Working Committee on Downtown Hotel

Working Committee on Downtown Hotel Solutions and Mixed Use Options-Phase II (Alexandria Convention Assets) NOTICE OF REQUEST FOR PROPOSALS AND OF DEADLINES FOR LETTERS OF INTENT, AND SUBMISSION OF RESPONSES

Section 1.0 Introduction:

The City of Alexandria (“Alexandria” or “the City”) is currently seeking proposals from qualified professionals relative to the Request for Proposals: Downtown Hotels Initiative-Alexandria Convention Assets (“DHI-ACA”). The DHI-ACA requests qualified proposals relative to the management and operation of downtown convention spaces (with the potential for another large entertainment and concert venue, known as the Rapides Parish Coliseum (“Coliseum”) (all sometimes referred to herein collectively as “Facilities”). Interested applicants should have prior experience and expertise in the marketing and management of similar-sized facilities, including experience in managing food service, convention business, cost-effective rehabilitation, preventive maintenance, customer service, quality control, employee training, marketing, interior design, and development.

These Facilities involve public and private spaces. Accordingly, agreements with private sector partners will be required. However, each of the necessary public and private stakeholders relative to the Facilities has expressed willingness to negotiate. (The italicized properties are owned and operated by the City of Alexandria.)

The properties potentially in place for management, at minimum, include the Alexandria Riverfront Center, but may include:

• Alexandria Convention Hall • Hotel Bentley Meeting Space • Space within the Alexander Fulton Hotel and Convention Center1

1 Currently, this property is owned by Alexandria, but is the subject of a long-term lease and purchase agreement removing it from the control and, eventually, ownership of Alexandria.

July 3, 2012 Working Committee on Downtown Hotel Solutions and Mixed Use Options-Phase II (Alexandria Convention Assets) NOTICE OF REQUEST FOR PROPOSALS AND OF DEADLINES FOR LETTERS OF INTENT, AND SUBMISSION OF RESPONSES

July 3, 2012 Page 2 City of Alexandria-S.P.A.R.C.-CRA-1

• The Rapides Parish Coliseum and Exhibition Hall.2

Request for Proposals

for

The Downtown Hotels Initiative: Plan of Action for Mixed Use Options-Phase II (Alexandria Convention Assets)

Issue Date: July 3, 2012 Letter of Intent: August 3, 2012 Due Date: September 7, 2012

Contact: Kay Michiels, Chief of Operations, Office of the Mayor [email protected], (318) 449-5002

1.1 Background: In order to appreciate the scale of the needs at the Alexandria Riverfront Center, it is necessary to discuss surrounding properties and their state of repair.

The Hotel Bentley

The Hotel Bentley, located in downtown Alexandria, Louisiana, was built circa 1908 by Joseph A. Bentley. It was operated from 1908 to 1967, and then closed from 1968 until 1972. It opened again in 1972 and closed again in 1976. It re-opened in 1985 and closed in 1997, and reopened in 1998 only to close again in December of 2003. It has remained closed since then.3 The Hotel Bentley has been the subject of significant debate as to its fit in the downtown landscape, with reinvestment initiatives posed by the City of Alexandria, and with an eye toward highest and best use as a hotel-only property or other anchor to the downtown area in a mixed-purpose model. The data seems to support the latter at this time.

2 The Rapides Parish Coliseum and Exhibition Hall is owned by the parochial governing authority—the Rapides Parish Police Jury (“RPPJ”)—and managed by a local governing board, the Rapides Parish Coliseum Authority (“Authority”). The Board is a political subdivision of parish government, the latter of which may appoint and remove members to the Authority, modify the Authority’s Scope, or rescind the Authority.

3 The Hotel Bentley is the subject of active development activity in a mixed-use boutique hotel model. In this scenario, a ninety (90) room boutique hotel would anchor a multi-use development in the historic property— including condominiums, leased office space, perhaps separately marketed convention space (per this RFP), and other retail or tourism uses. The long term planning may involve co-location of historic features related to WWII.

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The 178-room Hotel Bentley located in the heart of downtown Alexandria encompasses a city block bounded by Jackson Street, Third Street, DeSoto Street and Main Street. It is located directly across from the Alexandria City Hall and the Alexander Fulton Hotel and Convention Center (“Alexander Fulton”). Like the Alexander Fulton immediately adjacent to the subject facility, the Hotel Bentley is connected to the Alexandria Riverfront Center (“ARC”) via skywalk over Jackson Street. The Hotel Bentley is presently owned by Dean Bentley, LLC of Baton Rouge, Louisiana. It is actively marketed at this time for sale.

The City of Alexandria has promoted discussion of mixed use for the Hotel Bentley, recognizing that with the desire of mixed-use opportunity come the unintended challenges of addressing occupancy rate and ADR assessments. Mixed use might involve retail, condos, public anchoring, gathering places, restaurants, and boutique hotel, all working together with several long-term public tenants appropriate to the historic fabric present.4

Again, the hotel was built in 1908 and closed since 2004 with the last major renovation likely to have occurred in 1998. In order to bolster operations, address deferred maintenance, make needed capital improvements, and plan and build additional (required) renovations, any party would be required to make some immediate and substantial investments in the property.5 The property has been listed on the National Register of Historic Places. The Hotel has 15,000 square feet of meeting facilities on-site with access to the ARC and Alexandria Convention Hall, located inside the Alexandria City Hall.

The Hotel Bentley is located at the center of Louisiana, which is an ideal transportation hub with excellent interstate, river, rail, and air cargo. The property is conveniently situated near I-49, one of Louisiana’s primary North/South corridors. This proximity allows a significant amount of tourist/transient business from the freeway. The property is situated 8.4 miles from the Alexandria International Airport (AEX).

4 The City has also determined applicants must demonstrate better than a mere possibility of success for the business model before serious incentives can be considered. The Administration determined a substantial probability of success justifies incentives. “Substantial probability” means the business plan is considerably more than likely to succeed. While no venture can be certain in the private world, the risk of public dollars, given the historical backdrop and current economic crises, requires a higher standard to begin serious and binding discussion.

5 Because of the substantial nature of private investment required regarding the Hotel Bentley and the risk involved with public aid, the City of Alexandria sought to address the Hotel Bentley only if it was done in conjunction with other City development at the Alexander Fulton. This policy from the City’s standpoint would continue with any mixed use purposes relative to the Hotel Bentley.

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The Hotel Bentley is the most prominent historic landmark in the Central Louisiana region. The property had historically generated a large share of its occupancy from state and regional conventions as well as the tour and travel market, offering meeting space as well as an upscale restaurant and lounge.

The Rapides Parish Coliseum and Exhibition Hall

The Rapides Parish Coliseum was constructed in 1965. Since its opening, the Coliseum has been a venue for sports, including the Top 20 High School Basketball Tournament, numerous rodeos, in addition to hosting a number of music concerts, “monster” truck shows, professional wrestling, trade shows and sporting events. Some of the site’s famous performances include Elvis Presley (1977), the Rev. Martin Luther King Jr. (1966), Ronald Reagan (1975), and Britney Spears (2002).

Located 4.5 miles from the Alexandria International Airport, the multi-use, dome-topped, Coliseum is owned by the Rapides Parish Police Jury and features seating for 7,000 people with on-site parking for nearly 2,000 vehicles. Additional facilities include a 20,000-square- foot exhibition hall, 46,000 square-foot Lewis-Odom Agricultural Complex, meeting and dressing rooms, scoreboard, full-service commercial kitchen, at-grade loading docks, security, and sound room.

The Alexander Fulton Hotel and Convention Center

The Alexander Fulton Hotel and Convention Center first opened in 1985 as Alexandria Hilton Inn. Alexandria partnered with a private developer to assist with construction and development, offering the developer a long-term ground lease on the city-owned portions of the property, which includes almost the entirety of the first floor. After nearly a decade as a Hilton hotel, the property changed flags and became a full-service Holiday Inn. In 1997, the State of Louisiana completed work on the adjacent Alexandria Riverfront Center (“ARC”), subsequently assigning ownership rights to Alexandria. This development also required Alexandria to invest in additional conference room facilities inside of the hotel property.

In 1982, when Alexandria entered into an Urban Development Action Grant (“UDAG”) with the Department of Housing and Urban Development (“HUD”), and, in 1983, with developers for the purpose of cooperative economic development resulting in what is now called the Alexander Fulton Hotel, Alexandria committed to a lease for the purpose of providing a first-class, full-service hotel and convention center complex—including a restaurant, coffee shop, banquet/ballroom space, meeting rooms, and other uses.

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In 2003, the hotel changed ownership once again. Thereafter, the hotel lost its Holiday Inn flag, and in 2008, was renamed the Alexander Fulton Hotel and Convention Center (the “Alexander Fulton”). Prior to the Downtown Hotels Initiative (“DHI”) and without a flag, operations suffered, and the management group responsible for the hotel entered into bankruptcy, reverting the property back to Alexandria.

After the City Council identified area economic distress, which included deficiencies in the ability of Alexandria to benefit from its downtown hotels and convention center space, it “greenlighted” the Administration to act with all deliberate speed to shore up its convention and hotel industry within the City, including economic partnering, when necessary.

The Alexandria Riverfront Center

The Alexandria Riverfront Convention Center was constructed in 1996. Located 4.6 miles from the Alexandria International Airport, the ARC consists of 60,000 square feet of leasable space with a capacity for 6,700 attendees. The ARC also features a 31,240 square feet of exhibition hall space with a capacity for 3,500 attendees, 12,000 square feet outdoor exhibit space, 7,000 square feet plaza, 5,000 square foot lobby.

Amenities include a full-service commercial kitchen, at-grade loading docks, on-site parking garage, security, and wireless Internet connectivity. The ARC is directly connected to two full-service hotels with over 350 rooms.

1.2 The Downtown Hotels Initiative: Alexandria embarked on the largest redevelopment project in its history, a $96M infrastructure enhancement project called SPARC, $38M of which has been assigned to the Cultural Restoration Area (“CRA”) that encompasses Downtown and immediately adjacent neighborhoods.

One of the key components of the SPARC project is the Downtown Hotels Initiative, or DHI, an initiative that sought, in part, to develop a global strategy for restoring, reopening, and enhancing the Hotel Bentley, Alexandria Riverfront Center, and the Alexander Fulton.6

Specifically, Alexandria concluded special attention to the micro-economies of several local areas (basically comprising S.P.A.R.C.-CRA-1 and including Alexandria’s convention and hotel microeconomy in the downtown) is necessary because dysfunctional uses were having

6 Although not envisioned in the original iterations of the DHI, the Coliseum property continues to bring limited convention business opportunities to Alexandria and is the victim of significant deferred maintenance. As such, its use with the ARC on an economy of scale may bring value to a Proposer.

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Working Committee on Downtown Hotel Solutions and Mixed Use Options-Phase II NOTICE OF REQUEST FOR PROPOSALS AND OF DEADLINES FOR LETTERS OF INTENT, AND SUBMISSION OF RESPONSES PLAN OF ACTION FOR COOPERATIVE DEVELOPMENT an effect on the overall Alexandria economy. The support for this statement is beyond anecdotal given convention and visitor data. Alexandria, as a result, engaged professionals to provide empirical evidence of such general findings and determine the capacity and feasibility of multiple methods of address of these problems. Alexandria believes a high level of attention may be necessary to overcome these problems and is vital to the best interest of the region, and thus a matter of public policy by Resolution of Alexandria City Council on April 21, 2009, Resolution No. 8594-2009.

Alexandria authorized use of the cooperative economic development activities and powers prescribed and conferred by its home rule charter and state law, finding that the initial proposals of SPARC are for a definitive public purpose for which public money may be expended. The SPARC initiatives allow the City, wishing to address economic distress, to: (i) employ effective, innovative steps in the planning, promotion, and financing of local economic development; (ii) benefit the City and its citizens by providing economic stimulus and improving city and other properties; and (iii) allow entry into intergovernmental and cooperative endeavor agreements with public and private entities, including other political subdivisions, the State, the United States and its agencies and with other public or private associations, corporations and individuals.

Because of the struggle through a bankruptcy, the overall plans for this critical Alexandria corridor hit a speed bump.

As part of the DHI, initial plans considered reinvestment in public infrastructure surrounding the downtown hotel complex (the Alexander Fulton, Hotel Bentley, and Alexandria Riverfront Center). The aim is to elevate the area to an appropriate level of commerce. In order to facilitate this occurrence, Alexandria initiated an objective request for proposals from the private sector.

Eventually, the process called for consideration of a “global” solution to the properties: deal with all three assets, focus on common management, and, most importantly, bring private dollars and limit Alexandria’s help to only that of the build-out of public infrastructure, not operations or investment in privately-held properties.

This plan marked the first, recent attempt at removal of Alexandria from the hotel-asset operation business, in which it has been engaged since the mid-1980s. It placed the city- owned Alexander Fulton in a posture for private development and ownership and did not contribute to the Hotel Bentley’s purchase or operations.

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On November 23, 2009, the relevant stakeholders achieved a formal memorandum of understanding. On March 23, 2010, the formal term sheets outlining the detailed plans were published to the public. On April 20, 2010, the ordinance’s introduction, originally scheduled for April 6, 2010, placed the cooperative development agreement, formally incorporating the terms published March 23, 2010, in front of the public and City Council for eventual enactment into law, which occurred June 4, 2010.

(To view the new DHI process, please go to www.cityofAlexandriala.com and view “DHI New Scaled Terms.)

In exchange for the City’s commitment to surrounding infrastructure development of permanent, publicly-owned property and public assets, the developers were required to: (1) accept the previously-published terms regarding the Alexander Fulton and make certain improvements thereto, (2) with private financing only, purchase the Hotel Bentley from its owner, (3) with private financing, make certain private development investments identified as “Core” or Phase 1 investments as outlined in the agreement with the City, (4) honor the terms of the November 23, 2009 Memorandum of Understanding, and (5) deliver a total value in the project as outlined by the terms published March 23, 2010.

With the national and global recessions, the DHI process struggled with debt financing, although acquiring significant equity commitments.7

That commitment led to the current short- or medium-term needs being fulfilled as of this date by Noble Hospitality (“Noble”), which had a contract to exclusively operate the property and accompanying right of occupancy originally until October 31, 2011. Through a series of extensions, that right has extended through 2012.

During that period, a revised RFP-DHI process scaling back from the global solutions was issued. Noble won the process for development of a single asset, the Alexander Fulton, and presently is crafting the final portions of its lease and purchase agreements with Alexandria, moving the Alexander Fulton into the private sector.

7 Accordingly, Alexandria granted an extension of the DHI effective May 6, 2011, until July 31, 2011, at midnight, but allowed Alexandria to terminate as early as July 15, 2011, at 4:30 p.m. The parties ended the management partnership at the Alexander Fulton on July 15, 2011, and immediately worked in concert to transition a new entity to begin operations immediately. For Alexandria, as long as HIP Alexandria LLC demonstrated the continuing ability to manage and operate the Alexander Fulton during the extended period, while agreeing to aid Alexandria in all appropriate contingency measures to transition the property in case the DHI winded down and could not be completed, there was no material risk to Alexandria. At this time, Alexandria is ready to transition hotel operations on a runway to the private sector.

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Currently, the Hotel Bentley is in active negotiation for a return to commerce. Alexandria is supportive of the deal being constructed and has offered to consider incenting aspects of that deal. There are opportunities being considered by the Alexander Fulton and Hotel Bentley stakeholders to “partner” toward a more uniform, global operation.8

1.3 Strengths and Opportunities: Prior to 2003, the Alexander Fulton was a well-performing, first-class property, serving as Alexandria’s convention business and complementing the nearby Hotel Bentley, also attached (via skywalk) to the Alexandria Riverfront Center.

• Together with the Hotel Bentley, Downtown Alexandria offered over 330 moderately-priced and competitive hotel rooms.

• The hotels are located along the banks of the Red River and are the only two hotels in Central Louisiana offering views of the river. Room sizes are standard, and the hotels also offer a handful of suites, including Presidential suites.

• The Alexander Fulton ground level offers ample space for conventions, conferences, and meetings, and it also includes a full-service restaurant and bar.

• With the proper flag and targeted investments in maintenance and upkeep, the Alexander Fulton is well-positioned to restore its status.

• The Hotel Bentley is an historical landmark known throughout Louisiana. It is a breathtaking property.

• Alexandria city officials believe in the value of these three assets and have been working aggressively and diligently to arrive at a successful, long-term solution.

• The hotels’ success will help the City better utilize the ARC and improve our collective ability to attract convention business.

• Both hotels, located the Downtown Alexandria, would provide additional downtown restaurants and nightlife destinations.

8 This process involves mixed-use partnering and the potential to use the historic property’s convention space as part of the ARC agreement. The boutique hotel envisioned would share public spaces, involve long-term living as condominium-style living, and, finally, could include separately-managed convention space.

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• Both hotels, in conjunction with the ARC, provide much-needed space for events such as weddings, galas, and small conventions.

• The two hotels, when functioning in a stabilized fashion, create well over one hundred fifty jobs.

• The Alexander Fulton is a superb conference hotel when functioning optimally and is in the center of the state of Louisiana, ready to serve convention needs.

• The City of Alexandria is growing.

• The hotels serve the nearby hospital, medical businesses, and courthouses.

• The hotels increase attendance to local museums and other institutions.

• The development of Fort Randolph and Fort Buhlow, among other cultural heritage sites, represents opportunities to attract more tourists to the area who could take advantage of a reopened Hotel Bentley and optimized Alexander Fulton Hotel.

• The hotels could foster new business development in the downtown area, e.g., parking, hospitality, food and beverage, and retail—taking advantage and fostering growth of clothing and retail outlets already downtown.

• The S.P.A.R.C. plan will improve the surrounding infrastructure, which could be used to leverage dollars and attract redevelopment of the hotel.

• Hotel optimization has the potential for mixed-use.

• Hotel optimization and mixed-use opportunity development can resolve some current official and private needs for space.

• Successful partnering could lead to additional ventures with new development partners.

• Successful partnering will be critical during financial crises.

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• Successful partnering aids in the mission of S.P.A.R.C., creates a model for future partnering, and indicates Alexandria is willing to locally support big-dollar investment and risk for meaningful return on investment.

1.4 Weaknesses and Threats: Interested proposers should have a full understanding of the challenges of this project. In only a few years, the Alexander Fulton lost its flag, its management went into bankruptcy, the Hotel Bentley closed, and, as a result, the ARC’s capacity for attracting key conventions diminished.

• Although the City continues to build capacity in other areas of Downtown, it recognizes the critical role these properties play in the overall success of the Downtown economy.

• The Alexander Fulton, in particular, is in need of significant improvements. Until very recently, many of the hotel’s rooms have been out of service.

• In addition to improving hotel rooms, the Alexander Fulton must improve its food service, restaurant, and bar, ensuring they are profit centers and not loss leaders for the hotel.

• Both the Hotel Bentley and Alexander Fulton’s severe deferred maintenance and neglect create timing problems for global development and differing needs due to the historic nature of the Hotel Bentley.

• The Hotel Bentley single-use hotel model has a history of failure.

• The costs of renovation and previous asking prices of the Hotel Bentley presented challenges to sufficient returns on investment.

• The Hotel Bentley is an old building that may require high maintenance and utility costs.

• Any public/private partnership is a risk for taxpayers, especially if risk is not balanced or leveraged against “skin in the game” by the private entity; while private sector investors desire and maintain the public should be the larger risk taker for “community assets.”

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• The current credit market may impede a private developer’s ability to access financing, making the City more at risk should it enter into a partnership.

• Evidence suggests small to mid-sized convention center markets are currently struggling throughout the nation—and may face an “industry recession” surpassing previous “recoveries.”

• Data also suggests that the national economy is trending towards a longer recovery period than originally estimated—and there is anecdotal worry of a “double-dip” recession.

• The optimization of the hotels must respond to the opportunity costs of not investing taxpayer dollars elsewhere—particularly when citizens are pushing “pure” infrastructure investment.

• A defunct landmark caters to the “broken window” theory and should be addressed to avoid threat to future confidence.

1.5 Scope of Work and Response Terms: Interested proposers should respond within their Qualification Narrative with their best offer to items in the Term Sheet referenced herein and attached hereto. Alexandria issues this Request for Qualification Statements (RFP) to Professional Management Service Providers to select a qualified vendor (“Manager”) to manage, operate, and market: (i) the Alexandria Riverfront Convention Center (ARC), (ii) potentially other convention spaces downtown, and, finally, (iii) the Rapides Parish Coliseum, if its governing authority provides a Statement of Concurrence and Inclusion.9

1.6 Exclusive Management and Control: The comprehensive operations of the Facilities ultimately made subject of any CEDA shall be under the exclusive supervision, direction and control of Manager, and, except as otherwise specifically provided in the CEDA,10 Manager shall be responsible for the operation, which

9 The Statement of Concurrence and Inclusion has neither been requested formally nor offered. Informal discussion with that political subdivision may be forestalled since the RPPJ has decided to place the future operations, management, and capital needs of the Rapides Parish Coliseum on the ballot for public consideration in the form of an increased millage. Accordingly, the responses herein would be used for information, determining increased economy of scale, and best practice. Serious proposals would be circulated with Alexandria support to the RPPJ.

10 Of course, the RPPJ may have its own requirements in the cooperative development plan.

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Working Committee on Downtown Hotel Solutions and Mixed Use Options-Phase II NOTICE OF REQUEST FOR PROPOSALS AND OF DEADLINES FOR LETTERS OF INTENT, AND SUBMISSION OF RESPONSES PLAN OF ACTION FOR COOPERATIVE DEVELOPMENT includes, but is not limited to, promotion, policy making, management and maintenance of the Facilities. Except as otherwise specifically provided in the CEDA, Manager shall be responsible for, and have limited power and authority in, all matters relating to the operation of the Facilities including, without limitation, specification, pricing, rental of meeting space, food and beverage services, complimentary policies, hiring and employment policies, credit policies; the leasing of premises within the Facilities, the receipt, holding and disbursement of funds; maintenance of bank accounts; procurement of inventories, supplies and services; promotion, sales, marketing and publicity; maintenance of operating licenses (in Manager’s name and/or Alexandria’s name as required by local authority), maintenance, repairs and cleaning of all improvements and equipment; and, generally, all activities which Manager may reasonably determine to be necessary for the operation of the Facilities.

1.6.1 Exclusive management and control shall require a clear “Non-Interference Clause” in the CEDA and any provisions allowing incentives to be advanced by Alexandria regarding its assets.

1.6.2 Initially, exclusive management is favored to be in the form of a management agreement with shared risk and reward as further provided by the Term Sheet referenced in Section 9.0.

1.6.3 Alexandria may request initial use and retention of existing staff in the form of a “proving period” to avoid discontinuity of service and protect tenure of longstanding employees. The proving period shall not unduly bind the Manager to any employees not meeting the standards of Manager.

1.6.4 To ensure community interests in assets are protected, a policy board to direct, advise, and dictate certain policy shall be created—at minimum consisting of representatives from connecting properties, the Alexandria-Pineville Convention and Visitor’s Bureau (“APA-CVB”), and other interested parties.

Section 2.0 Letters of Intent:

Letters of Intent shall be submitted to Kay Michiels, Chief of Operations, Office of the Mayor, on or before August 3, 2012.

Section 3.0 Deposit and Evidence of Financial Capacity:

A refundable cash or cash-equivalent deposit of $25,000.00, along with a consolidated financial statement properly marked as “proprietary” to avoid public dissemination, shall be

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Working Committee on Downtown Hotel Solutions and Mixed Use Options-Phase II NOTICE OF REQUEST FOR PROPOSALS AND OF DEADLINES FOR LETTERS OF INTENT, AND SUBMISSION OF RESPONSES PLAN OF ACTION FOR COOPERATIVE DEVELOPMENT submitted with the Qualified Statement and Narrative for the DHI-ACA process. The deposit shall be held as a good faith indicator and returned regardless of the outcome once the process is concluded. Wire instructions will be provided upon receipt of a Letter of Intent.

Section 4.0 Proposals:

An original and four (4) copies of proposals shall be submitted to Kay Michiels, Chief of Operations, Office of the Mayor, on or before September 7, 2012.

Qualified firms are encouraged to include as much material as they believe necessary; quality content is more important than form. However, at a minimum, proposers must include:

1. Title Page: Listing the title of the RFP, the name of your firm, and all relevant contact information, the title stated as: Downtown Hotels Initiative: Plan of Action for Mixed Use Options-Phase II (Alexandria Convention Assets). 2. Letter of Transmittal (Intent): Identifying the RFP, stating your firm’s understanding of the scope of the services to be performed, providing the name(s) and address(es) of the person(s) authorized to represent your firm, and your willingness and ability to provide the requisite deposit. (Due August 3, 2012.) 3. Qualification Statement/Narrative: Detailing your firm’s experience in the same or similar projects, identifying your firm’s performance on those projects, supplying at least three current references, and responding to the attached and incorporated Term Sheet(s) as more fully set forth herein and as instructed in the process. (Due September 7, 2012.) 4. A Disclosure Statement as referenced in Section 8.7 and according to 8.7.5. The Disclosure Statement is separate from the Qualification Narrative but shall be submitted at the same time. (Due September 7, 2012.)

Section 5.0 Evaluation Criteria and Selection:

5.1 General Qualifications: Qualified firms are expected, at minimum, to have:

• Present or prior management of at least three (3) similar convention properties. • Experience in food service and entertainment/convention/concession management. • Experience in addressing deferred and preventive maintenance. • Experience in customer service and quality control. • Experience in large-scale development. • Evidence of financial capacity.

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Qualified firms are expected, at minimum, not to possess any of the listed impediments:

• Competing properties such that a reasonable commercial operator would find a material chance of a conflict of interest or divided business loyalty. • Outstanding obligations or unresolved claims with Alexandria, after an opportunity to cure, is presented.

Proposers should address each one of these items in their statements/narratives. Additionally, although a firm’s overall experience is important, the project manager and key staff should document his or her own roles in similar, successful projects.

5.2 Scoring: Statements of Qualifications will be scored as follows:

Firm Experience (0-30 points): • Direct, hands-on experience and participation in similar projects. • Objective measures of success, such as awards, commendations, and data on increased values resulting from previous projects.

Project Manager (0-20 points): • Detailed information on the qualifications and relevant experience of the project manager, listing all professional degrees, certifications, awards, and commendations and providing points of contact for work on similar projects.

Key Project Staff and Sub-consultants (0-20 points): • Detailed information on the qualifications and relevant experience of all key staff, listing all professional degrees, certifications, awards, and commendations and providing points of contact for work on similar project. • An explanation of what each key staff member will individually bring to the project and how their individual contribution is not duplicative or unnecessary. • If any sub-consultant will be employed, they shall be clearly identified in the qualification. The prime consultant shall notify the City, in writing, of any changes in key staff and Alexandria shall have the right to terminate or renegotiate the contract if those changes affect the work product or the time schedule.

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Project Methodology and Approach (0-30 points): • Provide detailed information on the firm’s methodology and availability in meeting the scope of work and unique local or similar expertise.

Total Possible Points: 100

Section 6.0 The Working Committee and Future Contract Monitoring:

6.1 The Administration’s “Working Committee” is composed of the Mayor (or his designee), the City Attorney, the Utility Director, the Chief and Deputy Chief Operations Officers, and other economic development and planning support staff. These persons shall work with developers to identify obstacles to partnership and alternatives should any of these plans contain fatal flaws. One point of contact is named herein and shall be used by Proposers, unless otherwise provided by Section 6.2.

6.1.1 The Administration partners with the Greater Alexandria Economic Development Authority (“GAEDA”) on SPARC projects. GAEDA’s executive director is also included on the Working Committee and is an essential stakeholder and partner in this process and any future Project.

6.1.2 The Administration partners with the Alexandria-Pineville Area Convention and Visitors Bureau (“APA-CVB”) and its inclusion on the Working Committee is necessary. The Central Louisiana Economic Development Alliance (“CLEDA”) or Chamber of Commerce may be included.

6.1.3 If the Coliseum is included, Alexandria may involve key Rapides Parish governing authority members, staff, and/or members of the Authority.

6.2 The office of the City Attorney (through its designee) shall separately work through the legal issues and may be named an additional point of contact for the process.

6.3 Any development team shall be required to meet outlined deliverables and goals according to a plan that includes contract monitoring by Alexandria to ensure the public’s interests are met timely and fully.

6.4 Any plan shall include “clawbacks” and other protections in favor of Alexandria in anticipation of, or protection against, nonperformance.

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Section 7.0 Communications:

7.1 Any attempts to curry favor in the process by exerting influence outside of the Working Committee personnel and the channels established therein (the “process”) shall be grounds to disqualify the respondent, applicant, proposer, or potential partner.

7.2 A proposer is restricted from making contacts outside of the process (i.e., an oral, written or electronic communication which a reasonable person would infer as an attempt to gain any favor or influence the award, denial, or amendment of this process) from issuance of this RFP and associated initial Term Sheet(s) through final award and approval of the resulting contract by the City Council (“restricted period”) relative to the current process, called: Downtown Hotels Initiative: Plan of Action for Mixed Use Options-Phase II (Alexandria Convention Assets).

7.2.1 During the restricted period, any contacts outside the City’s designated staff for this process, defined as the Working Committee, shall be expressly prohibited.

7.2.2 In order to be fair to all applicants regardless of their relationship to stakeholders, no “lobbying,” influence peddling, or contacts of or with the Alexandria City Council, Rapides Parish Police Jury, GAEDA, CLEDA, or other stakeholders, members, or other elected or employed officials will be tolerated, even through agents, and violation of this restriction may result in rejection of a proposal and debarment for this process.

7.3 All communications11 shall commence by telephoned, mailed, and electronically- submitted contact to: Kay Michiels Office of the Mayor 915 Third Street Alexandria, Louisiana 71301 [email protected]

7.4 Addenda, Rejection and Cancellation. Alexandria reserves the right to revise any Term Sheet by issuing an addendum at any time. Issuance of a letter of intent to

11 At some point between the Letter of Intent and final submission, the Working Committee, through its RFP Monitor, will be available for questions and assistance with responses. This period shall be the primary, though not exclusive, means for ensuring compliance with the process and ensuring a Qualification Narrative is complete.

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negotiate or Term Sheet in no way constitutes a commitment to award a contract at any time even after the completion of the process. Alexandria reserves the right to accept or reject, in whole or part, all Qualification Statements submitted and/or cancel this announcement if it is determined to be in Alexandria’s best interest. All materials submitted in this response become the property of the City and selection or rejection of a submittal does not affect this right. Alexandria also reserves the right, at its sole discretion, to waive administrative formalities contained in any future RFP, RFI, or RFQ.

7.5 Preparation Costs. Alexandria shall not be responsible for costs associated with preparing a response or for any other costs, including attorney fees associated with any challenge (administrative, judicial or otherwise) to the determination of the highest-ranked Applicant and/or awarded contract and/or rejection of qualification. By submitting a response, Term Sheet, RFP/RFI or RFQ each Applicant agrees to be bound in this respect and waives all claims to such costs and fees.

7.6 Confidentiality. The content of all qualifications is ultimately a public record. Please Note: Louisiana has a very broad public records law.

7.6.1 If you are expecting confidentiality, please call the City Attorney before forwarding information for an advisory opinion.

7.6.2 This office will be liberal in its interpretation in favor of disclosure.12

Section 8.0 Universal Terms of Engagement:

8.1 A final draft of any MOU or Term Sheet, outlining terms for all Cooperative Endeavors needed to accomplish agreed-upon goals, will be a requirement before

12 Most written communications to or from the City of Alexandria or its officials are public records available to the public and media upon request. Your e-mail address, submitted materials, and communications may therefore be subject to public disclosure. Please consider this in your messages to the City and in your submissions. While some e-mails, documents or materials may contain confidential and privileged material regarding ongoing litigation, proprietary plans of a business entity seeking to locate in Alexandria, Louisiana, or security measures of a municipality, and are therefore for the sole use of the intended recipients, the submission for purposes of this initiative by you in all likelihood is purely public; accordingly, use professional discretion and assume any information you forward is public. The City will respect proprietary information about methods or plans clearly marked as such when in compliance with La.R.S. 44:1 et seq. If, however, the information becomes material to a decision, it may force its inclusion in the public domain. Please be aware the safest approach is to submit directly and with the understanding your submittal is public.

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approaching the City Council, with certain minimum conditions and terms, as more fully set forth herein and as contained in any referenced or utilized Term Sheets.

8.2 Alexandria (and the RPPJ, if applicable) shall be able to deliver or guarantee full control and use of the facilities involved to project partners without legal, or with commercially acceptable, impediments.

8.3 All terms relative to Alexandria shall be subject to certifiable evidence a proposer can immediately obtain any private financing at any agreed-upon levels in accompanying and subsequent Term Sheets.

8.4 The operation of any assets shall meet sound commercial operations as defined by the Term Sheets and parties.

8.5 All performance incentives shall reflect agreed-upon deliverables and provide for guarantees and claw backs to ensure compliance.

8.6 All proposers should be aware that the Facility for which you are submitting a proposal is a public facility (except the Bentley Hotel convention space), and the Owner (Alexandria) is a public agency (except the Bentley Hotel convention space and Rapides Parish Coliseum). Pursuant to the laws, rules and Executive Orders of the State of Louisiana and City of Alexandria, the City of Alexandria shall make every effort to avoid even the appearance of a conflict of interest or any impropriety in both the selection process for this project and the negotiation and performance of any resulting contract.

8.7 As part of any submittal you intend to make for this project, you must include a Disclosure Statement that answers the following specific questions:

8.7.1 Describe any business transactions occurring within the prior three years between your firm and Alexandria.

8.7.2 Describe any gift, loan, gratuity, discount, favor, hospitality, service, or benefit of any sort that your firm has provided to Alexandria within the prior one-year period.

8.7.3 A conflict of interest is defined as any action, decision, or recommendation by a person acting in a capacity as a public official, the effect of which would be to the private monetary or financial benefit or detriment of the person, the person’s relative, or any business with which the person or a relative is associated. A potential conflict

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of interest is defined as any action, decision, or recommendation by a person acting as a public official, the effect of which could be to the private monetary or financial benefit or detriment of the person, the person’s relative, or any business with which the person or relative of the person is associated. The potential conflict of interest is viewed from the perspective of a reasonable person who has knowledge of the relevant facts. Based upon these two definitions, describe any conflict of interest or potential conflict of interest that your firm has with Alexandria. This Disclosure Statement should be dated and signed by an authorized representative for the Proposer. Please note there are more specific conflicts set forth in Louisiana Revised Statutes, Title 42 and the Alexandria Home Rule Charter, section 7-02, among other laws and regulations.

8.7.4 The Proposer shall contact the City Attorney for a method of orally disclosing whether a written disclosure of the following issues is merited:

• Any litigation in the past seven (7) years. • The outcome and experience with the litigation. • Any claims or letters of demand in the past seven (7) years regarding questions of performance or threats of litigation. • Any instances in which your firm or a member thereof has ever been removed from a contract or failed to complete a contract as assigned or refused to sign a contract at the original bid amount submitted.

8.7.5 Only one (1) original Disclosure Statement is required and should be submitted at the time the Statements of Qualifications are submitted as a separate document under a separate cover. (Do not include the Disclosure Statement in the bound Statements of Qualifications submittals.)

8.8 All proposers must demonstrate comprehensive knowledge of the unique problems associated with hotel and convention development and related public partnering— including in today’s market and economy and, especially, in a small mid-sized city or sub-tertiary market. This should include an in-depth knowledge of planning, design standards, and project management techniques in convention space redevelopment and in particular for this Louisiana market. Any operator selected to manage the property should:

• Have a prominent national sales office network and sales force positioned to primarily pursue convention and group meeting demand;

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• Have currently or in the past worked with a series of convention center hotels in its portfolio in other major U.S. convention destinations; and

• Make a serious financial commitment to the Project and the Community.

8.9 A proposer should have an implementation plan, including proposed funding mechanisms and federal and state matches, credits, and grants available.

8.10 The applicants shall research all potential industry constraints or issues that could affect the project’s feasibility, timing, and impact to the community—including the current economic climate.

8.11 The City’s larger goal through the development of this catalytic Project is to provide a positive economic impact resulting in income to the City, contribute to the urban fabric of the City, add quality jobs to the Alexandria region’s workforce, increase tax revenues, provide opportunities for minority- and women-owned business enterprises (M/WBE) to participate in the Project development and operation, and contribute to the City’s long-term economic growth.

8.12 Those aspects to be vetted by the Working Committee include:

(A) Service and Amenities

The selected operator is expected to place into commerce a minimum of one if not three separate spaces for convention center activity and entertainment venue. The applicants shall demonstrate their understanding of the convention center business, specifically addressing the ways in which they are uniquely qualified to meet the following goals and expectations of the City of Alexandria:

• Significantly increasing regional convention bookings and multi-day events. • Developing and executing a statewide marketing strategy that augments (and does not merely relocate) existing local convention business. • Reasserting the Alexandria Riverfront Center as the leading regional destination for mid-to-large scale convention and conference business. • Better integrating existing assets and establishing partnerships with local and regional institutions, cultural destinations, and local hotel and motel operators.

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• Enhancing value, both tangible and intangible, for Downtown Alexandria and the Alexandria community and metro area/region. • Assisting city government and other governmental bodies to ensure a coherent and consistent message and plan of action.

(B) No Limitation on Proposal

The above is not intended to limit proposers’ creativity or ability to propose an alternative scale or set of features and amenities deemed to better suit the goals of the City through this Project. The City is open to proposals that offer distinctive features and amenities that go above and beyond those outlined above and set Alexandria apart from other destinations. The City reserves the right of final approval of the Project scale, features and amenities.

Respondents are to assemble all of the necessary parties for the design and construction of the project with proven track records in the development of similar in scope Projects (the “Development Team”), including but not limited to architectural and engineering firm(s) and related sub-consultant(s) (including, without limitation, mechanical, electrical, civil and structural engineers), a highly qualified and financially capable general contractor, and Noble. If the proposal is funded using public money, the developer will have to procure their general contractor, design professionals and sub-contractors using the City’s procurement process where appropriate. You may consult with the City before submittal if need be.

(D) A.F.E.A.T.

It is the policy of the City to involve Minority and Women-owned Business Enterprises (M/WBE) to the greatest extent feasible. In the Proposal Statement, the Developer must provide their proposed method for M/WBE participation in compliance with the Alexandria Fairness, Equality, Accessibility and Teamwork program. The City has a program to aid small, emerging, minority- and women-owned businesses, ensuring such interests are given an equal opportunity to conduct business with the City of Alexandria. It promotes: (i) The competitive viability of small business, minority, and women business enterprise by providing contract, technical, educational, and management assistance; (ii) business ownership by small business persons, minority persons, and women; and (iii) the

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Working Committee on Downtown Hotel Solutions and Mixed Use Options-Phase II NOTICE OF REQUEST FOR PROPOSALS AND OF DEADLINES FOR LETTERS OF INTENT, AND SUBMISSION OF RESPONSES PLAN OF ACTION FOR COOPERATIVE DEVELOPMENT procurement by the City of professional services, articles, equipment, supplies, and materials from business concerns owned by small business persons, minority persons, and women.

(E) Coliseum Proposals Sought

While a Coliseum proposal is not required, and each asset may be the subject of a partial proposal, the City will actively consider proposals encompassing all properties and convention spaces with the greatest weight being given to global proposals. A proposal will be based on a cost-benefit analysis that will weigh scope, timing, financial costs and risks, revenue generation, design and lifestyle amenities and level of quality and creativity.

(F) Environmental Consideration

The development shall be environmentally sensitive and use as much sustainable techniques and technology as is feasible. Certification at a minimum of a LEED standard is recommended as well as any other proposed structure(s) seeking public monies and/or subsidies.

(G) Right to Sever

The City and the Working Committee reserve the right to recommend the City Council accept a combination of proposals, multiple proposals, or any portion of a proposal for the City’s consideration. Respondents to the RFP process will be evaluated and ranked by the City staff and Committee and their proposals presented to the City Council following the recommendations of the committee. Following this, a proposal(s) will be selected and will be entered into a MOU leading to formal negotiations for a development and operating agreements with the COA, including multiple MOUs and selected applicants.

(H) Public Participation Policy

It is the City’s goal to minimize the level of public financial participation in the Project and to attain the most distinctive, highest-quality and marketable project possible. Respondents will be expected to provide information regarding sources of debt and equity, and are urged to consider creative development and financing structures that will accomplish these ends. Preference will be given to those developers who/that minimize the use of public financing,

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Working Committee on Downtown Hotel Solutions and Mixed Use Options-Phase II NOTICE OF REQUEST FOR PROPOSALS AND OF DEADLINES FOR LETTERS OF INTENT, AND SUBMISSION OF RESPONSES PLAN OF ACTION FOR COOPERATIVE DEVELOPMENT emphasize private sector financing and/or participation and provides the greatest economic opportunity for the City.

(I) Valuating Public Subsidy

Respondents must state a single value for the present value of any and all subsidies requested to be provided by any public body, including cost of land. Required funds should be broken out between immediate subsidies (payment for any portion of the project, waived fees, etc.) and the present value of streams of subsidy over time, such as tax rebates.

(J) Assumptions Evidence Based

Proposals should include a financial plan that details the assumptions used in the recommended development. The assumptions should include operating projections that are supported by market research, such as a Smith Travel Research report. In addition, a financing plan and Project schedule must be submitted. As part of the submission, the developer shall identify practical financial sources that could be considered to support the project. Proposals should break down all financial assumptions for the project, including price offered for any public land included.

(K) Weight for Actual Experience/Financial Objectives

The City will give weighted consideration to the Development Team with significant experience in developments similar in scope and quality to the proposed Project, and who also demonstrate that it has significant financial resources to support a guarantee of completion in accordance with a fixed schedule. The City generally understands the economics of the hotel market and will consider various finance options to best meet the needs of the Project. The City has the following financial objectives; the City seeks to:

• Limit financial participation by and risk of the City. • Leverage economic gains of the Project for the general benefit of the S.P.A.R.C. CRA-1 and/or City.

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(L) Physical Development Proposal

The City expects the Project to possess the quality and level of finishes consistent with similar convention centers of high quality in other North American cities. Respondents shall provide a design concept, including conceptual drawings and/or models, for the proposed development program.

(M) Project Schedule

Respondents shall provide a project schedule that should run from authorization through negotiation, assuming that an MOU is executed with the City by third quarter of 2012.

(N) Project Financing

Details are to be completed by Respondents in Excel format and included in the response. If alternative project scenarios and financing approaches are considered, full information for each alternative is required. All financial assumptions including profit(s) must be identified. Respondents shall provide a detailed development budget in conformance with any provided forms. Escalation of costs for inflation should be included and so identified in the projections. Respondents shall provide details of market assumptions that underlie projected occupancy levels and rates, as well as a five-year market history using Smith Travel Research data or alternatives, using any provided forms or generally acceptable formats. Respondents shall provide a statement of net operating income for the proposed project in conformance using any provided forms or generally acceptable formats, assuming completion of construction and opening of the Project in the appropriate year, based upon the project schedule submitted by the Respondent. Respondents shall provide an analysis of the Project’s cash flows using any provided forms or generally acceptable formats. In this schedule, cash flows from operations, project costs, debt service, profit requirements, and the residual value of the Project are used to calculate the net present value of the proposed project. Respondents shall provide a plan and demonstrate ability to obtain both equity capital and, as required, debt financing necessary to undertake the development, including the rates of return these sources are likely to require. Respondents are required to present evidence of equity capital and debt financing commitments from financial institutions, partners, and other resources, as part of the response.

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(O) Concurrence of Key Participants and Schema

Respondents shall provide evidence of the concurrence of key participants in the development concept, site plan, and economics. After the selection, the selected applicant will be responsible for providing detailed schema for project implementation and costs. The selected entity shall finalize this schema, specifications and cost estimates and provide a summary report.

Section 9.0 TERM SHEET:

9.1 A Term Sheet outlining the offer of terms and discussion points can be located at www.cityofAlexandriala.com and view “DHI-Alexandria Convention Assets.) The entire process may be found here, and respondents are encouraged to review the original RFP-DHI and accompanying documents for preparation and background. This RFP presumes to some extent familiarity with the original RFP-DHI (which is contained within the “Plan of Action-DHI New Scaled Terms”).

9.2 As to all material in any Term sheet, any applicant understands the Term Sheet and this RFP in no way constitute an agreement, and are merely recitations of the goals needed to achieve a binding agreement with the City of Alexandria. Specifically, you understand until a valid ordinance is adopted, allowing for a contract, which is then negotiated and executed, any discussions, Term Sheets, or MOUs are merely expressions of possibility, except as designated by the Mayor by separate writing as falling under an existing ordinance or authority to contract.

9.3 As to all material in any Term sheet, any applicant understands the Term Sheet and this RFP in no way constitute a guarantee of participation or the advance of incentives by any party, including Alexandria, but especially regarding the APA-CVB, GAEDA, the RPPJ, the Authority, or any other entity. Unless otherwise provided by Term Sheet, it should be noted with regard to the RPPJ and the Authority that resolutions of support from those bodies have neither been obtained nor sought at this time. This process will aid in concluding the need for inclusion of those entities. Alexandria has no control over the asset known as the Coliseum and offers this process as part of seeking best practice for that asset.