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HomeMy WebLinkAbout09-301 RESOLUTION NO. 09-301 RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF ST. LUCIE COUNTY, FLORIDA APPROVING FOR THE PURPOSES OF SECTION 147(fj OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, THE ISSUANCE OF NOT TO EXCEED $16,000,000 OF INDUSTRIAL DEVELOPMENT REVENUE BONDS BY THE FLORIDA DEVELOPMENT FINANCE CORPORATION TO FINANCE AN AIRPORT FACILITY LOCATED IN ST. LUCIE COUNTY ON BEHALF OF FBO FORT PIERCE, LLC; AND PROVIDING AN EFFECTIVE DATE BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS (THE "BOARD") OF ST. LUCIE COUNTY, FLORIDA: Section 1. Findings and Recitals. It is hereby found, ascertained, determined and declared: A. The Florida Development Finance Corporation (the "Issuer") was created by the Florida Development Finance Corporation Act, Chapter 288, Part IX, Florida Statutes (the "Act"), which provides, in part, that the Issuer may issue revenue bonds to finance projects in St. Lucie County, Florida (the "County"), for the benefit of approved Florida businesses to enhance the economic development of the State of Florida (the "State"), provided that the Issuer has entered into an interlocal agreement with the local governmental agency in which. the project will be located; and B. The Issuer and the County have previously entered into an interlocal agreement, pursuant to the Act and the Florida Interlocal Cooperation Act of 1969, as amended (to the extent that the exercise of such powers is consistent with the purposes of the Act), which agreement remains in full force and effect, to permit the Issuer to issue revenue bonds to finance projects located within the jurisdictional limits of the County; and C. The Issuer intends to issue revenue bonds in an amount not to exceed $16,000,000 to finance or refinance the cost of acquiring, constructing, renovating, rehabilitating and improving leasehold improvements to certain airport facilities, including but not limited to such facilities leased by FBO Fort Pierce, LLC, a Florida limited liability company, or an affiliate, subsidiary, or related entity thereof (collectively the "Company") from the County and located at 2982 Curtis King Boulevard, Fort Pierce, Florida (the "Project"); and D. The Internal Revenue Code of 1986, as amended (the "Code"), requires that the Board, as the highest elected body of the County, approve the issuance of the bonds by the Issuer after a public hearing has been conducted; and E. Notice of a public hearing conducted by the Issuer, as evidenced by the attached Exhibit A, was given in the form and manner required by law, as published in the St. Lucie News Tribune, a newspaper of general circulation in St. Lucie County, Florida on September 29, 2009, affording interested individuals a reasonable opportunity to express their views both orally and in writing, on all matters pertaining to the proposed Project and the proposed issue of bonds; and F. An extract of the minutes of the public hearing held by the Issuer on October 14, 2009, containing all comments and concerns, expressed orally and in writing, are attached hereto as Exhibit B; and 4814-6997-1716.1 39753/0002 G. The Issuer has requested that the County approve the issuance of the bonds so that the bonds maybe issued in compliance with the provisions of the Code; and H. It is desirable and in the best interest of the County that the Project be located within the County and that the proposed bonds for the financing of the Project be approved by the Board. Section 2. Approval of Bonds. Solely for the purposes of Section 147(f) of the Code, the Board hereby approves the issuance of the proposed bonds by the Issuer and the use of the proceeds to finance the proposed Project to be located within the County. The Board makes no representation as to the creditworthiness of the Company, the feasibility of the Project, the status of the bond or the interest thereon under the Code, or the nature and adequacy of the proposed source of and security for repayment of the bonds. Section 3. Limitation. The bonds approved hereunder and the interest thereon shall not constitute an indebtedness or pledge of the general credit or taxing power of the County, the State or any political subdivision or agency thereof but shall be payable solely from the revenue pledged therefor pursuant to a loan agreement and/or other financing agreement entered into by the Issuer prior to or contemporaneously with the issuance of the bonds. The approval given herein is solely for the purposes of Section 147(f) of the code and shall not be construed as an approval of any zoning application or any regulatory permit required in connection with such Project nor creating any vested rights with respect to any land use regulations, and this Board shall not be construed by virtue of its adoption of this Resolution to have waived, or be estopped from asserting, any authority or responsibilities it may have in that regard. Section 4. Repealing Clause. All restrictions or resolutions or portions thereof in conflict herewith are, to the extent of such conflict, hereby superseded and repealed. Section 5. Effective Date. This Resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED this 13~` day of October, 2009. ATTEST: BOARD OF COUNTY COMMISSIOI'~ERS :•'`f° ST. LUCIE COUNTY, FLORIDA s _ , BY: 'T`['1' CLERK CHAIR ~ ~ _E APPROVED AS TO FORM AND ~ ~ CORRECTNESS: ~ ; s~``~ COUN ATTORNEY ~ ` 4814-6997-1716.1 39753/0002 G EXHIBIT A COPY OF NOTICE OF PUBLIC HEARING [Attached] 48146997-1716.1 39753/0002 Foreign Account Number Ad # 2064037 Ad Net Cost $272.93 Name (Primary) Company (Primary) ENTERPRISE, FL, INC Street 1 (Primary) 800 NORTH MAGNOLIA AVE City (Primary) ORLANDO State (Primary) FL ZIP (Primary) 32803 Phone (Primary) (407) 956-5696 Class Code 9424SC - Notice of Meeting Start Date 9/29/2009 Stop Date 9/29/2009 Prepayment Amount $0.00 Ad Sales Rep. 200 - Sherri Cipriani Width 2 Depth 113 FINANCE CORPORATION NOTICE OF PUBLIC MEETING AND HEARING To Whom It May Concern: For the purposes of Section 147(f) of the In- ternal Revenue Code of 1986, as amended, notice is hereby given that Florida Devel- opment Finance Corporation (the "Issuer") will hold a public meeting and hearing with respect to the proposed issuance and sale by the Issuer of not to exceed $16,000,000 of its Enterprise Band Pro- ' gram Industrial Development Revenue Bonds (the "Bonds") at a meeting to be held October 14, 2009, beginning at 1:00 p.m., or as soon thereafter as possible, at The Economic Development Council of St. Lucie County, Inc., 1850 SW Fountainview Boulevard, Suite 205, Port St. Lucie, FL 34986. The proceeds of the proposed Bonds will be used for the purpose of financing or re- financing the cost of acquiring, con- structing, renovating, rehabilitating and improving leasehold improvements to cer- tain airport facilities, including but not limited to such facilities leased by FBO Fort Pierce LLC, or an affiliate, subsidiary or related entity thereof (the "Company") from the County and located at 2982 Curtis King Boulevard, Fort Pierce, Florida. (the "Project"~. The Project will be operated by the Company. The proposed Bands will be a limited obli- gation of the Issuer and will be payable solely from the payments made by the Company. An agreement between the Is- suer and the Company will provide for the payments by the Company sufficient to pay debt service on such Bonds when due, The proposed Bonds will be secured under an agreement whereby the Issuer will pledge the payments by the Company far the benefit of the holders of the proposed Bonds. The proposed Bonds will not be a general obligation of the Issuer and will not in any way constitute a debt, liability or obligation of the State of Florida, St. Lu- cie County, Florida or any other political subdivision of the State of Florida, The proposed Bonds will not be payable from any tax or any other revenues of St. Lucie County. The public hearing will be conducted in a manner that provides a reasonable oppor- tunity for persons with differing views to be heard on both issuance of the Bonds and the location and nature of the Project. Any person desiring to be heard on this matter is requested to attend the public hearing or send a representative. Written comments to be presented at the hearing may be submitted to the Issuer at 800 North Magnolia Avenue, Suite 1100, Or- lando, Florida 32803, directed to the Ex- ecutive Director. Comments made at the hearing are for the consideration of the Is- suer, the Board of County Commissioners of St. Lucie County, Florida, and the Gov- ernor of the State of Florida. Persons are advised that, if they decide to appeal any decision made at this hearing, they will need a record of the proceedings, and for such purpose, they may need to in- sure that a verbatim record of the proceed- ings is made, which record includes the testimony and evidence upon which the appeal is to be based. In accordance with the American with Disabilities Act, persons needing a special accommodation to participate in this pro- ceeding should contact the Issuer no later than seven days prior to the proceeding at the address given in this notice or tele- phone: (407) 956-5696. Dated: September 29, 2009 Florida Development Finance Corporation By: Peyton Woodard, Executive Director Publish: September 29, 2009 2064037 EXHIBIT B EXTRACT OF MINUTES OF PUBLIC HEARING [Attached] 4814-6997-1716.1 39753/0002 PROJECT SUMMARY FOR FLORIDA DEVELOPMENT FINANCE CORPORATION ENTERPRISE BOND PROGRAM Applicant FBO Fort Pierce, LLC Airport Property Partners, LLC 325 Main Street Stratford, CT 06615 IDB Application Amount $16,000,000 TEFRA Interlocal St. Lucie County Jurisdiction Principal Operating Officer Thom Harrow and Primary Contact Managing Director 325 Main Street Stratford, CT 06615 Telephone: 203 -3 81-6018 Fax: 203-380-9151 thom(c)voloaviation.com Company Information Airport Property Partners (APP) is a full service private aviation charter, maintenance and management company. In addition to managing a fleet of aircraft on behalf of a national base of aircraft owners and charter customers, APP is developing a chain of fixed base operations which will provide fueling, storage, and maintenance services for aircraft that APP manages and aircraft used by the general public. Project Information APP is planning on acquiring assets held by a unit of Merrill Lynch and use part of the bond proceeds to refurbish and upgrade the current site. Employment The project is expected to create 5 additional full-time jobs and 3 additional part-time at the St. Lucie facility. i I The Florida Development Finance Corporation Tax-Exempt Bond Financing Program Application Appendix A Projected Cost Impact As described in Appendix B, following, the Project consists of the acquisition of a Fixed Base Operation (FBOj at St. Lucie County International Airport in Fort Pierce. The property is being sold to Airport Property Airport Property Partners LLC ("Airport Property Partners"~ by a unit of Merrill Lynch & Company. A management company that operates the Project on behalf of Merrill Lynch currently employs members of Airport Property Partners, and Airport Property Partners is buying the asset in contemplation of improving its operations and further developing it. FBO's are essentially service centers for general and business aviation, which are aircraft operations for other than scheduled air carriers. FBO's provide fuel to such aircraft along with storage space and related services. The business aviation industry is an integral part of any business community, and it has been shown that the ready availability of airports and services for business aircraft is a priority element in maintaining businesses and attracting new ones. The Airport is currently home base for over 25 small aviation-related businesses and 186 aircraft, including 75 twin engine and jet aircraft, the primary equipment used in business aviation. The FBO to be acquired, which is currently branded as Volo Ft. Pierce, employs 20 full time personnel, and provides approximately 1.0 million gallons of aviation fuel to based and transient aircraft at the Airport. The facility also provides approximately 250,000 square feet of hangar space to these aircraft and aviation businesses, including to aircraft repair and maintenance stations, refurbishment facilities, engine testing facilities, avionics suppliers and charitable organizations operating aircraft for rescue and humanitarian organizations. For example, the Project provides hangar space, office space and fuel to air ambulance services that service St. Lucie County generally. Merrill Lynch acquired the facilities in 2007. Due to financial difficulties experienced by Merrill Lynch commencing in 2008, the Project has received an insufficient amount of capital for maintenance and development of new facilities. Airport Property Partners plans to address these issues, including through $1,200,000 of rehabilitation and the addressing of deferred maintenance, fn part from the proceeds of the proposed bonds. Finally, the Airport, and the Project, provide the northernmost point of US Customs services on a Z4 hour a day basis for aircraft returning to the US mainland from nearby Caribbean destination islands. The Airport and the Project are engaged in various marketing campaigns that encourage private aviation users returning from i such destination to use this St. Lucie County destination as their location for clearing US Customs, and a significant amount of its customers are such travelers. By buying fuel at the Airport (for which the Project pays the County a fueling fee) and using the Project's restaurant and other facilities [which generate sales and other taxes for the County) the Project will continue to provide revenue to the local economy. i The Florida Development Finance Corporation Tax-Exempt Bond Financing Program Application Appendix B Projected Description The Project consists of the acquisition of the leasehold and improvements of an FBO at St. Lucie County International Airport in Ft. Pierce, along with the provision of $1.2 million of capital for needed maintenance, refurbishment and upgrading of facilities. The Project site consists of 85 acres of land adjacent to the primary runway at the Airport, on which are located 22 buildings with approximately 250,000 square feet of hangar and storage space. The Project also consists of an FBO terminal and restaurant, which provides travel service, fueling and food for both owners of based and transient aircraft and airport employees. In 2008, the Project generated approximately $5.lmillion in sales, and sold in excess of 1.0 million gallons of aircraft fuel. In 2007, the Project was acquired by an affiliate of Merrill Lynch & Company. Volo Facilities LLC currently manages the Project, which is branded as a Volo Aviation facility. Employees of Volo Aviation are members of the entity that will be acquiring the Project from Merrill Lynch. As is widely recognized, during 2007 Merrill Lynch and other financial services firms experienced unprecedented economic difficulties. As a consequence of these difficulties, Merrill Lynch has been unable to provide capital or management time to the development of the Project or to its maintenance. Airport Property Partners, the acquiring entity, is solely focused on the development and management of FBO's, and has the capital and management skills to maintain the quality of service at the Project going forward. Audited financial statements for the FBO are not available on an unconsolidated basis. Attached atAppendix C are the unaudited financial statements of the Project, taken from the consolidated audit, for the year ending December 31, 2008, and for the twelve months ended July 31, 2009. The acquisition of the Project is being carried out with the simultaneous acquisition by Airport Property Partners of three other facilities owned by Merrill Lynch in Sarasota, Florida, Manassas, Virginia and Hayward, California. In combination, these four facilities sold 3.5 million gallons of fuel in the most recenttwelve-month period, and generated sales in excess of $15.0 million. i ' The proposed bonds will be secured on a joint basis through a leasehold mortgage on the assets at all four locations and, pursuant to a Master Trust Indenture, will be secured by the revenues of all facilities as well. The proposed capital improvements will primarily consist of funds used to upgrade office and administrative space, provide for refurbishment and fitting out of tenant space in existing hangars, and similar items.