HomeMy WebLinkAbout23-19 - ADMIN Resolution - Economic Development Authority - 2023/09/05
EDA Resolution No. 23-19
Resolution approving third amendment to contract for private
development, a subordination agreement and amendments to senior
lender documents
Be it resolved by the board of commissioners (the “board”) of the St. Louis Park Economic
Development Authority (the “authority”) as follows:
Section 1. Recitals; authorization.
(a) The authority and city council of the city of St. Louis Park, Minnesota (the “city”)
have heretofore approved the establishment of the Beltline Station Tax Increment Financing
District No. 1 (the “TIF District No. 1”), a housing district, and Beltline Station Tax Increment
Financing District No. 2 (the “TIF District No. 2” and together with TIF District No. 1, the “TIF
Districts”), a renewal and renovation district, within Redevelopment Project No. 1 (the “project”).
(b) The city, the authority, and Beltline Development LLC, or an entity related
thereto or affiliated therewith (the “Sherman”), each own portions of certain property within
the Project, which has been the subject of certain preliminary negotiations between the parties
for purposes of constructing a mixed-use (multi-family residential and commercial)
development and related parking, including a parking ramp serving in part as a park and ride
facility for Metro Transit’s proposed Southwest Light Rail Transit Beltline station on certain
property in the project (the “development”).
(c) The authority owns certain parcels located in the city and legally described in
Exhibit A attached hereto (the “development property”) and is prepared to convey all or a
portion of the property it owns Sherman for the development.
(d) To facilitate the development, the authority and Sherman entered into a purchase
agreement, dated July 7, 2022, as amended by a first amendment to purchase agreement, dated
December 5, 2022, a second amendment to purchase agreement, dated June 5, 2023, and a third
amendment to purchase agreement, dated July 24, 2023 (as amended, the “purchase
agreement”), which provides for the conveyance of all or portion of the development property to
Sherman, provided that following closing on the conveyance and replatting of the development
property certain rights of way will be owned by the city.
(e) On July 7, 2022, the city, authority and Beltline Station Limited Partnership (the
“developer”) entered into a contract for private development, as amended by the first
amendment to contract for private development, dated March 31, 2023, and the second
amendment to contract for private development, dated June 5, 2023 (collectively, the “original
affordable contract for private development”), relating to a portion of the development consisting
of a portion of construction of approximately 82 units of affordable multifamily rental housing
together with approximately 59 underground parking spaces (the “affordable minimum
improvements”). Pursuant to the original affordable contract for private development, the city
and the authority agreed to provide certain tax increment financing assistance to the developer
and a loan from the city’s affordable housing trust fund in the amount of $618,238.00.
DocuSign Envelope ID: BCE4573A-BECF-48F8-8473-938625ACE1B2
(f) The authority, the city, and the developer have negotiated a third amendment to
contract for private development which amends the affordable contract for private development
(the “third amendment to affordable contract for private development” and together with the
original affordable contract for private development, the “affordable contract for private
development”), a form of which is on file with the authority, to update the use of grant proceeds for
the development and reflect additional sources financing received by the developer.
(g) Greater Minnesota Housing Fund, a Minnesota nonprofit corporation (“GMHF”), has
agreed to provide the developer with a loan in the amount of $1,500,000 (the “GMHF loan”) to
finance the affordable minimum improvements, and as a condition of providing the GMHF loan,
GMHF requires that certain provisions of the affordable contract for private development and the
mortgage securing the city’s affordable housing trust fund be subordinated to the GMHF loan and
related loan documents, and the city, the authority, the developer and GMHF have negotiated a
certain master subordination agreement and estoppel certificate, a form of which is on file with the
authority (the “GMHF subordination agreement”).
(h) Additionally, Cedar Rapids Bank and Trust, an Iowa banking corporation, (the
“senior lender”), 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 and on June
20, 2022, the city and the authority approved, among other things, (i) a master subordination
agreement between the senior lender, the city, and the authority (the “original subordination
agreement”), and (ii) a master loan disbursement agreement between the developer, the
authority, the senior lender, the city, and a title company selected by the developer (the “original
disbursement agreement”), and the senior lender, the city and the authority have now negotiated
(i) an amended and restated master subordination agreement, which amends and restates the
original subordination agreement, and (ii) an amended and restated master loan disbursement
agreement, which amends and restated the original disbursement agreement (together, the
“amended senior lender documents”).
(i) The board has reviewed the amended senior lender documents, the GMHF
subordination agreement and the third amendment to affordable contract for private
development and finds that the execution thereof and performance of the authority’s obligations
thereunder are in the best interest of the city and its residents.
Section 2. Approval of documents.
(a) The board approves the third amendment to affordable contract for private
development, the GMHF subordination agreement and the amended senior lender documents in
substantially the forms presented to the board, together with any related documents necessary
in connection therewith, including without limitation all documents, exhibits, certifications, or
consents referenced in or attached to the third amendment to affordable contract for private
development, the GMHF subordination agreement, and the amended senior lender documents (the
“documents”).
(b) The board hereby authorizes the president and executive director, in their
discretion and at such time, if any, as they may deem appropriate, to execute the documents on
behalf of the authority, and to carry out, on behalf of the authority, the authority’s obligations
DocuSign Envelope ID: BCE4573A-BECF-48F8-8473-938625ACE1B2
thereunder when all conditions precedent thereto have been satisfied. The documents shall be
in substantially the form on file with the authority and the approval hereby given to the
documents includes approval of such additional details therein as may be necessary and
appropriate and such modifications thereof, deletions therefrom and additions thereto as may
be necessary and appropriate and approved by legal counsel to the authority 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 authority. The execution of any
instrument by the appropriate officers of the authority 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 documents shall not be effective until the date of execution
thereof as provided herein.
(c) 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 board by any duly designated acting official, or by such other officer or
officers of the board as, in the opinion of the city attorney, may act in their behalf. Upon
execution and delivery of the documents, the officers and employees of the board are hereby
authorized and directed to take or cause to be taken such actions as may be necessary on behalf
of the board to implement the documents.
Section 3. Effective date. This resolution shall be effective upon approval.
Reviewed for administration: Adopted by the Economic Development
Authority September 5, 2023
Karen Barton, executive director Nadia Mohamed, president
Attest
Melissa Kennedy, secretary
DocuSign Envelope ID: BCE4573A-BECF-48F8-8473-938625ACE1B2
Exhibit A
Legal description
The property located within the city of St. Louis Park, Hennepin County, Minnesota legally
described as follows:
Lot 17, Block 1, Lewiston Park, Hennepin Co. Minn.
And
Lot 1, 2, 3, 4, 13, 14, 15 and 16, Block 1, Lewiston Park, Hennepin Co. Minn., except that
part of said Lots described as follows:
Commencing at the Southeast corner of said Lot 4; thence Westerly along the South
line of said Lot 4, a distance of 6.00 feet to the point of beginning of the tract of land
to be described; thence North 00 degrees 19 minutes 53 seconds East, assumed
bearing, parallel with the East line of Lots 5 and 6, said Block 1, a distance of 114.27
feet; thence Northwesterly along a tangential curve to the left having a radius of
15.00 feet and a central angle of 61 degrees 46 minutes 23 seconds, a distance of
16.17 feet; thence North 61 degrees 26 minutes 30 seconds West, tangent to said
curve, a distance of 40.60 feet; thence Westerly along a tangential curve to the left,
having a radius of 24.00 feet and a central angle of 76 degrees 35 minutes 00
seconds, a distance of 32.08 feet; thence Southwesterly along a reverse curve to the
right, having a radius of 361.58 feet and a central angle of 26 degrees 53 minutes 32
seconds, a distance 169.71 feet; thence South 43 degrees 00 minutes 19 seconds,
West, not tangent to said curve, a distance of 71.07 feet to the intersection with a
line distant 46.00 feet Easterly of as measured at a right angle to and parallel with
hereinafter described “Line A”; thence Southerly along said parallel line, a distance
of 26.00 feet to the South line of said Lot 13; thence Easterly along said South line
and the easterly extension thereof, a distance of 128.10 feet to the centerline of
alley; thence Northerly along the centerline of said Alley, a distance of 32.65 feet to
the intersection with the westerly extension of the South line of said Lot 4; thence
Easterly along said Westerly extension and along the South line of said Lot 4, a
distance of 130.61 feet to the point of beginning.
Said “Line A” is described as follows:
Commencing at the most Southerly corner of Lot 1, Block 1 Belt Line Industrial Park
2nd Addition, thence South 59 degrees 15 minutes 24 seconds East of an assumed
bearing along the Southeasterly extension of the Southwesterly line of said Lot 1 a
distance of 40.00 feet to the point of beginning of said line; thence North 30 degrees
44 minutes 36 seconds East 112.38 feet; thence Northerly 768.57 feet along a
tangential curve concave to the West having a radius of 785.30 feet and a central
angle of 56 degrees 04 minutes 30 seconds; thence North 25 degrees 19 minutes 54
seconds West, tangent to last
described curve 180.04 feet; thence Northerly 589.17 feet along a tangential curve
concave to the East having a radius of 1268.10 feet a central angle of 26 degrees 37
minutes 12 seconds, said line there terminating.
Torrens property - certificate Title No. 697371
AND
DocuSign Envelope ID: BCE4573A-BECF-48F8-8473-938625ACE1B2
Lots 9 and 19, Block 2;
Those parts of Lots 10, 11, 17, 18, Block 2, lying north of the southerly right-of-way line
of State Trunk Highway No. 7;
That part of Natchez Avenue vacated, lying east of the West line of the Northwest
Quarter of the Northeast Quarter of Section 6, Township 28, Range 24, north of the
southerly right-of-way line of State Trunk Highway No. 7, and southerly of a line
hereinafter referred to as Line 1; That part of the vacated alley in Block 2 lying north of
the southerly right-of-way line of State Trunk Highway No. 7, and southerly of the
aforementioned Line 1.
All in “Oakenwald Addition St. Louis Park,” Hennepin County, Minnesota;
Line 1 is described as commencing at the north quarter corner of Section 6,
Township 28, Range 24, said county; thence South 00 degrees 26 minutes 06
seconds West, assumed bearing along the north – south quarter line of said Section
6, a distance of 1092.89 feet to the point of beginning; thence North 73 degrees 14
minutes 47 seconds East 51.97 feet; thence northeasterly 174.11 feet along a non-
tangential curve concave to the northwest, having a radius of 5790.08 feet, a central
angle of 01 degrees 43 minutes 22 seconds, and a chord bearing of North 67 degrees
56 minutes 18 seconds East, and said line there terminating.
AND
That part of West 32nd Street, vacated, lying southerly of the centerline thereof, westerly
of the northerly extension of the east line of Lot 1, Block 1, said plat of Lewiston Park, and
easterly of a line hereinafter referred to as Line 2;
That part of Natchez Avenue, vacated, lying southerly of the centerline of West 32nd
Street, northerly of the north line of Lot 4, Block 1, Dalquist Industrial Park, Hennepin
County, and west of the West line of the Southwest Quarter of the Northeast Quarter of
Section 6, Township 28, Range 24;
That part of the vacated alley adjoining Block 1, said plat of Lewiston Park, lying southerly
of West 32nd Street and northerly of Lot 1, Block 1, Brooks McCracken Industrial Park,
Hennepin County.
Line 2 is described as commencing at the north quarter corner of Section 6, Township
28, Range 24, said county; thence South 00 degrees 26 minutes 06 seconds West,
assumed bearing along the north – south quarter line of said Section 6, a distance of
1092.89 feet; thence South 73 degrees 14 minutes 47 seconds West 10.28 feet;
thence southwesterly 220.70 feet along a non-tangential curve concave to the
northwest, having a radius of 5802.14 feet, a central angle of 02 degrees 10 minutes
46 seconds, and a chord bearing of South 70 degrees 30 minutes 32 seconds West;
thence South 67 degrees 02 minutes 58 seconds West, not tangent to said curve,
65.29 feet to the point of beginning of the line to be described; thence South 00
degrees 20 minutes 22 seconds East 298.91 feet, and said line there terminating.
AND
DocuSign Envelope ID: BCE4573A-BECF-48F8-8473-938625ACE1B2
Lots 12, 13, 14, 15 and 16, Block 2, Mazey & Langan’s Addition To St. Louis Park, according
to the recorded plat thereof, Hennepin County, Minnesota.
AND
The east 37 feet of Lot 4, Block 1, Dalquist Industrial Park, according to the recorded plat
thereof, Hennepin County, Minnesota.
AND
That part of West 32nd Street, vacated, lying northerly of the centerline thereof, westerly
of the southerly extension of the east line of Lot 14, Block 2, said plat of Mazey & Langan’s
Addition To St. Louis Park, and easterly of the aforementioned Line 2;
That part of Natchez Avenue, vacated, lying northerly of the centerline of West 32nd
Street, southerly of a line hereinafter referred to as Line 3, and west of the West line of
the Northwest Quarter of the Northeast Quarter of Section 6, Township 28, Range 24;
That part of the alley adjoining Block 2, said plat of Mazey & Langan’s Addition To St. Louis
Park lying northerly of West 32nd Street and southerly of the aforementioned Line 3;
Line 3 is described as commencing at the north quarter corner of Section 6, Township
28, Range 24, said county; thence South 00 degrees 26 minutes 06 seconds West,
assumed bearing along the north – south quarter line of said Section 6, a distance of
1092.89 feet; thence South 73 degrees 14 minutes 47 seconds West 10.28 feet;
thence southwesterly 220.70 feet along a non-tangential curve concave to the
northwest, having a radius of 5802.14 feet, a central angle of 02 degrees 10 minutes
46 seconds, and a chord bearing of South 70 degrees 30 minutes 32 seconds West,
and said line there terminating.
Authority parcels
Lots 12, 13, 14, 15, and 16, Block 2;
That part of Lots 10, 11, 17 and 18, Block 2, lying South of the Southerly right-of-way line
of State Trunk Highway No. 7;
All of the vacated alley in Block 2 lying South of the Southerly right-of-way line of State
Trunk Highway No. 7; That part of Natchez Avenue vacated, lying east of the West line
of the Northwest Quarter of the Northeast Quarter of Section 6, Township 28, Range 24,
North of the South line of said Northwest Quarter of the Northeast Quarter, and South
of the Southerly right-of-way line of State Trunk Highway No. 7; That part of West 32nd
Street, vacated, lying between the extensions across it of the East line of Lot 14 and the
West line of Lot 15, Block 2;
All in “Oakenwald Addition St. Louis Park,” Hennepin County, Minnesota;
That part of vacated Monterey Avenue (formerly Oakenwald Avenue as shown on the
plat of “OAKENWALD ADDITION ST. LOUIS PARK,” lying North of the South line of the
DocuSign Envelope ID: BCE4573A-BECF-48F8-8473-938625ACE1B2
Northwest Quarter of the Northeast Quarter, Section 6, Township 28, Range 24 and
south of the Easterly extension of the North line of Lot 10, Block 2, “OAKENWALD
ADDITION ST. LOUIS PARK”.
AND
That part of the Southwest Quarter of the Northeast Quarter, Section 6, Township 28,
Range 24, Hennepin County, Minnesota described as beginning at the Northwest corner
of said Southwest Quarter of the Northeast Quarter; thence South along the West line
thereof 288.7 feet; thence East to a point on the Northerly right-of-way line of the
Minneapolis and St. Louis Railway Company, distant 46 feet from the intersection of said
right-of-way line with the West line of said Southwest Quarter of the Northeast Quarter
as measured along said right-of-way line; thence Northeasterly along said Northerly
right-of-way line to its intersection with the extension South of the East line of
Monterey Avenue; thence North along the extension of the East line of Monterey
Avenue to the North line of said Southwest Quarter of the Northeast Quarter; thence
West along said North line to the point of beginning.
DocuSign Envelope ID: BCE4573A-BECF-48F8-8473-938625ACE1B2