FASTA High Value Asset Portfolio -Request For Information Notice 2020 08 16.pdf

General Services Administration Public Buildings Service

Office of Real Property Utilization and Disposal In partnership with the Public Buildings Reform Board (PBRB)

REQUEST FOR INFORMATION

Real Estate Advisory & Brokerage Services for the Federal Assets Sale & Transfer Act (FASTA) High Value Assets Portfolio

Responses Due: August 28, 2020

FASTA Real Estate Advisory & Brokerage Services – Request for Information August 14, 2020

TABLE OF CONTENTS

I. RFI OBJECTIVE 2

II. BACKGROUND & PROJECT OVERVIEW 2

III. PORTFOLIO DESCRIPTION 2

IV. DRAFT SOLICITATION KEY ELEMENTS 5

Part 1: Government’s Objective 5

Part 2: Task Elements, Subtasks, and Deliverables 5

Part 3: Administration 8

Part 4: Proposal Submission Content 11

Part 5: Evaluation Criteria 14

V. STATEMENT OF LIMITATIONS 15

VI. SUBMISSION OF RESPONSES 16

VII. REQUEST FOR INFORMATION QUESTIONNAIRE 17

I. RFI OBJECTIVE

The General Services Administration (GSA), in partnership with the Public Buildings Reform Board (PBRB), together the “Government,” is issuing this Request for Information (RFI) to obtain responses from the real estate services community including brokerage companies and consulting firms who are potentially interested representing the Government as an advisor and broker (Respondents). The Government will use the information provided in response to this RFI for planning purposes and for making strategic decisions regarding the language of the final performance work statement and solicitation for real estate advisory and brokerage services.

The Government will not enter into a contract for real estate advisory and brokerage services as a result of this RFI. The Government intends to utilize the information from this RFI to identify and resolve concerns regarding the acquisition strategy, including proposed contract type, terms and conditions, and acquisition planning schedule; the feasibility of the requirement, including performance requirements; suitability of the proposal instructions and evaluation criteria, including the approach for assessing past performance information; the availability of reference documents; and any other industry concerns or question.

The Government invites Respondents to submit ideas that could assist it in attaining its objectives.

The Government will not reimburse Respondents for any expenses associated with responding to this RFI, though the Government sincerely appreciates Respondents' efforts and input. For additional information on the submission process, see Sections VI and VII of this RFI.

II. BACKGROUND & PROJECT OVERVIEW

The Federal Assets Sale & Transfer Act, P.L. 114-287, as amended (FASTA) established the PBRB with the goal of identifying opportunities for the Federal Government to reduce its inventory of civilian real property, more efficiently utilize existing properties, and reduce the cost for maintaining these properties. Sec 12(b)(1)(A) of FASTA directs PBRB to identify a list of at least five (5) properties with a total fair market value of not less than $500 Million and not more than $750 Million, known commonly as high value assets (HVA) . The HVA list was developed by PBRB in coordination with the Federal Real Property Council GSA, other federal landholding agencies, and through a series of site visits and public meetings. The proceeds generated by the HVA will be utilized to fund future disposal and/or consolidation projects. On January 24, 2020, the Office of Management & Budget approved PBRB’s list of HVA. More information regarding PBRB is available at https://pbrb.gov.

III. PORTFOLIO DESCRIPTION

The FASTA HVA Portfolio includes the properties listed below identified by PBRB and approved by OMB on January 24, 2020.

USGS Menlo Park Campus - 345 Middlefield Road, Menlo Park, CA A 17.30 acre campus improved with 17 buildings totaling approximately 412,663 square feet of space. USGS currently occupies the campus; however, construction has begun for a new facility located at nearby Moffett Field. Upon construction completion, USGS will relocate to the new facility with a current target relocation date of Q1 FY23 and target decommissioning date of Q4 FY23. Timing of the relocation, and required USGS decommissioning activities, in relation to the Government’s goal of a FY2021 sale, will require a short-term sale-leaseback agreement as a term and condition of sale.

Chet Holifield Federal Building - 24000 Avila Road, Laguna Niguel, CA A 1,003,573 square foot office building on 87.1 acres of land with approximately 4,651 surface parking spaces. In addition, the property includes an 2.08-acre utility support parcel located across Avila Road improved with a detached chiller plant, a water cooling tower, and thermal energy storage tank. The Holifield Federal Building currently houses federal tenants including IRS, USCIS, and CBP – all of which will relocate to lease locations within the surrounding area by October 2023. The Chet Holifield Federal Building has been determined eligible for listing on the National Register of Historic Places and the property will be conveyed out of federal ownership with the appropriate historic preservation protections. Timing of the tenant relocations, in relation to the Government’s goal of a 2021 sale, will require a short-term sale-leaseback agreement as a term and condition of sale.

Los Alamitos Parcel - 4665 Lampson Ave, Los Alamitos, CA A 12.36 acre property improved with an 88,000 square foot, single story office building and 387 surface parking spaces. This location is currently occupied in its entirety by WestEd, a non-profit educational organization, under a 50-year lease agreement with the Department of Education due to expire in December 2022. Upon expiration of the agreement, WestEd will vacate the property. Timing of the tenant relocation, in relation to the Government’s goal of a 2021 sale, will require a short-term holdover as a term and condition of sale.

NOAA Pacific Grove - 1352 Lighthouse Ave, Pacific Grove, CA A 4.28 acre parcel improved with a 11,200 square foot building which formerly housed the NOAA Fisheries´ Southwest Fisheries Science Center laboratory. The mission operation has relocated to a new facility and the property is currently occupied by US Fish & Wildlife Service (USFWS), pending the sale of the FASTA HVA Portfolio.

This property will not require a short-term sale-leaseback agreement as a term and condition of sale as USFWS will relocate prior to conveyance.

Portion of Sacramento Job Corps - 3100 Meadowview Road, Sacramento, CA A 97 acre vacant land parcel located at the southern portion of the existing Sacramento Job Corps Center previously utilized for training operations. The parcel, when separated from the existing, secured federal facility, will not have legal access. The Government will not likely acquire legal access prior to sale; however, as of the date of this RFI, the Government has engaged the City of Sacramento and abutting landowners to obtain a transferrable option for a future owner to acquire legal access. Such agreement may be included as a notice in future offering and conveyance documents.

Portion of Denver VA Medical Center- 1055 Clermont Street, Denver, CO 8 acres of the larger 12 acre Denver VA Medical Center improved with 775,718 square feet of space among 6 buildings bound by E 9th Avenue, E 11th Avenue, Bellaire Street, and Clermont streets. The property being offered as part of the FASTA HVA Portfolio is currently vacant as a result of the construction of a new VA Medical Center and has been determined eligible for listing on the National Register of Historic Places and will be conveyed out of federal ownership with the appropriate historic preservation protections.

Information Operations & Research Center - 1155 Foote Drive, Idaho Falls, ID A 37,844 square foot building on 4.66 acres currently occupied by Department of Energy whose mission will relocate to an existing federal facility by Q2 FY21.

Shelley-New Sweden Park & Ride - 410 South 45th West, Idaho Falls, ID An 3.42 acre unimproved, triangular surface parking lot located approximately 5 miles west of downtown Idaho Falls

Gaithersburg NIKE Site - 770 Muddy Branch Road, Gaithersburg, MD A 13.71 acre parcel improved with 12 buildings totaling approximately 22,827 square feet of space formerly utilized as a NIKE missile site but currently occupied by Department of Commerce, NIST for robotics standards testing. The NIST mission is scheduled to relocate to an existing federal facility by 2021

Portion of Edison Job Corps - 500 Plainfield Ave , Edison, NJ A 4.27 acre parcel with surface parking located within existing security boundaries at the southwest corner of the existing Edison Job Corps Center with x feet of frontage along Plainfield Avenue. The boundary of the Edison Job Corps Center will be realigned prior to sale so that the property is no longer within the secure facility. The parcel was formerly improved with an X square foot, single story building constructed in the 1940s and utilized as a recreation hall for military personnel. The building was demolished in 2016.

Reagan Federal Building & Courthouse- 228 Walnut Street, Harrisburg, PA A 251,179 square foot office building on 0.71 acres located in downtown Harrisburg.

The building is currently occupied with federal tenants until 2022 when construction of a new courthouse will be completed. Timing of the tenant relocations, in relation to the Government’s goal of a 2021 sale, will require a short-term sale-leaseback agreement as a term and condition of sale.

GSA Auburn Complex - 400 15th Street SW, Auburn, WA A 129 acre federal complex improved with 14 buildings totaling 1,554,486 square feet of space. The property is improved with a two-story 105,771 square foot office building and 9 single-story warehouse buildings of varying condition totaling nearly 1 million square feet of space. One warehouse has been modernized to house a Social Security Administration call-center. Federal tenants will relocate to leased space by 2023.

Timing of the tenant relocations, in relation to the Government’s goal of a 2021 sale, will require a short-term sale-leaseback agreement as a term and condition of sale.

NARA Seattle - 6125 Sand Point Way, Seattle, WA An 187,752 square foot single story building with office and warehouse space on 9.3 acres of land constructed in 1946. The property is currently occupied by staff of the National Archives and Records Administration and holds federal records and archives which will be relocated to California and Kansas City by 2024. Timing of the tenant relocations, in relation to the Government’s goal of a 2021 sale, will require a short-term sale-leaseback agreement as a term and condition of sale.

IV. DRAFT SOLICITATION KEY ELEMENTS

Section IV is intended to provide Respondents with an opportunity to review the key elements of the Draft Solicitation for Real Estate Advisory & Brokerage Services for the FASTA HVA Portfolio. The following sections include the Government’s current draft objective, task elements, subtasks, and deliverables; administrative section, proposal submission content, and evaluation criteria.

The following language in red is draft and subject to change. The Government will use the information provided in response to this RFI for planning purposes and for making strategic decisions regarding the language of the final solicitation for real estate advisory and brokerage services. Respondents are encouraged to review the Parts 1-5 below and reference these parts when responding to Section VII Questionnaire.

Part 1:Government’s Objective

The Government’s objective for the sale of this portfolio is to:

1. Sell all of the properties within the HVA Portfolio;

2. Receive proceeds from sale by September 30th, 2021;

3. Maximize the proceeds from sale; and

4. Minimize risk to the Government.

The objective is for the Contractor to successfully sell the FASTA HVA portfolio by generating significant local, regional, national and international interest, and finding an offer that the Government will accept. The Contractor shall use the Government’s objectives as a guide while executing the tasks, subtasks, and deliverables detailed below under Section 3.0.

Part 2: Task Elements, Subtasks, and Deliverables

2.1. Kick off Meeting

2.1.1. Contractor shall attend a kick off meeting where at a minimum, the project team and key personnel are present.

2.1.2. The Contractor shall be prepared with a revised draft schedule, as required under the project management plan, with dates updated based on kick off meeting date.

2.1.3. The intentions of the meeting will be to clarify any areas of the performance work statement and administration sections of the contract, and begin to establish the lines of communication to begin the flow of any necessary data collection from the Government.

2.2. Recurring Meetings

2.2.1. Contractor is required to schedule and manage recurring meetings to provide updates.

2.2.2. Contractor shall schedule recurring meetings no less than bi weekly and as appropriate as defined by their PMP.

2.3. Project Management Plan

2.3.1. The Contractor shall utilize a project management plan (PMP) for managing the sale of the FASTA HVA Portfolio, to include all tasks, subtasks, and deliverables.

2.3.2. The PMP shall consider the tasks and subtasks being delivered or provided to the Government including but not limited to: marketing and sale strategy including plan for the identification of prospective purchasers, market analysis, recommended marketing period, entitlement research and recommended actions.

2.3.3. The PMP shall include org chart, charter to include Contractor roles responsibilities and points of contact for each area.

2.3.4. The PMP shall include a schedule inclusive of all tasks, subtasks, and deliverables, based upon the Government’s requirement that the FASTA HVA Portfolio be sold in such time so that proceeds are deposited in the Government’s account within fiscal year 2021 (i.e., no later than September 30, 2021), and the subsequent three year lease back deadline for any holdover necessary to allow for tenant agency relocations. This schedule shall be presented utilizing Microsoft Project, or similar project management software.

2.3.5.

2.4. Pre-Marketing Analysis

2.4.1. The contractor shall develop a pre-marketing analysis plan that encompasses all of the pre-marketing analysis tasks, subtasks, and deliverables below, to include a description of the efforts and intended outcomes under each task, schedule for delivery, any other information that may help the Government in meeting its objective.

2.4.2. The Contractor shall propose transaction structures for Government review and approval that, in priority order, maximize proceeds, reduce risk and comply with relevant Government rules and regulations. The Contractor shall propose a transaction structure which best meets the Government’s objectives, as stated in Section 1.3, and is encouraged to be creative in its recommendation to ensure the entirety of the FASTA HVA Portfolio is successfully sold within the required timeframe. In making its recommendation, the Contractor may consider a variety of approaches including: a single offering of the entire portfolio with no offers for individual properties, a single offering of the entire portfolio while not precluding offers for individual properties or any other approach deemed feasible by the Contractor.

2.4.3. The Contractor shall identify key issues associated with each of the specific properties within the portfolio being offered. Key issue identification should focus on factors unique to each property that may put a timely closing of the FASTA HVA Portfolio at risk, including those factors that may be conditions of sale and/or may impact value. In addition to the identification of such key issues, Contractor shall propose mitigation of such issues to limit the Government’s risk at sale.

2.4.4. The Contractor shall provide an in-depth analysis of each property to be sold and develop financial models to predict value - in ‘as is’, target, and post-entitlement ranges. In addition, the Contractor shall analyze the feasibility (including pros, cons, and likely assets to employ this strategy) of the Government's role in a post-conveyance agreement for the purposes of collecting milestone payments or other post-conveyance financial benefits. The schedule shall consider and prepare likely entitlement and development timelines to assist with financial modeling

2.5. Marketing and Listing

2.5.1. The contractor shall develop a marketing plan that encompasses all of the pre-marketing analysis performed and describes how the marketing and listing under task and subtasks under 3.5 marketing and listing will be executed.

2.5.2. The Contractor shall market and advertise the FASTA HVA Portfolio for sale on a local, regional, national and international scale for a minimum period of time as recommended by the Contractor and approved by the Government. All marketing materials shall clearly display to the public that the FASTA HVA Portfolio is Government owned and being sold by PBRB to include appropriate agency logos in conspicuous locations.

2.5.3. The Contractor shall develop marketing materials, including a branding of the FASTA HVA Portfolio, creation and management of a dedicated website, signage, print ads and/or direct mail/email blasts as part of marketing and sale campaign

2.5.4. The Contractor shall develop and manage an electronic ‘Bid Room’ within the dedicated website for all due diligence materials to include a full monitoring of activities within the Bid Room to document which parties are accessing the information and the frequency of the same.

2.5.5. The Contactor shall be required to conduct an open and transparent public sale process ensuring all interested Offerors are provided the same level of service including equal access to pertinent due diligence information (online and in person) and opportunity to conduct site inspections.

2.5.6. The Contractor shall communicate with Offerors and their agents regarding Government statutory and regulatory requirements including environmental conditions, historic eligibility, and/or relocation of existing tenants, etc.

2.5.7. Contractor must competently and aggressively represent the Government’s fiduciary interests and intentions, including all terms and conditions of payment that have been mutually agreed to between GSA and the Contractor for brokerage services.

2.5.8. GSA, in consultation with the Contractor, may elect to utilize the GSA’s template Offer to Purchase (OTP), or edit the OTP, as recommended by the Contractor based on the incoming offers and subsequent negotiations. The Contractor shall ensure that all offers received are in contract offer form.

2.6. Presentation of Offers

2.6.1. The Contractor shall engage in discussions on behalf of the Government with

Offerors and their agents to provide clarity relative to the terms of price, contingencies and concessions, and sale closing in an offering.

2.6.2. The Contractor shall present all offers to GSA in accordance with their PMP with written detailed analysis of all offers, including financial viability and ability to close including a comparison of offers as related to GSA’s sale goals. The analysis shall include a recommendation to the Government by the Contractor for acceptance or rejection.

2.6.3. The Government reserves the right to reject any and all offers that do not meet the Government’s stated sales goals.

2.6.4. Only the GSA may execute an OTP or subsequent quitclaim deed or approve any additional documents that contractually bind the Government to any real estate sale/purchase agreement.

2.6.5. The Contractor shall arrange for the closing in coordination with the

Government

Part 3: Administration

3.1. Payment

Contractors will receive consideration for all services provided under this contract in accordance with the agreed upon fee structure incorporated into the contract at award.

Unless expressly stated in the fee structure and funded under the contract, the Government will not make any direct payment or reimbursement to a Contractor for contract services including, but not limited to, any expense associated with the performance of the services, such as marketing, advertising, and travel expenses. Under the terms and conditions of the contract and in accordance with industry practice, the Contractor has the opportunity to obtain a substantial monetary benefit by collecting a broker fee through the execution of the sale of the high value asset portfolio.

3.2. Labor Requirements

The contractor shall maintain a project manager or account executive as a key personnel.

No substitution of the “Key Personnel” shall be made without prior written approval of the Contracting Officer. In the event the key person named in the incorporated proposal is unable to perform, the Contractor shall promptly submit to the Contracting Officer a written detailed explanation of the circumstances necessitating a substitution, including all necessary information on the qualifications of the proposed substitute. The qualifications of the proposed substitute must be equal to the qualifications of the key person being replaced. If the contractor does not provide a substitute that the Government approves, the Government has the right to terminate the contract in accordance with 52.212-4(m) Termination for cause.

3.3. Qualifications for Contractor’s Firm

The contractor shall have been in business a minimum of five (5) years.

The account executive(s)/lead brokers who will be assigned to the portfolio sale must each have a minimum of ten (10) years’ experience in providing commercial real estate brokerage services to clients. Within the last three (3) years, these brokers must have represented parties in at least three (3) relevant completed purchase or sale transactions, valued at a minimum of $25 million each.

The Contractor will be required to have state-licensed real estate brokers in each state that a property is located (i.e., California, Colorado, Idaho, Maryland, New Jersey, Pennsylvania, and Washington). Several U.S. states have reciprocal arrangements for recognizing and granting licenses to real estate licensees from other states, but each state is different and has its own real estate laws and licensing requirement. The Contractor is responsible to verify and follow such requirements before undertaking transactions in another state.

3.4. Representation and Conflicts of Interest

General Subpart 9.5 of the Federal Acquisition Regulation, 48 C.F.R. 9.5, prescribes responsibilities, general rules, and procedures for identifying, evaluating, and resolving organizational conflicts of interest.

Purpose The purpose of this clause is to avoid, neutralize, or otherwise mitigate organizational conflicts of interest that might exist related to a Contractor’s performance for the brokerage services required by this contract. Such conflicts may arise in situations including, but not limited to: a Contractor’s participation as an offeror or representative of an offeror, in a procurement in which it has provided assistance in the preparation of the Government’s requirements and specifications; a Contractor’s providing advisory assistance to the Government in a procurement in which the Contractor’s firm, or one which the Contractor represents, is an actual or potential offeror; and a Contractor’s participation, as an offeror or representative of an offeror, in a procurement where the Contractor has obtained confidential or proprietary information relating to competing offerors as a result of the Contractor’s work on prior task orders.

Definitions For purposes of this clause

“Contractor” means an individual or other legal entity that: Directly or indirectly (e.g.

through an affiliate), submits offers for or is awarded, or reasonably may be expected to submit offers for or be awarded, a Government contract, including a contract for carriage under Government or commercial bills of lading, or a subcontract under a Government contract; or Conducts business, or reasonably may be expected to conduct business, with the Government as an agency or representative of another contractor, and Includes the Contractor; any of the Contractor’s parents, affiliates, or other entities in which the Contractor or such parents or affiliates have a financial interest; successors in interest to the Contractor or any of its parents or affiliates; proposed consultants or subcontractors at any tier; and employees thereof.

“Parent” means a business concern, organization, or individuals that has/have a controlling interest in another business concern, organization, or individual. Controlling interests include, but are not limited to, ownership of more than one-half interest.

“Affiliates” means a business concern, organization, or individuals that, directly or indirectly, (1) either one controls or has the power to control the other, or (2) a third party controls or has the power to control both. Control includes, but is not limited to, interlocking management or ownership, identity of interests among family members, shared facilities and equipment, common use of employees, or a business entity organized following the debarment, suspension, or proposed debarment of a Contractor which has the same or similar management, ownership, or principal employees as the contract that was debarred, suspended, or proposed for debarment.

Restrictions As a condition of its award of this contract and in addition to other requirements of this contract regarding Contractors ethics program and reporting requirements, and the safeguarding of information, the Contractor agrees:

The Contractor s must competently and aggressively represent the Government’s fiduciary interests and intentions, including all terms and conditions of payment that have been mutually agreed to between GSA and the Contractor for brokerage services.

The Contractor shall not act as a dual or intermediary agent.

That none of the Contractor’s personnel, (including without limitation, employees, consultants or subcontractors) may participate as both a GSA representative and as a representative of an offeror on a transaction for any of the high value asset properties.

That any person performing services under this Contract shall be and remain, during the term of this Contract, ineligible to share in any fees or commissions received by or payable to Contractor by virtue or Contractor's representation of a building owner, representative, lessor or other third-party in a lease transaction involving the Government; provided, any such person shall be entitled to share in any payment made to Contractor under this Contract.

That all personnel performing work in connection with an awarded task order under this Contract may be required to execute such Confidentiality and Nondisclosure Agreements, or other documents which the Contracting Officer, in his/her sole discretion, may require in order to protect the proprietary nature or confidentiality of information provided by the Government or otherwise received by the Contractor in connection with its work under this Contract. Such Agreements or documents may provide that violations of their terms may result in criminal and civil penalties in accordance with, among other laws and regulations, 41 U.S.C. §423. Failure of the Contractor to provide required Agreements or documents under this paragraph from all required personnel may result in termination of Contractor's work under the task order at issue at no cost to the Government. Repeated violations may result in the termination of this Contract.

That all personnel performing services under this Contract will treat any and all information generated and received in connection with their work as proprietary and confidential, continue to do so in perpetuity, and disclose and utilize such information only in connection with their work under the Contract.

That in the event that the Contractor knowingly withholds the existence of a conflict of interest from the Government, that the Contracting Officer may terminate this Contract no cost to the Government; provided that the foregoing shall be in addition to all other remedies and causes of action which the Government may have against the Contractor, including the suspension and/or debarment of the Contractor.

To include this Conflict of Interest clause, including this subparagraph, in all of

Contractor's subcontracts at all tiers (appropriately modified to preserve the Government's interests hereunder) which involve the performance of work by subcontractors in support of this Contract.

That, in addition to the remedies enumerated above, the Government may terminate this Contract for cause in the event of Contractor's breach of any of the above restrictions.

Conflict of Interest Procedures. The Contractor shall submit the Organizational Conflict of Interest Agreement and Individual Conflict of Interest and Non- Disclosure Agreement to the CO prior to the issuance of Notice to Proceed under the contract award for Contractor or subcontractor personnel, who will perform services in connection with the contract. If additional personnel are assigned to the contract at a later date, a non-disclosure/conflict of interest statement shall be provided to the NCO prior to their starting work on any task order

Part 4: Proposal Submission Content

Volume I - Overview The following information about the Offeror shall be provided:

1. Cover Letter (maximum of two pages) executed by the person authorized to bind

Offeror.

2. Table of Contents

3. Executive Summary (maximum of three pages) to include a brief overview of the company’s organization, including history, organizational structure, market position.

4. Offeror identification shall include:

a. Offeror name and address, including, if applicable, the address of the parent organization;

5. Name, address, telephone number and email address of the primary point of contact and the person authorized to bind the Offeror; and

6. Identification of any affiliation or other relationship between the Offeror and any development company, parent company, subsidiary or other affiliate

7. References as required under Factor 1 (Offeror’s Project Team and Key Personnel

Experience)

Volume II – Technical Proposal Section 1: Transaction strategy, Schedule, and Marketing Strategy:

Transaction Strategy: The Contractor is encouraged to be creative in its transaction strategy and shall suggest strategies specific to this portfolio on how to structure the transaction to support a portfolio sale while not precluding offers on individual properties; how to engage prospective purchasers (Offerors); and how to manage, process, and evaluate offers that will ultimately lead to a successful sale and closing within the time frames identified herein.

The Proposal must include a description of the company’s client mix, the range of transactional support services offered by the company in support of this contract, any relevant research products offered by the company in support of this contract, and any other unique qualifications or capabilities the company possesses relative to other companies that could assist the HVA portfolio in its transactional goals.

Schedule: Offeror shall propose a schedule based upon the Government’s deliverable table under Section X. The schedule shall be prepared in Microsoft Project format. The schedule shall include estimated date to close transaction, as well as post-closing tasks and deliverables.

Marketing Strategy: Offerors shall propose a marketing strategy that would at least encompass all requirements under the Marketing Task and are encouraged to be creative.

The Offeror shall suggest strategies specific to this Portfolio and its local markets that will ultimately lead to a successful sale and closing. Offerors shall address the viability of selling the properties and provide a recommendation thereon, ton includespecific Buyer Profiles for the portfolio purchase as well as individual property purchase. Additionally, list the challenges that the Buyers will be solving for and provide the solutions to those challenges.

Section 2: Project Team and Key Personnel:

Offeror will propose a project team which will be responsible for executing all services under this contract. Offeror shall propose who on the project team will be considered key personnel and fall under the key personnel labor requirement. At a minimum an individual comparable to a project manager or account executive will be considered key personnel. Resumes shall be provided for those considered key personnel. Those considered key personnel shall fall under the key personnel labor requirement under the statement of work.

The offeror shall identify the names and qualifications of the lead real estate professionals proposed to be assigned to the HVA portfolio account to perform the services outlined in Section C: Performance Work Statement who would be working directly with the Government. Please include all relevant experience with government clients, if any, and the familiarity with the markets and property types, specifically identified by the HVA Portfolio.

Proposals must include copies of business licenses, professional certifications or other credentials for its account executive(s)/brokers/real estate professionals to provide services outlined in Section C: Performance Work Statement and who will be assigned to the account, together with evidence that the company, if a corporation, is in good standing and qualified to conduct business in each State where the properties are located.

Section 3: Past Experience Offerors shall provide a summary of three (3) real estate marketing and brokerage efforts associated with real property transactions conducted by the Key Personnel proposed under Section 1: Project Team and Key Personnel within the last five (5) years of similar size, scope, and complexity to this portfolio. Include a brief discussion of each transaction, value of transaction, property count and types, the due diligence steps to showcase the Key Personnel’s ability to complete national portfolio sales, any transactional support services or research products offered by the company utilized in the transaction, and the overall outcome.

The Offeror shall provide in the form of completed Experience and Past Performance Reference Questionnaire for at least 3 projects but no more than 5 projects completed in the past 10 years with pertinent real estate experience in national portfolio sales and/or total transaction value of all sale deals completed must have been at least $25 million.

A list and description of any regulatory proceedings, licensing actions, lawsuits, arbitrations, formal protests or other legal actions related to real estate services in which the company and its account executive(s)/brokers/real estate professionals have been involved in the last two (2) years.

Additional consideration may be given to those proposals which include some or all of the following:

a. One or more components of the team worked together on a similar national portfolio sales and/or transaction value

b. Include components of environmental and/or historic concerns, general land-use amendment, post participation etc.

Teaming Arrangements and/or joint ventures experience will be evaluated in the same manner as other entities; no separate evaluation credit will be given for individual teaming arrangement and/or joint venture partners.

Section 4: Past Performance Offerors shall provide references’ name, company contact name, phone number, email address and mailing address for each of the efforts provided in Section 2: Past Experience.

The Offeror shall provide References in the form of completed Experience and Past Performance Questionnaire for the projects submitted in response to Offeror's Experience. The Offeror and Reference(s) must complete and sign all rating information on the form. The Government may contact the Offeror’s references as indicated on the Experience and Past Performance Questionnaire, or other contacts as known to the Government, to determine customer satisfaction with various aspects of the Offeror’s performance.

If, after three repeated attempts, the Government is unable to contact a Reference provided by the Offeror, Past Performance credit may not be given and the project may be excluded from evaluation.

The Government’s sources of information for evaluating past performance may include, but are not limited to, any and all information provided by the Offeror, inquiries of Reference’s representative(s), and other known sources not provided by the Offeror, provided such information is recent. While the Government may elect to consider data from other sources, the burden of providing detailed, current, accurate, and complete past performance information rests with the Offeror.

Volume III: Fee Proposal:

Section 1: Signed SF1449 and all Amendments; Company Insurance and W-9;

Section 2: Fee structure The Offeror shall propose their broker fee structure to be paid in accordance with payment terms of the Section C Paragraph 7.1 Payment language. The Offeror shall detail what services will be covered by a fee, what that fee will be, and the contingencies of receiving that fee in regards to the sale of the portfolio, sub-portfolios, or individual properties. For services not covered by the broker fee, the Offeror shall detail what services will be separately priced, what the pricing structure for those costs will be, the schedule of payment, any other contingencies surrounding those costs that the Government should be aware of. Any separately priced items shall be either firm fixed prices or a not-to-exceed ceiling cost to be expensed under a time and materials contract type.

Section 3: Offerors Representations and Certifications.

Interview after Downselect (if necessary)

The Government will perform an evaluation of the written proposals, Volume’s I, II, and III, using the evaluation factors under Section G.3 52-212.2 – Evaluation – Commercial Items (OCT 2014), below. If the Government determines it is necessary to hold discussions, after the evaluation of the written proposals is complete, the Government will select the offeror(s) with the highest rated proposals to participate in an interview. At a minimum, the project manager/account executive will be present for this interview; the offeror shall endeavor to have all key personnel present at the oral interview. The offeror will be provided a list of questions pertaining to the offeror’s proposal to answer through a video conference meeting.

The Government will consider the information collected from the interview as additional proposal information to be evaluated using the evaluation factors under G.3 52-212.2 – Evaluation – Commercial Items (OCT 2014), below.

Part 5: Evaluation Criteria

The Government will award a contract resulting from this solicitation to the responsible offeror whose offer conforming to the solicitation will be most advantageous to the Government, price and other factors considered. The following factors and evaluation criteria shall be used to evaluate offers:

1. Technical Excellence

a. Transaction Strategy – The offeror will be evaluated for theirs ability to create a portfolio transaction strategy and provide services to support the strategy that will meet the Government’s objective.

b. Marketing Strategy – The Offeror will be evaluated for theirability to market the portfolio in a manner that will meet the Government’s objective, leading to the sale of the HVA portfolio.

c. Schedule - The Government will evaluate the Offeror’s schedule for theirability to incorporate all tasks, subtasks, deliverables, and milestones necessary to meet the Government’s objective.

2. Project Team and Key Personnel – The Government will evaluate the qualifications of the project team and key personnel.

3. Past Experience - The Government will evaluate the Offeror's experience on the basis of its breadth, its depth, and its relevance to the work that will be required.

4. Past Performance - The Government will evaluate the Offeror’s quality and probability of successful project performance based on historical quality of the Respondent’s performance under projects relevance to the work that will be required.

5. Fee Structure – The Government will evaluate for the total price to the Government of a successful sale.

In evaluating the responses, factors (1), (2), (3), and (4) when combined, are significantly more important than (5) Fee Structure.

A written notice of award or acceptance of an offer, mailed or otherwise furnished to the successful Offeror within the time for acceptance specified in the offer, shall result in a binding contract without further action by either party. Before the offer’s specified expiration time, the Government may accept an offer (or part of an offer), whether or not there are negotiations after its receipt, unless a written notice of withdrawal is received before award.

V. STATEMENT OF LIMITATIONS

1. The Government represents that this RFI, submissions from Respondents to this RFI and any relationship between the Government and Respondents arising from, connected, or related to this RFI, are subject to the specific limitations and representations expressed below, as well as the terms and conditions contained elsewhere in this RFI. By submitting a response to this RFI and without the need for any further documentation, the Respondents acknowledge and agree to the Government’s rights and all other terms and conditions as set forth in the RFI, including the Statement of Limitations.

2. The Government reserves the right, in its sole discretion, without liability, to use any or all of the RFI responses in its planning efforts and to develop and operate the HVA Portfolio, in whole or in part, outside of the RFI process. The Government reserves the right to retain all the materials and information, and the ideas and suggestions therein, submitted in response to this RFI. All such material, information, ideas, and suggestions will become the property of the Government.

3. This RFI does not create an obligation on the part of the Government to enter into any agreement, nor to implement any of the actions contemplated herein, nor to serve as the basis for any claim whatsoever for reimbursement of any costs associated with the preparation of responses submitted to the RFI.

4. The submission of an RFI response is not required to participate in any potential future solicitations, nor does submission of a response preclude Respondents from participating in any future solicitation.

5. To the best of the Government’s knowledge, the information provided herein is accurate.

However, the Government makes no representations or warranties whatsoever with respect to this RFI or the FASTA HVA Portfolio, including representations and warranties as to the accuracy of any information or assumptions contained in this RFI or otherwise furnished to Respondents by the Government, site and environmental conditions of the FASTA HVA Portfolio or the suitability of the properties within the FASTA HVA Portfolio, or any portion thereof, for any specific uses or development. Respondents should undertake appropriate investigation in preparation of submitting a response.

6. This RFI is issued solely for information and planning purposes and does not constitute a solicitation. A response to this notice is not an offer and cannot be accepted by the Government to form a binding contract.

7. The Government may request clarifying discussions with any or all of the Respondents on an individual or group basis. Submission of a response does not guarantee the opportunity to participate in the discussions.

8. No claims for brokers’ fees will be paid by the Government.

9. Respondents submitting business information pursuant to this RFI should consult 41 C.F.R.

part 105-60 and other implementing regulations concerning the release of such information to third parties under the Freedom of Information Act. All information submitted by Respondents that they consider confidential and not releasable to third parties outside of the Government, and its employees, agents, consultants, and representatives, must be clearly and conspicuously so marked.

VI. SUBMISSION OF RESPONSES

All interested parties should submit electronically a cover sheet, company description and the attached completed questionnaire with appropriate supporting information clearly marked “Response to RFI – FASTA Real Estate Advisory & Brokerage Services” by 5:00 p.m.

Eastern Time on AUGUST 28, 2020 to huy.le@gsa.gov and Kristin.oneil@gsa.gov.

The Government would like to thank you in advance for reviewing this RFI and assisting us in our efforts to plan for the sale of the FASTA HVA Portfolio in accordance with FASTA.

Response Format

1. Cover Sheet, including:

Company Name and Address Company Representative Name and Contact Information, including telephone and e-mail Signature of Representative

2. Brief description of the company; size of company; years in business; and type of entity.

3. Response to RFI items in numerical order followed by any additional materials (see Section

VII. Request for Information Questionnaire).

VII. REQUEST FOR INFORMATION QUESTIONNAIRE

1. Given the Government's objectives relative to the FASTA HVA Portfolio (See Part 1 above), are there any tasks, subtasks, and/or deliverables that do not provide value to the Government or that may restrict the respondent’s ability in meeting the Government’s objectives?

2. Are there any alternative transaction structures, other than those described in the draft RFP section, Part 2: Paragraph 2.4.2 and Part 4: Technical Proposal, Volume 1:

Transaction Strategy, that could more effectively accomplish the Government's objectives? If so, please explain those transaction structures and please suggest changes to our task or proposal submission language to better suit all potential transaction strategies.

3. Identify any concerns or risks with the contemplated transaction structures that would affect potential market interest and/or successful conveyance of the FASTA HVA Portfolio.

4. Based on the information presented relative to each of the properties within the FASTA

HVA Portfolio, identify any concerns or risks that would prohibit/delay transfer of title within the stated Government timelines for proceeds of sale.

5. What additional property due diligence information, if any, would you need to know prior to responding to a solicitation for broker/advisor services?

6. How would you propose to account for any additional services (legal, design, etc.) in your pricing structure that may be required to meet the Government’s objectives, but are not expressly stated, or are beyond ancillary, in the tasks, subtasks, and deliverables?

7. How will cash flow associated with a short-term continued government occupancy (not to exceed a period of three (3) years after award) impact the Government’s ability to market and sell the HVA Portfolio – or how will it be viewed by the market?

8. Given the objectives of selling the HVA Portfolio and the services required, are the evaluation factors for the draft solicitation appropriate in discriminating between the proposals that will submitted with the intentions of finding the best value to the Government, if not, what other evaluation factors should be considered and/or what factors should be removed?

9. Are there any portions of Section IV (Parts 1 through 5) that need additional clarification in order to Identify and resolve concerns regarding the acquisition strategy; the feasibility of the requirement, including performance requirements; suitability of the proposal instructions and evaluation criteria, including the approach for assessing past performance information; the availability of reference documents; and any other industry concerns or questions.