HomeMy WebLinkAbout24-05 - ADMIN Resolution - Economic Development Authority - 2024/03/18
EDA Resolution No. 24-05
Approving an assignment of TIF note and development agreement
and a subordination agreement
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.
1.01. The authority and Place E-Generation One, LLC, a Delaware limited liability
company (“place”), entered into a purchase and redevelopment contract, dated May 1, 2017, as
amended by a first amendment to purchase and redevelopment contract, dated November 6,
2017; a second amendment to purchase and redevelopment contract, dated December 18,
2017; a third amendment to purchase and redevelopment contract, dated May 7, 2018; a
fourth amendment to purchase and redevelopment contract, dated November 5, 2018; a fifth
amendment to purchase and redevelopment contract, dated June 17, 2019; a sixth amendment
to and partial termination of purchase and redevelopment contract, dated April 20, 2020; and a
seventh amendment to purchase and redevelopment contract, dated December 6, 2021; as
assigned to and assumed by Bigos-Zelia on Seven, LLC, a Minnesota limited liability company fka
Bigos-Via Sol, LLC, a Minnesota limited liability company (the “developer”), pursuant to
assignment and assumption of purchase and redevelopment contract, dated December 28,
2023, entered into by and between Maxwell Bay Advisors, LLC, a Minnesota limited liability
company, as receiver for Place, and Bigos; as amended by an eighth amendment to purchase
and redevelopment contract, dated December 8, 2023 (collectively, the “contract”), between the
authority and the developer. The authority agreed to issue a tax increment revenue note (the “TIF
note”) in the maximum principal amount of $2,066,352 to Bigos upon the satisfaction of certain
conditions set forth in the contract.
1.02. JLL Real Estate Capital, LLC, a Delaware limited liability company (the “lender”),
has agreed to provide a mortgage loan (the “loan”) to Bigos in the approximate principal
amount of $23,625,000 pursuant to a multifamily loan and security agreement between the
lender and bigos (the “lender loan agreement” and, together with related loan documents, the
“lender loan documents”). As a condition to providing the loan, the lender requires that the
bigos assign certain rights under the contract and the TIF note to the lender and that the
authority subordinate certain rights under the contract to the rights of the lender under the
lender loan documents.
1.03. There has been presented to the board a form of assignment of tax increment
revenue note and development agreement between Bigos, the lender, and Fannie Mae, to be
agreed to by the authority (the “assignment”) and a subordination agreement between the
authority, bigos, and the lender (the “subordination agreement”), pursuant to which Bigos will
assign certain rights under the contract and the TIF note to the lender and the authority will
subordinate certain rights under the contract to the rights of the lender under the lender loan
documents.
Section 2. Approval of documents.
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2.01. The board approves the assignment and the subordination agreement in
substantially the forms presented to the board, together with any related documents necessary
in connection therewith, including without limitation the authority’s agreement and consent
attached to the assignment and all other documents, exhibits, certifications, or consents
referenced in or attached to the assignment or the subordination agreement (the “documents”).
2.02. 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.
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 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 March 18, 2024
Karen Barton, executive director Lynette Dumalag, president
Attest
Melissa Kennedy, secretary
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