Loading...
06/12/2025 PLEASE TURN OFF ALL CELL PHONES AGENDA WEST MEMPHIS CITY COUNCIL JULY 3,2025 PRAYER: REVEREND MARVIN CASEY GREATER HOUSE OF DELIVERANCE PLEDGE OF ALLEGIANCE: MR. WAYNE CROOM-CITY COUNCIL MEMBER-WARD 3-2 CALL TO ORDER: ROLL CALL: CITY CLERK-MS. PAT JOPLIN BID OPENING: • gg MINUTES: APPROVE OR CORRECT MINUTES OF MEETING JUNE,,2025 OLB BUSINESS: NEW BUSINESS: FINAL STATEMENT CDBG ANNUAL ACTION PLAN 2025 AND AMENDMENT TO ANNUAL ACTION PLAN 2024 PERMISSION REQUEST: PERMISSION TO ALLOW THE MAYOR TO SIGN PREDEVELOPMENT AGREEMENT FOR THE WEST MEMPHIS ENTERTAINMENT DISTRICT ROO-PROJECT NUMBER PLDPLD00508. PERMISSION TO ALLOW MAYOR MCCLENDON TO PURCHASE NINE ACRES OF LAND FOR$40,000 ON EAST BROADWAY FOR A PUMP BIKE PARK. COMMITTEE REPORTS: APPOINTMENTS: PRESENTATION BY THE MAYOR: ANNOUNCEMENTS: CITIZEN REQUEST: ADJOURNMENT: MINUTES WEST MEMPHIS CITY COUNCIL June 12, 2025 A regular City Council Meeting of the West Memphis City Council was held on Thursday June 12, 2025, at 5:00 p.m. in the City Council Chamber at City Hall, 205 S. Redding. The invocation was given by Reverend David Murray followed by the Pledge of Allegiance by Councilor Wayne Croom. Mayor Marco McClendon called the meeting to order at 5:00 p.m. Senior Deputy City Clerk Patricia Lane called the roll. Those present were. Mayor Marco McClendon, City Attorney Michael Stephenson, City Treasurer Charlie Suiter Jr. and Councilors, Gheric Bruce, Tracy Catt, Wayne Croom, Helen Harris, James Holt, Melanie Hutchinson Lorraine Mohammed, Willis Mondy and David Murray. Absent were Councilors Charles Wheeless. Also present was Finance Director, Tori Perry Evening Times Reporter, Don Wilbourn was notified of meeting but was not present. Quorum, being present Mayor McClendon, proceeded with the meeting. BID OPENING: NONE MINUTES: APPROVE OR CORRECT MINUTES OF JUNE , 2025, COUNCIL MEETING Councilor Bruce made the motion, seconded by Councilor Croom to approve the June l;Pn025, City Council minutes as submitted. Upon voice vote, voting was unanimous to approve. OLD BUSINESS: 2ND READING OF AN ORDINANCE TO REZONE LOTS 74- 75 M.L. THOMPSON SUBDIVISION, ALSO KNOWN AS 627 AND 707-709 NORTH MISSIOURI STREET FROM MIXED RESIDENTIAL MEDIUM (MRM) TO CONNECTING CORRIDOR ZONE (CC) City Attorney Stephenson read the ordinance by title only for the SECOND. time. Councilor Croom made the motion, seconded by Councilor Murray to further suspend the rules and place the ordinance on its third reading. Upon voice vote, voting was unanimous. City Attorney Stephenson read the ordinance by title only for the THIRD and FINAL time. Councilor Murray made the motion, seconded by Councilor Harris to approve. Discussion followed: Planning & Development Director, Chad Bowman said according to the zoning table there are a variety of uses. Mr. Bowman said it could be used, for commercial businesses, offices, and or mixed use with an upper floor dwelling. He said it would be contingent on what the property owner wants to put on the site, so long they get proper clearance for whatever project they choose to set on the site. There being no further discussion. Upon voice vote, voting was. unanimous to approve. The ordinance was adopted and assigned. No. 2707 NEW BUSINESS: NONE PERMISSION REQUEST: PERMISSION FOR THE MAYOR TO SIGN A LETTER OF INTENT FOR THE WEST MEMPHIS EPIC CENTRAL DEVELOPMENT Councilor Harris made the motion, seconded by Councilor Murray to approve. Upon voice vote, voting was unanimous to approve. PERMISSION TO ACCEPT THE PROJECT WITH LUONG AS THE DESIGN AND BUILDING CONSTRUCTION MANAGER FOR THE NEW PARKS AND RECREATION FACILITY INCLUDING AQUATIC CENTER Councilor Catt made the motion, seconded by Councilor Croom to amend the ordinance to strike Section 5.4 and Section 5.5. from the document. Upon voice vote, voting was unanimous. Councilor Murray made the motion, seconded by Councilor Mondy to approve the ALA Document B101-2017 as amended. Upon voice vote, voting was unanimous to approve. Mayor McClendon explained that the City Council approved adding the referendum to the November Ballot, and the people overwhelming came out and voted to approve several of the issues, such as Infrastructure, Fire Department Renovation, New Police Department and Aquatic Park and Recreation center. Mayor McClendon said last week they approved Nabholtz to start on the process for the Fire and Police Department. Mr. Ward Wimbish is working on the plans for the Infrastructure. and the final piece to approve a company to come in and measure and construct it. There being no further discussion. Upon voice vote, voting was. unanimous to approve. COMMITTEE REPORTS: NONE PRESENTATIONS: NONE APPOINTMENTS: NONE ANNOUNCEMENTS: Mayor McClendon announced that that the Juneteenth Celebration schedule for June 14, 2025, has been cancelled due to inclement weather until further notice. CITIZENS REQUEST: NONE ADJOURNMENT: Having no further business to come before the City Council, Councilor Bruce made the motion, seconded by Councilor Mondy, to adjourn. Upon voice vote, voting was unanimous. The meeting adjourned at 5:15 p.m. PASSED AND APPROVED on the 3rd day of JULY 2025. MA CO MCC ENDON, MAYOR ATTEST: �.04U) s PATRICIA &ide, JOPLIN, �'"'" � CITY CLERK Minutes prepared by Sr. Deputy City Clerk, Patricia Lane PERMISSION TO ALLOW THE MAYOR TO SIGN PREDEVELOPMENT AGREEMENT FOR THE WEST MEMPHIS ENTERTAINMENT DISTRICT-R00 Project Number P1D00508 ,/ / aog726 zworxed RECEIVED Dat/ e c y PROJECT LLIdNG A.M.o.G_ June 12,2025 Marco McClendon-Mayor HOUSTON City of West Memphis,Arkansas 205 South Redding Street 820 Gessner Rd. West Memphis,Arkansas 72301 Suite 775 p.(870)732 7500 Houston,Texas 77024 e.mmcclendon@WestMemphisar.gov +1 346 708 8241 RE:Predevelopment Agreement for the West Memphis Entertainment District- ROO Project Number.PLDPLD00508 Mayor McClendon, We appreciate the continued partnership with the City of West Memphis(the"City")to develop the West Memphis Epic Central Development(the "Project"). In accordance with Article 6 of the Letter of Intent(the "Letter"), executed by the City of West Memphis on June 12, 2025, Project Luong Development, LLC("Luong")is pleased to present this Predevelopment Agreement (the"PDA")for your review and execution to continue the advancement of the Project. The PDA will allow Luong to progress the planning, design, and engineering of the Project,to include a full-service hotel,indoor waterpark, family entertainment center, food and beverage, and site improvements. The PDA will also approve Luong to begin drafting the Ground Lease and Sublease documentation,as well as the Operating Agreement as described in the Letter. ARTICLE 1 PRE-DEVELOPMENT SERVICES AND SCHEDULE §1.1 Luong will engage the services of Project Luong Architects,LLC(the"Architect")to prepare the conceptual design package, to include the building program,site plan,floor plans,elevations,section drawings,renderings,and architectural and engineering narratives (collectively the "Conceptual Design")for all Facilities located in the Project. The Conceptual Design package will conform to all of the program elements indicated in the Letter for the Facilities.The Architect will engage third party consultants to provide surveying and geotechnical analysis of the Property for the Project. §1.2 Luong will engage the services of JE Dunn Construction Group, Inc., or another contractor acceptable to the City, (the "Contractor"),to collaborate with Luong in preparing the initial guaranteed maximum price(the"iGMP")for the Project based on the Conceptual Design, in sufficient detail to show construction costs, draw down schedule, furniture fixtures and equipment, operating supplies and equipment, development fees, soft costs, and other professional fees. Luong, in collaboration with the Contractor,will also prepare a preliminary development and construction schedule(the"iSchedule")with input from the City and its stakeholders. §1.3 Luong will engage the services of American Resort Management,LLC.(the"Facility Operator"),to analyze the operations of Project and provide input into the Conceptual Design,the preliminary pricing and iGMP and iSchedule and will prepare a financial proforma(the"Proforma")for the first ten(10)years of operations of the Project. §1.4 Luong will engage a qualified market research consultant to prepare a market study of the Project to include a proposed profit and loss statement for the first ten (10)years of operations including underlying assumptions, of occupancy, average daily rates,operating revenue,operating expenses,and net operating income for all aspects of the Project.The Facility Operator shall update,as necessary,the Proforma to align with the finding of the study. §1.5 The City shall independently engage with the current owner of the Property to negotiate the sale to the City. The City and Luong shall collectively determine the fair market value that the Project can sustain, and upon mutual agreement,the City shall enter into an agreement with the current owner for an option to purchase the Property. projectluong.com PREDEVELOPMENT AGREEMENT_ROO.docx A.M.D.G. §1.6 Luong shall prepare a final financial performance model(the"Financial Model"),for the Project identifying the net operating revenue,net operating expenses, net operating income,initial lease payments,lease escalation,escrow reserve,capital reserve, and profit split between the City and Luong for acceptance by the City. §1.7 Luong will deliver its final project definition documents on the Project(the"PDD")to the City within ninety(90)days of the Effective Date,which end date may be extended up to an additional thirty(30)days with the consent of the City, which consent will not be unreasonably withheld, if Luong is working diligently towards delivering the POD. The PDD shall consist of the Conceptual Design,iGMP,iSchedule, Proforma, Financial Model,and term sheet for the Ground Lease and Sublease. ARTICLE 2 PROJECT DEVELOPMENT §2.1 Upon delivery of the PDD,the City and Luong will enter into negotiations of the Operating Agreement. §2.2 If,within ninety(90)days after the approval of the PDD by the City(the'City Acceptance Date"),the parties are unable to negotiate a satisfactory Operating Agreement, then on the 90th day after the City Acceptance Date, this Agreement shall automatically terminate and be of no further force or effect,and the City may formally end all negotiations with Luong.Parties agree that end date may be extended up to an additional thirty (30) days with the consent of the City, which consent will not be unreasonably withheld, The City acknowledges that(i) Luong will have no control over the review and,response time of the City and its advisors and consultants with regard to the Operating Agreement,and(ii)work on the Operating Agreement will not begin until the City Acceptance Date. If Luong has negotiated with the City in good faith,Luong shall not be obligated to return any of its fee for services to the City even if Parties are unable to agree upon an Operating Agreement. ARTICLE 3 COST SHARING §3.1 City acknowledges that Luong will incur costs connected with the Pre-Development Services indicated in Article 1.The City agrees to cover such costs not to exceed$100,000.00 in total during the term of this Agreement to partially cover the anticipated costs.City will have right to access a copy of any documents supporting the services provided by Luong,the Architect,Contractor, Facility Operator,or any other consultant retained by Luong pursuant to this Agreement. §3.2 Should Luong and the City come to a successful Operating Agreement,Ground Lease,and Sublease to advance the project, Luong agrees to refund all money spent by the City, up to$100,000, to reimburse the City at the time of financial close of the Project. • ARTICLE 4 ADDITIONAL PROVISIONS §4.1 Term.This Agreement shall be effective as of the Effective Date and expire upon either of the execution of the Operating Agreement or such earlier date as provided herein above.The Agreement shall be subject to termination upon five(5) business days written notice by either party. Upon termination by the City for any reason other than by default by Luong under this Agreement,City will pay or reimburse Luong for any cost incurred by Luong prior to the date of termination with thirty(30)days of the City receipt of information from Luong. §4.2 Assignment.The City is relying on the experience,skill,judgement,and qualification of Luong.Luong may not assign its right nor delegate its obligations under this Agreement without prior written consent by the City. §4.3 Governing Law.This Agreement is a contract made under and shall be construed in accordance with and governed by,the laws of the United State of America and the State of Arkansas.Any actions concerning this Agreement shall be brought in either the Arkansas State Courts of Crittenden County,Arkansas,or the United States District Courts for the Eastern District of Arkansas. §4.4 Amended and Waiver.A provision of this Agreement may be amended or waived if such amendment or waiver is in writing and approved by Luong and the City. No course of dealing on the part of Luong or the City,nor any failure or delay by Luong or the City with respect to exercising any right, power, or privilege pursuant to this Agreement, shall operate as a waiver thereof, except as otherwise provided herein. Page 2 of 3 PREDEVELOPMENT AGREEMENT_ROO.docx A.M.D.G. §4.5 Independent Parties. Nothing herein shall be construed as creating a partnership or joint enterprise between the City and Luong.Furthermore,the parties acknowledge and agree that the doctrine of respondent superior shall not apply between the City and Luong, nor between the City and any officer,director,member,agent,agent,employee, contractor,subcontractor, licensee, or invitee of Luong. §4.6 Counterparts.This Agreement may be executed in multiple counterparts,each of which shall be deemed an original and all of which shall constitute the same agreement. §4.7 Interpretation.This Agreement shall be negotiated jointly by the Parties and shall not be construed against a Party because the Party may have assumed primary responsibility for the drafting of this Agreement. §4.8 This Agreement sets forth the entire understanding of the Parties with respect to the subject matter hereof, and all prior agreements,whither written or oral,are deemed to be merged herein. ARTICLE 5 CONFIDENTIALITY §5.1 By signing below,the undersigned agrees to keep in strict confidence all information regarding the terms of this Letter,the Project Owner, its members, the Property, the Facilities and the material terms of the Transaction and all term sheets or other negotiating instruments except to the extent that a party hereto must disclose such information (a)to lenders, affiliates, service providers,and equity partners as reasonably necessary to advance the project and/or(b)as the same is required by any applicable law. We look forward to our continued collaboration with the City of West Memphis to engage in this once-in-a-generation transformative project.Please do not hesitate to contact us if you have any questions,comments,or concerns. This Agreement is entered into as of the Effective Date. Alec Luong,AIA-AR LIC#912494 Principal—Managing Partner On behalf of Project Luong Development,L.L.C. a Texas Limited Liability Company Accepted and agreed to this day /2// ,2025. a or Marco McClend City of West Memphis,Arkansas Page 3 of 3 JUNE 30, 2025 PERMISSION TO ALLOW MAYOR MCCLENDON TO PURCHASE NINE ACRES OF LAND FOR $40,000 ON EAST BROADWAY FORA PUMP BIKE PARK. 40016164 QAII1) RECEIVED C :?,e ' - r1 ate ., relir