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HomeMy WebLinkAbout23-24 - ADMIN Resolution - Economic Development Authority - 2023/10/02EDA Resolution No. 23-24 Resolution approving a third amendment to affordable contract for private development, a first amendment to mixed use contract for private development, a fourth amendment to purchase agreement, amendments to loan documents and other related 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 (the “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 authority, and Beltline Development LLC, or an entity related thereto or affiliated therewith (the “developer”), each own portions of certain property within the project (the “development property”), which has been the subject of certain preliminary negotiations between the parties for purposes of constructing a mixed-use 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 city, the authority, and the developer executed a preliminary development agreement, dated February 5, 2018, a first amendment to preliminary development agreement, dated June 17, 2019, a second amendment to preliminary development agreement, dated June 15, 2020, and a third amendment to preliminary development agreement, dated June 21, 2021 to provide for the performance of certain activities on the part of the parties in preparation for the negotiation of a definitive contract relating to the development (together, the “preliminary agreement”). (d) Pursuant to the preliminary agreement, the developer acquired a portion of the property for the development (the “parcel”) from a third party, and the authority financed a portion of the acquisition cost of the parcel pursuant to a loan agreement between the authority and the developer, dated as of April 1, 2019 (the “loan agreement”), pursuant to which the authority loaned $3,100,000 (the “authority loan”) to the developer to finance such acquisition as evidenced by a promissory note (the “note”) and secured by a mortgage on the parcel (the “mortgage”). (e) The authority and the developer have amended the loan agreement relating to the authority loan five times to extend the repayment date in the form of a first amendment to loan agreement, a second amendment to loan agreement, a third amendment to loan agreement, a fourth amendment to loan agreement and a fifth amendment to loan agreement. In addition, the developer executed a first amended mortgage, a second amended mortgage, a third amended mortgage, a fourth amended mortgage, a fifth amended mortgage, a first amended promissory note, a second amended promissory note, a third amended promissory note, a fourth amended promissory note, and a fifth amended promissory note. (f) As part of the development, the authority plans to convey certain parcels located in the city and legally described in Exhibit A attached hereto (the “authority property”) to the developer for the development. (g) To facilitate the development, the authority and the developer 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 authority property to the developer. (h) On July 7, 2022, the city, authority and Beltline Station Limited Partnership (the “limited partnership”) 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 limited partnership and a loan from the city’s affordable housing trust fund in the amount of $618,238.00. (i) On September 5, 2023, a third amendment to the original affordable contract for private development was approved by the city council and the board, however, before it could be executed, the authority, the city, and the limited partnership negotiated additional revisions to account for certain delays in the construction timeline for the development and prepared a revised third amendment to contract for private development which amends the original 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 commencement and completion of construction dates for the affordable minimum improvements. (i) To facilitate the additional phases of the development, the authority and Beltline Mixed Use LLC, a Delaware limited liability company and an affiliate of the developer (“Beltline”), have negotiated a contract for private development (the “mixed-use agreement”) which provides for the construction by Beltline on the development property of (a) a building to include approximately 146 units of market rate housing with approximately 96 underground parking spaces an affordable rental housing facility (the “market-rate housing component”); (b) a building to include approximately 152 units of market rate rental housing and approximately 18,200 rentable square feet of commercial space (the “mixed-use component”); and (c) an approximately 571-space parking ramp with approximately 1,850 square feet of commercial space (including approximately 208 spaces to serve the mixed-use component, approximately 95 spaces to serve the market-rate housing component, and approximately 268 spaces to be dedicated as public transit park and ride spaces) and driver restroom (the “parking ramp component,” and collectively with the market-rate housing component and the mixed-use component, the “mixed-use minimum improvements”). (j) Due to certain delays resulting from the bidding process for the parking ramp component, the developer, Beltline, the limited partnership and the authority have negotiated amendments to the various development documents to extend certain deadlines and update various other terms, including but not limited to, a first amendment to contract for private development which amends the mixed-use agreement (the “first amendment to mixed use agreement”), the third amendment to affordable contract for private development, a second amended and restated affordable minimum assessment agreement for the affordable minimum improvements (the “second amended and restated affordable minimum assessment agreement”), a fourth amendment to purchase agreement (the “fourth amendment to purchase agreement”), a sixth amendment to loan agreement which further amends the loan agreement, a sixth amended promissory note which further amends the promissory note, and a sixth amended mortgage which further amends the mortgage (together, the “loan amendment documents”) the forms of which are on file with the authority (collectively, the “amended development documents”). (o) The board has reviewed the amended development documents 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 amended development 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 amended development 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 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 October 2, 2023 Karen Barton, executive director Nadia Mohamed, president Attest Melissa Kennedy, secretary 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 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 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 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.