HomeMy WebLinkAbout25-165 - ADMIN Resolution - City Council - 2025/12/15Resolution No. 25-165
Resolution approving amendment contract for private development,
with Beltline Apartments Limited Partnership and execution of
documents relating thereto
Be it resolved by the city council (the “city council”) of the City of St. Louis Park,
Minnesota (the “city”) as follows:
Section 1. Recitals.
1.01. The city and the St. Louis Park Economic Development authority (the
“authority”) have heretofore approved the establishment of the Beltline Station Tax Increment
Financing District No. 1 (the “TIF district”), a housing district within Redevelopment Project No.
1 (the “project”), and have adopted a tax increment financing plan for the purpose of financing
certain improvements within the project.
1.02. The city has heretofore created an Affordable Housing Trust Fund, which is
funded in part with pooled tax increment derived from property within certain tax increment
financing districts within the city as provided in Laws of Minnesota 2022, First Special Session,
Chapter 14, Article 9, Section 5.
1.03. To facilitate the development of certain property within the project and TIF
district, the authority, the city, and Beltline Apartments Limited Partnership, a Minnesota
limited partnership (the “developer”), have executed and delivered an amended and restated
contract for private development (the “original agreement”) relating to the construction of
approximately 82 units of affordable multifamily rental housing together with approximately 59
underground parking spaces (the “minimum improvements”) whereby the city and the
authority agreed to provide certain financial assistance to the minimum improvements. The
agreement requires that the developer comply with certain construction timelines for the
affordable minimum improvements or pay a fee (the “affordable housing fee”). The payment of
affordable housing fee will be secured by a letter of credit and a guaranty from George
Sherman and Sherman Development Holdings (collectively, the “security”) delivered at closing
on the property.
1.04. In addition, the agreement authorizes the loan of proceeds of funds from the
city’s affordable housing trust fund (the “city AHTF loan”) in the principal amount of $1,793,238
to the developer and sets forth certain other conditions for the construction of the minimum
improvements.
1.05. To allow the developer to perform certain obligations under the original
agreement, cedar rapids bank and trust, an Iowa banking corporation, in its capacity as lender,
together with any other permitted co-lenders and their respective successors and/or permitted
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assigns (collectively, “senior lender”), has agreed to provide the developer with financing by
purchasing the tax-exempt conduit revenue obligations to be issued by the city and providing
taxable financing to the developer (collectively, the “senior financing”).
1.06. On Dec. 1, 2025, the council approved a first amendment to the amended and
restated contract for private development to, among other items, update certain provisions to
reflect the senior financing and requirements for disbursement of the AHTF loan. Since that
date, the developer has requested that the city release a portion of the security for the
affordable housing fee when it closes on its financing.
1.07. The authority, the city, and the developer have negotiated a revised first
amendment to the amended and restated contract for private development (the “first
amendment” and together with the original agreement, the “agreement”) to release a portion
of the security for the affordable housing fee when the developer closes on its financing.
1.08. On Dec. 1, 2025, the council approved a master subordination agreement
between the senior lender, the city, and the authority, and such other parties as may be
required to the senior lender, pursuant to which the authority and the city will subordinate
their right to, title to, and interest in the development property and the rights and the remedies
and options of the city under the agreement to those of the senior lender and the senior
financing. Since that date the senior has requested that the master subordination agreement
be broken apart into two separate subordination agreements including (i) the swap master
subordination agreement between the senior lender, the city, and the authority, and such other
parties as may be required by the senior lender; and (ii) the master subordination agreement
between the senior lender, the city, and the authority, and such other parties as may be
required by the senior lender (collectively, the “subordination agreements”).
Section 2. The first amendment and related documents.
2.01. The city council hereby approves the first amendment and the subordination
agreements in substantially the forms presented to the city council, together with any related
documents necessary in connection therewith, including all documents necessary for this
transaction and including without limitation all documents, exhibits, certifications, or consents
referenced in or attached to the first amendment, including without limitation the amended
mortgage (all as defined in the first amendment) (the “development documents”).
2.02. The city council hereby authorizes the mayor and city manager, in their
discretion and at such time, if any, as they may deem appropriate, to execute the development
documents on behalf of the city, and to carry out, on behalf of the city, the city’s obligations
thereunder when all conditions precedent thereto have been satisfied. The development
documents shall be in substantially the form on file with the city and the approval hereby given
to the development documents includes approval of such additional details therein and such
additional documents as may be necessary and appropriate and such modifications thereof,
deletions therefrom and additions thereto as may be necessary and appropriate and approved
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by legal counsel to the city and by the officers authorized herein to execute said documents
prior to their execution; and said officers are hereby authorized to approve said changes on
behalf of the city. The execution of any instrument by the appropriate officers of the city herein
authorized shall be conclusive evidence of the approval of such document in accordance with
the terms hereof. This resolution shall not constitute an offer and the development documents
shall not be effective until the date of execution thereof as provided herein.
2.03. In the event of absence or disability of the officers, any of the documents
authorized by this resolution to be executed may be executed without further act or
authorization of the city council by any duly designated acting official, or by such other officer
or officers of the city council as, in the opinion of the city attorney, may act in their behalf.
Upon execution and delivery of the development documents, the officers and employees of the
city council are hereby authorized and directed to take or cause to be taken such actions as
may be necessary on behalf of the city council to implement the development documents,
including without limitation the issuance of tax increment revenue obligations thereunder
when all conditions precedent thereto have been satisfied and reserving funds for the payment
thereof in the applicable tax increment accounts.
Section 4. Effective Date. This resolution shall be effective upon approval.
Reviewed for administration: Adopted by the city council December 15,
2025:
Kim Keller, city manager Nadia Mohamed, mayor
Attest:
Melissa Kennedy, city clerk
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