A. MOTION TO APPROVE Ground Lessor and Tenant Estoppel, Consent to Modified Leasehold Mortgage, and Amendment to Agreement of Lease between Broward County, Sheltair Aviation Center, LLC and SunTrust Bank, providing for Broward County consent to the Sheltair Aviation Center, LLC Leasehold Mortgage for the Westside Property at the Broward County's Fort Lauderdale-Hollywood International Airport; and authorize Mayor and Clerk to execute same.
ACTION: (T-11:12 AM) Approved with Yellow-Sheeted Additional Material, dated December 11, 2018, submitted at the request of the Aviation Department.
VOTE: 8-0. Dr. Sharief was inaudible at the time of the vote.
ACTION: (T-11:13 AM) Dr. Sharief telephonically requested being shown voting in the affirmative.
VOTE: 9-0.
B. MOTION TO APPROVE Ground Lessor and Tenant Estoppel, Consent to Modified Leasehold Mortgage, and Amendment to Agreement of Lease between Broward County, Sheltair Aviation Center, LLC and SunTrust Bank, providing for Broward County consent to the Sheltair Aviation Center, LLC Leasehold Mortgage for the Fuel Farm Facility at the Broward County's Fort Lauderdale-Hollywood International Airport; and authorize Mayor and Clerk to execute same.
ACTION: (T-11:12 AM) Approved with Yellow-Sheeted Additional Material, dated December 11, 2018, submitted at the request of the Aviation Department.
VOTE: 8-0. Dr. Sharief was inaudible at the time of the vote.
ACTION: (T-11:13 AM) Dr. Sharief telephonically requested being shown voting in the affirmative.
VOTE: 9-0.
C. MOTION TO APPROVE Ground Lessor and Tenant Estoppel, Consent to Modified Leasehold Mortgage, and Amendment to Agreement of Lease between Broward County, Sheltair Aviation Northside, LLC and SunTrust Bank, providing for Broward County consent to the Sheltair Aviation Northside, LLC Leasehold Mortgage for the Northside Property at the Broward County's Fort Lauderdale-Hollywood International Airport; and authorize Mayor and Clerk to execute same.
ACTION: (T-11:12 AM) Approved with Yellow-Sheeted Additional Material, dated December 11, 2018, submitted at the request of the Aviation Department.
VOTE: 8-0. Dr. Sharief was inaudible at the time of the vote.
ACTION: (T-11:13 AM) Dr. Sharief telephonically requested being shown voting in the affirmative.
VOTE: 9-0.
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THE AVIATION DEPARTMENT RECOMMENDS APPROVAL OF THE ABOVE MOTIONS.
These actions will approve three Consent to Modified Leasehold Mortgages with Sheltair, which is a requirement for refinancing and amending its existing mortgages for the three properties at FLL.
Sheltair currently has three Leases with Broward County ("County") for three distinct properties at FLL: the Westside Lease (approximately 42 acres); the Fuel Farm Lease (approximately two acres); and the Northside Lease (approximately 12 acres).
On August 13, 2013 (Item No. 9), the Board authorized a $200,000,000 Senior Credit Facility financing commitment ("Commitment") applicable to 22 of Sheltair's airport operations, with a five year term, secured by traditional mortgages against Sheltair's existing leasehold estates.
The Commitment provided $175,000,000 to satisfy and refinance existing conventional debt, taxable bonds and tax exempt bonds. Additionally, the Commitment also provided a $25,000,000 revolving line of credit providing Sheltair with working capital. Of the $200,000,000 Commitment, approximately $74,000,000 was allocable to the Westside Lease, approximately $1,000,000 to the Fuel Farm Lease, and approximately $12,000,000 to the Northside Lease. The balance of the Commitment is allocable to Sheltair’s aviation properties at other airports.
In addition, the Board also approved an amendment to the Leases, which amendment provided for a revised definition for "Outstanding Amount" as it relates to the County Buy-Out language in the Leases capping the Outstanding Amount at $75,000,000 for the Westside and Fuel Farm Leases and $12,000,000 for the Northside Lease. The amended definition will be applicable until the credit agreement termination date.
On June 23, 2015 (Item No. 93), the Board consented to an Amended and Restated Credit Agreement to the Commitment increasing the outstanding total debt from $200,000,000 to $260,000,000 (New Commitment) applicable to all of Sheltair's airport operations. The New Commitment increased the revolving line of credit by $40,000,000 from $25,000,000 to $65,000,000 with the remaining $20,000,000 of the total increase in outstanding debt dispersed between taxable bonds and the term loan. In addition, the maturity date of the New Commitment was extended for an additional two years, to July 2020.
On March 14, 2017 (Item No. 2), the Board consented to an increase in the New Commitment, particularly Sheltair’s revolving line of credit was increased by $75,000,000 (from $65,000,000 to $140,000,000) and the total mortgage amount for the New Commitment was therefore also increased by the same $75,000,000 from $260,000,000 to a new total of $335,000,000. Sheltair did not request and the Board’s consent did not increase the Outstanding Amount at that time for the Northside Lease, the Westside Lease or the Fuel Farm lease.
Motions A through C provide for the County's consent to a Leasehold Mortgage ("Leasehold Mortgage"), as well as amendments to the applicable leases, as required pursuant to the terms of Sheltair's Leases. Sheltair is now requesting the Board's consent to a Second Amended and Restated Credit Agreement increasing the outstanding total debt from the current total of $335,000,000 to $640,000,000 (Second Amended Commitment) again applicable to all of Sheltair’s airport operations. As part of the Second Amended Commitment, the revolving line of credit will increase from $140,000,000 to $380,000,000 (as part of the new total of $640,000,000). The Second Amended Commitment also includes an accordion of $125,000,000 for future possible increase of the Second Amended Commitment.
In addition, Sheltair is requesting the Board consent to an amendment increasing the Outstanding Amount of the Northside Lease and the Westside Lease. The Outstanding Amount for the Northside Lease will increase from $12,000,000 to $15,060,000. The Outstanding Amount for the Westside Lease will increase from $74,000,000 to $94,000,000. The Outstanding Amount for the Fuel Farm Lease shall remain unchanged at $1,000,000.
The Leasehold Mortgages shall only encumber Sheltair's leasehold estates and shall not encumber or affect the fee simple interest of the County in the real property described in the Leases or the County's ownership interest in any improvements located on the real property as described in the Leases. Accordingly, no provision of the Leasehold Mortgages shall be construed to establish any lien or security interest on any monies that are payable to the County as landlord under the Leases. At the time of Agenda submission, the Leasehold Mortgage documents were not finalized. Signed Leasehold Consent documents will be sent to the Board as additional information prior to their consideration of this action. |