BOARD OF REGENTS BRIEFING PAPER

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1 BOARD OF REGENTS BRIEFING PAPER 1. Agenda Item Title: Acquisition of Real Property located at W. Charleston Boulevard, Las Vegas, NV, also known as Westbay Office Park Meeting: September 8-9, BACKGROUND & POLICY CONTEXT OF ISSUE: Pursuant to the authority granted by the Governor and Legislature in SB 584, approval is requested by the University of Nevada School of Medicine (SOM) and the University of Nevada School of Medicine Multi-Specialty Group Practice South, Inc. (Practice Plan), for the Nevada System of Higher Education (NSHE) to issue up to $20.0 million in 30-year fixed rate, taxexempt and taxable revenue bonds to purchase and renovate property located at W. Charleston Boulevard, Las Vegas, NV, also known as Westbay Office Park (Property). See Exhibit 1 for excerpts from the Offering Memorandum. The SOM and the Practice Plan currently lease a number of office/clinical spaces in the Las Vegas area for both administrative offices and for clinical spaces for Practice Plan providers. Given current budgetary constraints, and current office market conditions in Las Vegas, it is believed that substantial long-term savings can accrue by purchasing office space and converting existing rental payments (which both in terms of market conditions and cost-of-living adjustments are expected to rise regularly over the long term), into debt service payments on an NSHE-owned property. More specifically, the purchase of the property and certain improvements to the property will be funded by the proceeds of a proposed bond issuance, with debt service to be funded from a combination of funds: 1) rent currently being expended for the University of Nevada School of Medicine administrative offices, 2) University of Nevada School of Medicine Multi-Specialty Group Practice South, Inc., and 3) from the current net operating income of the property. UNR and SOM are in the process of negotiating a Purchase & Sale Agreement (Agreement) to purchase the Westbay Office Park, subject to Board approval and satisfactory completion of ongoing due diligence. The acquisition/renovation of the Westbay Office Park still requires due diligence both with respect to building condition assessments and the business case. However, due to threshold timing issues imposed by seller we are asking for conditional approval of the project now, subject to Board approval, such approval being delegated to the Chancellor in consultation with the Chair of the Board of Regents - upon completion of all appropriate due diligence. Property Information Professional Office Complex Comprised of 4 Buildings Purchase Price $7.7 Million 107,650+/- Total Square Feet Complex Parcel Size is 6.57+/- acres Built in Parking Spaces Zoning is C-D (Designed Commercial District) City of Las Vegas (INVESTMENT AND FACILITIES COMMITTEE 09/08/11) Ref. IF-11, Page 1 of 7

2 Due Diligence Review will Consist of the Following: Appraisal Title Review Phase 1 Environmental Inspection Asbestos Inspection Building Condition Assessment (Including structural and mechanical inspections, deferred maintenance inspection and review) Final Debt Service Funding Analysis NSHE s Closing Costs: NSHE is responsible for one-half of the escrow fee and any upgrades to the title insurance policy required by NSHE. Total closing costs are estimated to be approximately 2% of the purchase price, or $154, SPECIFIC ACTIONS BEING RECOMMENDED OR REQUESTED: UNR President Marc A. Johnson requests approval for NSHE to issue up to $20.0 million in 30- year fixed rate, tax-exempt and taxable revenue bonds to purchase and renovate real property located at W. Charleston, Las Vegas, NV, also known as Westbay Office Park; including final approval of the transaction, or other approvals relating to the purchase of the property, being delegated to the Chancellor - subject to consultation with the Chair of the Board of Regents - upon completion of all appropriate due diligence. 4. IMPETUS (WHY NOW?): The real estate market in the metro Las Vegas area remains very soft and the Property is Other Real Estate Owned of a lender that foreclosed on its first trust deed loan in August, making this an ideal time, and the Property an ideal target, for fixing the cost structure for the SOM and Practice Plan occupancies that would relocate to the Property. Further, the leases governing the tenancies of the current SOM and Practice Plan occupancies are all maturing in the near term enabling relocation of those occupancies to the Property with minimum overlap of lease and bond payment costs. Further, SOM administrative offices are located and leased in a building owned by UMC, which has expressed a need for those offices for its own use. 5. BULLET POINTS TO SUPPORT REQUEST/RECOMMENDATION: The Property is located 8 blocks west of the University Medical Center and the Shadow Lane Campus. The Property, at 107,650+/- square feet, provides SOM/Practice Plan with substantial expansion space while keeping the majority of the UMC related occupancies in close proximity to UMC, the Shadow Lane Campus and to one another. The purchase price of $71.52/square foot is substantially lower than replacement value and, being built in 1997, suggests an extended future life expectancy (to be confirmed as a part of due diligence). Bond interest rates remain at low levels enabling NSHE to finance the cost of acquisition and necessary improvements to the Property at a cost that suggests that the purchase and operation of the Property is financially advantageous as compared to the current lease rates being paid by the occupancies that will relocate to the Property. Further, in addition (INVESTMENT AND FACILITIES COMMITTEE 09/08/11) Ref. IF-11, Page 2 of 7

3 to avoiding future cost-of-living adjustments or increases in market rates, upon full amortization of the bonds the Property will be owned by NSHE free and clear. 6. POTENTIAL ARGUMENTS AGAINST THE REQUEST/RECOMMENDATION: A portion of the Property is currently subject to leases to third-party occupants which leases will expire over the coming years, possibly requiring SOM/Practice Plan to find alternative rent-paying occupants either from within SOM/Practice Plan or from third parties. There is a possibility that NSHE s southern Nevada offices may someday relocate to the Property. 7. ALTERNATIVE(S) TO WHAT IS BEING REQUESTED/RECOMMENDED: Negotiate lease extensions or find alternative lease spaces for the Practice Plan occupancies that would otherwise relocate to the Property. Limit future expansion of Practice Plan clinical operations in southern Nevada. 8. COMPLIANCE WITH BOARD POLICY: Consistent With Current Board Policy: Title # 4 Chapter # 10 Section # 1.9 Amends Current Board Policy: Title # Chapter # Section # Amends Current Procedures & Guidelines Manual: Chapter # Section # Other: Fiscal Impact: Yes X No Explain: The purchase of the property and certain improvements to the property will be funded by the proceeds of a proposed bond issuance, with debt service to be funded from a combination of funds: 1) rent currently being expended for the University of Nevada School of Medicine administrative offices, 2) University of Nevada School of Medicine Multi-Specialty Group Practice South, Inc., and 3) from the current net operating income of the property. (INVESTMENT AND FACILITIES COMMITTEE 09/08/11) Ref. IF-11, Page 3 of 7

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