HomeMy WebLinkAboutItem 15 Approval of Letter of Intent (LOI) between GPK OET LLC and City of Ocoee for 6.981 Acres of City Owned Land (06-22-28-0000-00-055)Meeting Date: July 18, 2023
Item #: 15
Contact Name: Michael Rumer Department Director: Michael Rumer
Contact Number: Ext. 1018 City Manager: Robert Frank
Background Summary:
GPK OET LLC has submitted a Letter of Intent (LOI) to purchase the 6.98 acres located on the northwest
corner of the intersection of Ocoee Apopka Road and Fullers Cross Road (06-22-28-0000-00-055), which is
located in Commission District 1 - Scott Kennedy. The LOI provides for the payment of $2,272,201.00
or $372,492 per acre for the 6.98 acres.
GPK OET LLC (GPK) is currently under contract to purchase 17.96 acres of land located on the northeast
corner of Ocoee Apopka Road and Fullers Cross Road from the City, which is located in Commission District 1
- Scott Kennedy. The parcel is a tract of land within the Crown Point PUD. GPK has submitted a Preliminary
Site Plan for a mixed -use development consisting of multifamily apartments and retail. Portions of the tract
under contract for sale were utilized as part of the Ocoee Apopka and Fullers Cross Road intersection
improvements that were completed late last year. Initially, the GPK project was designed with the requirement
to dedicate 20 feet of right of way along Fullers Cross Road and Ocoee Apopka Road. The intersection
improvements ended up using up to 45 feet of land on both Ocoee Apopka Road and Fullers Cross Road from
the tract under contract. Additionally, the design of the project indicated a need for additional stormwater
capacity for the improvements to the intersection of Ocoee Apopka Road and Fullers Cross Road.
On November 1, 2022, the City Commission approved a Memorandum of Understanding that permitted GPK
to utilize the 6.8 acre tract of land on the north side of SR 429 (06-22-28-0000-00-004) if it was found to be
suitable for a Joint Use Master Stormwater Pond. The utilization of this tract as a master stormwater pond
would provide a location for stormwater for the GPK site area lost due to the additional right-of-way needed,
intersection improvements, future land widening of Ocoee Apopka Road, and provide additional storage for
City -owned properties in the area. Upon further exploration of soils and the additional engineering work to see
if the stormwater could be sent and accommodated, GPK and their engineering team found the property
conditions did not work as a suitable location for the stormwater pond.
As a way to continue moving forward with the project under the existing development proposal, GPK OET LLC
is proposing to make the purchase in order to provide additional stormwater for their mixed use site and to
develop a hotel on the remaining portion in anticipation of the Ocoee Regional Sports Complex.
Issue:
Should the Honorable Mayor and City Commissioners approve City Staff to accept a Letter of Intent with GPK
City of Ocoee - 1 N. Bluford Avenue - Ocoee, Florida 34761
Phone: 4 0 900www.ocoee.org
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OET LLC for the purchase of City -owned property consisting of 6.98 acres (Parcel 06-22-28-0000-00-055) for
$2,272,201.00 or $372,492 per acre for the 6.98 acres?
Recommendations:
Staff recommends acceptance of the Letter of Intent (LOI) between GPK OET LLC and the City of Ocoee for
6.98 acres (Parcel 06-22-28-0000-00-055) for $2,272,201 .00 or $372,492 per acre.
Attachments:
1. Letter of Intent (LOI)
2. Fullers Cross Road Concept Plan
Financial Impacts:
Land sale proceeds in the amount of $2,272,201 M,
Type of Item: Regular
City of Ocoee - 1 N. Bluford Avenue - Ocoee, Florida 34761
Phone: (407) 905-3100 - www.ocoee.org
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Monday, May 22, 2023
Rob Frank
City of Ocoee
150 N Lakewood Ave.
Ocoee, FL 34761
RE: City Owned Property PID: 06-22-28-0000-00-055
Dear Mr. Frank:
This letter (the "LOI") outlines the general terms upon which GPKTB HOLDINGS LLC., is hereby
offering to purchase the Property (defined below) at the price and terms outlined below. Upon mutual
execution of this LOI, a formal Contract (defined below) between Buyer (defined below) and Seller
(defined below) shall be drafted by Buyer incorporating the terms and conditions specified herein, plus
any other terms and conditions that are mutually acceptable to Seller and Buyer.
TERMS AND CONDITIONS
1. PROPERTIES: PID: 06-22-28-0000-00-055 - COMM AT SW COR OF SAID SEC TH E
1866.34FT N 30 FT TO POB TH W 466.97 FT N 47 DEG W 13.80 FT W 311 FT NELY 996.28
FT S 05 DEG E 702.98 FT TO POB SEE 6180/3963
2. Approximately 6.10 Acres.
3. SELLER: City of Ocoee, or current owner of record (the "Seller")
4. BUYER: GPKTB HOLDINGS LLC (the "Buyer")
5. TIME FOR ACCEPTANCE: The LOI must be signed by Seller on or before June 6, 2023.
6. PURCHASE PRICE: $2,272,201.00 or $372,492.00 per acre. AS -IS (the "Purchase Price").
7. TERMS: AllCash
8. At closing, Buyer shall pay the sum of TO BE DETERMINED AS -IS.
9. EARNEST MONEY DEPOSIT: The Buyer shall deposit with an escrow agent the sum of
fifteen thousand and NO/100 dollars ($15,000.00) (the "Deposit") within ten (10) business days
of the effective date of the Contract. The Deposit shall be applied toward the Purchase Price at
Closing and credited towards Buyer's cash payment due at that time.
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10. DUE DILIGENCE: Buyer agrees to accept the Property in its "as is", "where is" condition and
waives any inspection rights except as otherwise expressly set forth herein. The foregoing to the
contrary notwithstanding, the Buyer shall have twenty (120) days after the effective date (the "Due
Diligence Period") to conduct feasibility studies and to have the property surveyed by a licensed
Florida surveyor. Any defects in title revealed by the survey shall be treated as a title defect in
accordance with the section below labelled "Title". Seller shall provide Buyer's surveyor or other
professionals with access to the Property upon execution of this LOI, or as soon as is practical
thereafter. Buyer shall indemnify Seller for any such entries by third parties to the Property.
Seller will provide copies of any existing surveys, environmental reports, geo-technical studies, or
other property information to the Buyer within three (10) days of the effective date of the
Contract, but only to the extent that such reports or studies are in the Seller's possession and
control.
11. LOAN CONTINGENCY: NONE
12. CLOSING DATE: The closing date shall occur on the earlier of either 365 days from the
effective date or within 30 days from the Preliminary Site Planning Approval.
13, PROPERTY USE: To construct a mixed -used development consisting of a hotel and a restaurant
building consistent with the city's design guideline.
14. TITLE: Seller will convey good and marketable title to the Property to Buyer, free and clear of
all monetary liens and other encumbrance, except those specifically approved by Buyer. Seller, at
is expense, will provide Buyer with a title commitment on current ALTA forms within ten (30)
days after the effective date of the Contract. The buyer, at its sole discretion, will either approve
or disapprove title within ten (15) days. In the latter event, or in the event Buyer neither approves
nor disapproves title within the time permitted, the Contract will automatically terminate, and the
Deposit will be refunded to Buyer. Seller will be under no obligation to cure any title matters to
which Buyer objects except monetary encumbrances. If, however, Seller agrees to remove an
exception to which Buyer has objected, Seller will be given reasonable time to use good faith
efforts to do so. If Seller is unable to cure or remove the objectionable item after exercising such
good faith efforts, the Contract will automatically terminate, and the Deposit will be refunded to
Buyer. Seller will not permit title to be impaired or altered after issuance of the title commitment.
15. PREPARATION AND EXECUTION OF CONTRACT: Upon execution of this LOI, Buyer
and Seller shall use their best efforts to negotiate the terms of, seek outside counsel in regards to,
prepare in its final form, and execute a Contract for Sale and Purchase (the "Contract")
incorporating all terms to be agreed upon between Buyer and Seller so that all parties are in
possession of an executed Contract within ten (10) calendar days of mutual execution of this LOI.
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16. COSTS: Seller shall pay for the cost of the owner's title insurance policy, transfer taxes on the
deed, and any costs of settlement. Buyer shall pay for the cost of the Loan, any Lender's title
insurance policy and endorsements, and the cost of recording the deed and any mortgage securing
the Loan. Rents and other forms of income, taxes, and other expenses shall be prorated to the date
of closing. Security deposits shall be charged to the Seller and credited to the Buyer. Buyer will
pay its own due diligence costs and Property inspection fees. Buyer and Seller will each pay their
own legal fees, if any. All other costs will be allocated as is customary in Lake County, Florida.
17. ESCROW COMPANY: The escrow agent shall be with a title company or legal counsel to be
selected by Seller.
18. BROKER DISCLOSURE: The Buyer to this transaction is represented by Lou Forges of
Valiant Realty Group, LLC who will be compensated under a separate agreement.
19. EXCLUSIVITY: In consideration of Buyer's effort and expense in analyzing this acquisition,
Seller agrees that so long as Buyer is proceeding in good faith to negotiate a Contract, and
provided that the Buyer has not exceeded the time frames allowed herein, and, further, provided
that either party shall have the right to terminate the effect of this provision by written notice if the
parties are unable to reach agreement as to the form of and execute the definitive Contract within
the time period stated above, Seller will not make, accept, negotiate, or otherwise pursue any
offers for the sale or purchase of the Property.
20. COUNTERPARTS AND FACSIMILE: This Letter of Intent may be executed by the parties
hereto in counterparts and may be delivered via facsimile transmission. Copies of this Letter of
Intent executed in counterpart, whether delivered in its original form or via facsimile transmission,
when taken in the aggregate, shall constitute a fully executed, valid, and binding Agreement.
GPKTB and its subsidiaries currently have the adjacent 17-acre parcel under developmental reviews and
with this new parcel, the developer can add a hotel and a restaurant to complement the residential project.
The above general terms and conditions are not fully exhaustive. Additional issues will need to be
addressed in the formal Contract. While we anticipate that the definitive Contract will be generally
consistent with this LOI, this LOI shall not create any legal rights or obligations on behalf of or between
Seller and Buyer. Nothing herein constitutes an offer to purchase or acceptance of an offer to sell. This
LOI is not a contract. Neither parry shall be bound or obligated to perform under the above terms unless a
Contract is executed.
If the above is acceptable to you as the basis for a possible transaction, please sign this LOI in the space
provided below and return the same to me no later than TBA. Upon my receipt of the executed LOI,
Seller will promptly proceed with the preparation of a formal Contract.
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BUYER:
GPK -M`O�,DINGS LLC.
Bm-. PP12"1-16
Print Name: Sen Zhang
As its: Manager
N T
SIGNATURES
Date: 05/21/23
The undersigned Seller accepts the foregoing LOI as the basis for a proposed transaction.
SELLER:
Rob Frank, City of Ocoee
By:
Print Name:
As its:
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Date:
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