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HomeMy WebLinkAboutResolution No. 308-20 - EDA D1 - Badger Hills Amended Development Agreement Approval EDA RESOLUTION NO. ______ COUNCIL RESOLUTION NO. ______ Resolution Authorizing the Execution of an Amended and Restated Development Assistance Agreement with Bella Vita of Rochester, LLC. WHEREAS, pursuant to the provisions of Minnesota Statutes, Section 469.174 through 469.1794, as amended, (the “TIF Act”), the Rochester Economic Development Authority (the “EDA”) has created, within the Development District, Housing Tax Increment Financing District No. 76-1 (Badger Hills Senior Housing Project) as a housing tax increment financing district (the “TIF District”), and has adopted a tax increment financing plan therefor (the “TIF Plan”), which provides for the use of tax increment financing in connection with certain development to be constructed within the TIF District and Development District; and WHEREAS, the EDA has heretofore approved a Development Assistance Agreement (the “Original Agreement”) between the EDA and NSKW Land, LLC, a South Dakota limited liability company (the “Original Developer”), stating the Original Developer’s responsibilities to construct an approximately 256-unit multifamily rental housing development consisting of approximately two 3-story apartment buildings with underground parking, a fitness room, beauty salon, activity room, theatre, and outdoor amenity area, with all related improvements (the “Original Project”); and WHEREAS, after execution of the Original Agreement, economic conditions changed due to the existing global pandemic and the Original Developer determined (i) to divide the Original Project into two phases consisting of the construction of an approximately 128- unit multifamily rental housing development consisting of an approximately 3-story apartment building with underground parking, a fitness room, beauty salon, activity room, theatre, and outdoor amenity area, with all related improvements to be completed, owned and operated by the Bella Vita of Rochester, LLC, a South Dakota limited liability company (the “Developer”) on the property within the TIF District (the “Phase I Project”) and the construction of an approximately 128-unit multifamily rental housing development consisting of an approximately 3-story apartment building with underground parking, a fitness room, beauty salon, activity room, theatre, and outdoor amenity area, with all related improvements to be completed, owned and operated by the Developer on the property within the TIF District (the “Phase II Project” and, together with the Phase I Project, the “Project”) and (ii) to reorganize the ownership of the Project under the Developer; and WHEREAS, the Developer has requested that the Original Agreement be amended and restated pursuant to that certain Amended and Restated Development Assistant 1 RC110-118-685408.v1 Agreement (the “Agreement”) to reflect the new ownership entity and to provide, among other things, for the construction of the Project in two phases. NOW, THEREFORE, BE IT RESOLVED by the Board of Commissioners (the “Board”) of the Rochester Economic Development Authority (the “EDA”), as follows: 1. The Board hereby approves the Agreement in substantially the form presented to the Board, together with any related documents necessary in connection therewith, including but not limited to any documents, exhibits, certifications or consents referenced in or attached to the Agreement including without limitation the TIF Note as defined therein (collectively, the “Development Documents”) and hereby authorizes the President and Secretary to negotiate the final terms thereof and, in their discretion and at such time, if any, as they may deem appropriate, to execute the same on behalf of the EDA, and to carry out, on behalf of the EDA, the EDA’s obligations thereunder; provided however that this authorization by the EDA shall expire if the Developer has not completed the following actions within 180 days after the date of this resolution: (i) executed the Agreement, (ii) obtained a footing and foundation permit and commenced construction of the foundation of the Phase I Project, and (iii) delivered to the EDA evidence satisfactory to the EDA that the Developer has adequate financial resources available for and committed to the completion of the Phase I Project. Prior to the expiration of such 180- day period, the Developer may request an extension from the Board of Commissioners of the EDA. 2. The approval hereby given to the Development 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 EDA 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 EDA. The execution of any instrument by the appropriate officers of the EDA 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 Development Documents shall not be effective until the date of execution thereof as provided herein. 3. 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 Development Documents, the officers and employees of the EDA are hereby authorized and directed to take or cause to be taken such actions as may be necessary on behalf of the EDA to implement the Development Documents, including without limitation the issuance of the TIF Note thereunder, when all conditions precedent thereto have been satisfied. 4. The Board hereby determines that the execution and performance of the Development Documents will help realize the public purposes of the Act. 2 RC110-118-685408.v1 PASSED AND ADOPTED BY THE BOARD OF COMMISSIONERS OF THE RD ROCHESTER ECONOMIC DEVELOPMENT AUTHORITY, THIS 23 DAY OF NOVEMBER, 2020. PRESIDENT OF SAID AUTHORITY SECRETARY OF SAID AUTHORITY PASSED AND ADOPTED BY THE COMMON COUNCIL OF THE CITY OF ROCHESTER, MINNESOTA, THIS __________ DAY OF _______________, 2020. ___________________________________ PRESIDENT OF SAID COMMON COUNCIL ATTEST: __________________________ CITY CLERK APPROVED THIS _____ DAY OF ______________________, 2020. ___________________________________ MAYOR OF SAID CITY (Seal of the City of Rochester, Minnesota) 3 RC110-118-685408.v1