Resolution - #15-03-086 - 01/01/2015

Home

WHEREAS, on or about February 19, 2015, the City Council adopted Resolution #15- 02-044 pursuant to which the City Council authorized the Prior Requested Actions. WHEREAS, before F&C Apartments closed on the refinancing with PNC Bank, Residence at the COR Apartments LLC, a Minnesota limited liability company (“Buyer”) offered to purchase the Development Property from F&C Apartments, and F&C Apartments and Buyer have entered into a purchase agreement pursuant to which Buyer has agreed to purchase the Development Property from F&C Apartments (the “Purchase Agreement”). WHEREAS, pursuant to the terms of the Purchase Agreement F&C Apartments and F&C Ramsey will assign to Buyer all of their rights and obligations under the Development Agreement, including F&C Ramsey’s right to receive the TIF Note pursuant to Article VI of the Development Agreement. WHEREAS , upon the sale of the Development Property to Buyer, F&C Borrower is obligated to repay the entire outstanding principal amount of Loan No. 1 and the entire outstanding principal amount of Loan No. 2 and all accrued, unpaid interest thereon, and upon F&C Borrower’s repayment of the Loan No. 2, the City will be obligated to issue the TIF Note to Buyer, as the assignee of F&C Ramsey’s rights under Article VI of the Development Agreement. WHEREAS, to facilitate the sale of the Development Property to Buyer and Buyer’s acquisition of a loan from PNC Bank to finance Buyer’s acquisition of the Development Property, F&C Apartments, F&C Ramsey, F&C Borrower, Buyer and PNC Bank have asked the City to: a. Rescind Resolution #15-02-044; b. Ratify the Assignment and Assumption Agreement dated February 12, 2015 between the City and the HRA pursuant to which the HRA assigned to the City and the City assumed from the HRA all of the HRA’s rights and obligations under the Development Agreement and the Memorandum of Assignment and Assumption Agreement that the City and the HRA executed and will record in the Anoka County land records to evidence, of record, the terms of the Assignment and Assumption Agreement; c. Authorize the Mayor and the City Administrator to execute and deliver a First Amendment to Development Agreement, in substantially the form attached hereto Exhibit B First Amendment as (the “”) to, among other things, eliminate the City’s right to cancel, rescind or terminate the TIF Note as a remedy for an event of default under the Development Agreement or as a consequence of the holder of a Project Mortgage, as defined in the Development Agreement treating the Development Agreement as subordinate to the Project Mortgage, all as set forth in this First Amendment; d. Authorize the Mayor and the City Administrator to execute and deliver an Estoppel Certificate for Development Agreement in substantially the form attached Exhibit C Development Agreement Estoppel hereto as (the “”) to certify, for the benefit of F&C Apartments, Buyer and PNC Bank, that the City does not have knowledge of any defaults by F&C Apartments under the terms of the Development Agreement; 2 6911974v4