Orange County National Lease Assignment to Orange County

National Golf Club LLC

Board of County Commissioners Discussion Agenda

March 6, 2012

Presentation Outline

• OCN Background

• Operating Lease

• Assignment

• Professionals Representing Assignee

• Requested Action

Background

• OCN site is 911 acres in Horizon West area

• Owned by OCU ratepayers & City of Orlando

• July 1993: County RFP for developers to design and construct a combined golf course and RIB complex using reclaimed water

• Team Classic Golf Services, Inc. (TCGS) was selected as the golf center developer

• The leasehold agreement was finalized and approved by the County and City in 1994

• “First and foremost a reclaimed water site”

Background

• Also a World-Class golf facility

• Two 18-hole championship courses

• Panther Lake #20 Florida public course (Golf Magazine 2010)

• OCN hosted PGA Tour Qualifying Finals in 2003, 2005, 2007 and 2010

• 9-Hole executive course

• Guest Lodge, 42-acre practice range, golf teaching institute, clubhouse

Presentation Outline

• OCN Background

• Operating Lease

• Assignment

• Professionals Representing Assignee

• Requested Action

Operating Lease

• 30-year initial Lease term (2024)

• Automatic 15 year first renewal (2039)

• Automatic 10 year second renewal (2049)

• Rent is greater of either:

• 7% of gross receipts from golf carts and green fees – OR -

• 10% of adjusted net income from the golf course improvements

• Reclaimed water free until 2014

• Appropriate reclaimed water rates apply after 2014

Operating Lease

• Golf courses must be maintained to the standards of similar facilities

• County residents pay 75% of non-resident green fees

• Provide 80 hours per month of free golf instruction for Orange County youth

Presentation Outline

• OCN Background

• Operating Lease

• Assignment

• Professionals Representing Assignee

• Requested Action

Assignment

• Lessee can assign operating responsibilities under the lease to another entity

• Assignee must demonstrate:

• Financial ability to fulfill the tenant obligations

• Expertise to operate the golf course and associated facilities in a professional and competent manner

• Ability to comply with County MWBE requirements

• Team Classic (TCGS) seeks approval of assignment to OCN Golf Club LLC (OCNGC)

Assignment: Financial Ability

• OCNGC is a new Florida LLC that will pay about $7.2 million to Team Classic to be assigned the tenant role under the OCN Lease

• Funded by investor bank trust accounts

• No financial history, no credit history

• No findings of suits, judgments, or bankruptcy

• Staff is unable to evaluate financial ability

Assignment: Operating Expertise

• OCN will be managed by OCNGC, LLC which has no operating track record

• Some OCNGC LLC investors and partners have past experience in other golf management firms

• Staff is unable to evaluate the operating expertise

• Golf course maintenance

• Guest Lodge operations

• Restaurant & Clubhouse operations

Assignment: Next Steps

• OCNGC, LLC seeks BCC consent to the OCNGC assignment

• Finding of financial ability

• Finding of operating expertise

• Finding of County WMBE ability

• Also seeking consent from Orlando City Council

Presentation Outline

• OCN Background

• Operating Lease

• Assignment

• Professionals representing assignee

• Requested Action

Orange County National Golf Club, LLC

Requested Action

Board direction on consent to the assignment of the Orange County National Lease from Team Classic Golf Services, Inc. to Orange County National Golf Club, LLC pursuant to a finding that Orange County National Golf Club, LLC has the financial ability, operational expertise, and WMBE compliance to be the assignee; and authorization to execute the documents necessary for the consent

Orange County National Lease Assignment to Orange County

National Golf Club LLC

Board of County Commissioners Discussion Agenda

March 6, 2012