This article, originally published by Al Zucaro on BocaWatch.org, is preserved for historical purposes by Massive Impressions Online Marketing in Boca Raton.
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FIASCO….the only word that can accurately describe the entire process that the City Council and staff have had residents endure in this now six (6) month saga.
Back in October 2016, the City received a number of unsolicited bids from interested parties who wanted to purchase the municipal golf course on Glades Road outside Boca Raton city limits. With these, City staff, at direction from individual council members, brought forward a process to investigate such a sale. From the beginning, the entire process has been mired in politics rather than determining what is in the best interests of the residents.
Let’s take an objective look at the evidence in support of that assertion.
To begin, any objective look at this process and the proposals ought come to the conclusion that, on the merits, one and only one offer may be in the best interests of the residents.
The GL Homes’ proposal has been from day one the ‘final, best and last’ offer made by them to the city. GL Homes offered over 6 months ago a purchase price of $73 million with no contingencies outside of a 90 day due diligence period in a cash deal with non-refundable deposits and no reliance on the approval process from the County. No other proposer came close to those business terms.
In November, city staff presented to the City Council the details of all the proposals and the city council reduced the proposers to two finalists for consideration; to wit: GL Homes and Lennar.
Leading up to that reduction, city staff outlined the processes available for the City Council to follow. The choices were a traditional path of issuing a Request for Proposal (RFP) which would have given the City Council control of the bidding process or the less effective way of an ‘open’ structure where proposers were given a date certain to present their ‘final, best and last’ offer.
With the decision to use an ‘open’ process, the City Council set the stage for what can only be viewed as a political process rather than a ‘what’s in the best interest of the residents’ process. To this day, we probably have not seen the ‘final, best, and last’ offers from some of the remaining proposers.
Only GL Homes has followed the rules. They submitted their ‘final, best and last’ offer back in November and now, 6 months later, have not altered it in any way. The Lennar and Compson ‘final, best and last’ offers have been changed in significant ways since that original deadline date and the City Council has been feckless in its demonstration of leadership by allowing this to have happened.
Starting the day after the ‘final, best and last’ offer deadline, the City Council allowed the Compson team back into the mix for consideration. This clearly violated the spirit of the agreed upon process but politics was now controlling and politics dictated that undisciplined elected officials afraid to take a stand against a powerful constituent group violated their own rules for the first time in this process but not for the last time in this on-going saga.
The original ‘final, best and last offers’ by Compson and Lennar submitted in November were significantly inferior to the GL Home offer. That was true then and remains true now. It was only after Compson and Lennar had the opportunity to analyze the leading offer did their proposals change to now suggest an equivalency. Even with the advantage of knowing the GL Homes deal points, any fair reading of the current ‘final, best and last’ contract terms still may conclude that the GL Homes deal is still superior on the merits than the revised Compson and Lennar deals.
The GL Homes proposal, then and now, remains without contingencies; is a $73 million dollar cash transaction with a closing date 90 days after selection; and has a $4 million dollar non-refundable cash deposit. The others are not even close.
On Tuesday night, March 28th, the City Council again allowed politics to interfere with a fair application of the rules.
At the workshop on Monday, March 27th , an agenda item was added to the City Council’s agenda for the council to take up the sale of the municipal golf course for, by the Mayor’s own statement, a vote to pick the winning proposer regarding this sale. The reasoning for this unannounced, un-noticed major item was to have Deputy Mayor Mullaugh be able to vote selecting the winning proposer before newly elected Councilwoman Andrea Levine O’Rourke assumed her place on the dais….How convenient!
Well this did not work out as planned….Another political twist took place.
In what can only be termed as a fiasco, the public may have gotten a rare glimpse of a suspected back room deal falling apart right in front of their eyes.
Deputy City Manager George Brown gave a 9 minute contract terms analysis to the City Council. In this, he concludes at least twice that the GL Homes deal and the Lennar Deal are comparable in all respects and that the Compson deal is not comparable https://youtu.be/htRLRVlKDHE.
Mr. Brown’s analysis is later shown to be effectively wrong; a circumstance that then begs the question of how could he have been so wrong and how could this have been brought forward with the intent of selecting the winning proposer? Deputy City Manager Brown, in response to Councilman Mullaugh’s inquiry, offers explanation for his incorrect analysis.…you, the reader, can judge for yourselves if his errant presentation was an oversight as suggested below or a factual presentation designed to mislead the Council and the public.
All three proposers were then given a 10 minute time slot to present their ‘final, best, and last’ offers.
Compson went first but did not have any significant comments to make. They did however raise the important question as to the timing of this un-noticed agenda item on such an important item without the benefit of the public being involved. What was brought out is that there have been some 1,000 emails to Council members in support of their proposal. https://youtu.be/DtuUQ5HSsso
GL Homes went second….Their presentation was incredibly effective. Through 2 corporate officials, they were able to establish with referenced citations the merits of their proposal and the deficiencies of Lennar’s proposal. They identified five (5) items that make the Lennar proposal contingent on condition precedents; conditions precedents that Deputy Mayor Brown stated did not exist. Their presentation was extremely compelling. https://youtu.be/9qxShR73Y0I
Finally, Lennar Homes took the podium and, through its attorney, proceeded to call into question the GL Home presentation and, went further, to call into question the integrity and character of the GL Homes presenters and their corporate culture. Lennar proceeded to state that the GL Homes presenters were disingenuous in their assertions that Lennar’s offer contains five (5) contractual contingencies; Lennar’s attorney denied that there were any contingencies; and accused GL Homes of a pattern of misinformation throughout the entire process. https://youtu.be/tkZdueRpttM
GL Homes responded to this character attack with class and dignity demonstrating that the attorney for Lennar overlooked clauses within its own contract that, in fact, were contingencies. Further questioning by council members required the Lennar attorney to admit that, in fact, there were contingencies. https://youtu.be/sDfqImDMjaQ
Lennar’s attack on GL Homes’ corporate character was uncalled for and should be viewed as unacceptable. Lennar, throughout this process, has taken their ‘final, best, and last’ offer and changed it a number of times. Lennar complained early in the process to the undisciplined manner in which Compson was allowed back into consideration but is silent now on its own actions to change their proposal to suit the circumstances that had evolved.
So back to the beginning….
On the merits, GL Homes, at this time and with all things remaining the same, ought be viewed as the standard bearer with the best proposal for the benefit of the residents. GL Homes also should prevail on the issue of corporate character considering the unfounded and unnecessary character attack leveled at them by Lennar’s presenters. https://youtu.be/kkz7yi9f1qQ
On the process….Leopards do not change their spots….The City Council, by adding this item to the agenda for final decision without proper notice, tried, once again, to do an end run around the residents. To move this major item forward with no notice and no opportunity for the public to participate is type of suspicious activity that we, the residents, thought may have changed. Well, as already said, leopards never really change their spots. https://youtu.be/vJo1FWJ60AY
As to the City Staff…to have been so wrong on the contingency matters is simply unexplainable. When confronted, Deputy City Manager Brown stated that staff did not do a line by line comparison and that his comment about no contingencies was only with regards to usual contract terms and not the specifics of these proposals. https://youtu.be/EA68mj012_o
Then why would this item have been brought forward for what the Mayor stated would be a final decision? Again, the politics of this matter is front and center….It seems that the back room deal operators may have been at it again….Residents’ due diligence remains of utmost importance…
In this whole process, Councilman Rodgers stands head and shoulders above the rest of the field. He has been pushing forward for public golf in Boca Raton from the beginning; he has been a staunch supporter of a disciplined process in the municipal golf course sale; and he is the only council member to state what ought be viewed as the obvious….The GL Homes deal, in his opinion, is in the best interests of Boca Raton residents.
Kudos to Councilman Rodgers!
One final note….Staff told the Council that it will need time to do the line by line comparison. The Council, then, could not identify a ‘date certain’ to bring this back for further action….It would appear that there will be no further public hearing on this matter until after the May 8th scheduled joint meeting between the City Council and the Beach and Park District….It is suggested that between now and then, the ‘final, best and last’ offers of Lennar and Compson will, once again, change.
As stated before….FECKLESS leadership….undisciplined…and with the inmates apparently running the asylum….
P.S. It is suggested that residents view the March 28th proceedings.
The entire video runs from 1:31:45 to 2:45:45….1 hour 14 minutes
- 1:31:45 to 1:40:00 is Deputy City Manager George Brown with proposal analysis; https://youtu.be/htRLRVlKDHE
- 1:40:30 to 1: 42:00 Dick Siemens for Compson-Argent proposer; https://youtu.be/DtuUQ5HSsso
- 1:42:20 to 1:54:05 Representatives of GL Homes…Vice President and Senior Vice President level employees; https://youtu.be/9qxShR73Y0I
- 1:54:20 to 2:04:00 Representatives of Lennar….Attorney and senior V.P.; https://youtu.be/tkZdueRpttM
- 2:08:00 to 2:21:59 Public Comment Bob Comperato for Compson; Mitch Kirschner for Lennar; and, Neil Schiller for GL Homes; https://youtu.be/sDfqImDMjaQ
- 2:22:25 to 2:28:30 Rebuttals from 3 proposers https://youtu.be/kkz7yi9f1qQ
- 2:28:50 to 2:32:35 Q&A of council members to proposers https://youtu.be/vJo1FWJ60AY
- 2:33:05 to 2:45:43 Council members to Deputy Manager Brown….asking for explanation in interpretation of the condition precedents required in the contracts and establishing that no new date and time for further consideration until after the May 8th joint meeting with the Beach and Park district https://youtu.be/EA68mj012_o