HomeMy WebLinkAbout18-19 - ADMIN Resolution - Economic Development Authority - 2018/12/17St. Louis Park Economic Development Authority
EDA Resolution No. 18-19
Resolution approving a Master Subordination Agreement between the
Authority, UMB Bank, N.A., Local Initiatives Support Corporation (LISC) and
PLACE E -Generation One, LLC
Be it resolved by the Board of Commissioners ("Board") of the St. Louis Park Economic
Development Authority ("Authority") as follows:
Section 1. Recitals.
1.01. The Authority currently administers its Redevelopment Project No. 1 pursuant to
Minnesota Statutes, Sections 469.001 to 469.047, and within the Project has established the
Wooddale Station Tax Increment Financing District ("TIF District").
1.02. The Authority and PLACE E -Generation One LLC (the "Redeveloper") entered into
a Purchase and Redevelopment Contract dated as of May 1, 2017, as amended by a First
Amendment thereto dated as of November 6, 2017, a Second Amendment thereto dated as of
December 18, 2017, a Third Amendment thereto dated as of May 7, 2018, and a Fourth
Amendment thereto dated as of November 5, 2018 (as so amended, the "Contract'), regarding
the sale of certain property within the TIF District the ("Redevelopment Property") by the
Authority to the Redeveloper, and the construction of certain improvements on the
Redevelopment Property (the "Minimum Improvements') by the Redeveloper.
1.03. Pursuant to the Contract, the Redeveloper will initially purchase the portion of
the Redevelopment Property defined as the "North Parcels", and at closing on the conveyance
of the North Parcels, the Redeveloper will give the Authority a note for a portion of the
purchase price in the principal amount of $975,000, secured by a mortgage (the "Authority
Mortgage').
1.04. In order for the Redeveloper to obtain financing for construction of the portion
of the Minimum Improvements located on the North Parcels, the City of St. Louis Park (the
"City") will issue its Housing Revenue Bonds (PLACE Via Sol Project), Series 2018 (Green Bonds)
(the "Bonds'), pursuant to an Indenture of Trust between the City and LIMB Bank, N.A., as
trustee (the "Trustee'), and the Redeveloper will deliver to the Trustee a Combination
Mortgage, Security Agreement, Fixture Financing Statement, and Assignment of Leases and
Rents, dated as of December 1, 2018 (the "Primary Mortgage"), to secure the repayment by the
Redeveloper of principal and interest on the Bonds.
1.05. The Redeveloper will also receive financing from Local Initiatives Support
Corporation ("LISC') in the aggregate principal amount of $3,299,480 to finance a portion of the
North Components, evidenced by a promissory note secured by a mortgage (the "LISC
Mortgage").
EDA Resolution No, 18-19
1.06. Section 3.2 of the Contract provides that the Authority Mortgage shall be
subordinate to any mortgage provided under Section 7.3 of the Contract.
1.07, The Trustee and LISC require subordination of the Authority's rights under the
Authority Mortgage with respect to the Primary Mortgage and the LISC Mortgage securing
financing of the North Components, as set forth in the Master Subordination Agreement
presented to the Authority (the "Subordination").
1.08. The Board has reviewed the Subordination and finds that the approval and
execution of the Subordination are consistent with the provisions of the Contract and are in the
best interest of the City and its residents.
1.09. The Authority has not been requested to subordinate its rights under the
Contract as a whole or to collaterally assign any tax increment revenue note to be issued to the
Redeveloper pursuant to the Contract, but acknowledges that it will do so upon request of the
Trustee and approval of a separate subordination agreement in substantially the form provided
in the Contract.
Section 2. Authority Approval; Other Proceedings.
2.01. The Subordination as presented to the Board is hereby in all respects approved,
subject to modifications that do not alter the substance of the transaction and that are
approved by the President and Executive Director, provided that execution of the
Subordination by such officials shall be conclusive evidence of approval.
2.02. The President and Executive Director are hereby authorized to execute on behalf
of the Authority the Subordination and any other documents requiring execution by the
Authority in order to carry out the transaction described in the Subordination.
2.03. Authority staff and consultants are authorized to take any actions necessary to
carry out the intent of this resolution.
i
eWed f administration: Adopted by the Economic Development
Authority Dec. 17, 2018
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Attest:
Executive Director S`- _ --fin, President