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HomeMy WebLinkAbout26-6376 - City Council - ResolutionRESOLUTION 26-6376 CITY OF DALLAS RESOLUTION NO. 2026-08-184 CITY OF FORT WORTH RESOLUTION NO. 26-6376 RESOLUTION MAKING CERTAIN FINDINGS OF CERTAIN DALLAS FORT WORTH INTERNATIONAL AIRPORT HOTEL FACILITIES AS "PUBLIC FACILITIES" AND "APPROVED AIRPORT PROJECTS" AND RELATED MATTERS WHEREAS, with the approval of the Cities of Dallas and Fort Worth, Texas (the "Cities"), the Dallas Fort Worth International Airport Public Facility Improvement Corporation (the "Corporation") was duly incorporated and is a validly existing Texas non-profit airport facility financing corporation pursuant to Chapter 22, Texas Transportation Code, as amended (the "Act"); and WHEREAS, the Cities are the joint owners of the real property and improvements known as the Dallas Fort Worth International Airport (the "Airport"); and WHEREAS, the Dallas Fort Worth International Airport Board (the "Board"), acting on behalf of the Cities, leases to Woodlake HRDFW Hotel Owner, LLC (the "Tenant") an airport hotel facility adjacent to Terminal C currently operating as a "Hyatt Regency" (the "Hotel"); and WHEREAS, the Hotel lease had an original term (with renewal options) in excess of 40 years, the Cities in 1986 approved the Hotel lease pursuant to Section 22.080 of the Act; and WHEREAS, the Corporation intends to purchase the leasehold interest of the Tenant so that the operation of the Hotel will be controlled by the Corporation on behalf of the Board; and WHEREAS, the Corporation's Articles of Incorporation and the Rules and Regulations Relating to the Organization, Operation, and Management of the Corporation (the "Rules and Regulations"), adopted on December 14, 2000, require that the Cities make certain findings relating to the Hotel in order for the Corporation to participate in the transactions contemplated in these Recitals; and WHEREAS, the Hotel lease, which has a remaining term (including renewal options) in excess of 40 years, is subject to a management agreement with Hyatt Corporation (the "Management Agreement") which is coterminous with the Hotel lease, thus requiring that the assumption by the Corporation of the Management Agreement be approved by the Cities pursuant to Section 22.080 of the Act. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DALLAS, TEXAS THAT: NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FORT WORTH, TEXAS THAT: 1. The Cities hereby find and determine that the Hotel is a "Public Facility" as defined in paragraph (a) of Article Four of the Articles of Incorporation of the Corporation, and is a building or facility for the comfort and accommodation of air travelers, including a facility commonly found and provided at an airport, pursuant to Section 22.011(b)(1)(D), Transportation Code, as amended, and is a facility that is beneficial to the operation or economic development of the Airport and to the development and general diversification of the economy, pursuant to Section 22.012, Transportation Code. as amended. The Cities hereby approve the financing, planning, development, construction, equipping and operation of the Hotel as an "Approved Airport Project" pursuant to Sections 1.1 and 1.2 of the Rules and Regulations and finds and determines that such project is consistent with and in furtherance of the purposes of the Corporation. 2. The Cities hereby approve the assumption by the Corporation of the Management Agreement. 3. This Resolution shall be effective upon final approval by both the Cities of Dallas and Fort Worth, Texas. Adopted this September 15. 2026. ATTEST: B Y� Jannette S. Goodall, City Secretary —+o odd P ° OOOOOOOOO �a� SEX ASa�a PASSED BY THE DALLAS CITY COUNCIL THIS DAY OF , 2026. CITY OF DALLAS: Kimberly Bizor Tolbert City Manager, City of Dallas, Texas THE STATE OF TEXAS § COUNTY OF DALLAS § CITY OF DALLAS § APPROVED AS TO FORM: Bert Vandenberg City Attorney, City of Dallas, Texas I, Bilierae Johnson, City Secretary of the City of Dallas, do hereby certify: 1. That the above and foregoing is a true and correct copy of a Resolution, duly presented and passed by the City Council of the City of Dallas, at a regular meeting held on , 2026, as same appears of record in the Office of the City Secretary. 2. That said meeting was open to the public, and public notice of the time, place and purpose of said meeting was given, all as required by Chapter 551, Texas Government Code, as amended. WITNESS MY HAND and seal of the City of Dallas, Texas, this day of , 2026. City Secretary City of Dallas, Texas [SEAL] PASSED BY THE FORT WORTH CITY COUNCIL THIS 15th DAY OF SEPTEMBER 2026. CITY OF FORT WORTH: Jesus "Jay" Chapa City Manager, City of Fort Worth, Texas THE STATE OF TEXAS § COUNTY OF TARRANT § CITY OF FORT WORTH § APPROVED AS TO FORM: Leann D. Guzman City Attorney City of Fort Worth, Texas I, Jannette Goodall, City Secretary of the City of Fort Worth, do hereby certify: 1. That the above and foregoing is a true and correct copy of a Resolution, duly presented and passed by the City Council of the City of Fort Worth, at a regular meeting held on September 15, 2026, as same appears of record in the Office of the City Secretary. 2. That said meeting was open to the public, and public notice of the time, place and purpose of said meeting was given, all as required by Chapter 551, Texas Government Code, as amended. WITNESS MY HAND and seal of the City of Fort Worth, Texas, this 5th day of October 2026. .. Jannette S. Goodall City Secretary City of Fort Worth, Texas [SEAL] oA� FORT���a , 0000000000 d� 00� 00 O 4d PV O=d O ��� 0O OOO0 O August lo, 2026 STATE OF TEXAS § COUNTY OF DALLAS § COUNTY OF TARRANT § I, James W. Baker III, Board Staff Secretary of the Dallas -Fort Worth International Airport Board, do hereby certify that the attached is a true and correct copy of Resolution No. 2026-o8-184, approved by the Dallas -Fort Worth International Airport Board of Directors at its Board Meeting held on August 6, 2026. WITNESS MY HAND AND SEAL OF THE DALLAS -FORT WORTH INTERNATIONAL AIRPORT BOARD, this loth day of August 2026. ,/ James W. Baker III Board Staff Secretary Dallas Fort Worth International Airport Board Official Board Action / Resolution Date: August 6, 2026 Infrastructure and Resolution No.: 2026-08-184 Development Committee Subject: Hyatt Regency DFW Hotel Transaction and designation as an authorized PFIC project Department: Commercial Development Amount: Revised Amount: BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD That the Airport Board hereby (a) approves the Purchase and Sale Agreement between the Dallas/Fort Worth International Airport Public Facility Improvement Corporation ("PFIC") and Woodlake HRDFW Hotel Owner, LLC ("Woodlake") and the transactions contemplated therein, including (i) the assumption by PFIC of the Facilities Lease Agreement dated October 23, 1986 between Woodlake (as successor to DFW Airport Hotel Associates) and the Dallas Fort Worth International Airport Board (the "Airport Board"), as amended, (ii) the assumption by PFIC of the Hotel Management Agreement dated October 23, 1986 between Woodlake (as successor to DFW Airport Hotel Associates) and Hyatt Corporation, as amended, (iii) the assumption by PFIC of all other associated agreements, (iv) the purchase by PFIC from Woodlake of all FF&E and other assets used in the operation of the hotel, and (v) the payment by PFIC to Woodlake of an amount not to exceed $193,650,000.00; (b) approves an amendment to the Facilities Lease under the terms of which PFIC will pay additional rent to the Airport Board in an amount equal to the debt service on any and all debt issued for the purpose of acquiring, constructing or remodeling the Hyatt Regency DFW ((a) and (b) above hereinafter collectively referred to as the "Hyatt Regency DFW Hotel Transaction"); (c) approves the Hyatt Regency DFW Hotel Transaction as an authorized PFIC project; and (d) requests that the Owner Cities approve the Hyatt Regency DFW Hotel Transaction and designate such transaction as an authorized PFIC project, as required under the PFIC's Articles of Incorporation and Rules and Regulations. BACKGROUND: The PFIC Board approved the Hyatt Regency DFW Hotel Transaction on July 29, 2026, whereby: o Woodlake HRDFW Hotel Owner, LLC, will assign the Facilities Lease Agreement for the East Tower Hyatt Regency Hotel to the PFIC. • The Facilities Lease commenced on October 23, 1986, and has an initial term of 40 -years, with two 20 -year extensions, and one 19 -year extension. • PFIC will pay market rent to the Airport Board in accordance with the terms of the Facilities Lease. • PFIC will enter into an amendment of the Facilities Lease with the Airport Board to pay additional rents to cover debt service. o PFIC will assume the Hotel Management Agreement with Hyatt Corporation along with all other subtenant, operating and services agreements. o The transaction will include the purchase of all FF&E and other assets used in connection with the operation of the hotel. o the purchase price will not exceed $193,650,000.00. The Articles of Incorporation for the PFIC provide that it was created for the purpose of financing, planning, constructing, equipping, owning, renovating, repairing, improving, maintaining and/or operating one or more facilities within the boundaries of the Airport. The Articles further state that such facilities must be for the comfort and accommodation of air travelers or be beneficial to the operation or economic development of the Airport and must be approved by the Airport Board and each of the Owner Cities. The Grand Hyatt Hotel, the Hyatt Place Hotel and the Hyatt House Hotel have been designated as "Public Facilities" and "Approved Airport Projects" for the PFIC. They are operated and managed by the PFIC. Hyatt Regency DFW Hotel Transaction and designation as an authorized PFIC project Official Board Action - Action Resolution No.: 2026-08-184 • The Airport Board is requested to (a) approve the Hyatt Regency DFW Hotel Transaction, (b) to designate the transaction as an authorized PFIC project, and (c) to request that the Owner Cities approve the Hyatt Regency DFW Hotel Transaction and designate such transaction as an authorized PFIC project. BUSINESS DEVELOPMENT INFORMATION: . Not Applicable ADDITIONAL INFORMATION: Fund Project Number External Funding Source Attachments: None Approvals Kevin Haas, Vice President - Commercial Development Tamela Lee, Vice President - Business Development Abel Palacios, Vice President - Finance Elaine Rodriguez, General Counsel - Legal Christopher McLaughlin, Chief Executive Officer Hyatt Regency DFW Hotel Transaction and designation as an authorized PFIC project Approved - 7/22/2026 Approved - 7/23/2026 Approved - 7/23/2026 Approved - 7/23/2026 Final Approval - 8/6/2026 Official Board Action - Action Resolution No.: 2026-08-184