HomeMy WebLinkAboutResolution No. 205-21 -D02 - EDA Resolution - Badger Hills 2nd Amended Development Agreement TIF District 76-1
RESOLUTION
EDA RESOLUTION NO. ______
COUNCIL RESOLUTION NO. ______
Authorizing the Execution of a Second Amended and Restated Development
Assistance Agreement with Bella Vita of Rochester, LLC and a Development
Assistance Agreement with Forte II, 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 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, at the request of the Original Developer, the EDA
and Bella Vita of Rochester, LLC (the “Phase I Developer”) entered into an Amended and
Restated Development Assistance Agreement, dated November ___ 2020 (the “First
Amended Agreement”) (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 Phase I 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 (ii) to reorganize the ownership thereof
under the Developer; and
WHEREAS, the Phase I Developer and Forte II, LLC (the “Phase II Developer”) have now
determined that the Phase I Project and the Phase II Project will be separately owned
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and financed and the Phase I Developer has requested that (i) the First Amended
nd
Agreement be amended and restated pursuant to that certain 2 Amended and Restated
Development Assistant Agreement (the “Phase I Agreement”) to reflect the Phase I
Developer as responsible solely for the construction, ownership and operation of the
Phase I Project and to acknowledge the transfer of all rights and responsibilities with
respect to the Phase II Project from the Phase I Developer to the Phase II Developer and
that (ii) that all rights and obligations with respect to the Phase II Project be set forth in a
separate Development Assistant Agreement (the “Phase II Agreement”); and
NOW, THEREFORE, BE IT RESOLVED by the Board of Commissioners (the “Board”) of
the Rochester Economic Development Authority (the “EDA”) and the Common Council
(the “Council”) of the City of Rochester, Minnesota (the “City”), as follows:
1. The Board hereby approves the Phase I Agreement and the Phase II Agreement in
substantially the forms 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 Phase I Agreement
and the Phase II Agreement including without limitation the TIF Notes 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 of the Phase II Agreement by the EDA shall
expire if the Phase II Developer has not completed the following actions within 180
days after the date of this resolution: (i) executed the Phase II Agreement, (ii) obtained
a footing and foundation permit and commenced construction of the foundation of the
Phase II Project, and (iii) delivered to the EDA evidence satisfactory to the EDA that
the Phase II Developer has adequate financial resources available for and committed
to the completion of the Phase II Project. Prior to the expiration of such 180-day period,
the Phase II 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
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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.
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PASSED AND ADOPTED BY THE BOARD OF COMMISSIONERS OF THE
ROCHESTER ECONOMIC DEVELOPMENT AUTHORITY, THIS 20TH DAY OF
SEPTEMBER, 2021.
PRESIDENT OF SAID AUTHORITY
SECRETARY OF SAID AUTHORITY
PASSED AND ADOPTED BY THE COMMON COUNCIL OF THE CITY OF
ROCHESTER, MINNESOTA, THIS __________ DAY OF _______________, 2021.
___________________________________
PRESIDENT OF SAID COMMON COUNCIL
ATTEST: __________________________
CITY CLERK
APPROVED THIS _____ DAY OF ______________________, 2021.
___________________________________
MAYOR OF SAID CITY
(Seal of the City of
Rochester, Minnesota)
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