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ITEM: A. AMENDMENT NO. 2 TO COMPREHENSIVE AGREEMENT FOR THE DESIGN, DEVELOPMENT, CONSTRUCTION AND OPERATION OF WELLINGTON COMMUNITY PARK
B. Authorization of Bond Counsel engagement for Wellington Community Park Project
REQUEST: Council approval of and direction to: A) execute Amendment No. 2 to Comprehensive Agreement for the Design, Development, Construction and Operation of Wellington Community Park to address revised scope, modifications to framework for the bond issuance and financing, and demolition of existing facility; and B) authorize engagement of Bond Counsel for the Wellington Community Park Project.
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EXPLANATION: The Wellington Community Park Improvement Project is proposed to be funded by Village of Wellington revenue bonds with a 30-year maturity payable via a covenant to budget and appropriate lawfully available governmental revenues except ad valorem revenues and equity contributions from Wellington Athletics. The primary revenue repayment source is planned to be the annual license fee of the financed facility. However, all lawfully available governmental revenues except ad valorem revenues are considered in the credit analysis.
The following considerations for the proposed bond issuance will require amendments to the Comprehensive Agreement:
1. Provide for approval of the form of the construction contract by Wellington and further provide that Wellington shall approve all change orders. (Art. 7)
2. Revision of Project Scope - the total construction costs of $33,657,211 is for Phase I. The softball field and the Multi-Use field are included in Phase II, (Conceptual Plan and Exhibit C Program Schedule).
3. Clarify that Wellington is responsible to fund the site work necessary to make the site construction ready, but not to perform the work (Art. 9).
4. Wellington Athletics proposes to make the interest payments on the debt upon issuance with no capitalized interest from their equity contribution, (Article 16.1).
5. Clarify that License fees shall be paid on a semi-annual basis, not necessarily at year end (Art. 16.2)
The Public Financing Period, Article 6 of the Comprehensive Agreement, provides that the Village shall notify Wellington Athletics in writing of the financing terms available for the design and construction of the Project and the resulting debt service. If the financing terms are mutually acceptable to Wellington Athletics and the Village, then Wellington Athletics shall notify Village in writing to proceed to bond closing. Wellington Athletics understands that it will be necessary for it to agree upon a not to exceed annual debt service figure rather than the exact terms of the debt, which will not be known until approximately 30 days prior to bond closing. If such not to exceed amount is not acceptable to Wellington Athletics, in its sole and absolute discretion, then Wellington Athletics may terminate this Agreement upon written notice to the Village prior to the bond closing, in which case this Agreement shall be terminated, and the parties hereto shall be relieved of all liabilities and obligations under this Agreement except those which specifically survive termination. If Village is unable to secure the public financing prior to the expiration of the Public Financing Period, Wellington Athletics may provide a reasonable extension of time to secure such financing or may terminate this Agreement upon written notice to the Village on or prior to the expiration of the Public Financing Period, in which case this Agreement shall be terminated, and the parties hereto shall be relieved of all liabilities and obligations under this Agreement except those which specifically survive termination.
Other information provided is the updated 5-Year Operating Pro Forma, the construction budget for Phase I, the Comprehensive Agreement dated June 1, 2022, and Amendment No. 1 dated October 18, 2022.
The Amendment will also include revisions to the responsibility for the demolition of the existing facility by the Contractor.
Additionally, Council is requested to approve the engagement of Morris G. (Skip) Miller, Esq. of Greenspoon Marder LLP as Bond Council for the Financing Team replacing Mark Raymond. Authorization to approve the professional service agreements for these services is addressed in Wellington’s Purchasing Manual, Chapter 3 - Items Exempt from Competition, Section 6 Debt Service and other financing transactions costs, Section 9 Legal Services, and Section 12 Other Professional Services, Item h. Trustees. The bond issuance costs will be reimbursed from bond proceeds and are proposed at a fixed fee of $80,000 unless the bonds are privately placed, which would have a reduced fee of $50,000.
If all is approved, it is anticipated that a bond resolution will be presented at the June 13, 2023 Council meeting with debt issuance completed by late July / early August 2023.
BUDGET AMENDMENT REQUIRED: NO
PUBLIC HEARING: NO QUASI-JUDICIAL:
FIRST READING: SECOND READING:
LEGAL SUFFICIENCY: YES
FISCAL IMPACT: The Wellington Community Park Improvement Project is to be funded by Village of Wellington revenue bonds with a 30-year maturity payable via a covenant to budget and appropriate lawfully available governmental revenues except ad valorem revenues.
Debt Service payments will be calculated pursuant to the issuance of not to exceed $33,015,539.00 for project funding plus bond issuance costs with a 30-year term.
A budget amendment will be prepared upon issuance of the debt to include establishment of all necessary project and debt related funds, and repayment of expenditures related to the project.
Bond Counsel costs of $80,000 will be included in the Financing Team Service Agreements as bond issuance costs to be reimbursed from bond proceeds.
WELLINGTON FUNDAMENTAL: Responsive Government
RECOMMENDATION: Council approval of and direction to: A) execute Amendment No. 2 to Comprehensive Agreement for the Design, Development, Construction and Operation of Wellington Community Park to address revised scope, modifications to framework for the bond issuance and financing, and demolition of existing facility; and B) authorize engagement of Bond Counsel for the Wellington Community Park Project.