developer") intends to develop
property located at the intersection of Camp Bowie Boulevard and Van Cliburn Way as a mixed -
use development featuring a minimum 200 room hotel, 8,500 square feet of combined meeting
space, 4,500 square foot full -service restaurant, 175 units of multi -family apartments, 150,000
square foot office building, and two parking garages ("Parking Garages") containing an aggregated
minimum 825 spaces that will service the owners and tenants (collectively, the "Project');
WHEREAS Corporation will assist the City in promoting growth and economic
development within the Central City area by participating in the Project, including purchasing the
Parking Garages, which will serve the owners and tenants of the Project, members of the public,
and others, from Developer upon completion of construction, and leasing the Parking Garages to
the City under the terms and conditions set forth herein;
WHEREAS to fund the acquisition of the Parking Garages, Corporation intends to issue
bonds ("Bonds") in accordance with a trust indenture with a financial institution, with funds held
for the benefit of bondholders retained and managed by the bond trustee, and will consider a
resolution approving the sale of bonds at a later date;
NOW THEREFORE, BE IT RESOLVED BY THE BOARD:
Section 1. That the President or Vice President is hereby authorized to execute a purchase
agreement with Crescent Real Estate, LLC or affiliates for the purchase of two parking garages
located near the intersection of Camp Bowie Boulevard and Van Cliburn Way for the lessor of fair
market value or $25,000,000.00 ("Purchase Price"), subject to terms and conditions specified
within the agreement.
RESOLUTION NO. FWCCLGC-2021-01
PAGE 2
Section 2. That the President or Vice President is hereby authorized to execute a lease agreement
with the City of Fort Worth for the Garages ("Lease Agreement"), which shall contain the
following terms and conditions:
(1) The term shall be for an initial term of 20 years with one additional 20-year
extension option, followed by three (3) additional 20-year extensions exercisable
by the mutual agreement of Developer, City, and CCLGC, for a total term not to
exceed 100 years.
(2) The rent will be the higher of fair market value or an amount equal to the full debt
service for the Bonds.
(3) City shall have an option to purchase and right of first refusal that is assignable to
the Developer, with terms and conditions set forth in (4)(c) and 4(d) below.
(4) Corporation shall grant consent to a sublease agreement between City and
Developer ("Sublease") with the following terms and conditions:
a. The term shall be initial term of 20 years with one additional 20-year
extension option, followed by three (3) additional 20-year extensions
exercisable by the mutual agreement of Developer, City, and CCLGC, for
a total term not to exceed 100 years;
b. Total rent is equal to $800,000.00, except as otherwise necessary to
achieve the fair market value for the use of the Parking Garages ("Sublease
Rate"), plus the difference between the annual debt service amount and the
Sublease Rate, provided, however, Developer will be responsible for
paying a total of $800,000 per year to the City ("Sublease Payments"), with
the remaining amount to be credited through a 3 80 Grant by the City, which
amount will not be received by Developer, but paid to the Corporation by
City. "380 Grant" means a grant from the City to Developer under Chapter
380 of the Local Government Code or other applicable law.
c. A call option shall be in the Developer's favor in the 20th and final year of
the initial term of the sublease, with a then -applicable purchase price equal
to the Purchase Price minus the net present value of all Sublease Payments
(specifically excluding 380 Grant payments) and revenues from the
Parking Garages paid by Developer to City. Any extension of the Sublease
beyond its initial 20-year term shall also include an option for Developer,
with the consent of City and the CCLGC, to purchase one or both of the
Parking Garages at their fair market value. The Sublease will terminate as
to the Parking Garages conveyed to the Developer.
RESO LJ T 1 0 1 7D r 4, j
1,
d. A right of first refusal shall be granted to Developer in the event the
CCLGC or the City desires to sell the Parking Garages.
Developer will make a minimum of 400 spaces ("Public Spaces") available
for public use from, at a minimum, 6:00pm to 7:00am on weekdays and all
day on weekends (with the understanding that Developer may collect fees
for such parking).
Section 3. That this Resolution shall take effect immediately from and after its passage.
Adopted this 23rd day of March, 2021.
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Mary J. Kayser, Cp o'rat� Sera eta