Manatee County Government Administrative Center Commission Chambers, First Floor 9:00 a.m. - September 27, 2016
REVISED September 27, 2016 - Regular Meeting
Agenda Item #35

Invitation to Negotiate (ITN) 15-1162CP: Convention Hotel


Contact and/or Presenter Information
Dan Schlandt, Deputy County Administrator, x3732

Elliott Falcione, Executive Director - Convention & Visitor's Bureau - 941-729-9177, ext. 231

Anthony DeRusso, Director of Project Development, Improvement Network Development Partners

Stephen Goodman, Manager, Improvement Network Development Partners

Action Requested
Authorization for the County Administrator, or designee, to execute the Development Agreement for a Convention Hotel with Improvement Development Network Partners, LLC, of Fort Worth, Texas.

Enabling/Regulating Authority
Manatee County Code of Laws

Background Discussion
On September 3, 2015, Manatee County issued Invitation to Negotiate (ITN) 15-1162CP to solicit private sector partners who are experienced in hotel development to propose a nationally branded property adjacent to or within easy walking distance to the Bradenton Area Convention Center (BACC) located at One Haben Boulevard in Palmetto.  The purpose is to engage in a public/private participation project to allow the BACC to have more impactful conventions, meetings, and events to generate greater economic impact.  In addition, the project will redefine the area as a new vibrant place with year round activities that offer economical and community benefits, including increased outdoor public space to enhance and compliment the BACC.
This agreement  outlines the anticipated actions and responsibilities required by the County and by Improvement Network Development Partners, LLC (INDP), which are necessary for the development of the project and assigns risk between the parties should the project fail to proceed or be terminated at any point in time. 
This is a two-party agreement between the County and INDP, however, the City of Palmetto and the Palmetto CRA will be significant partners in the success of this development.   As the convention center is located in the City of Palmetto they will be involved in the land use process for the project.   The Palmetto CRA also intends to provide significant financial incentives through a separate agreement with INDP for the capital investment for the hotel development.
This development agreement calls for the County and INDP to negotiate a Hotel Land Lease Agreement setting forth the terms for the developer to construct and operate a full service hotel and related amenities on specific portions of the current convention center property and an adjacent property to be acquired by the developer.
As the ability of the Palmetto CRA to provide economic development incentives is dependent on their ability to receive tax increment revenues from the hotel development it will be necessary for the county to transfer the portion of the convention center property included in the Hotel Land Lease Agreement to the City of Palmetto in fee simple title if the hotel is constructed.
The conceptual plan in this development agreement calls for a proposed six story, 250-room Sheraton hotel that will be managed by Starwood Resorts and will include ball room space, meeting room space, and a full service restaurant. 
The conceptual plan shows the potential extension of 7th Street from US 41 to Haben Blvd.   The City of Palmetto desires to have the extension constructed if they can secure funding sources for that project.  The development agreement being considered today provides that a term of the Hotel Land Lease Agreement will require that the developer set aside right-of-way within the land lease area for the future extension of 7th Street.
The agreement provides that a hotel land lease will be entered into between the parties in order to lease the hotel site to the Developer for a term of forty years with two options to renew for ten years in exchange for nominal rent.  The Developer will be responsible for the design, construction, and equipping of the hotel at its sole risk and expense and at no cost or expense to the County.  The design will be coordinated with the County to ensure a seamless integration of the hotel and the BACC. 

The County may terminate the hotel land lease in the event the Development fails to operate in accordance with specified hotel standards.  The Agreement contains terms which include, within the project, a contiguous parcel to be purchased by the Developer in order to provide additional parking and a special events area for the BACC. The special events area is envisioned to include a 2-story, 18,000 square foot mix of restaurants, retail, and tasteful outdoor entertainment space.

The agreement provides for transfer of the Hotel Land Lease to the City of Palmetto at the completion of the construction.  At the same time, the Development will convey a parking easement to the County on the contiguous parcel to accommodate BACC parking and space needs.  Furthermore, the agreement ensures the hotel land lease will define respective obligations in the event of hotel ownership or management changes.

Administrative staff and its consultant have diligently reviewed and considered all information submitted to date and will continue to work closely with the Proposer’s team of experts to make sure this project is designed and developed in accordance with the County’s objectives.  Upon approval of the Development Agreement, considerable and significant time and financial resources will be dedicated by the Developer.  As it progresses, the hotel project will go through the normal regulatory approval process in the City, which will include scrutiny of the construction and engineering plans that are submitted.   The BACC will remain open throughout the design and construction phases.  

The ITN was created with the input and assistance of the County’s consultant, Strategic Advisory Group, specific to this project development.  The objective of the ITN is to identify the best private sector partner who will facilitate economic growth and benefit to the community by effectively attracting larger booking groups who desire or require a headquarter hotel to accommodate events.  

Similar to a Request for Proposal (RFP), the ITN is designed to provide a competitive evaluation and negotiation process lending to the determination of the requirements of the scope of work and development of an agreement's terms and conditions.  ITN 15-1162CP, Convention Hotel, was released on mymanatee.org and DemandStar and approximately 180 development firms and/or hotel operators throughout the United States were directly sourced by the Procurement Division.  As a result, the credentials, experience, and qualifications of three proposers, as follows, were obtained: 

* Jiten Patel of Bradenton, Florida
* S. Goodman and Associates, LLC, of Pleasanton, California
* Hat Trick Consultants, LLC, of Grapevine, Texas

The ITN is intended and structured to occur in two phases.  First, there is an evaluation process which consists of a qualifications based review and evaluation of all proposals.  An evaluation committee was formed to review the proposals which resulted in a recommendation to the County Administrator to pursue negotiations with S. Goodman and Associates, LLC.  The evaluation committee was comprised of the following members:
  • Melissa Wendel, CPPO, Chairperson - Purchasing Official
  • John Barnott, Building and Development Services Director
  • Elliott Falcione, Convention & Visitor Bureau Exec. Director
After performing an individual review of the three submissions, the evaluation committee met at a publicly noticed meeting to collectively review the proposals.   The evaluation committee concluded that the proposal received from Hat Trick Consultants did not include a hotel, a requirement of the ITN, and therefore no further consideration would be given to this proposal.  The evaluation committee unanimously agreed to invite the remaining proposers in for oral presentations and interviews with the evaluation committee at its next publicly noticed meeting. 

The evaluation meeting was also attended by Manatee County’s consultant, Tony Peterman of Strategic Advisory Group, a hospitality industry expert.  Upon hearing the presentations and engaging in discussion with the proposers, the evaluation committee asked its consultant, Strategic Advisory Group, to prepare an expert summary of the written proposals and in person interviews of both proposers and requested this information be presented at the final upcoming evaluation committee meeting.  At its final meeting, Tony Peterman from Strategic Advisory Group attended and presented analysis of both proposals and participated in discussion with the evaluation committee. 

In consideration of the work of the evaluation committee and the input of Strategic Advisory Group, the following observations were made regarding the two proposals under consideration:

  • S. Goodman and Associates (SGA) - In terms of experience, SGA and its assembled team including co-developer Teitelbaum Developers, Inc. of Bradenton Beach, Florida, hotel management companies, architects, construction firms, and civic center management, demonstrated significant experience in ground-up development and also possessed experience with public sector projects.  SGA proposed a project with a total budget of $59.3 million and a capital plan that was roughly 26% equity, 54% debt, and the remaining 20% in CRA incentives.  The loan-to-cost ratio is reasonable in consideration of industry standards.  As to the vision of the project, SGA proposed development of a 250 room, full service hotel, entertainment area and parking.  SGA included a letter of intent from Starwood (Sheraton) as the flag for the hotel. 

  • Jiten Patel – In terms of experience, Jiten Patel currently owns three hotels including the Holiday Inn Airport near the Sarasota-Bradenton Airport and two limited service hotels in Valdosta, Georgia.  Mr. Patel did not have a full team assembled, identifying only an engineering and land planning firm as part of the development team.  Patel proposed 25% equity with approximately $1 million of personal investment and also suggested the County issue the remaining 75% of debt via bonds, otherwise Patel would attempt to secure conventional financing.  As to the vision of the project, Patel proposed a select service or extended stay 130 room hotel. 
The evaluation committee recognizes S. Goodman and Associates as an outstanding development team that has proffered its vision and skills to the County for this important project. The evaluation committee unanimously recommended the County enter into negotiations with S. Goodman and Associates, LLC, which was subsequently approved by the County Administrator. 

The latter and final phase of the ITN process is negotiations. The Procurement Division led the negotiations, which commenced with multiple County stakeholders and the Proposer.  County stakeholders included, but are not limited to: Dan Schlandt, Deputy County Administrator, Elliott Falcione, Executive Director for the Convention and Visitor’s Bureau, William Clague, Assistant County Attorney, Sable Santana, Facility Manager, Charlie Bishop, Director of Property Management, and Joy Leggett Murphy, Land Acquisition Division Manager.   Tony Peterman, formerly of Strategic Advisory Group and currently representing Jones, LaSalle and Lang, also contributed in the negotiation process. 

Negotiations resulted in the attached development agreement which establishes the relationship between the County and the Developer, Improvement Network Development Partners, LLC, a special purpose entity (SPE).  Creation of an SPE is typical and considered a standard step necessary in order to achieve financing.  S. Goodman & Associates created their SPE, Improvement Network Development Partners, LLC, to add their financial partner in the Agreement.

Finally, to date and through participation in an open and transparent procurement process, the Proposer has dedicated time, energy, and notable expense into this project which is a demonstration of commitment to the success of the project.  The County negotiation staff also appreciates the cooperation and diligence of City of Palmetto and CRA staff in reaching this point in the process.

County Attorney Review
Other (Requires explanation in field below)

Explanation of Other
Drafting of the attached agreement has been managed by William Clague, Assistant County Attorney. 

Reviewing Attorney

Instructions to Board Records
Original to Board Records

Copies of agreement to:
D. Schlandt, Deputy Administrator - dan.schlandt@mymanatee.org

Elliott Falcione, Executive Director, Convention & Visitor's Bureau -   Elliott.falcione@bacvb.com

Melissa M. Wendel, Purchasing Official -Melissa.wendel@mymanatee.org

Anthony DeRusso, INDP - tderusso@sgassociates.net

Cost and Funds Source Account Number and Name

Amount and Frequency of Recurring Costs

Attachment:  BACC Hotel Master Development Agreement executed 92316.pdf
Attachment:  Zac Henson resume.pdf
Attachment:  Goodman Bio INDP.pdf
Attachment:  DeRusso Bio INDP.pdf