DIA Business Announcement — Business Opportunities
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DENVER INTERNATIONAL AIRPORT

REQUEST FOR OFFER

LAND DEVELOPMENT - THE SOUTH PARCEL

RFO NO. 201839842

August 3, 2018

To Whom It May Concern:

In accordance with procedures described herein, you are hereby invited to submit, as a respondent a statement of offer (Offer) for the project described in the document titled “Land Development Opportunity, South Parcel, 56th Ave. & Peña Blvd., Denver, CO, Offering Memorandum” (“Land Development Opportunity” or “Project”). The construction expected through this RFO is anticipated to start on or about July of 2019 and has an anticipated duration that will be determined through the negotiation of a ground lease with the successful Respondent. Offers must be prepared and submitted in accordance with the requirements and procedures contained in the following documents:

RFO Letter

Attachment 1, Instructions to Respondents

Attachment 2, Checklist for Required Forms

Attachment 3, RFO Forms

Attachment 4, DEN Design Guidelines and Approvals Process

Attachment 5, Sample Agreement

Attachment 6, Sample Due Diligence Access Agreement

Attachment 7, Certificate of Good Standing

Attachment 8, Insurance Requirements

Compliance with these requirements is a mandatory condition of responsiveness. Failure to satisfy these requirements will lead to disqualification of the Offer and/or Respondent. The City and County of Denver, Department of Aviation (“City”) shall not be liable for any expenses associated with preparation of Offers or the City’s consideration of any Offer. Respondents, if selected, shall not include any such expenses as part of any fee charged to the City.

Through a neighborhood planning initiative undertaken by the City’s Community Planning and Development (CPD) Department, the community has identified a lack of healthy food and beverage options in the market area. While this effort is still underway, consideration should be given to the input from the community and CPDs planning efforts to date as a part of the tenant make up. Additionally, there is a desire to incorporate sustainability into the project that help to meet the City’s Sustainability standards.

Description

The City seeks Offers from qualified Respondents for the opportunity to ground lease the entire approximately 3.8-acre site referred to as the South Parcel (the “South Parcel”). The South Parcel is located on the north-west corner of 56th Avenue and the future Telluride Street. The South Parcel is visible from 56th Avenue and from Peña Boulevard with strong residential commuter traffic counts and household demographics.

Due Diligence

Any due diligence work Respondents wish to perform must be done as part of their preparation of Offers, and the findings of such due diligence shall inform each Respondent’s Offer and be addressed therein as Respondent deems necessary. Any Ground Lease negotiated and executed with the selected Respondent will not contain or allow for a due diligence period. Pre-Offer due diligence may include geotechnical studies, non-intrusive environmental studies, surveys and appraisals. Any Respondents wishing to conduct due diligence work requiring on-site access to the South Parcel shall contact the Contract Procurement Administrator at Contract.Procurement@flydenver.com identified herein to arrange for such due diligence work. Before commencing any such due diligence work, each such respondent will be required to execute an Access Agreement in the form set forth herein at Attachment 6.

Project Documents

The following Project Documents are set forth at http://business.flydenver.com/bizops/denrealestate.asp

• 61st and Pena Station Area Plan

• Pena Station GDP

• Pena Station GDP Amendment

• Alta Survey

• Proposed Leased Area

• South Parcel Transportation Engineering Plans (“TEP”), submittal date June 29, 2018

• Geotech Report

• Sanitary Sewer Master Plan

• Traffic Impact Study

• Utility Map

• Phase 1 Environmental Site Assessment

• Phase 1 Environmental Site Assessment, First Creek Channel

• LOMR (Letter of Map Revision)

• ALP

• Categorical Exclusion

• FAA Form 7460

• USDA Wildlife Attractant Separation Zones

Submittal Location

Respondents must submit three (3) electronic copies (on separate flash drives) and one (1) hard copy of their Offer which shall be prepared in accordance with the Instructions to Respondents attached hereto. Offers must be addressed and forwarded to the following location: LaQuisha Shaw, Contract Services, Airport Office Building (AOB), Denver International Airport, 8500 Peña Boulevard, Denver, Colorado 80249-6340. Any additional correspondence regarding this RFO shall also be sent to this address or by e-mail to contract.procurement@flydenver.com.

Submittal Due

All Offers must be sealed and identified as to content and be received by the above-named City office no later than 2:00 PM, LOCAL TIME, NOVEMBER 15, 2018. Offers received after this time will be rejected by the City and returned to the Respondent unopened.

Mandatory Pre-Submittal Conference

A mandatory pre-submittal conference (“Conference”) will be held at 11:00 AM, LOCAL TIME, AUGUST 24, 2018 and 11:00 AM, LOCAL TIME, AUGUST 29, 2018 at the CBRE Denver office, located at 1225 17th Street, Suite 3200, Denver, Colorado 80202. All potential Respondents are required to attend at least one of the two Conferences. At each Conference, City representatives, together with the City’s third-party Subject Matter Advisor (“SMA”), CBRE, will explain the opportunity, set out the City’s expectations, and will answer questions regarding this RFO, including any written questions submitted to the City prior to each Conference.

All questions or comments concerning this RFO and opportunity must be submitted in writing, through email to contract.procurement@flydenver.com (with this specific opportunity identified in the subject line). Questions and answers about this RFO and opportunity will be posted at the DEN Contract Procurement Website under the questions and answers tab. Answers are posted as they become available. All questions and comments must be received no later than 2:00 PM, LOCAL TIME, OCTOBER 15, 2018.

Any changes to this RFO will be made in the form of an addendum and will be posted on the DEN Contract Procurement Website http://business.flydenver.com/bizops/denrealestate.asp. City reserves the right to revise this RFO by issuing addenda at any time before the RFO due date and will post all addenda to the DEN Contract Procurement Website.

Minimum Qualifications

To ensure evaluation of Offers, Respondents must meet the minimum qualifications described below.

1. Provide proof of the financial capacity to complete the proposed development.

2. A minimum of three (3) examples of projects similar in cost or asset type.

3. The entire 3.8-acre parcel is ground leased by a single entity.

4. Respondent has proposed redline changes to material business terms in the sample lease Agreement.

5. Required offer surety.

These are minimum requirements only. In the event the Respondent is a partnership, joint venture or other combined legal entity, City will look to the majority stakeholder for compliance with these Minimum Qualifications. If a Respondent fails to meet these minimum qualifications described above, your Offer will be considered non-responsive and will not be evaluated further.

Process Integrity and Communications

Beginning on the date that this RFO is made available to the public and continuing until the opportunity is awarded or the RFO is withdrawn, all persons or entities responding in any way to the RFO, including their employees, agents, representatives, proposed partner(s), subcontractor(s), joint venture(s), member(s), or any of their lobbyists or attorneys, shall refrain from any direct or indirect contact with any person (other than the designated Contract Procurement Administrator and the Division of Small Business Opportunity) who may play a part in the selection process, including members of the Evaluation Panel, City employees and officers, the SMA, the Mayor, members of the Denver City Council, and/or other City officials.

As long as the RFO is not discussed, Respondents may continue to conduct regular business with the City and discuss topics unrelated to the RFO with City employees, officers and/or officials. Additionally, where Denver City Council approval is required, Respondents may discuss their Offer or the RFO at any public meetings held by Denver City Council during the approval process.

This policy is intended to create a level playing field for all Respondents, assure competitive opportunities are awarded in public, and protect the integrity of the selection process. Respondents that violate this policy shall be disqualified for the subject opportunity and may be disqualified for all future opportunities.

CITY AND COUNTY OF DENVER

LaQuisha Shaw, Contract Administrato