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HomeMy WebLinkAbout2017-2833.11CONTRACT NO: 2017-011 CONTRACT DATE: 11/27/17 FIRST AMENDMENT'TO tlKjW, THIS AGREEMENT, made on or as of the 27th day of November, 2017, by and between COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic (the "Authority"), established pursuant to Minnesota Statutes, Sections 4691.090 to 469.1081 (hereinafter referred to as the "Act") and COLUMBIA HEIGHTS LEASED HOUSING ASSOCIATES III, LLLP (the "Redeveloper"). WITNESSE'I'M WHEREAS, the Authority and Redeveloper entered into that certain Contract for Private Redevelopment dated as of August 7', 2017 (the "Contract"), providing for redevelopment of certain property (the "Redevelopment Property") located in the City of Columbia Heights (the City"); and WHEREAS, the Redeveloper has requested and the Authority has agreed to amend the Contract as further described herein, NOW, THEREFORE, in consideration of the premises, and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: L The definition of "Minimum Improvements" in Section IA of the Contract is modified as follows (italicized language shows revision): Minimum Improvements" means the construction by the Redeveloper on the Redevelopment Property of a multifamily rental housing facility, consisting of approximately 148 affordable rental units, and associated underground and surface parking. 2. Schedule A of the Contract is modified to update the legal description. of the Redevelopment Property as follows: Lots I and 2, Block 1, Grand Central Lofts, Anoka County, Minnesota am RETURN TO' 5091800 MNI (1,205-66 1 Commercial Partners Title 200 S. Sixth Street *1300 Minneapolis, MN 55402C-Poo Outlot A, Grand Central Lofts, according to the recorded plat thereof, Anoka County, Minnesota. 1 Section 33(b) of the Contract is modified as follows (italicized language shows revision): b) Terins, To reimburse the Public Redevelopment Costs incurred by Redeveloper, the Authority shall issue and the Redeveloper shall purchase the Note in the maximum principal amount of $1,170,0'00. The Authority shall issue and deliver the Note at closing on the acquisition of the Redevelopment Property, but no principal or interest payments shall be due and payable on the Note and no interest will accrue on the unpaid principal of the Note until the Redeveloper has complied with the following conditions: i) delivery to the Authority written evidence satisfactory to the Authority that Redeveloper has incurred Public Redevelopment Costs in an amount least equal to the principal amount of the Note, which evidence must include copies of the paid invoices or other comparable evidence for costs of allowable Public Redevelopment Costs ("Prove- Up"); and ii) submission of evidence of financing and receipt of Authority approval of such financing in accordance with Section 7.l The terms of the Note will be substantially those set forth in the form of the Note shown in Schedule B, and the Note will be subject to all terms of the Authorizing Resolution, which is incorporated herein by reference. 4. Schedule B of the Contract is modified to include a revised form of Note, as attached hereto, in Exhibit A. 5. Section 6.3 of the Contract is modified as follows (italicized language shows revision): Section 6,.3. Assessment Agreement. (a) Upon closing ofacquisition ofthe Redevelopment Property by Redeveloper, the Redeveloper shall, with the Authority, execute an Assessment Agreement pursuant to Minnesota Statutes, Section 469.177, subd. 8, specifying an assessor's minimum Market Value for the Redevelopment Property and Minimum Improvements Constructed thereon., The amount of the minimurn Market Value shall be $11,,544, 000 as of January 2, 2019, and $17,7,60, 000 as of January 2, 2020 and each January 2 thereafter, notwithstanding the status of construction by such dates. 6. The Contract remains in full force and effect and is not modified except as expressly provided herein. 50918M NiM C1,205-66 2 IN WITNESS WHEREOF, the Authority has caused this Agreement to be duly executed in its name and behalf and its seal to be hereunto duly affixed and the Redeveloper has caused this Agreement to be duly executed in its name and behalf on or as of the date first above written. COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY By- Its President By Its Executive Direct r STATE OF mrNNESOTA ) SS, COUNTY OF ANOKA The foregoing instrument was acknowledged before me this Q(j f'-day of 4 aLm-,J - 2017, by Marlaine Szurek and Walter R, Fellst, the President and Executive Director of the Columbia Heights Economic Development Authority, a public body politic and corporate, on behalf of the Authority. 4yE Notary PublicO 50918M MNJ CL205-66 3 COLUMBIA HEIGHTS LEASED HOUSING ASSOCIATES III, LLLP, a Minnesota Limited Liability Limited Partnership By: Columbia Heights Leased Housing Associates III, LLC Its General Partner By lle Metz Its Authorize -d epresentative STATE OF MINNESOTA Ss. COUNTY OF HENNEPIN The foregoing instrument was acknowledged before me this 29TH. day of November --.1 2017 by Owen Metz, the Authorized Representative of Columbia Heights Leased Housing Associates 111, LIX, a Minnesota limited liability company, the General Partner of Columbia Fleights Leased Housing Associates 111, LLLP, a Minnesota limited liability limited partnership, on behalf of the partnership. KERRY J KO-CH N,OTARY PUBLIC MINNESOTA fig Gatfln=pX) Exores in 31, 2U22 This document was drafted by: KENNEDY & GRAVEN, Chartered (MNI) 470 U.S. Bank Plaza Minneapolis, Minnesota 55402 Telephone: (6 12) 337-9300 5091800 MNI CL205-66 4 U Notary PaAlic tall UNITED STATE OF AMERICA STATE OF MINNESOTA COUNTY OF ANOKA COLUMBIA HEIGI-ITS ECONOMIC DEVELOPMENT AUTHORITY No., R-1 $1,170,000 TAX INCREMENT REVENUE NOTE SERIES 20_ Date Rate of Original Issue 20_ The Columbia Heights Economic Development Authority (the "Authority") fo,r value received, certifies that it is indebted and hereby promises to pay to Columbia Heights Leased Housing Associates 111, LLLP or registered assigns (the "Owner""), the principal sum of 1,170,000.00 and to pay interest thereon at the rate of' percent (_%) per annurn, solely from the sources and to the extent set, forth herein. Capitalized terms shall have the meanings provided in the Contract for Private Redevelopment between the Authority and the Owner, dated as of August 7, 2017, as amended (the "Agreement"), unless the context requires otherwise. 1. Payments. Principal and interest ("Payments") shall be paid on August 1, 2020 and each February I and August I thereafter ("Payment Dates"') to and including February 1, 2032 (the "Maturity Date") in the amounts and from the sources set forth in Section 3 herein. Payments shall be applied first to accrued interest, and then to unpaid principal. Interest accruing from the date of Prove-Up through and including February 1, 2020 shall be compounded serniannually on February I and August I of each year and added to principal. Payments are payable by mail or wire transfer to the address of the Owner or such other address as the Owner may designate upon thirty (30) days written notice to the Authority. Payments on this Note are payable in any coin or currency of the United States of America which, on the Payment Date, is legal tender for the payment of public and private debts, 1 Interest. Interest at the rate stated herein shall accrue on the unpaid principal, commencing on the date of original issue. Interest shall be computed on the basis of a year of 360 days and charged for actual days principal is unpaid. 5091800 MNJ CL205-66 A-1 3. Available Tax Increment. (a) Payments on this Note are payable on each Payment Date solely from and in the amount of Available Tax Increment, which shall mean, on each Payment Date, Ninety percent (90%) of the Tax Increment attributable to the Minimum Improvements and Redevelopment Property that is paid to the Authority by Anoka County in the six months preceding the Payment Date. b) The Authority shall have no obligation to pay principal of and interest on this Note on each Payment Date from any source other than Available Tax Increment and the failure of the Authority to pay the entire amount of principal or interest on this Note on any Payment Date shall not constitute a default hereunder as long as the Authority pays principal and interest hereon to the extent of Available Tax Increment. The Authority shall have no obligation to pay any unpaid balance of principal or accrued interest that may remain after the final Payment on the Maturity Date. 4. Default. If on any Payment Date there has occurred and is continuing any Event of Default under the Agreement, the Authority may withhold from payments hereunder under all Available Tax Increment. If the Event of Default is thereafter cured in accordance with the Agreement, the Available Tax Increment withheld under this Section shall be deferred and paid, without interest thereon, within thirty (30) days after the Event of Default is cured. If the Event of Default is not cured in a timely manner, the Authority may terminate this Note by written notice to the Owner in accordance with the Agreement, 5, FtgpqypIgnt. The principal sum and all accrued, interest payable under this Note is prepayable in whole or in part at any time by the Authority without premium or penalty. No partial prepayment shall affect the amount or timing of any other regular Payment otherwise required to be made under this Note® Nature of Oj i tion, This Note is one of an issue in the total principal amount ofanon, 1,170,000, issued to aid in financing certain public redevelopment costs and administrative costs of a Project undertaken by the Authority pursuant to Minnesota Statutes, Sections 469.090 through 469,1081, and is issued pursuant to authorizing resolutions (the "Resolutions") duly adopted by the Authority on August 7, 2017 and 3 2017, and pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Sections 469.174 to 469.1794, as amended. This Note is a limited obligation of the Authority which is payable solely from Available Tax Increment pledged to the payment hereof under the Resolutions. This Note and the interest hereon shall not be deemed to constitute a general obligation of the State of Minnesota or any political subdivision thereof, including, without limitation, the Authority. Neither the State of Minnesota, nor any political subdivision thereof shall be obligated to pay the principal of or interest on this Note or other costs incident hereto except out of Available Tax Increment, and neither the full faith and credit nor the taxing power of the State of Minnesota or any political subdivision thereof is pledged to the payment of the principal of or interest on this Note or other costs incident hereto. 7. ReLlistration and Transfer, This Note is issuable only as a fully registered note without cOUPODs. As provided in the Resolutions, and subject to certain limitations set forth therein, this Note is transferable upon the books of the Authority kept for that purpose at the 5091800 MNI CL2,05-66 A-2 principal office of the City Finance Director, by the Owner hereof in person or by such Owner's attorney duly authorized in writing, upon surrender of this Note together with a written instrument of transfer satist'actory to the Authority, duly executed by the Owner. Upon such transfer or exchange and the payment by the Owner of any tax, fee, or governmental charge required to be paid by the Authority with respect to such transfer or exchange, there will be issued in the name of the transferee a new Note of the same aggregate principal arnount, bearing interest at the same rate and maturing on the same dates, within 15 days after the delivery by the Owner of its request and approval of such request by the Authority if required under the Agreement. Except as otherwise provided in Section 3.3(d) of the Agreement, this Note shall not be transferred to any person or entity, unless the Authority has provided written consent to such transfer, 11' IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things required by the Constitution and laws of the State of Minnesota to be done, to exist, to happen, and to be performed in order to make this Note a valid and binding limited obligation of the Authority according to its terms, have been done, do exist, have happened, and have been performed in due form, time and manner as so required. IN WITNESS WHEREOF, the Board of Commissioners of the Columbia Heights Economic Development Authority have caused this Note to be executed with the manual signatures of its President and Executive Director, all as of the Date of Original Issue specified above, Executive Director 5091800 MNI CL205-66 A-3 COLUMBIA HEIG14TS ECONOMIC DEVELOPMENT AUTHORITY President REGISTRATION PROVISIONS The ownership of the unpaid balance of the within Note is registered in the bond register of the City Finance Director, in the name of the person last listed below. Date of Signature of Registration inance..Director _registered Owner 0® Columbia Heights Leased Housing Associates 111, LLLP Federal Tax 1.13 No 50918 M MNI C1,205-66 A-4